R E POR T OF THE SELECT COMMITTEE OF THE HOUSE OF REPRESENTATIVES, APPOINTED UNDER THE RESOLUTION OF JANUARY 6, 1873, TO MAKE INQUIRY IN RELATION TO THE AFFAIRS OF THE UNION PACIFIC RAILROAD COMPANY, THE CREDIT MOBILIER OF AMERICA, AND OTHER MATTERS SPECIFIED IN SAID RESOLUTION AND IN OTHER RESOLUTIONS REFERRED TO SAID COMMITTEE. WAS HIN GTON: GOVERNMENT PRINTING OFFICE. 187 3. 42D CONGIRESS, HOUSE OF REPRESENTATIVES. REPORT 3d &ssion. No. 78. AFFAIRS OF THE UNION PACIFIC RAILPROAD COMPANY.; FEBRUARY 20, 1i83.-Ordered to be printed and recomnlmitted. ifr. JmEEmiIAII MI. WILSON, from thile Select Committee (No. 2) on the Credit Mobilier, &c., made the following REPORT: [To accompany bill H. R. 4031.] The select coummittee appointed under the resolution of the House of January 6, 1873, to make inquiry in relation to the affairs ofi the Union Pacific Railroad Conmpany, the Credit Mobilier of America, and other matters specified in said resolution and in, other resolutions referred to said committee, now submit to the House the following report as to a portion of the matters therein: By the statutes of July 1. 1862, and July 2, 1864, which, for most of the purposes of this discussion, may be treated as a single act, Congress created a corporation to be known as the Union Pacific Railroad Compan'y, with authority to construct and maintain a railroad and telegraph from a point on the one hundredth 1meridian of longitude west from Greenwich to the western boundary of Nevada Territory, upon a route and on the terms specified, there to connect with another road largely endowed by the Government, so as to form a continuous line of railroad from the Missouri River to the navigable waters of the Sacramento River in California, and thereby to unite' the railroad system of the Eastern States with that of California, strengthen the bonds of union.between the Atlantic and Pacific coasts, develop the immense resources of the great central portion of the North American continent, and create a new route for commerce from the Atlantic and Europe to the Pacific ~nd Asia,. By an act passed July 3,1866, the company was authorized to locate and construct its road from Omaha, in Nebraska, without reference to the original initial point at tle one hundredth meridian. To aid in accomplishing these vast results, the corporation was clothed by the Government with a proportionally vast endowment. The right of way through the public land, the Government undertaking to remove all Indian titles, for a space of two hundred feet in width on each side of its entire route;. the right of eminent domain to appropriate necessary private land-space for depots, turnouts, &c.; public lands to the amount of ten alternate sections per mile within the limits of twenty miles on each side of said road, were given to this corporation. It was further provided that upon the certificate of three commissioners, appointed by the President, of the completion and equipment of every section of twenty consecutive miles of said railroad an(d telegraph in accordance with the provisions of the act, the Secretary of the Treasury should issue to the corporation bonds of the United States of $1,000 each, payable in thirty years after date, with interest at the rate of 6 per cent. per annum, payable semi-ann-ually, to the amount II CREDIT MOBILIER AND UNION PACIFIC RAILROAD. of $16,000 per mile for a portion thereof, and $32,000 per mile for a portion, and $48,000 per mile for a portion. These bonds were to be a loan to the corporation. To secure their repayment the act of 1862 provides that their issue shall, ipso facto, constitute a first mortgage on the whole property of the company. This lien was, by the act of 1864, subordinated to a mortgage executed by the corporation to secure its own bonds for an amount equal to the amount issued by the Government, as aforesaid. Pursuant to these provisions, the company has received from the Government bonds to the amount of $27,236,512, and has issued its own bonds to the amount of $27,213,000. The corporation has also received by patents issued, 654,419 acres of the public lands, leaving about 11,345,580 acres, not yet patented, embraced in the grant. It has issued bonds, called land-grant bonds, to the amount of $10,400,000. These land- gra-nt bonds are secured by a deed of trust executed to John Duff and Cyrus McCormick, coverling all the lands embraced in the grant. It has also issued what are called income bonds to the amount of $9,355,000. These bonds are secured by a pledge of the income of the road to three trustees, Benjamin E. Bates, John 1t. Duff, and F. Gordon Dexter. It has also issued stock to the amount of 36,762,300. It has also taken possession of and is enjo'ying the land needed for its way, turnouts, stations, &c. It will thus be seen that all that the Government stipulated to do in aid of this enterlprise has been clone. The aid thus afforded by the Government was accompanied with precise directions as to the proceedings of those to whom it was intrusted, and Congress endeavored to provide sufficient safeguards to sceure the faithful performance of their trust. It was provided that the capital stock should be paid in in money. In rilation to this the act is emphatic and unmistakable. There were to be ten directors, each of whom must be the bona-fide owner of five shares of the capital stock. The act of 1.862 provided that the shares should be of the par value of $1,(000 each, of which not more than two hundred should be owned by any one person. This was changed by the act of 1864, so that the shares might be held in small quantities, and the par value was fixed at one hundred instead of onie thousand dollars. Both acts provided that the stock should be actually paid in full in money, in assessments of not less than 5 per cent., at such intervals, not to exceed six months, as should be determined by the directors. The interests of the Government were to be especially plrotected by five Government directors appointed by the Presi(lent, one of whom should be a member of every standing and special committee. Annual reports were required to be made to the Secretary of the Treasury, setting forth the names and resi(lence of the stockholders and officers, the amount of stock subscribed, the amount of stock paid in, the indlebtedness of the road, and its receipts. The claim of the.Government to a re-imnbursement for the loan of its bonds was secured by a seconld mnortgage or lien upon the road; by the obligation to apply at least 5 per cent. of the net earnings after the road is finished thereto; and whenever the net earnings oQf the road amounted to 10 per cent. of the cost, Co-ngress reserved the riglt, to legislate for the reduction of the fares; and, if unreasonable in amount, to fix and establish the samnle by law; and further reserved the power, having due regard to the rights of tho corporation, to add to, alter, amend, or repeal the act. lhe purpose of the whole act was expressly declared to be "' to promote the public interest and welfare by the construotion of said railroad CREDIT MOBILIER AND UNION PACIFIC RAILROAD. III and telegraph line, and keeping the same in working order, and to secure to the Government at all times, but particularly in time of war, the use and benefit of the same for postal, military, and other purposes." Your committee cannot doubt that it was the purpose of Congress in all this to provide for something imore than a mere gift of so much land, and a loan of so many bonds on the one side, and the construction and equipment of so many miles of railroad and telegraph on the other. The United States was not a mere creditor, loaning a sum of money upon mortgage. The railroad corporation was not a mere contractor, bound to furnish a specified structure and nothing more. The law created a body politic and corporate, bound, as a trustee, so to manage this great public frianchise and endowments that not only the security for the great debt due the United States should not be impaired, but so that there should be ample resources to perform its great public duties in timle of commercial disaster and in time of war. This act was not )assed to further the personal interests of the corporators, nor for the advancement of commercial interests, nor for the convenience of the general public alone; but in addition to these the interests, present and ftuture, of the Government, as such, were to be subserved. A great highway was to be created, the use of which for postal, military, and other purposes was to be secured to the Government " at all times," but particularly in time of war. Your committee deem it important to call especial attention to this declared object of this act, to accomnplish which object the muunificent grant of lands and loan of tile Govertlment credit was made. To make such a highway, and to have it ready at "all times," and; "particularly in time of war," to meet the demandls tthat might be made upon it; to be able to withstand the loss of business and other casualties incident to war and still to perfornl for the Government such reasonable service as migfht under such circumstalces be demanded, required a strong solvent corporation, and when Congress expressed the object and granted the corporate powers to carry that object into execution, and aided the enterprise with subsidies of lands and bonds, the corporators in whom these powers were vested adll under whose control these subsidies were placed were, in the opinion ot your committee, under the highest moral, to say nothling of legai or equitable obligations, to use the utmost degree of good faith toward the Governmenlt in the exercise of the powers and disposition of the subsidies. Congress relied for the -erformnance of these great trusts by the corporators upon tileir sense of public duty; upon the fact that they were to deal Hwitl aIl lrotect a lalrge cal)ital of.their own which they were to pay il inl 1.money; -upon the lresence of five directors appointed by the.Presidenlt especially to represelnt the public interests, who were to ownio no Stock; onte of \wlhoIn should be a ineunber of every committee, st antding or sptcial; ulp)on comnitissioiers to be appoijnted by the Preside nt, who should examine anld report upon thle work as it progressed; in cert'till cases upl}l tlh certificate of thle chieft engineer, to be made(i upoll l his tl'ot'essioial honorl; all lastly, upon the reseryed power to at(i to, al er, a- menl, ( r rel)al thle act. Your coli ii t tee fil id thlemlselves c ollstrailn ed to report that the moneys bor(rowed 1by thle c(orpl om'tion, nuler a )o'er givenl them, only to mnept the nccessitits of thle co('stlmuctio)i anU( enlJowment of the road, hay, been (listrlibtite( ill (divi(eId(ls amoll the corporators; that the stock was iss11(l, I,.tot to mnmii wlio plidi tor it at par in money, but who paid for it at, ilot more tlihan. cents on tile dollar in road mlaking; that of time Governllment, directors soene of thein hav e neglected their duties and iVs etCREDIT MOBILIER AND UNION PACIFIC RAILROAD. others have been interested in the transactions by which the provisions of the organic law have been evaded; that at least one of the commissioners appointed by the President has been directly bribed to betray his trust by the gift of $25,000; that the chief engineer of the road was largely interested in the contracts for its construction; and that there has been an attempt to prevent the exercise of the reserved power in Congress by inducing influential members of Congress to become interested in the profits of the transaction. So that of the safeguards above enumerated none seems to be left but the sense of public duty of the cprporators. Your commnittee, therefore, proceed to report the facts as they have:been able to gather them from the evidence, relative to the manner in,jwhich the parties in whom these trusts were reposed have discharged them, and the consequences which have followed. By reference to the first section of the act of 1862, it will be seen that a subscription of $2,000,000, two thousand shares of $1,000 each, and the payment of ten per cent. thereon, was a condition-precedent to organization. The sum of about $2,180,000 was subscribed, aRnd ten per cent. (about $218,000) paid in, and thereupon, in October, 1863, the company was organized by the election of a board of directors, &c. The first contract for the construction of the road was made with one H. M. Hoxie, who seems to have been a person of little pecuniary responsibility. His proposal to build and equip one hundred miles of the railroad and telegraph is dated New York, August 8, 1864, signed IH. M. JHoxie, by H. C. Crane, attorney. It was accepted by the company September 23, 1864. On tile 30th of September, 1864, tHoxie agreed to assign this contract to Thomas C. Durant, who was then vice-president and director of the Union Pacific Railroad Company, or such parties as he might designate. On the 4th of October, 1861, this contraCt was extended to the one hundredth meridian, an additional one hundred and forty-six and forty-five hundredths miles, the agreement for extension being signed by Crane as attorney of Hoxie. Hoxie was an empiloye of the compalny at the time, and Mr. Crane, who signed as Hoxie's attorney, was Dlurant's " confidential man," as Duranthimself expresses it. By this contract and its extension Hoxie agreed to build two hundred and forty-six and forty-five hundredths miles of road, to furnish money on the securities of the company, to subscribe $1,000,000 to the capital stock, and he was to receive $50,000 per mile for the work. On the 11th day of October, 1864, an agreement was entered into by:Durant, Bushnell, Lambard, McComb, all directors of the Union Pacific Railroad Company, and Gray, a stockholder, to take from Hioxie the assignment of his contract, (which assignment he had previouly bound himself to make to such persons as Durant should designate,) and to contribute $1,600,000 for the purpose of carrying the contract out. This Hoxie contract and its assignment were a device by which the persons who were the active managers and controllers of the Union Pacific Railroad Company caused said corporation to make a contract with themselves for the construction of a portion of its road, by which also they got possession of all the resources which it would be entitled to by the completion of said portion, and by which they evaded, or sought to evade, the requirement that the capital stock should be fully paid in in money, by substituting for such payment a fictitious or nomninal payment in road building and equipment, each share being treated as being worth much less than its par value. That this was the sub CREDIT MOBILIER AND UNION PACIFIC RAILROAD. V stance of the transaction will more fully appear when we come to speak of a subsequent arrangement of the same nature, but on a larger scale. That in making this contract the interests of the Union Pacific Railroad Company were utterly disregarded, your committee do not doubt. That it was dleliberately done we do not hesitate to believe. That belief is founded upon the following summary of the evidence in addition to the facts heretofore stated. Peter A. Dey, esq., then the engineer-in-chief, testifies that before this contract was made he had surveyed and estimated the one hundred miles embraced in it, and that upon a full estimate he made the cost not to exceed $30,000 per mile; that after this Mr. leed, an agent and director of the company, came there and directed him to make a larger estimate, putting heavy embankeme nts where none were required, which he did, making an estimate of about 3)0,000 per rile. When the Hoxie contract was submitted to him he objected to it, and when he found that it was to be executed and the work done under it, h. resigned his posi-' tion as chief engineer, as appears from the following written resignation and private letter;1 a,,dd-essed to the president of the company: XEGIsEXi'St l OFFICE, US'ION PACIFIC R]AILOAD, Omaha, December 7, 1864. D:EAR SIm: I hereby tender you my resignation as chief engineer of the Union Pacific Railroad, to take effect December 30, 1864, one year fromn the date of my appointment. I aml induced to delay until that timne that I Imigrht combine the results of surveys of the present year and present them to the company and to mn-self in a satisfactory manner. Mly reasons fbr this step are simply that I do not approve of the contract made with Mr. Hoxie for building the first hundred miles from Omaha west, and I do not care to have mly name so connected with the railroad that I shall appcear to indorse this contract. Wishing for the road Iuccess beyond the expectation of its members, I am, respectfully, yours, PETER A. DEY. Hon. Joux~ A. Dix. Mr. Dey further testified as follow-s: Question. Did you send the letter of -which this is a copy to G-eneral Dix? Answer. 1. did. Q. Was your resignation accepted? A. Not that I know of. Q. Did you write any other letter to General1 Dix? A. On the same day that I wrote the letter I have just read to you I wrote and inclosed in the same envelope the following: O:MAHu, Decemnber 7, 1864. DEAR SIR: With this I send you my resignation as chief engineer of the Union Pacific Railroad Company. My reasons I h1ave given. I received the contraset nearly a month ago. When I first read it I felt that it was made against my known views, and I could not be held in any measure responsible for it, but it has since been a, constantly recurring subject of thought to me, and I am not now satisfied that I shall be able to acquit myself of all blamrie if I become an instrument of its execution. You know the history of the M. and M. road, a road that to-day could be running to this point if its stock and bonds only represented the amount of cash that actually went into it. My views of thle Pacific Railroad are perhaps peculiar. I look upon its managers as trustees of the bounty of Congress. I cannot willingly see them repeat the history of the M. and M. by taking a step in the incipiency of the project that will, I believe, if followed out, swell the cost of construction so much that 1)y the time the work reaches the mountains the representative capital will be accumulated so mucel that at the very time when the company will have need for all its resources, as well of capital as of credit, its securities will not be negotiable in the market. From my boyhood I have associated Mr. Cisco and yourself with Mr. Bronson and Mr. Flagg, men whose integrity, purity, and singleness of purpose have made thern marked men in the generation in which they lived. Of course my opinion remains unchanged. You are doubtless uninformed how disproportionate the amount to be paid is to the work contracted for. I need not expatiate upon the sincerity of my course,when you AViI CREDIT MOBILIER AND UNION PACIFIC RAILROAD. reflect upon the fact that I have resigned the best position in my profession this country has ever offered to any man. With respect,:PETER A. DEY. The parties *above namined having rocunred the, assignment to thenmselves of this contract, were liable individually as partners for all debts incurred in the joint undertaking. They therdfore took steps to procure corporate powers as a shiold against such risk, and secured for that purpose the control of a corporation afterward known as the Credit M, obilier of America. The following is a brief history of' the corporation: On the Ist day of Novlember, 1859, the State of Pennsylvania granted a charter for the incorporation of the Pennsylvania Fiscal Agency. That charter gave powers of so extraordinary a character that your coummlittee deemn it important to insert it here in full. It is as follows: An act to incorporate the Pennsylvania Fiscal Agency. STCTION 1. Be it enacted by the senate anld hol!se of representatives of the Coma.'monwvealleh of Pensylzvana in geneeral assenmbly mnet, and it is herebyJ enlacted bi th1e authority of the 8ane, That Samuel J. Reeves, Ellis Lewis, Garrick Mallor, I)uff Green, Da-vid R. Porter, Jacob Ziegler, Charles M. Hall, Horn R. Kne.ass, Iobert J. ooss, Wrilliamr T. Dougherty, Isaac tIugis, C I.. Reed, William'Workman, Asa Packer, Jrsse Lazear, C. S. Kauffman, C. L. Ward, and Henry M. Fuller be, and they are hereby, appointed commissioners to receive subscriptions and to organize a coupanv, by the name and style of the Pennsylvani:a Fiscal Agency; and the owners of th1e shares herein authorized to be issued, when the company is organized, shall, under the name and style aforesaid, have perpetual succession; anl may purcLase, hold, and acquires by any lawful umeans, estate, real and personal, and the same ma:y use, sell, lease, let, mort, gage, transfer, and convey, and otherwise dispose of; and imay sue and be sued, plead.and be impleaded, contract allnd be contracted with, and hlave and use a crnnmeon seal, and the sam-e may change at pleasure; and may make by-laws and regulations for the governmelit of their affairs, and may have and use all the rights, powers, and privileges which are or may be necessary for them to have as a company incorporated for the purposes herein stated: Provided, That the said company shall not at any time hold, in this State, more land than may be requisite for the convenient transaction of their business. SEc. 2. That the purpose of this act is to organize an incorporated company, and to authorize them, as such, to become an agency for the purchase and sale of railroad bonds and other securities, and to make advances of money and of credit to railroad and other improvement companies, and to aid in like mnanner contractors and manuufacturers, alnd to authorize them as a company to make all requisite contracts, and especially to receive and hold, on deposit and in trust, estate, real and personal, including the notes, bonds, obligations, and accounts of States, and of indiv-iduals, and of comp-panies, and of corporations, and the same to purchase, collect, adjust, and settle, and also to sell and dispose thereof in any market in the United States, or elsewhere, without proceeding in law or in equity, and for such price anlid on such terms as mlay be agreed on between them and the parties contracting with them, and also to indorse and guarantee the payment of the bonds and the performance of the ouligations of individuals, of corporations, dund of companies. SEC. 3. That the capital stock of said company shall consist of fifty thousand shares of $100 each; and the commissioners aforesaid. or a majority of them, may, in person or by proxy, open books of subscription at suchl times anid,places as they deem expedient, anLd wlhen five thousand shares shall have been subscribed, and five per cent. thereon shall have been paid in, the shareholders may elect iiveor more directors; and the directors of the said company, when it' shall have been organized, may, and they are hereby authorized and empowered to have and to exercise, in the name and in behialf of the company, all the rights, powers, and privileges which are intended to be herein given; and may, from time to time, increase their resources by borrowing money on a pledge of their property, or without such pledge, or by new subscriptions, not exceeding fifty thousand shares; and any citizen or subject, company or corporation, of any State or county, may subscribe for, purchase, and hold shares of the said company with all the rights and subject only to such liabilities as other shareholders are subject to; which liabilities are no more tha.n for the payment to the company of the sums due or to become due on the shares held by them; and when new subscriptions are made, the shares may be issued at par or sold for the benefit of the holders of the shares heretcvobre issued. CREDIT IOBIILIER AND UNION PACIFIC IEAILROAD. VII SEc. 4. That the by-laws shall prescribe the manner in which the officers and ageits of the company shall be chosen, and designate their powers and duties, and their terms of service and compensation; and the principal office of the company shall be in Philadelphia, but the directors, under such rules and regulations as they may prescribe, may establish branches and agencies in Europe and elsewhere, and may deal in exchane, foreign and domestic; but the said company shall not exercise the privilege of banking, nor issue their own notes or bills to be used as bank-notes or as currency. SEC. 5. That three-fifths of the directors of the said company shall be citizens of the United States, and' the majority of the, whole shall reside in this State. SiEc. 6. That the said company shall pay to the State treasurer, for the use of the State, a bonus of one-half of one per cent. on the snm requisite to be paid in previous to the organization, payable in four equal annual installments, the first payment to be made in one year after the payment on the capital stock shall be made, and also a like bonus on all subsequent payments on account of the capital stock of the said company, or any increase thereof, payable in like manner; and, in addition to such bonus, shall pay such tax upon dividends exceeding six per cent. pbr annum as is or may be imposed by law. W. C. A. LAWRENCE, Speaker of the )Joae of Representatizes. JNO. CRESWELL, Ja., Speaker of the Senate. Approved the finst day, of November, anno Domini, oine thousand eight hundred and fifty-nine. WmV. P. PACKER. On the 31k day of March,; 183-1, Thomas C. DIrant, vice-president of the Union Pacific Railroad Comnpany, purchased this charter for the purpose of usingo the corporation for the constrautiol of the Union Pacific Rlajilroad. On the 2oth day of Mawrch, 1831, by an act of the legisfatlre of the State of Pennsylvania, tile name was changed to; The Credit Miobilier of America." By the terms of purchase of the chartei, an agency was to be established in the city of New York, and when the subscription was made it was upon the condition that the full powers of the board of directors should be delegated to the New York agency, and that a railway bureau should be established at said agency, of five managers, three to be directors of the company, (afterward changed to seven managers,) who should have the mianagement of railway coutra6ts, subject to the approval of the president. By these means this Pennsylvania corporation, so far as tile mana,gement of its affairs was concerned, substantially expatri.ated itself, and, clothed with the extraordinary powers acquired from the State of Pennsylvania, it proceeded to take upon itself the control of the Union Pacific Railroad Company in the manner following: It purchased the outstanding stock of that corporationm, amounting to about $2,180,000, on which about $218,000 had been paid to the railroad company, the Credit MTobilier paying for this stock the amount already paid. At the time of this purchase the shares of Union Pacific stock were $1,000 each. After the act of 1864 was passed these shares were canceled, and a re-issue was made in shares of $100 each. The re-issue was made to the stockholders of the Credit Mobilier, and by this process the stockholders of the two corporations were made identical. By this means the persons who unuder the guise of a corporation that was to take the contract to build the road held complete control of the corporation for which the road was to be built. These things accomplished, they took charge of construction under the Hoxie contract, and the portion of the road lying between Omaha and the one-hundredth meridian was constructed under it. This contract cost the Union Pacific Railroad Company.$....... 12, 974, 416 24 It cost the Credit Mobilier.......................................... 7, 80, 183 33 Profit.................... 5,168, 233 91 VIII CREDIT MOBILIER AND UNION PACIFIC RAILROAD. This profit is a profit in stock and bonds estimated at par. Their actual value will appear hereafter. The next event in this history is as follows, and it is stated here to show the animus of those who were mlanaging this great trust: The Hloxie contract had been completed, finishing the road to the one-hundredth meridian, a distance of two hundred and forty-six and forty-five hundredths miles. An agreement was then made, (November 10, 1866,) by Thomas C. Durant, vice-president of the Union Pacific Railroad Company, with a Mir. Boomer for the construction of one hundred and fifty-three and thirty-five hundredths miles west from the onehundredth meridian. By the terms of this agreement Boomer was to be paid $19,500 per mile for that portion between thie one-hundredth meridian and the east bank of the North Platte, and for that portion lying west of the North Platte within the limits of the agreement $20,000 per mile; the bridge over the North Platte, and station-buildings equipment, &g., to be an addditional charge. This contract' was never ratified by the com-pany, but under it the work progressed, and fifty-eight miles of road had been completed and accepted by the Government. The books of the company fail to show what this fifty-eight miles had cost the company; but from the best evidence that could be procured your committee believe that the cost had not been to exceed $27,500 per mile for construction and equipment, the excess over the contract price being for station houses, equipment, &c. Inasmuch as the charter required that the station-houses, equipment, &c., should be built and furnished before acceptance by the Government, and inasmuch as the records of the Department show that the fifty-eight miles had been accepted, your committee feel warranted in finding that this had been done and that the cost of the whole was not to exceed $27,500 per mile. But notwithstanding this, on the 5th day of January, 1867, the board of directors by a resolution extended the Hoxie contract over this fifty-eight miles of then completed road, thereby proposing to pay to the Credit Mobilier the sum of $22,500 per mile for this fifty-eight miles, amounting to the sum of $1,345,000 without any consideration whatever. The following is the resolution of date January 5, 1867: Besolved, That the Union Pacific, Railroad Company will, and do hereby, consider the Hoxie contract extended to the point already completed, namely, three hundred and live miles west from Omnaha, and that the officers of this company are hereby anthorized to settle with the Credit Mobilier at $50,000 per mile for the additional fiftyeight miles. That it was proposed to give the Credit MIobiher this profit, if that is the proper word to be used in such a connection, is verified by the fact that subsequently the sum of $1,104,000 was paid to the Credit Mobilier on account of this fifty-eight miles, for the eonstruction of which it never had even the sernblance of a contract. Of this $1,104,000 further mention will be made hereafter. Against this proposition Dr. Durant filed the following protest: To the board of directors of-the Union Pacific 1Railroad Company: GENTLEMEN: I protest against the passage of the resolution appearing on your minutes as passed January 5, 1867, purporting to treat and consider the Hoxie contract as extended to the point already completed, namely, three hundred and five miles west of Omaha, and authorizing the officers of the company to settle with the Credit Mobilier at $50,000 per mile for the additional fifty-eight miles. said resolution was moved anrd adopted while I was absent from the meeting of the board on necessary business of the company. I make this protest on the ground that said fifty-eight miles has been constructed at much less cost than $50,000 per mile, and has been accepted by the United States Goverinment as complete, and that it was not constructed under the Hoxie con CREDIT MOBILIER AND UNION PACIFIC RAILROAD. IX tract, and that a considerable portion of the cost thereof had been paid by the company before the adoption of said resolution, ind that said resolution does not provide any compensation or advantage to the company by requiring stock subscriptions, or stipulations for the construction of additional portions of the company's railroad, or by any other means or stipulations whatsoever, but leaves the company to sustain a very great and unrequited loss. Respectfully, yours, THOMAS C. DURANT. Durant afterward procured an injunction against this extension of the Hoxie contract over this fifty eight miles. The next step was on the 24th day of June, 1867. At this date there had been completed and accepted by the Government ninety-eight and a quarter miles of road west of the one hundredth meridian, at a cost to the railroad company of about 827,500 per mile. Mr. J. M. S. Williams then proposed to build. and equip two hundred and sixty-seven and fifty-two hundredths miles west from the one hundredth meridian at $50,000 per mile, and his offer was accepted. At the same time he proposed to the railroad bureau of the Credit TMobilier to assign that contract, if accepted, to that corporation. Here was another attempt to give the Criedit M3,obilier a profit of about $22,500 per mile on constructed and accepted road, this time on ninety-eight and a quarter miles. JIr. Williams was asked this question with reference to this proposed contract: Q. Then what purpose had you to propose to bifild a road that had already been built by the company at a cost to them of less than the amount mentioned in your proposition e A. We were identical in interest. The Credit Mobilier and the Union Pacific Railroad Company were the same identical parties. We were building it for ourselves, ~ by ourselves, and among ourselves. There was not $20,000 outside interest in it. Q. Was this understood at the time? A. Yes, sir. It -was understood that we were dealing with' ourselves to get the control in the right hands. The consummation of this project lwas defeated by legal proceedings instituted by Durant. Construction was continued. Durant had declared that the Credit Mobilier should never have another contract. Then a new device was resorted to, which will be explained in what follows. On the 16th of Augtust, 1867, the "Oalkes Ames contract" was entered into. At this time one hundred and thirty-eight miles of road had been completed and accepted west of the one hundredth meridiaun at a cost of about $27,000 per mile. The portion of the road embraced in this contract began at the one hundredth meridian, and extended westwardly six hundred and sixty-seven miles, and by the terms of the contract the railroad company was to pay as follows: For first 100 miles, $42,000 per nmile............................. *...4, 200, 000 For next 167 miles, 45,000 per mile......................... 7,515, 000 For next 100 miles, 96,000 per mile.............-............ 9, 600, 000 For next 100 miles, 80,000 per mile.. —--------—. —---------. —- 8, 000, 000 For next 100 miles, 90,000 per mile.-.-...-.-..-....-..... 9, 000, 000 For next 100 miles, 96,000 per mile....... —--. —- -. 9, 600, 000 667 47,925,000 At the time this contract was made there was an understanding that it was for the benefit df the shareholders of the Credit Mobilier. Mr.i Ames was only the medium through whom these shareholders should receive the benefits accruing from it. By this contract Ames was to be paid nominally in cash, but the actual X CREDIT MOBILIER AND UNION PACIFIC RAILROAD. character of the transaction is disclosed by the following clause in the agreement, namely: Eleventh. Payments hereon shall be made to the party of the second part, hisheirs, executors, administrators, or assigns, in cash; but if the Government bonds received by the company cannot be converted into money at their par value net, and the firstmortgage bonds of the company at ninety cents on the dollar net, then the saidl party of the second part, his heirs, executors, administrators, and assigns, shall be charged hereon the difference between the amount realized and the above -llned rates; pro vided the first-mortgage bonds are not sold for less than eighty cents on the dollar and if there shall not be realized from the sale of such bonds an amnount sufficient tc pay the party of the second part, his heirs, executors, administrators, or assigns, for work as stipulated in this contract, and according to the terns thereof, then such deficiency shall from time to time be subscribed by said party of the second part, his heirs, executors, administrators, or assigns, to the capital stock of said compiany,'and proceeds of such subscriptions shall be paid to said party of the second part, his heirs, executors, administrators, or assigns, on this contract. This contract was signed on behalf of the railroad company by Oliver Ames, as president pro teqmpore, who was the brother and business partner of Oakes Ames; it was approved by Oliver Ames, C. S. Bushnell, Springer Harbanugh, and Thomas C. Durant, as executive comnmittee of the railroad company, all of whom, excepting Htarbaugh, were interested in the Credit Mobilier. Pursuant to the previous understanding, that this contract was to be for the benefit of all the shareholders of the Credit Mobilier, on the 15th day of October, 18867, it was assigned by a tripartite agreement to seven trustees, namely, Thomas C. Durant, Oliver Ames, John B. Alley, Sidney Dillon, Cornelius S. Bushnell, Henry S. 5McComb, and Benjamin E. Bates, all stockholders in the Union Pacific Rlailroad Company and in the Credit _Mobilier, Oliver Ames occupying the anomalous position of president of the railroad company making the contract, and one of the parties to whoem it was assigned, and all of them were directors of the railroad company. The beneficiaries of the contract under this assignment are shown by the following extract, namely: Fourthly. To hold all the rest and residue of the said proceeds and avails for the usa and benefit of such of the several persons holding and owning shares in the capital stock of the said Credit Mobilier of America on the day of the date hereof, in proportion to the number of shares which said stockholders now severally hold and own, and for the use and benefit of such of the several assignees and holders of such shares of stock at the times herein set forth, for the distribution of said residue and remainder of said avails and proceeds, who shall comply with the provisions, conditions, and limitations herein contained, which are on their part to be complied with. Fifthly. To pay over, oil or before the first Wednesday of June and December in each year, or within thirty days thereafter his just share and proportion of the residue and remainder of the said proceeds and avails as shall be justly estimated by the said trustees to have been made and earned as net profit on said contract during the preceding six months, to each shareholder only in said Credit Mobilier of America who, being a stockholder in the Union Pacific Railroad, shall have made and executed his power of attorney or proxy, irrevocable, to said -several parties of the second part, their survivors and successors, empowering them, the said parties of the second part, to vote upon at least six-tenths of all the shares of stock owned by said shareholders of the Credit AMobilier of America in the capital stock of the Union Pacific Railroad Company on the day of the date hereof, and six-tenths of any stock in said Union Pacific Railroad Company he may have received as dividend, or otherwise, because or by virtue of having been a stockholder in said Credit Mobilier of America, or which may appertain to any shares in said Union Pacific Railroad Company which had been so assigned to him at the time or times of the distribution of the said profits as herein provided; and this trust is made and declared upon the express condition and limitation that it shall not inure in any manner or degree to the use or benefit of any stockholder of the Credit AMobilier of America who shall neglect or refuse to execute and deliver unto the said parties of the second part his proxy or power of attorney, in the manner and for the purpose hereinbefore provided, or who shall in any way, or by any proceeding, knowingly hinder, delay, or interfere with thu execution or performance of the trust and conditions herein declared and set forth. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. XI It will be seen by this that, in order to secure any of the proceeds of this contract, the stockholders of the Credit Mobilier who owned stock in the Union Pacific Railroad Company were compelled to give an irrevocable proxy to these seven trustees to vote in all cases six-tenths of their railroad stock. The stockholders in the two corporations were substantially i(dentical. These proxies were executed and delivered to these trustees; they represented a majority of the stock, and by this means the entire control of the railroad company' passed out of the hands of the stockholders of the lattei company and was reposed in these seven trustees, and for two years they exercised the power thus acquired. The management of the affairs of the railroad company during the execution of the work under this contract (and the Davis contract hereafter to be treated of) was under the control of the beneficiaries thereof. These trustees, having acquired this power by means of these proxies, were manifestly not especially looking after, or proposing in the future to very carefully guard the interests of the Union Pacific Railroad Compan y. If any one doubts that this railroad company's interests were to be disregarded and the interests of the contractors vigilantly cared for, that doubt must be spee(lily dispelled by reading the following agree. maent entered into by these trustees the next day after the Oakes Ames contract was assigned to them. It was as-follows: Xremoradtn of agreeimef nwt de this 6fth day of October, 186, 187betwceen Tomas C. Dt:at, Oliver Ames, John3 B. Alley, Sidney Dillon, Cornclizts S. B'ushnell, tersy S. 2cComtb, anld Benjamin E. Bates, saith.esseth as fJllowss: The undersigned, being the owners of shares and holderls of certain proxies of the shareholders of the Urion Pacific Railroad Company, and expecting hereafter to hold other shares and proxies for other shares therein, for the protection of our mutual i nterests and the interests of our constituents, do hereby mutually agrea each with tho other, at any and every election of directors of the Union Pacific Railroad Company, to vote upon the shares of stock then standing in our own nimbneas respectively, and upon such shares as we hold or may hereafter hold proxies therefor for such persons as directors of the said Union Pacific Railroad Company as may be nominated at or before each annual stockholders' meeting of said company, by a majority of the then existing board of directors, not appointed by the President of the United States, and no others. And on failure of such noumination for any reason by the said existing board of the Uniou Pacific Railroad Company, we then agree to vote for the re-election of the elected members of the then existing board. It is further agreed, that in case any one or more or the parties hereto fails or neglects to perform and stand to any of the agreements and covenants herein contained, that he shall not be entitled to or claim any benefit or right tnder or by virtue of any of the trusts or agreements contained in a certain mernorandum of agreement heretofore made and concluded by and between Oakes Ames of North Easton, Massachusetts, party of the first part, the parties hereto parties of the second part,. and the Credit Mobilier of America, a party of the third part, but the said shares and proportion of the said party so in default shall become the property of and be divided among the said several remaining parties, for whose benefit said trusts in said agreement are declared. In witness whereof the said parties ha-ve hereunto subscribed their names, this day and year first above written. OLIVER AMES. JOHN B. ALLEY. CORNELIUS S. BUSHNELL. SIDNEY 1)ILLON. H. S. WMCOMB. THOMAS C. DURANT~. B. E. BATES. Signed, sealed, and executed in presence of CHARLES BELL. Comment upon this is unnecessary. It is plain that thle mlen who made this contract on the part of the Union Pacific Railroad Compatny, XII CREDIT MOBIsLIER AND UNION PACIFIC RAILROAD. through Oakes Anmes with themselves, were determined to hold the control of the railroad company until their purposes were accomplished. Ill addition to all this, your committee find that the wife of the engineer-in-chief, General Granville M. Dodge, who was appointed to succeed Mr. Dey, whose letter of resigna:tion has been given, was the owner of one hundred shares of stock in the Credit iMobilier, which was issued in her name when the capital stock of that corporation was increased from -$2,500,000 to $3,750,000. This stock was paid for originally by John Duff, and General Dodge was writtel to by Mr. Ham, secretary of the Credit Mobilier, to forward 810000) to re-iminburse Duff. Whether Dodge paid for this stock with money of his own, or whether it was paid for with moneys of his wife, is of little consequence. Whether it was the one way or the other, it placed him in a posietion where his pecuniary interests were adverse to the interests of the railroad company he was representing in this most vital capacity. In mnaking this contract the stock of the Union Pacitic!{ailroad Coinpany to be subscribed for by the contractors, in pursuance of the eleventh section, above quoted, was deemed worth not more than thirty. cents to the dollar, and the price of the -work was increased accordingly. If it had been treated as worth par in cash the price of the work would have been lower by the amount of at least 70 per cent. on the par value of so much of the stock as was to be subscribed for. The subscription was never paid in in money, but checks were taken for amounts due on construction, and these checks were passed back by the contractors to the railroad company in payment for stock. The effect of this is stated. by itr. Oliver Anmes in his testi mony, as follows: By lMr. HoAn: Q. When these subscriptions were made by the Credit Mobilier trustees to the capital stock of the Union Pacific Railroad Company, what was the process? What happened at the time of the payment? Was there any absolute payment in cash on these subscriptions, or was it a mere payment in road-making? A. It was a payment in road-making. We paid cash for building the road, and then we took stock from the company in payment of the expenditures. Q. But you would not have considered that stock as equivalent to. so much cash in payment for your expenditures? A. No, sir; we would not. Q. Therefore you do not consider the amount of expenditure in road-building which you paid in for the stock as equivalent for so much cash, did you? A. No, sir.; I would have been loth to have taken it. Q. Then, so far as the subscriptions of the Credit Mobilier were concerned, there was no cash payment for subscriptions except so far as this might be considered equivalent? A. We actually paid cash. The Union Pacific. Railroad Company agreed to.pay to contractors so much money; whe -the contractors came to us with their bills we, the Union Pacific Railroad Company, if we had not bonds to pay them, paid the balance in stock; we sold our bonds and paid in cash as far as it, would go, or we paid them in bonds, which, by the contract, they were obliged to take; and the balance due on the contract lwe were obliged to pay in stock. Q. lMy question is whether $100 in stock, so subscribed for and so paid, was deemed by either party of the transaction as equivalent to $100 in cash. A. By the Union Pacific Railroad Company of course it was equivalent to $100, but the man who took it would have been very glad to sell it for thirty or forty dollars. Q. As contractors you (got cash, bonds of the -company, and Government bonds for building the road? A. Yes. Q. You did not regard that, in paying you for building the road, $100 in stock was worth its face to you? A. No, sir. Q. You expected to get something else besides that $100 in stock as your $.100 worth on your contract? CR EDIT MOBILIER AND UNION PACIFIC RAILROAD. XIII A. Yes. The stock was really not worth to the contractor who took it at par by any means, because it could be always bought in the market as low generally as from thirty to forty dollars. Q. Then, if the $100 in stock was only worth about thirty or forty dollars to the contractor to whom it was paid, in proportioning what he rendered to the company between what was given as an equivalent for its stock and what was given as an equivalent for its Government bonds, and what was given as an equivalent for its own firstmortgage bonds, he did not render to the company $100 in value for every $100 in stock, did he? A. No, sir. Q. Was there any actual going through the ceremonial of paying in cash on thoso subscriptions to the treasurer of the Union Pacific Railroad Company? A. Yes, there was always a check given. Q. But the money never got into the treasury of the Union Pacific Railroad Company, I suppose? A. The Union Pacific Railroad Company gave the trustees a check for the amount due, and the trustees turned over that check in payment to the Union Pacific Railroad Company for stock. Q. There never was any interval between the payment of this check for stock and handing of it over again in payment of the contract? A. Probably not. Q. When you made, in behalf of the Union Pacific Railroad Company, the contract with Mr. Oakes Ames as contractor, you expected that the transaction which you have now described would be the substance of the transaction that would take place, did you not? A. Substantially. This contract extended over one hundred and thirty-eight miles of road completed and accepted. No work was done under it until after its assignment. That portion already completed had cost not to exceed $27,500 per mile, and by embracing this one hundred and thirty-eight miles in it, these trustees derived a "' profit," if such a term is admissible in such a connection, which enabled them to make a dividend among the stockholders in less than sixty days after the assignment, namely, on the 12th of December, 1867, as follows: Sixty per cent. in first-mortgage bonds of the Union Pacific Railroad Company, $2,244,000; sixty per cent. in stock of the Union Pacific Railroad Company, $2,244,000. This was mainly, if not entirely, derived from the excess of the contract price over what the one hundred and thirty-eight miles had cost. The trustees proceeded to construct the road under this contract, and from a balance-sheet taken fromu the books it appears that the cost to the Railroad company was.. 57, 140,102 74 And the cost to the contractors was. —-2...-.... — - 27, 285.141 99 Profit.-................... — - - 29, 854,141 99 The nature of this profit, as in case of that on the iloxie contract, will appear hereafter. The next step in construction was under what is known as the DAVIS CONTRACT. This was a contract made with J. W. Davis, a man of but little, if any, pecuniary ability, (and not expected to perform the contract,) for the construction of that part of the road beginning at the western terminus of the "A.mes contract," and extending to the western terminus of the road, a distance of one hundred and twenty-five and twenty-three hundredths miles. It was upon the same terms as the Ames contract, and was assigned to the same board of trustees. Under it the residue of the road was constructed, and, fromi a balance-sheet taken from the books of the railroad company, it appears that it XIV CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Cost the railroad company-.................................. $23, 431, 768 10 And, from a balance-sheet taken from the books of the trustees, that it cost the contractors............................................. 15, 629, 633 62 Profit......................................................., 80, 084 48 Your committee present the following summary of cost of this road to the railroad company and to the contractors, as appears by the books: Cost to railroad company. EHoxie contract.-....$1................................. $12, 974, 416 24 Ames contract. —-----..........................-...-........... 57, 140,102 94 Davis contract.............-...........................- 23, 431,768 10 Total........................................................ 93, 546, 287 28 Cost to contractors. Hoxie contract.-$......-. —..... $7, 806, 183 33 Ames contract............................'27, 285, 141 99 Davis contract.........-.-.-............... 15, 629, 633 (2 50, 720,958 94 42, 825, 328 34 To this should be added amount paid Credit Mobilier on account of fifty-eight miles................................................ 1, 104,000 00 Total profit on construction.................................... 43, 925, 328 34 The balance-sheets, from which the foregoing results have been obtained, were made out by Mr. Crane and Mr. Ham, accountants familiar with the books and with most of the transactions. Your committee have earnestly endeavored to get the exact cost of the road to the company and to the contractors; and if they have failed, it is because those who should know, and have had the opportunity to inform the committee, have failed to give the information. The books have been kept in such a way, and the transactions have been of such a character, as that their true nature has been very much disguised. It is a matter of no little importance to know what the cash profits of this construction have been, and in this connection the following summary is presented on that subject. The attention of Mr. Ham was called to the fact that the balance-sheets above alluded to showed an ag'gregate, profit onl the Amnes and Davis contracts of $37,657,095.43, and he was asked the question how lnuch of it was money, how much bonds, and how much stock. His answer gave the following exhibit: $3,7777,000 first-mortgage bonds,-at 90.....$3, 399, 300 $4,40(0,000 certificates for first-mortgage bndls, afterward converted into income-bonds, at........................... 4, 425, 000 $5,841,000 incon-le-bonds, at 60.............. 3, 486, 600 $24,000,000 stock Union Pacific Railroad Company.................. 4,000, 000 $2,346,195 cash.......~ 2.................. 2, 346, 195 Total................................... 37,657, 095 From this it will appear that in making up this lrofit all the securities are estimated at their cash value, except the stock, which is estimnated at par. CREDIT MOBILIER AND UNION PACIFIC( RAILROAD. XV This shows that the profits on these two contracts areBonds, (cash value)'-..................................... $11, 310, 900 00 Twenty-four million stock, at 30................................... 7,200, 000 00 Cash............................................................... 2,346,000 00 20,856,900 00 The profits on the Hoxie contract, as before stated, were..$6,272,232 71 Treating all of this as stock, except $1,125.,000 of first-mortgage bonds, divided as hereinafter stated, the profits, cash values ou this, would be as follows: $1,1'25,000 first-mortgage bonds, at 85.... 965, 250 OG $5,147,232.71 stock, at 30.................. 1,544, 169 81 Total cash profit................................. 23, 366,319 81 In making this calculation the stock is placed at thirty cents, because that is the value the parties have placed on it. If all the profits made have been divided, the dividend account should correspond with thb amount of profit above, stated. But it does not correspond, and whether the failure to correspond is attributable to inaccuracy as to the amlount of plrofits or to disguises in making divisions, the House can judge in some degree from the facts hereinafter set forth. The following are the dividends as appears in the evidence. First, by Credit Mobilier, results of Hoxie contract: The Credit Mobilier on the - day of January, 1867, increased its capital stock fi'onl $2500),000 to $3,750,000, and for each $1,000 of additional stock taken, there was distributed to the subscriber a first-mortgage bond of the Union Pacific IRailroad Company of $1,000. In this waythere was divided $1,125,000 in first-mortgage bonds. Then, on the, day of,. 1867, there was a dividend made of 12 per cent. (6 per cent. for each of the years 1866 and 1867) in stock of the Union Pacific Railroad Comlpany, at 30 per cent. of its par value. This would amount to $1,500,000 stock par value. These two amounts aggregate $2,7 50,000. But the balance-sheet shows a profit to the Credit MobilierOn the Hoxie contract of 1..$..................5, 168, 232 91 Add amount received on fifty-eight miles............. 1, 104, 000 00 Total..6................, 272, 232 91 This shows a, discrepancy of $3,522,232.91. But that the above dividends are delusive, and are not a;ll thiat was (livided, is disclosed by the testimony of iMr. 1Ham, pages 277-383, to wh-lich attention is especially called. _Mr. H1amn wNas asked wl.at amount of protit was made by the Credit 31obilier on the Ho.xie contract, tl ad wht tllhey had received on the fiftyeight miles west of the ont.e lulldredltlh meridian. A. The amount of profit they have raceived is $6,,272,232.91. After stating that of thlis alllolt $1,1.25,(00 was divided in firstmortgage bo(nits, as abo(ve, in lis firtlietr exaLllination as to the disposition of this r)lofit, (see pages 377-3,3,) it appears that the whole of the profit above stated was dli vitled. So it is aItpparent tlhat lnlllch iiore lhas been (listributed onl account of this Hoxie contnipl't aniaong, these stockholders thlanl what the, dividend sta4temlents would indlicate. XVI CREDIT MOBILIER AND UNSION PACIFIC RAILROAD. 2. The following are the dividends, as appears from the books, that were made out of the proceeds of the Ames contract: First dividend December 12, 1867, of sixty per cent., in first-mortgage bonds $2, 244, 000 Sixty per cent. in stock Union Pacific Railroad Company................-, 244, 000 Second dividend January 3, 1868, of twenty per cent., in first-mortgage bonds..- -..-............... —------.... 748, 000 Third dividend June 17,1868, of forty per cent. stock Union Pacific Railroad 1, 500,000 Sixty per cent. cash.................................................... 2,250,000 Fourth dividend July 3,1868, first-mortgage bonds........... 2, 791,500 Fifth dividend July 8, 1868, in cash.-....-............ 1,095, 168 Sixth dividend December 29, 1868, in stock-.... -....................... 7,599, 000 Total.-...,..,.,....................................._' 20, 471,668 tHere, it will be observed, is another large discrepancy between the dividend account and the amount of profit made, as shown above. Whether this difference has escaped under the cover of some fog into the pockets of these managers, as was obviously the case under the Hoxie contract, or whether the books show too large a profit, your committee will leave the House to judge. The Ames and Davis contracts having been essentially the same, the accounts were so kept that it was difficult to separate them and know exactly the profit on either-this is the testimony of Mr. Hiam and Mr. Crane —and a part of the profit charged to this Ames contract may have. been divided under the Davis contract, as it will hereafter be seen that under that contract a division was made of largely imore than the profit par value of the stock divided. NEXT, THE DIVISIONS UN)DER THE DAVIS CONTRZACT. The mode of making divisions under this contract was this: On the day of ~, 1869, the trustees sold to the stockholders of the Ullnion Pacific Railroad Comnpany2,750 first-mortgage bonds for...$...... $275, 000 2,750 land-grant bonds for....... —---...-..-.. ——.. —-- 275, 000 Total-...- ---- - ----------- 550,000 They distributed to the persons to whom these bonds were sold in stock two and one-half times the amount of bonds purchased, namely, stock Union Pacific Railroad Company.................................., 375, 000 00 2. The trustees sold stockholdors 3,901 income-bonds, at 80 cents to the dollar, amounting to $-, and divided stock Union Pacific Railroad Company...... --—.. -—. — -----. --—. -........ 8 7, 02, 000 00 3. The trustees sold stockholders 1,909 income-bonds, at 80 cents to the dollar, and divided stock Union Pacific Railroad Company -—. 3, 818, 000 00 Total stock. 12, 995, 000 00 This is a division largely in excess of the profit on this Davis contract in stock, par value, as shown above; but, as before indicated, this excess may have been carried from the Ames into the Davis contract. This excess of profit over the dividends appearing on the books, in all probability was disposed of in some such way as was used in the disposition of the Hoxie profits. Mr. Ham having given the amount of bonds, stock, and money embraced in this $37,657,095.43 profit on these two contracts from the books, is very strong if not conclusive evidence that the statement of profit is correct, and consequently that the books do not show all that CREDIT MOBILIER AND UNION PACIFIC RAILROAD. XVII was divided, or that there is yet in the hands of the trustees undivided profits. In this connection the committee calls attention to the following facts: First-mortgage bonds issued.-.................................. $27,213, 000 00 Sold at a discount of-..........................:................ 3, 494, 991 23 Net proceeds......................................................... 23,718, 008 77 Government bonds issued...................-..$..... 27, 236, 512 00 Sold at discount of................................................... 91, 348 72 27, 145, 163 38 Aggregate net proceeds of both classes.......................... $50, 863,172 05 Cost of whole road to the contractors................................ 50, 720, 958 94 142,213 11 And attention is also called to the time of the receipt of Government bonds, as shown by schedule thereof set forth in the evidence. it appears, then, speaking in round numbers, that the cost of the road was $50,000,000, which cost was wholly re-imbursed from the proceeds of the Government bonds and first-mortgage bonds; and that from the stock, the income-bonds, and land-grant bonds, the builders received in cash value at least $23,000,000 as profit, being a percentage of about forty-eight per cent. on the entire cost. The committee have examined, as will be seen from the evidence, the parties who have been participating in these transactions as to the amount of profits. Their testimony on the subject has been widely variant. The committee deem it proper here to direct attention specifically and separately to the following transactions in disbursement of portions of the assets of this road, which seem to the committee to have been wrongful, and to demand the immediate and grave consideration of the present directors of the Union Pacific Railroad Company and of whatever authority may be charged with the duty of securing the recovery of the property of the company from those who are responsible for or the recipients of these illegal disbursements: 1. One hundred and twenty-six thousand dollars were paid to C. S. Bushnell on the 9th day of March, 1871, and denominated "special legal expenses," which was disposed of as follows: First. To G. M. Dodge for services in procuring the passage of the act of March 3, 1871, in relation to transportation by said company for the Government....................... $24, 500 Second. Amount paid by C. S. Bushnell to Thomas A. Scott on private account..................................... 19 000 Third. Amount retained by C. S. Bushnell on his own account...8...2........................... 82, 500 126, 000 2. Fifty thousand dollars were paid to Governor John A. Dix as a purchase by the railroad company of its own stock. 3. Twenty-five thousand dollars were paid to a Government commissioner to secure the acceptance of a portion of the road as completed. H. SRep. 78-TI XVIII CREDIT MOBILIER A'ND UNION PACIFIC' tRAILtROAD. 4. Four hundred and thirty-five thousand seven hundred and fiftyfour dollars and twenty-one cents, designated as'" suspense account," were allowed to T. C. I)Durant, vice-president of the company, which appear from the evidence to have been disbursed in connection with the passage of the amendatory act of July, 1864, of the particulars of which disbursement the committee have been unable to obtain satisfactory account. For disbursement of such money, so far as ascertained, the committee refer to the evidence herewith reported, as they dco also as to the disposition of the other moneys above named. Justice to the parties interested.requires that the grounds on which they rely for their defense or extenuation should be understood by Congress and the country in their full force. The contractors, or some of them, justify these transactions on the following grounds: 1. That nearly every railroad which has been built in the United States for the past twenty years, although its charter may have required the payment of its capital in cash, has in fact been constructed under an arrangement by which the capital stock was in large part paid in road-building. 2. That it would have been impossible to, build the road i'under the acts of Congress, if the condition requiring the capital to be paid in money had been strictly enforced. 3. That the act required the books to be kept open for subscriptions until the completion of the road, or until one hundred millions of capital stock were subscribed. If at any time before the completion of the road the stock was in actual value above par, it would be in the power of any person by subscribing and paying -fobr new stock at par to avail himself of the value which the stock had derived wholly at the risk and through the labors of former subscribers, and that this provision rendered a compliance with the act impossible. 4. That all the stockholders of the railroad company consenting and being parties, these transactions though in form a contract were in substance a dividend which they had a perfect right to make, and with which no outside party can justly find fault. 5. That the railroad conapany acquired by the transaction somethineg more than the mere construction of a road for cash; that the arrangement called into their service the vast personal credit of Oakes Ames and others, without which it could never have been built, and which could not have been called into the service of the road at less expense. 6. That if the road had been built by contractors in the ordinary way, either under one contractor or cut utp into numerous subdivisions, then a profit of 16 to 20 per cent. would not have been nnreasonable or iniproper, and that no more profit has in fact been mae here. 7. That the managers of the road believed they were complying with the requirements of the law in substance. S. That they were advised by eminent counsel that they -were so coinplying. 9. That the country has in fact received not only the vast public benefits resulting' from the early completion of the road, but the pecuniary saving to the United States in postal and military transportation and the maintenance of troops is so great that they are entitled to gratitude and not censure for having departed from the letter of the law, w-hich rendered the construction of the road impossible. 10. That it may be partly true that the capital stock ought not to be divided, and that the bounty of the Government or the mnoneys borrowed ought to have been klept in the Treasury; but that if they had dealt with a strangler, they could havre got no better terms than they in CREDIT MOBILIER AND UNION PACIFIC RAILROAD. XIX fact got for building the road. And if they added to the credit of the road their own personal credit, it was not unreasonable that they should make a dividend of so much as they would have had to pay to a stranger as profit. These arguments the committee have carefully w-eighed. Some of them are not without force. We will consider them in their order. It is perhaps true that the clause in railroad charters requiring payment of the capital in money, has been of late years constantly disregarded or evaded. But these conditions are commonly inserted in charters granted by State authority as a protection to the public against the contracting of debts by organizations without either corporate funds or the power to pledge the personal liability of their members. The fund, as is said by Judge Story, is a substitute for personal responsibility. Where the purpose of the charter-namely, the construction of the railroad —has been accomplished, and the road acquired by the company by exchanging its stock for construction, and no person is misled, the public benefited by the enterprise has been disposed to deal leniently with the violation of law. But in this case the Government gave to this corporation its franchise, its right of way, including substantially its entire roadl-bedl a vast area of public, domain, its credit to the amount of over twentyseven million dollars, and enabled it to obtain a like amount by mort-, gaging the property the Government gave it. The Government never consented to trust its property to men who had not put their own money into the enterprise. It never consented to take security for its re-imbursement at the end of thirty years, solely on the property it had advanced. It never expected to rely for the performance of these great public duties upon a company whose debts equalled its whole property. The law-making power, if its mandates are to be obeyed or respected hereafter, cannot accept as an excuse for disobedience to its express directions, by the corporation it-has created, that the members of that corporation have decided that those (lirections were unreasonable and unnecessary. In this case the provision of the charter requiring the stock to be paid for in money, has been grossly violated; because, as is apparent, nearly the whole of the stock that has been issued represents no value to the railroad company; or, to state it differently, was issued without any consideration whatsoever. 2 and 3. If it was impossible to build the road according to the act of Congress, they had no right to build it. They could easily have represented their difficulty to Congress, which has dealt generously with them from the beginning. 4. It may be that all the existing stockholders shared these profits, so that what was in form a contract was in substance a dividend. But nothing is better settled than that a railroad corporation has no right, either as agaiiist creditors or a minority of its stockholders, to distribute any part of its capital as dividends, and that a court of equity will interfere to prevent it. There can be still less justification for using the proceeds of moneys borrowed either of the Government or on the first mortgage for the purpose of a dividend. 5. The claim that these gentlemen had aided the enterprise with their own personal credit at first seemed a forcible one, but it disappears when carefully examined. Let us see exactly what risk was assumed at the beginnilng of the execution of the Oakes Ames contract. If the contract on the whole appeared at any time during the progress of the worlk lilely to be unprofit XX CREDIT MOBILIER AND'UNION PACIFIC RAILROAD. able, the clause giving the trustees an irrevocable proxy to vote on sixtenths of every man's stock enabled them to obtain the consent of both the nominal parties to its abandonment. They were to have their bonds of both classes for each twenty miles when that twenty miles was completed, and, on the certificate of the chief engineer and commissioners, a proportionate share for uncompleted work. They were entitled by their contract to about $3,000,000 profits on the portion of the road which had been completed under a previous contract, but was included at a higher price in theirs. All they put at risk, therefore, was what they had to advance to build each twenty miles of the road, and this risk onlly lasted until that sum was re-imbursed on the completion of such section of twenty miles. This, at the rate fixed for the first hundred miles under the Oakes Ames contract, would amount to $840,000 for twenty miles, supposing there were no profits, and at the rate for the last hundred miles, to $1,920,000. But they divided among themselves on the 12th of December, 1867, less than two months after they got the contract, as before shown, a large amount in first-mortgage bonds and a like amount in stock par value, and from time to time made the other dividends hereinbefore set forth. Thus it appears that they divided, December 12, 1867, among themselves as profits at that date, a larger sum than they ever put at risk in the whole transaction. 6. This claim that no unreasonable profit has been made is not supported by the testimony. The risk, as has been shown, was wholly that of the Government. 7 and 8. The gentlemen making these excuses, though invited, have failed to furnish the committee with any evidence that such a legal opinion was given them. 9. It is true that the construction of the Pacific IRailroad has saved large expenditure, both in postal and military transportation and the maintenance of troops, and has been of great public advantage. But it has been built chiefly with the resources of the Government. 10. The answer to this is to be found in figures disclosed in this report. It is also said that it is unjust to look at this question in the light of the present; that we should go back to the condition of things before the road was built, when the whole scheme seemed, to the prudent capitalists of the country, visionary and perilous. This is true; and if these gentlemen assumed great risks from which others shrank, and thereby great benefits inured to the public, they should have all due credit. But we think they differed from other capitalists, not in taking a risk, but in having discovered that the road could be built at vast profit without risk, the resources furnished by the Government being more than ample for the purpose. The committee do not conceive it to be their duty to express or to form an opinion as to the degree of moral blame that attaches to the persons engaged in these transactions, except so far as that may rightfully affect the exercise of the discretion of Congress in dealing with their franchises. Congress cannot accept the general intentions of persons combined as an excuse for a deliberate violation of its laws, if it expects them to be obeyed or respected hereafter. But we do not like to close our narrative of this case, and pronounce judgment upon these illegal transactions, without observing that there are many persons connected with the Credit Mobilier who held their stock openly and without concealment from the beginning, and who seem to have had no share in its management, and no knowledge of the wrongful use of its CREDIT MIOBILIER AND UNION PACIFIC' RAILROAD. XXI stock or of the funds of the railroad. Some of these persons are persons of eminent character, holding high public positions. It is difficult to believe that they had any consciousness that they were doing wrong, or saw the whole proceeding in the light in which the committee now state it. 3Ir. J. M. S. Williams's statement probably correctly represents tile exact feeling of this class of persons: " they thought they were only dealing with their own property; they did not think they had anything to do with the Government." The result of these proceedings was this: 1. While the charter of the Credit Mobilier required its affairs to be managed by a board of directors and its principal business office to be in Philadelphia, the actual conduct of its affairs was wholly by the men acting as a board of trustees and in the city of New York, so that this unlawful arrangement attempted to disguise, and did in effect disguise, these persons by means of a fictitious and pretended and not a real use of the corporate powers of the Credit lvlobilier. 2. While the charter of the Union Pacific Railroad Company required its corporate powers to be wielded by a board of fifteen directors, ten of whom should be bona-fide holders of stock and should be elected by stockholders representing capital which had been actually paid in full and in money, this contrivance virtually placed all the power and control of said railroad corporation, its property and franchises, in the hands of the same persons, and beyond the management provided by law, thereby disguising and intending to disguise an unlawful seizure of the powers of the company, an unlawful use of its name in the issue of stock, bonds, and scrip, and an unlawful distribution of its property among the parties. 3. While the United States subordinated its own lien to secure reimbursement of the loan of its bonds to a mortgage to secure the bonds of the company for a like amount for the purpose of constructing the road, moneys have been in fact borrowed under the privilege so conferred and distributed as dividends. 4. The statute requiring the capital stock t'o be paid for in money at par, it has in fact been paid at not exceeding thirty cents on the dollar in road-building, excepting, perhaps, the sum of about $400,000. 5. Instead of securing a solvent, powerful, well-endowed company, able to perform its important public functions without interruption in times of commercial disaster and in times of war, and able to maintain its impartiality and neutrality in dealing with all connecting lines, it is now weak and poor, kept from bankruptcy only by the voluntary aid of a few capitalists who are interested to maintain it, and liable to fall into the control of shrewd and adroit managers, and to become an appendage to some one of the railroad-lines of the East. In 1871 it fell under the control of the active managing men of the Pennsylvania Central Railroad Company; and its present control and the manner in which it was procured are sufficiently shown by the following testimony of Hon. Horace F. Clark, the present president. After stating that he had purchased twenty-five or thirty thousand shares of the stock, and with some friends forty thousand shares in all, (which he purchased at thirty cents,) and had made a call or contract for twentyfour or twenty-five thousand additional shares, his testimony proceeds as follows: Q. What object did you have in V;iew in making this purchase of stock and in becoming president of the Union Pacific Railroad Company? A. I am connected with a line of railroad leading from the Missouri River, through Chicago, Cleveland, and Buffalo, to Albany and Boston. I was president of the XXII CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Lake Shore and Michigan Southern Railway Company, which fills up the gap from Chicago to Buffalo. IJ was a director in the New York Central and Hudson River Railroad Company, which fills up the gap between Buffalo and New York. Mr. Scott had previously been the president of the Union Pacific Railroad Company. Ihe represented the Pennsylvania Railroad, which is an opposition fine to the lines with which I am connected. From Chicago they reach the sea-coast by Philadelphia, by the Fort Wayne road. My object in interesting myself in the Union Pacific Railroad Company was to share in tile traffic arrangements. We might get none of the traffic of the Union Pacific Railroad Company by the way of our lines if the control of that road was in the hands of a competing line. That was the inducement. My inducement to make the call was that (never taking any compe.nsation in the way of salary) I wanted the advantage which would result from a participation in the traffic of this railroad. Boston is reached by rail through our lines; it is not reached by continuous rail through any other lines. It seemed to me as if tea and silks, and various articles of merchandise, could be carried to Boston, which is a great point of consumption, and a great point of export by rail, if the rail-line to the sea-board was open. Miy object in mlaking the call was that I might share in the prosperity of the road, which would result from the opening of this rail-line; and I made the call. Whether the parties who sold me the call had the stock or not, was a point which I did not inquire about. They were responsible parties, and if they did not have the stock they were bound to buy it in the market. My object in having anything to do with the line was in connection with railroad traffic. I knew nothing about the Credit Mobilier. I had heard that there had been a construction ring in that road, but what had been the effect of it I did not know. My object in taking the call was to get the advantage, which some thought might result from the increase in the value of the stock, from the change of administration. Q. Was it your purpose in making that purchase of stock, or was there an arrangement when the stock was purchased, that you should become president of that road? A. There was. Q. By whom was that arrangement made? A. I think the negotiations for that arrangement were made between Mr. Morton and Mr. Banker. Q. Who were the parties behind them? A. I do not know them all. I think that amnonog these parties were some of the Boston parties. Mr. Morton only became responsible under the call to a limited amount. The Messrs. Ames joined in the call, but in what sums I do not remlember. The total amount was twenty-four or twenty-five thousand shares, at 30. Q. The arrangement which was made for that purchase of stock resulted in your coming into the presidency of the road? A. Yes; because then I said to the stockholders that I would take their proxies, and the stockholders sent their!proxies to me. I had not, with my friends, stock enough myself to control the election, or anything like it. Q. Do you know whether, the year preceding, Mr. Scott became president of the road under a similar arrangement e A. I know nothing about it. I have heard statements about it, but I have no knowle(lge on the subject. The division of the substance of the corporation has so weakened it as to make its control by capitalists and powerful railroad corporations in the manner above described, easy. It is now helpless and dependent. 6. The right of the Government to regulate:fares when the road pays 10 per cent. on its cost is rendered nugatory or difficult of exercise by recording a fictitious and not an actual statement of the cost of the road. Before proceeding to discuss the question of remedy, your committee take occasion to say that, in making this investigation, they have labored under great disadvantages. The books containing the records of these transactions are voluminous and complicated. The estimates of engineers made before the letting of the various contracts cannot be found. The presence, as a witness, of General Granville ~I. Dodge, the chief engineer, under whose supervision the principal part of the work was done, could not be procured, although diligent efforts were made to that end. Telegrams were sent to him, inviting his attendance as a witness, and a deputy sergeant-at-arms was sent for him, who has diligently sought him for weeks, but has been unable to find him. Your CREDIT MOBILIER AND UN:,ION- PACIFIC RAILROAD. XXIII committee have information froml which they feel warranted in stating that they believe that he has been purposely avoiding the service of the summons. Mr. John J. Cisco, who was treasurer of the Union Pacific Railroad, Company, was unable to attend by reason of illness. Governor John A. Dix, who was president, could not be present by reason of his executive duties as governor of the State of New York. Having had these difficulties to encounter, your committee do not present theregoing foregoing igures in relation to the money value of profits and in relation to dividends as being exact. Many of the incidents to these transactions have not been investigated as thoroughly as was desired, for want of time. This report does not embrace all the matters committed to the committee, and the report is only in part. The present report is made because of the desire of the committee to submit it to the consideration of the House without that delay which would be unavoidable if the report should be attempted to be made complete before any part of the matters submitted to the committee are presented to the House. It is thile purpose of the committee to proceed at once to consider and report upon the residue of the matters referred. The committee have given much consideration to the question of remedy. To discuss it fully would extend this report, already too long,to an undue length. We will briefly state our conclusions. It is proper further to state that nothing has been disclosed in the evidence indicating any misappropriations of the moneys of the company by the present management. We think the facts we have stated would furnish ground for judgment of forfeiture of all the franchises of the corporation, including the prinipal franchise, to be a corporation on proper process. According to the American decisions, judgment of forfeiture on quo wuarranto is not followed by an absolute forfeiture to the Government of all the property of a corporation, as was the earlier English practice; but a court of equity in such case has jurisdiction to divide the assets among the creditors or stockholders. We lhave no doubt also of the right of Congress to repeal the charter, which is expressly reserved in the act of 1862, and that on such repeal equity would distribute the assets in like manner. But the objection to either proceeding is twofold: first, it would be harsh and unjust to forfeit the rights of the present stockholders, a large majority of whom have bought their stock in good faith in the market, *for the wrong-doing of their predecessors; second, in either case above supposed, equity could only distribute the assets as in case of bankruptcy or death; neither court nor Congress could compel the present owners to embark their property in continuing the exercise of the same franchise under a new organization. The railroad must then stop or be operated by the Government, or be sold at a forced sale in the market. To either of these proceedings there are grave public objections. The committee have then sought for a remedy which would compel the recovery of the property of the road from those persons who have re, ceived it wrongfully, and its application in future to the purposes of the road and the payment of its debts, including that due the United States. The question of the right to such recovery is of course purely judicial. WVe cannot by act of Congress impose upon any man a legal or equitable obligation to pay money into the treasury of the company. But we have the right to make -)ro-vision for as simple, speedy, and ample a remedy as possible. XXIV CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Can this remedy be by suit, in the name of the United States? The United States sustains several relations to this corporation. First, it is the sovereign which created the corporation. It may proceed by quo warranto at common law for forfeiture of the franchise. The objections to this proceeding have been stated. The sovereign in England has a visitorial power over certain public corporations, which is exercised through the chancellor. But it has been held that this is a power which the chancellor exercises as the king's servant or representative, and is not a part of the powers of a court of equity as such, and does not reside in the national courts of the United States. It is doubtful whether the equity power to regulate charities, though it has been extended over certain trusts created for the public interests which are not included within the popular, and perhaps not within the technical, definition of a charity, would extend over a corporation which, though created for a public purpose, conducts its business for private gain. The United States also sustains the relation to this corporation of creditor. But as an ordinary creditor it cannot go into equity for relief against the equitable assets of its debtor until it has first obtained judgment at common law. Whether any present debt exists, due and payable to the United States from this corporation, is a matter of grave debate, which is already before another committee of this, House. But we think the corporation and the United States sustain the relation of trustee and cestui que tr1ust. The United States have placed in the hands of the corporation large properties to be managed for a public purpose, for which management the corporators are to be compensated by the gains lawfully made in the employment. After the completion of the road, 5 per cent. of the net earnings of the business are to be applied to the payment of the debt of the United States. Bonds of the United States, payable in thirty years from their date, are issued to the company, and on the refusal or failure of the company to redeems said bonds, or any part of them, when required so to do by the Secretary of the Treasury, in accordance with the provisions of this act, the said road, with all the rights, functions, immunities, and appurtenances thereto belonging, and also all lands granted to the said company by the United States which at the time of saind default shall remain in the ownership of the said company, may be taken possession of by the Secretary of the Treasury for the use and benefit of the United States. (Statute 1862, section five.) The statute of 1864, section ten, 1' subordinates the lien of the United States to that of the bonds of the companies authorized by that act to be issued." This is not a mere mortgage or lien on existing and ascertained property. It is a right to have a fund intrusted to the corporation for management applied at a future day to the benefit of the United States, and to have in the mean time a share of the profits of such management also so applied. A trust is an obligation on the part of the legal owner of property to manage and apply it for the benefit of another. If the United States had reserved, as it lawfully might, the right to 5 per cent. of the net earnings and to enter upon the whole property at the end of thirty years for its own absolute benefit, it would have presented a state of facts which would serve for a clear and simple illustration of a trust. It can be no less a trust that the benefit the United States are to receive is limited to the payment of a debt. Its security for the payment of the debt is the equitable property reserved to it by the act which creates the corporation, endows it, and defined the terms on which the endowment shall be held. Both the grant of the land and the issue of bonds to this company were made for the purpose and on the trust expressly declared in the CREDIT MOBILIER AND, UNION PACIFIC RAILROAD. XXV grant in these words, " for the purpose of aiding in the construction of said railroad and telegraph line, and to secure the safe and speedy transportation of the mails, troops, munitions of war, and public stores thereon," and " to promote the public interest and welfare by the construction of said railroad and telegraph line and keeping the same in working order, and to secure to the. Government at all times (but particularly in time of war) the use and benefits of the same for postal, military, and other purposes." The committee do not doubt that the proceeds of these lands and bonds, as well as of the first-mortgage bonds which the Government has provided'to secure by a lien prior to its own, are held as an express trust by this company, and applicable alone to said declared purposes of the acts. Any distribution of the proceeds of either of these funds as profits or dividends to stockholders is illegal, as violative of the declared purposes of the trust..We have, then, the case of a corporation which is a trustee, in the management of persons who have divided the trust funds among themselves. who have promised to pay for its capital stock in ca.sh, which promises they have not kept, and on which they are still liable, and which the corporation neglects to enforce, and who have made contracts with themselves in reference to the trust fund, the profits on which contracts they ought in equity account for to the trust fund upon the most simple principles of equity. A suit can be maintained by any cestui quie trust to compel the collection of these assets, and that the trustee shall hold them hereafter as part of the trust property. It will be no answer to this statement to say that the ultimate security of the United States has not been inmpaired. This is far from being true in fact. If it were true, the United States have a right to h1ave the security which they stipulated for, even if it be more than is necessary. If we are wrong in this opinion, there is no remedy except by resorting to the extrenle power of repealing the act. Those questions are judicial questions, as we have said. We propose a simple method of raising and determining them in one suit, and of securing so far as we can the administration of the fund according to law in the future. The committee, then, find that there are persons connected with the Credit Mobilier holding such bonds as are contemplated by the order of the House. They are not holders of the same in good faith and for vaTlue, but did procure the same illegally. We do not recommend that the United States refuse to pay these bonds or their interest without a judicial ascertainment of the facts. We think that so many persons hold the first-mortgage bonds of the Union Pacific Railroad in good faith and for value that the said mortgage ought not to be set aside. We report the facts as t tohe character of the organization known as the Credit Mobilier. WVe refer for facts as to the members of Congress and officers of the Government connected therewith to the evidence taken before the committee of which Mr. Polandl, of Vermont, is chairman, and to that herewith submitted; and We respectfully report the accompanying bill, and recommend its passage. J. M. WILSON. SAML. S HELLABARIGER]. GEO. F. HOAR. H. W. SLOC UM. H. Rep. 78 -n XXVI CREDIT MOBILIER AND UNION PACIFIC RAILROAD. AN ACT to amend an act entitled "An act to aid in the construction of a railroad ant telegraph line from the Missouri River to the Pacific Ocean, and to secure to the Government the use of the saqme for postal, military, and other purposes," and to secure the interests of the United States and of the people in the Union Pacific Railroad. Be it enacted by the Senate and House of Repr esentatives of the United States of America in Congress assembled, That the Attorney-General shall cause a suit in equity to be instituted in the name of the United States against the Union Pacific Railroad Company, and against all persons who may in their own names or through any agents have subscribed for or received capital stock in said road, which stock has not been paid for in full in money, or who may have received as dividends or otherwise portions of the capital stock of said road or the proceeds or avails thereof, or other property of said road, unlawfully and contrary to equity, or who may have received as profits or proceeds of contracts for construction or equipment of said road or other contracts therewith, moneys or other property which ought in equity to belong to said railroad corporation, or who may, under pretense of having complied with the acts to which this is an addition, have wrongfiully and unlawfully received from the United States bonds, moneys, or lands, which ought in equity to be accounted for and paid to said railroad company or to the United States, and to compel payment for said stock, and the collection and payment of such moneys and the restoration of such property or its value either to said railroad corporation or to the United States, whichever shall in equity be held entitled thereto. SEC. 2. That said suit may be brought in the circuit court in any circuit, and all said parties may be made defendants in one suit. Decrees may be entered and enforced against any one or more parties defendant without awaiting the final determination of the cause against other parties. The court where said cause is pending may make such orders and decrees and issue such process as if shall deem necessary to bring in new parties or the representatives of parties deceased, or to carry into effect the purposes of this act. On filing the bill, writs of capias and attachment may be issued by said court against any parties defendant, which writs shall run into any district, and shall be served as other like process by the marshal of such district, on which property, real and personal, may be attached to abide the event of the suit as like property may by law be attached on writs issuing from the circuit court in such district. SEC. 3. That the books, records, correspondence, and all other documents of the Union Pacific Railroad Company shall at all times be open to inspection by the Secretary of the Treasury, or such persons as he may delegate for that purpose. SEC. 4. That the laws of the United States providing for proceedings in bankruptcy shall not be held to apply to said corporation. SEc. 5. That no dividend shall hereafter be made by said company but from the actual net earnings thereof, and no new stock shall be issued, or mortgages or pledges made on the property or future earnings of the company without leave of Congress, except for the purpose of funding and securing debts now existing, or the renewals thereof. SEC. 6. That no director or officer of said road shall hereafter be interested, directly or indirectly, in any contract therewith, except for his lawful compensation as such officer. SEC. 7. That any director or officer who shall pay, or declare, or aid in paying or declaring, any dividend, or creating any mortgage or pledge prohibited by this act, or who shall offend against the provisions of the sixth section thereof, shall be punished by imprisonment not exceeding two years, and by fine not exceeding $5,000. MINORITY REPORT. I concur in the facts and figures presented in this report, so far as the same could be ascertained through the testimony of those who have been connected with the Union Pacific and Credit Mobilier Companies, and the legal remedies recommended by the committee; but I object to the adoption of the report as incomplete, under the resolution referred to this committee January 6, 1873, until some recommendation is embodied in the same in reference to certain members of Congress who have had transactions with Hon. Oakes Ames, as will be found detailed in the report of Hon. Luke P. Poland, as chairman, &c., believing that the same should be promptly considered and disposed of without further loss of time. THOS. SW ANN. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. WASHINGTON, D. C., January 10, 1873. The committee'met at 10 a. m. Present: JEREMIAH M. WILSON, of Indiana, chairman; GEORGE F. HOAnR, of Massachusetts; THOMAS SWANN, of Maryland; HENRY W. SLOCUM, of New York. On motion, it was ordered that the chairman be authorized to conduct the examination of witnesses. Ordered, that this committee will regard the action of the House directing the committee of which Hon. Mr. Poland is chairman to sit with open doors, as an instruction to this committee in this investigation. Ordered, that the chairman be requested to confer with counsel appointed or to be appointed under resolution of the House of January 6, to ascertain whether aid can be rendered by them to the committee in this investigation. JOHN B. ALLEY sworn, and exca mined as fo)llows: By the CHAIRMAN: Question. Do you know of the existence of an organization or association, or corporation, by the namne of the Credit Mobiiier of America? -Answer. I do. Q. Are you now, or have you at any time been, in any way connected with it If so, when did your connection with it begin, and in what capacity were you connected with it?-A. I commenced as a stockholder in August, 1865. In May, 1867, I was elected a director. I continued a director, I think, till May, 1869 or 1870; probably May, 1870. Q. Are you connected with it in any way now?-A. 1 am simply a stockholder now. Q. Are you an officer of that organization at this time? -A. I am not. Q. Have you been connected with it in any other way than you have stated at any time; if so, when?-A. Only as a stockholder and director. Q. Is this a corporation, or what is the character of the organization? -A. It is a corporation existing in the State of Pennsylvania. Q. Upon what authority is this corporation organized? Give a history of its organization; the date of its organization; and if it ever had any other name, state what it was.-A. This organization was formed under a charter originally from the State of Pennsylvania, in 1859, which was called the Fiscal Agency of the State of Pennsylvania. That is my impression of its original title. After two or three years, it having done nothing, I believe, under the old organization, it was procured by the owners and managers of the Union Pacifiec Railroad Companyr, who in 2 CREDIT SMOBILIER AND UINION PACIFIC RAILROAD. tended it to be a contracting company for the building of the Pacific Railroad, as I understood. Then its name was changed from the Pennsylvania Fiscal Agency to that of the Credit Mobilier of America. I do not remember exactly at what time; probably in 1863. Q. Who were the officers of the Union Pacific Railroad Company, who procured that charter or transfer? —A. I think the manager was the then vice-president of the Union Pacific Railroad Company, Thomas C. Durant, of New York; John A. Dix was president at that time. Q. Were there any other officers of the Union Pacific Railroad Company connected with that transaction at that time?-A. I could not say about that; I suppose that Mr. Durant was the man who procured that charter and, as I understood it, it was procured for the purpose of building this road. Q. Are there any books or papers showing the character of that transaction and the persons connected with it in existence; and, if so, where may they be found?-A. There are, I suppose; Oliver W. Barnes was the secretary of the Credit Mobilier; he was a resident of Philadelphia then. Q. Are these books or papers a part of the books and papers of the Credit Mobilier, and are they now in the custody of the officers of that corporation? —A. I presume they are; I said Mr. Barnes was secretary: I think, perhaps, he was the treasurer; he was, as I understood, in those early times of the organization of this company the principal man that I knew anything about. Q. Can you now give the names of the persons who were parties to the original organization of this Credit Mobilier — A. Thomas C. Durant was president; Henry C. Crane, of New York, was assistant treasurer, and I think Oliver W. Barnes was the treasurer. W~ho the secretary was I do not know, and who the other parties at that time in control were I do not remember, if I ever knew. Q. Was this association organized upon articles of association signed by the persons engaged in this enterprise, and were their stock-books opened?-A. Yes; it was a regular corporation and had very good powers as a corporation; it was procured by these parties as an agency to build the Pacific Railroad. They regarded it as utterly impossible to build the road under the bill which was given them by Congress, except through the intervention of a contracting company or a corporation like this; they took this corporation for that purpose, as 1, understood, merely as a contracting company. Q. Where has the business office of the Credit Mobilier been kept since its organization? —A. They had what is called a New York agency, or bureau, which did the business principally, although it was a Pennsylvania corporation. They had a right, under authority which was given them by the Pennsylvania legislature, to establish an agency or bureau, as they called it, in New York, which they did, and their business was transacted chiefly there. Q. Have you with you any printed or written copies of any papers to which reference has been made in your testimony. —A. No, sir; I have not. Q. Was the office or business place of this company ever transferred or removed to the city of Boston?-A. No, sir. Q. Where was this office in the city of New York?-A. Most of the time, I believe, it was 20 Nassau street. Q. Where was the office of the Union Pacific Railroad Company -- A. That was in the same buildinlg-the same block. Q. Were these two offices kept in the same room?-A. I think not. CREDIT MOBILIER AND TUNION PACIFIC RAILROAD. 3 Q. Who are the officers of the Credit Mobilier now?-A. Sidney Dillon is president; Benjamin F. Ham is secretary and treasurer; and Dillon, Ham, and Roland G. Hazard, I believe, are directors; I do not know who the other directors are. They have been changed since I have been there. Q. Where is the office of this company now? —A. The New York agency is still kept up, and the business chiefly transacted there. Q. Has it no other office or place of business except New York?A. It has; in Philadelphia, at 524 Walnut street, I think. I may be mistaken as to the number. The New York office is now at 52 Wall street. Q. Where does Mr. Ham reside?-A. He resides in New Jersey, some twelve or fifteen miles from New York. I think in Elizabeth, or not far from there. Q. Who is the custodian of the books and papers of the Credit Mobilier at present?-A. Mr. Ham, I believe. Q. Where are these books: at the Philadelphia or New York office?A. I believe a part of them are in Philadelphia, and part in New York. Q. How long has M r. Haim held that office?-A. I think since May 19, 1869. Q. Who preceded him as secretary? —A. I think Mr. Crane did. Q. Has there ever been any other secretary except Mr. Crane and Mr. Ham?-A. I do not think there has since I have had any knowledge of it. Q. Are there books or papers showing the amount of the capital stock, the names of the stockholders, the amount of stock held by each, the money paid in on stock, the contracts and the money expended, and the dividends declared and paid?-A. Yes, sir. Q. Are you now in any way connected with the Union Pacific Railroad Company; and, if so, in what way?-A. I am not; and have no interest in it of any consequence. Q. Are you a stockholder — A. I have a very few shares. Q. State the names of the officers and directors of that company.A. Horace F. Clark, president; John Duff, vice-president; E. H. Rollins, treasurer and secretary; H. B. Wilbur, auditor. Directors: Horace F. Clark, New York: Augustus Schell, New York; James H. Banker, New York; Oliver Ames, Boston; John Duff, Boston; Elisha Atkins, Boston; Oakes Ames, Boston; L. P. Morton, New York; R. E. Robbins, Boston; James Brooks, New York; G. M3. Dodge, Council Bluffs, Iowa; Sidney Dillon, New York; C. S. Bushnell, New Haven; Geo. MI. Pullman, Chicago; F. Gordon Dexter, Boston. Government Directors: B. F. Wade, Jefferson, Ohio; Hiram Price, Davenport, Iowa; James F. Wilson, Fairfield, Iowa; J. C. S. Harrison, Indianapolis. Indiana; David S. Ruddock, New London, Connecticut. Q. Where is the business office of the Union Pacific Railroad Company now?-A. In Boston. Q. Who is the custodian of the' books of that corporation?-A. The treasurer, Mr. Rollins, I suppose. The books are at the office of the company, in Sears' building, Boston. By Mr. HOAR:, Q. At the time of. the contract made with the Credit Mobilier Company for the construction of a part of the Union Pacific Railroad, how much of the capital stock of the Union Pacific Railroad Company had been subscribed and actually paid in, according to the best of your recollection?-A. Not a great deal had then been paid in; perhaps tvwo or three hundred thousand dollars. 4 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. When that contract was made, who were the principal men of interest in, and controlling, the Union Pacific Railroad?-A. The principal stockholders at that time I could not now give. Mr. Durant and General Dix were among them. Not more than two or three hundred thousand dollars had been paid in, and that was a percentage on the shares taken. The first contract for the construction of the Union Pacific Railroad was made, I think, by a Mr. Hoxie, and transferred to the Credit Mobilier. The original parties to the contract had broken down. They had gone on for awhile, but had concluded they would rather lose what they had put in than go on. Then they came to Boston, and got Mr. Ames to go into it. But it was determined that the only safe basis to go on with it was through the medium of a contracting company, and they procured the Credit Mobilier for that purpose. My subscription was to the Credit Mobilier, originally, for 500 shares. By Mr. SLOCUM: Q. The contract for 247 miles of road, then, was practically with the Credit Mobilier? —A. Practically it was. Q. The subsequent contracts for building the Union Pacific Railroad were made directly with the Credit lMobilier — A. No, sir; not at all. The Credit Mobilier never had anything to do with building the road, except the first 247 miles. When I went into the direction of the Credit Mobilier the Hoxie contract had been transferred to it. After that contract was completed, BMr. Durant said the Credit Mobilier should never have another contract while it was under the control of the men who were called the " Ames party," and it never had, except in this way: The Credit Mobilier agreed to guarantee the fulfillment of the Ames contract for a consideration, and furnish money, when called upon, for which they were to have two and a half per cent. commission. When called upon, however, they were unable to furnish the money, and, therefore, they never had really any such connection, and I believe the formal connection ceased a few months afterward. By Mr. HOAR: Q. The whole business of the Credit Mobilier consisted in this contract of 247 miles, and their whole property consisted in profits they made on that contract? —A. No; their property consisted, in addition to that in the capital, of $3,750,000, which was paid in money. By the CHAIRMAN: Q. Who contracted for building the balance of the road?-A. There were something over 800 miles of the road remaining to be built. Oakes Ames took a contract to build 667 miles, with the privilege of building the balance, if he should conclude to do so. But after the 667 miles were built, under this contract, he declined to take the remainder, and it was built, I understand, for and on account of the stockholders of the Union Pacific Railroad Company. The condition of the contract given to Mr. Ames, and the only condition he would take it upon, was that it should receive the consent of all the stockholders of the Union Pacific Railroad Company at that time. Q. That portion of the road, then, which Mr. Ames declined to build under the provisions of this contract was built in the interest of the stockholders; by whom was it built; was it a contract let to any one? -A. There was a contract made with a man by the name of Davis; but I think it could not be put through -under his contract, and it was finally built for and on account of the Union Pacific Railroad stockholders at that time. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 5 Q. What interest did the Credit MIobilier have in the Ames contract, either at the time it was made or subsequently by transfer or assignment — A. The corporation had no interest except as I have described. When Mr. Ames took this contract it was subject to the assent of the stockholders of the Union Pacific Railroad Company; but he said he knew the stockholders of the Credit Mobilier were the parties to whom it really belonged; and if there was any benefit to be derived from it he thought it was fair andl just to give every stockholder in the Credit Mobilier the right to come in and take an interest under his contract on signing an agreement to become personally liable, and that was regarded as satisfactory. I think he assigned the contract to seven trustees, for and on account of the individuals who were stockholders in the Credit Mobilier, and that they were to have an interest in his contract in pro rata proportion to their ownership of stock in that company. That was the original design with the Credit Mobilier, who built the road. The contract was not given to the Credit Mobilier on account of the feeling against it on the part of the chief men and managers of the Union Pacific Railroad Company; but they gave it to IMr. Ames; and all the parties interested had perfect confidence in him that he would do what was right, and would give to every man an interest such as belonged to him. The contract was executed in that way. The Credit Mobilier, as a corporation, had no jurisdiction over or voice in it, or anything to do with it. Q. Were there any dividends declared by the Credit Mobilier -- A. Yes, sir; there were two dividends of 6 per cent. each. I think these were all the Credit Mobilier, as a corporation, ever declared. Q. Were there profits made from the Ames contract? —A. Yes, sir. Q. Do you remember the amounts?-A. I think I can tell pretty nearly. The Oakes Ames contract amounted to $47,000,000. In a suit which was brought for taxes, in the State courts of Pennsylvania, I was a witness. I was then a director of the road, and of the Credit Mobilier, and had occasion to make out a statement for use in that suit, which, I think, was entirely accurate. The dividends upon that contract were the only profits amounting to anything ever made by the Credit Mobilier or anybody else in building the road, and these profits were between $8,000,000 and $9,000,000 upon that contract, estimating it upon this basis: The road was finished and opened, I think, in May, 1869. I took the average market-value of the stock and bonds which they received in payment of this contract between that date and January 1, 1870. Upon that basis, which everybody regarded as a fair basis, taking the average market-value for that period of over seven months, the profits would amount to between $8,000,000 and $9,000,000. Q. Were these profits divided among the stockholders of the Credit Mobilier?-A. They divided the profits during the progress of the work, in some instances, sooner than it should have been done, and the consequence was, that before the contract was finished they had to call upon the parties for a large sum of money. Mr. Ames aided them to the amount of several millions, and they all had to do a good deal. Q. Where are the books and papers showing these transactions and this division of the profits?-A. These books are in the hands of the trustees of that contract. I suppose they are in Boston. Q. Who are the trustees?-A. Oliver Ames, Benjamin E. Bates, John Duff, Thomas C. Durant, Sidney Dillon, and H. S. McComb. That is my recollection of the names. Q. Do you know whether they have a secretary, or any officer, who is the special custodian of these books and papers?-A. They are in the 6 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. custody of the treasurer, I believe, Benjamin E. Bates, president of the Bank of Commerce. Q, WVill the books of the Credit Mobilier show anything on this subject — A. No, sir; not at all. They had nothing to do with it. There was a part of the road in dispute-I think about one hundred miles, which was compromised in some way-and I suppose the books of the Credit Mobilier would show in regard to that. I believe it was out of that these two dividends of 6 per cent. each were made.. Q. State whether the shareholders of the Union Pacific Railroad all consented to the Ames contract.-A. Yes, sir, I presume so, at least with two-or three trifling exceptions; but I cannot recall any to mind now, except Brigham Young. I believe his stock was afterward purchased by Mr. Dillon or some one, so that finally they all came in. Brigham Young never made any objection to the contract that I heard of, and the only reason of his not assenting was that he was away in Salt Lake City. Q. Was there any assent given by the Government, so far as you know, to this contract — A. I do not think there was. It was not regarded that the Government had any interest in it at that time, except to have the road built according to the conditions that had been agreed upon. WASHINGTON, D. C., January 10, 1873. OAKES AMlES, a member of the House of Representatives, sworn and examined. By Sir. SWANN: Question. Do you know of any further documents which would give additional light in this investigation other than those mentioned by Mr. Alley — Answer. No, sir; I know of nothing that would give any more light than the books of the company. Q. Then all the information that the committee desire upon that subject has been communicated by Mr. Alley in his testimony — A. I think he has named all the books and papers that bear upon the question. Q. Have you any documents in your possession that would throw light Upon the subject?-A. I have no documents except printed copies of the contract, and other papers filed in this case in Philadelphia, which I will furnish to the committee, if they desire. Q. Have you a copy of the assent of the stockholders of the Union Pacific Railroad to the Oakes Ames contract?-A. I do not know that I have; that would be in the possession of the trustees. The committee adjourned until January 14. WASHINGTON, D. C., January 14, 1873. The committee met at 7.30 p. m. Present, the chairman, (Mr. Wilson, of Indiana,) and Messrs. Hoar, Shellabarger, and Swann. BENJAMIN F. HA-M' sworn and examined. By the CHAIRMAN: Qulestion. Where do you reside? —Answer. In New Jersey. Q. Do you know of a corporation known as the Credit Mobilier of America?-A. I do. CREDIT MOBILIER AND UNlION PACIFIC RAILROAD. 7 Q. Are you an officer of that corporation?-A. I am assistant secret tary and treasurer, and also a director. Q. Have you the custody of the books of that corporation? -A. Yes, sir. Q. Have you them here with you? —A. Yes. Q. Have you a copy of the act or charter under which that corporation is organized -- A. Yes, (producing it.) Q. Is this document which you have handed to me the original act of incorporation and the amendments thereto — A. It is the original act of incorporation. It does not contain all the amendments. Q. How many amendments are there to this act? —A. I know only of one. There may be others. Q. Have you a copy of that one?-A. No, sir; I have not. Q. Look at this paper that I show you, and state whether that is a copy of it.-A. I should take it to be. Q. Have you any doubt about it?-A. No, sir; none in the world; I take that to be a copy of it. The charter and the amendment were put in evidence, as follow.s: No. 715. AN ACT to incorporate the Pennsylvania Fiscal Agency. SECTION 1. Be it enacted by the senate and house of representatives of the Commonwsealth of Pennsylvania in general assembly met, and it is hereby enacted by the authority of the same, That Samuel J. Reeves, Ellis Lewis, Garrick Mallory, Duff Green, David R. Porter, Jacob Ziegler, Charles M. Hkll, Horn R. Kneass, Robert J. Ross, William T. Dougherty, Isaac Hugus, C. M. Reed, William Workman, Asa Packer, Jesse Lazear, C..S. Kauffman, C. L. Wlard, and Henry M. Fuller be, and they are hereby, appointed commissioners to receive subscriptions and to organize a company, by the name and style of the Pennsylvania Fiscal Agency; and the owners of the shares herein authorized to be issued, when the company is organized, shall, under the name and style aforesaid, have perpetual succession; and may purchase, hold, and acquire, by any lawful means, estate, real and personal, and the same may use, sell, lease, let, mortgage, transfer, and convey, and otherwise dispose of; and may sue and be sued, plead and be impleaded, contract and be contracted with, and have and use. a common seal, and the same may change at pleasure; and may make by-laws and regulations for the government of their affairs, and may have and use all the rights, powers, and privileges which are or may be necessary for them to'have as a company incorporated for the purposes herein stated: Provided, That the said company shall not at any time hold, in this State, more land than may be requisite for the convenient transaction of their business. SEC. 2. That the purpose of this act is to organize an incorporated company, and to authorize them, as such, to become an agency for the purchase and sale of railroad bonds and other securities, and to make advances of money and of credit to railroad and other improvement companies, and to aid in like manner contractors and manufacturers, and to authorize them as a company to make all requisite contracts, and especially to receive and hold, on deposit and in trust, estate, real and personal, including the notes, bonds, obligations, and accounts of States, and of individuals, and of companies, and of corporations, and the same to purchase, collect, adjust, and settle, and also to sell and dispose thereof in any market in the United States, or elsewhere, without proceeding in law or in equity, and for such price and on such terms as may be agreed on between them and the parties contracting with them, and also to indorse and guarantee the payment of the bonds, and the performance of the obligations of individuals, of corporations, and of companies. SEC. 3. That the capital stock of said company shall consist of fifty thousand shares, of one hundred dollars each; and the commissioners aforesaid, or a. majority of them, may, in person or by proxy, open books of subscription at such times and places as they deem expedient, and when five thousand shares shall have been subscribed, and five per centum thereon shall have been paid in, the shareholders may elect five or more directors; and the directors of the said company, when it shall have been organized may, and they are hereby authorized and empowered to have and to exercise, in the name and behalf of the company, all the rights, powers, and privileges which are intended to be herein given; and may, from time to time, increase their resources by borrowing money on a pledge of their property, or'without such pledge, or. by new subscriptions, not exceeding fifty thousand shares; and any citizen or subject, company or corporation, of any State or county, may subscribe for, purchase, and hold 83 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. shares of the said company, with all the rights and subject only to such liabilities as other shareholders are subject to; which liabilities are no more than for the payment -,to the company of the sums due or to become due on the shares held by them; and when new subscriptions are made, the.shares may be issued at par or sold for the ben-,efit of the holders of the shares heretofore issued. SEC. 4. That the by-laws shall prescribe the manner in which the officers and agents,of the company shall be chosen, and designate their powers and duties, and their terms of service and compensation; and the principal officeof the company shall be in Philadelphia, but the directors, under such rules and regulations as they may prescribe, may establish branches and agencies in Europe and elsewhere, and may deal in exchange, foreign and domestic; but the said company shall not exercise the privilege of banking, nor issue their own notes or bills to be used as bank-notes or as currency. SEC. 5. That three-fifths of the directors of the said company shall be citizens of the United States, and the majority of the whole shall reside in this State. SrEc. 6. That the said company shall pay to the State treasurer, for the use of the State, a bonus of one-half of one per centum on the sum requisite to be paid in previous to the organization, payable in four equal annual installments, the first payment to be made in one year after the payment on the capital stock shall be made, and also a like bonus on all subsequent payments on account of the capital stock of the said company, or any increase thereof, payable in like manner; and, in addition to such bonus, shall pay such tax upon dividends exceeding six per centum per'annum as is or may be imposed by law. W. C. A. LAWRENCE, Speaker of the House of Representatives. JNO. CRESWELL, Jn., Speaker of the Senate. Approved the first day of November, anno Domini one thousand eight hundred and fifty-nine. IWM. F. PACKER. OFFICE, OF T'HE SECRETARY OF THE COIiMONWEALTH, Harrisburgh,, ovember 1, A. D. 1859. I do hereby certify that the foregoing is a full, true, and correct copy of the original act of the general assembly, as the same remains on file in this office. In testimony whereof, I have hereunto set my hand and caused the seal of the secretary's office to be affixed, the day and year above written. WM. M. HIESTER, Semetary of the Conmmonwvealth. PENNSYLVAiNIA, 88: [Seal of secretary's office, Pennsylvania.] LETTERS-PATENT SIGNED BY THE GOVERNOR OF PENNSYLVANIA. PENNSYLVANIA, 88: A. G. CUJTIN. [L,. s.] In the name and by the authority of the Commonwealth of Peolnsylvania, Andrew G. Curtin, governor of the said Commonwealth, To all whom these presents shall come, sends greeting: Whereas an act of the general assembly of this Commnonrwealth, entitled "An act to incorporate the Pennsylvania Fiscal Agency," approvred the 1st day of November, A. D. 1859, provides for the organization of a company by the name, style, and title of " The Pennsylvania Fiscal Agency;" And whereas the commissioners, in accordance with said act of the general assembly, have made application to me, for the issuing of letters-patent to said company; and whereas the stipulations and things in the said act directed to be performed have in all respects been fully complied with: Now, know ye, that in pursuance of the power and authority to me given by law, I, Andrew G. Curtin, governorof the said Commonwealth, do, by these presents, which I have caused to be made patent and sealed with the great seal of the State, create and erect the subscribers to the stock of the said company for the number of shares by them subscribed, viz: Samuel T. Billmeyer, four shares, Oliver W. Barnes, two thousand four hundred and ninety-six shares, Charles M. Hall, two thousand four hundred and ninety-five shares, E. Reed Myer, five shares, Duane Williams, three shares, CREDIT AMOBILIER AND UNION PACIFIC RAILROAD. 9 Charles Williams, three shares, Samuel L. Clements, three shares, and David R. Porter, three hundred and twenty shares, Amounting in the whole to five thousand three hundred and twenty-nine shares; And, also, those who shall afterwards subscribe to the stock of the said cornpany, into one body politic, and corporate in deed and in law, by the name, style, and title of "The Pennsylvania Fiscal Agency." And by the said name the stbstribers shall have perpetual succession, and all the privileges and franchises incident to a corporation; and the said subscribers, and those who shall afterwards subscribe, their successors and assigns, are generally to be invested with all ther ights, powers, and privileges, with full force and effect, and be subject to all the duties, requisitions, and restrictions specified and enjoined in and by the said act of the general assembly, and all other laws of this Commonwealth. Given under my hand and the great seal of the State at Harrisburgh, this first day of June, in the year of our Lord one thousand eight hundred and sixty-three. and of the Commonwealth the eighty-seventh. By the governor: (Signed) ELI SLIFER, Secretary of the Commonwealth. AN ACT to change the name of The Pennsylvania Fiscal Agency. SECTION 1. Be it enacted by the senate and house of representatives of the Commonwealth of Pennsylvania in general assembly met, and it is hereby enacted by the authority of the same: That from and after the passage of this act " The Pennsylvania Fiscal Agency" shall be named instead thereof " The Credit Mobilier of America," with all the powers, privileges, and authorities they had under their former name, and be subject to all the restrictions and liabilities to which they were subject to under the same. -HENRY C. JOHNSON, Speaker of the House of Representatives. JOHN P. PENNEY, Speaker of the Senate. Approved the twenty-sixth day of March, anno Domini one thousand eight hundred and sixty-four. A. G. CURTIN. OFFICE OF THE SECRETARY OrF THIE COMMONVWEALTH, PENNSYLVANIA, Haarrisburgh, March 28, A. D. 1864. I do hereby certify that the foregoing and annexed is a full, true, and correct copy of the original act of the general assembly entitled "An act to change the name of'The Pennsylvania Fiscal Agency,"' as the same remains on file in this office. In testimony whereof, I have hereunto set my hand, and caused the seal of the secretary's office to be affixed, the day and year above written. [L. S.] W. HI. ARMSTRONG, Deputy Secretary of the Commoninwealth. No. 3. SECOND AMENDMENT OF CHARTER. Aro. 278. —February 28, 1867. Be it enacted, 4'c., That in every case where the Credit Mobilier of America, a body corporate established by the laws of this Commonwealth, has heretofore agreed, or shall hereafter agree, to aid any contractor with a railroad company by advancing money to such contractor, or by guaranteeing the execution of a contract for the building, construction, or equipment of a railroad, or for materials or rolling-stocks, it shall be lawful for the said Credit Mobilier of America to take such measures as will tend to secure the full and faithful performance of the contract, and the said Credit Mobilier may to that end appoint its own officer, agent, or superintendent to execute the contract in the place of the contractor so aided or guaranteed; saving, nevertheless, to all parties their just rights under the contracts according to their true intent and meaning. (Signed) JOHN R. GLASS, Speaker of the House of Rqeresentatives. LOUIS W. HALL, Speaker of the Senate. Approved February 28, 1867, by JOHN W. GEARY, Governor, t4c. 10 CREDIT MOBILIER' AND UNION PACIFIC RAILROAD. Q. When was the corporation, the Credit Mobilier of America, organized under that charter?-A. This book shows that the first meeting was on the 29th of May, 1863. That was a meeting of the stockholders of the Pennsylvania Fiscal Agency. It was originally the Pennsylvania Fiscal Agency, as the charter shows. Q. Does-that book show the organization of the corporation now known as the Credit Mobilier — A. Yes, sir. Q. Who were the original stockholders of the Credit Mobilier, and what amount of stock did each one subscribe for?-A. Charles M. Hall, 2,421 shares of $100 each; Oliver W. Barnes, 2,420 shares of $100 each. There were three or four other parties who had small amounts of stock. I cannot give the names. It was long before I had anything to do with the organization. Q. Are there any books or papers in your possession that will show who the original stockholders were?-A. [No, sir. Q. Has there ever been any such book, of which you have any knowledge? —A. Not that I know of. There may have been. Q. Have any books or papers of that corporation been lost, destroyed, or carried away since you have been connected with it? —A. Some of them have been lost. Q. Do you know what books were lost.-A. The transfer-boolis were lost —the transfers of stock. Q. Any others?-A. I do not know of any others. Q. When were those transfer-books lost?-A. They were lost in mny possession in December, 1868. Q. What became of them then? —A. That is more than I can tell. Q. How did they get out of your possession?-A. At that time I resigned my position as assistant secretary. Q...When were you re-elected?-A. In Mlay, 1870. Q. Were those transfer-books among the books of the company at the time you went out of office?-A. Yes; there were two of themtwo transfer-books. Q. And they were not there when you came into office again?'-A. No, sir. Q. Who held that position during the time you were out of office?A. There was no assistant secretary during that time. Q. Who was the officer that had possession of those books during that time — A. They were around in different places. They were part of the time in Philadelphia, and part of the time elsewhere. Q. What do you mean by "elsewhere?" —A. They were sometimes in New Jersey and sometimes in Philadelphia. Q. Who was carrying them about in that way.-A. They were not being carried about; they were put away in various places. Mr. Dillon, as president of the Credit Mlobilier, ordered them put away. Q. Put away where? —A. Put away in different places; I do not know where; I did not go with them. I surrendered them to Mr. Dillon; he took the safe, containing the books and all, And took it away. Q. Do you know anything about the purpose for which they were carried awa? —A. To avoid process in the James Fisk suit. Q. Do you know where Dillon took them when he did take them awayf?-A. No, sir; I do not. Q. You never saw them since?-A. I do not know that he took these transfer-books away. I do not know that they were in that safe, because it was necessary for me to use some of the books, as a clerk, and these books may have been left in the office of the Union Pacific Railroad Company, and lost there during the time that that the thing was locked CREDIT MOBILIFR AND UNION PACIFIC RAILROAD. 11 up. There was a time that I kept out of New York on account of the James Fisk suit, and remained at my home in New Jersey for months. Q. And you know nothing of these transfer-books since you went out of office?-A. No, sir. Q. How long before you went out of office had you seen them?-A. That I cannot say. These things are three or four years old, and are not fresh in my memory. Q. Had you frequent occasion to use these transfer-books?-A. No, sir; I very seldom used them. There was very little transfer of stock. Q. You have no other means of knowing who were stockholders?A. The stock-ledger shows who were stockholders. Q. Where is that stock-ledger? -A. Here. The transfer-books were of no account to anybody. It is possible that I may be able to tell from some of these other books who the original parties were. (Turning to the page.) Here they are given: Cash for capital stock, $26,645; D. R. Porter, 320 shares; S. T. Billmeyer, 4 shares; Oliver W. Barnes, 2,496 shares; Charles M. Hall, 2,495 shares; E. R. Meyer, 5 shares; D. Williams, 3 shares; E. Williams, 3 shares; S. L. Clement, 3 shares. These are all of the original stockholders.. Q. What is the date of that subscription? —A. May 29, 1863, this cash seems to have been received. Q. Have you any books that will show who have since become stockholders?-A. Yes, sir; the stock-ledger will show. Q. We want to know all who have been stockholders at any time after the first organization of the Credit Mobilier down to the present time. —A. I will furnish you with a written list. Mr. HoAR. Furnish a list of all persons who have held stock, the number of shares held by each, the dates, and all the sums paid on account of stock, with all sums of money or other property divided or allotted to each.-A. The last question is one I cannot answer, because I had nothing to do with the books. Q. State whether you'were ever a stockholder in the Credit Mobilier Company yourself.-A. Yes, sir. Q. Are you interested in that stock now — A. MIy son holds three shares; or it is held in trust for him by R. D. Bush, trustee. Q. When did he procure that?-A. He procured it in 1868 or 1869, I cannot say which. Q. And you have no interest in the stock of Credit Mobilier excepting that — A. No, sir. Q. How old is your son — A. Seven years old. Q. Who furnished the money with which to pay for that stock?1-A. His mother did. Q. Out of her separate means?-A. Out of her separate means which she had before I married her. Q. State to the best of your knowledge what sum of money has been paid over to that trustee on account of those three shares.-A. I can state that by purchases and sales of the Union Pacific stock there has been $700 or $800 realized on these three shares; but then there have been two or three purchases and sales of stock. Stock has been bought by me at 20 and sold at 40, and repurchased again. Q. Why did you do this if your son's shares were held in trust by somebody else — A. Because I had the management of it. Mr. Bush held it as trustee, and I managed it. Q. Did you receive the dividends on it?-A. No, sir. Q. Or the allotments?-A. No. sir. Q. Who did receive them? —A. The allotments that were turned 12 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. over were turned over to iMr. Bush. The Union Pacific RIailroad stock was transferred to him. Q. Then how did you use it?-A. He indorsed it, and I sold it. Q. Where is the money — A. The money is in my hands at present. Q. These shares that Mr. Bush held for your soh, were they paid for at a hundred dollars a share?-A. Yes. Q. Has there been by that trustee any money received on these shares as dividends -A. I do not think there has been. I do not know. Q. In what way have the profits or allotments on those three shares been made — A. I think they were all made in stock of the Union Pacific Railway Company. That is the only thing I have ever seen. Q. What amount of stock of the Union Pacific Railway Company has been received on these shares?-A. That I cannot tell you. Q. Give your best recollection.-A. I cannot say whether it was fourteen or fifteen' shares; it was something like that. Q. What was their par value?-A. One hundred dollars per share. Q. Then that was $1,300 or $1,400 in nominal value that was received?-A. Yes. Q. Has there been anything else of value received, directly or indirectly, on account of that stock?-A. I do not think there has been. Q. Any bonds — A. I do not think there has been. There could not be any bonds, because it was too small an amount. Q. Have these shares been sold?-A. Yes. Q. What sum has been realized from them by this trustee?-A. About seven hundred or eight hundred dollars. Q. What has become of the three Credit Miobilier shares?-A. They are still held by the trustee. Q. They have not been sold?-A. No, sir. Q. Have those three shares, so far as you know, received any more than their proportion as compared with other stock of the Credit Mobilier? —A. Mind that this $700 or $800 is not the result of dividends alone. It is the result of purchases and sales since the dividends were made-selling the stock and buying it again. Q. At the time you received the 14 or 15 shares of Union Pacific stock, what was its market value?-A. That I do not recollect. Q. What is your best judgment of the matter? -A. I have no best judgment about it. Q. How long ago is this — A. Three or four years ago. I paid very little attention to it. Q. You had the practical managment of the matter?-A. Yes, but I paid little attention to it. It was a small mnatter. Q. Was the stock worth par at that time?-A. No, sir; it was not worth 50 cents on the dollar. Q. You paid attention enough to it to know that?-A. Yes. Q. Was it worth forty?-A. No; I should think it was worth about twenty. Q. But you afterward realized forty upon it?.-A. Yes. Q. Now I will come back to the question; did these three shares, so far as you knew and believe, receive as much and no more in proportion as the other shares in the Credit Mobilier?-A. I presume theyreceived the same. Q. You say that the whole capital stock of the Credit MIobilier was- A. Three million seven hundred and fifty thousand dollars. Q. And you think that on account of that $3,750,000, stock in the Union Pacific Railroad was realized by the holders of the Credit Mo CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 13 bilier stock in the proportion of fourteen to three?-A. No, sir; I do not. Q. I understood you that you got thirteen or fourteen shares of Union Pacific stock for the three shares of Credit Mobilier held for your son?.A. That may be; but I did not get bonds or anything else. Other parties received bonds. Q. What kind of bonds were received? —A. Those bonds were divided by the trustees, and they can explain the matter. Q. I want to get at your general knowledge; you were the secretary of the company — A. I had nothing to do with the dividends as secretary of the company. Q. You were in fact secretary of the company?-A. Yes. Q. And you had a minor son who was a stockholder, and his stock was held in trust under your direction — A. Yes. Q. What did you understand was received in bonds by other shareholders?-A. That I cannot call to mind now. I have not the books, and I have no memory upon it. Q. What was your understanding at the time upon the subject? —A. Having so little interest in it, I paid no particular attention to these dividends. I had plenty of business of my own to attend to. By Mr. SwANN: Q. Where is that information to be got?-A. Mr. Crane or Mr. Durant will furnish the information. Mr. DuRANT. I have books that will furnish all this information, and the names of all the parties. By the CHAIRMAN: Q. Who were the first board of directors of the Credit Mobilier Company I —A. David 1R. Porter, Oliver W. Barnes, Samuel T. Billmeyer, E. Reed Myer, Charles M. Hall, and Jacob Ziegler. Q. When were they elected i —A. On the 29th of May, 1863. Q. When was the board organized by the electionm of officers of the board and who were the officers?-A. The record shows that it was organized on May 29, 1863. The officers were Jacob Ziegler, president; Oliver Barnes, secretary; and Charles MI. Hall, treasurer. Q. When was the next election? —A. The next election was July 26, 1865. Q. Who were elected then as directors? —A. Thomas C. Durant, G. Griswold Gray, J. M. S. Williams, J. II. Scranton, Oliver W. Barnes, Paul Pohl, jr., and Charles M. Hall. Q. Who were elected officers of the board?-A. Thomas C. Durant was elected president and Oliver W. Barnes secretary and treasurer. Q. When was the next election — A. May 19, 1866. Q. Who were elected directors then? —A. Oliver W. Barnes, J. W. Scranton, Paul Pohl, jr., Benedict B. Stewart, Thomas C. Durant, G. Griswold Gray, and John M. S. Williams. Q. Who were elected officers of that board?-A. Thomas C. Durant was elected president, and Oliver W. Barnes secretary and treasurer. Q. When was the next election?-A. May 18, 1867. Q. Who were elected directors then? —A. Oliver W. Barnes, Robert G. S. McNeal, Benedict B. Stewart, Paul Pohl, jr., Sidney Dillon, John B. Alley, and Roland G. Hazzard. Q. Who were elected officers of the board — A. Sidney Dillon was elected president, and Oliver WV. Barnes secretary and treasurer. Q. When was the next election?-A. May 16, 1~68. Q. Who were elected directors then? —A. Oliver W. Barnes, Paul 14 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Pohl, jr., Charles Mt. Ghriskey, Thomas Rowland, Sidney Dillon, John B. Alley, and Roland G. Hazzard. Q. Who were the officers?-A. Sidney Dillon president, and Oliver W. Barnes secretary and treasurer. Q. WVhen was the next election of directors?-A. May 21, 1870. Q. WVho were elected directors then — A. R. G. HIazzard, Sidney Dillon, Paul Pohl, jr., Charles M. Ghriskey, Thomas Roland, Francis H. Janvier, and ]B. F. Ham. Q. Who were the officers?-A. Francis H. Janvier was elected secretary and Sidney Dillon president. Q. When was the next election — A. I think that that election in 1870 was the last. Q. Did this corporation at any time engage in the construction of the Union Pacific Railway?-A. It had charge of building the road to the hundredth meridian. Q. When did it first engage in that work 0?-A. Those other witnesses who had charge of it can tell you more definitely than I can. Q. Is there any entry on the books that will show when the Credit Mobilier engaged first in the construction of the Union Pacific Railway e -A. The Credit Mobilier advanced money to it, and I can show you when that first took place, but I am not familiar with the workings of it, as it was (done before I had anything to do with the concern. The Credit Mobilier never built any of the Union Pacific Railroad after I became an officer. The company paid on account of construction under the Hoxie contract, on March 20, 1865, $202,770. That was the first payment. Q. On what kind of contract or arrangement did the Credit Mobilier advance money to the Union Pacific Railway Company — A. I do not know that it did advance any money to the Union Pacific Railway Company, except to lend it the same as to any one else. If the Credit Mobilier Company had any money it did not need, it would lend it. Q. Have you any paper or memorandum showing the nature of those loans and what kin[ of obligation was given by the Union Pacific Railway Company, or any one else — A. There were no obligations given at all. It was nothing but a book account. If the Credit Mobilier lent any money to the Union Pacific Railway Company, it was simply on book account. Q. There was no note? —A. No note and no obligation. Q. Or acceptance of any kind?-A. No, sir; and no securities, if it len-t the Union Pacific Company any money. Q. Have you the Hoxie contract here?-A. No, sir; I have not. Q. Was that contract ever transferred to the Credit Mobilier — A. It was transferred by the failure of Mr. Hoxie to execute it. Q. Where is that contract? —A. In New York. Q. Why did you not bring that with you? —A. I did not understand that you wanted it. Q. Can you produce a copy of the Hoxie contract — A. Yes, sir. Mr. DURANT. Copies of all the contracts are here. Q. Do you know why that Hoxie contract was assigned to the Credit Milobilier?-A. I do not; I suppose it was because Hoxie failed to chrry it out, and the Credit Mobilier took it. Q. Do you know anythinig of a contract entered into by Oakes Ames with the Union Pacific Company for the construction of the road? —A. Yes, sir. Q. Have you copies of that contract here?-A. No, sir; I have one in my possession. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 15 Q. You were examined as a witness in the case of the Credit Mfobilier of America against the Commonwealth of Pennsylvania, were you not? -A. Yes, sir. Q. Look at this document, (handing to witness a printed pamphlet,) and see whether that is a correct copy of the Oakes Ames contract, commencing on page 14.-A. I should say that this was correct; it looks as if it were correct. Q. Was that contract assigned by Mr. Ames — A. Yes, sir. Q. Look at the document I show you, commencing at page 19, and state whether or not that is a copy of the assignment of the contract.A. I should take it to be a copy. (Copies of the contract and assignment are appended to the testimony.) Q. This contract and the assignment were made after you became secretary of the company? —A. Yes, after I became the assistant secretary. Q. Have you any agreement, papers, or memoranda showing the assent of shareholders in the Credit Mobilier to the terms of that assignment? —A. No, sir; they were never asked to assent to it. They consented in another manner. Q. In what manner did they assent?-A. They assented to the trustees. Q. You have no copies of that assente — A. No, sir. Q. State whether or not, under this contract and the assignment thereof, the Credit Mobilier proceeded in this work.-.A. No, sir; it had nothing to do with it. Q. Was there ever any relinquishment on the part of the Credit Mobilier of the interest which it acquired under that contract?-A. Yes7 sir. Q. Have you a copy of it?-A. No, sir; I have not. Q. Where is it?-A. I do not know. Q. Was it ever among the books or papers of the Credit Mobilier?A. No, sir; I never held a copy of it. Q. How many dividends have been declared by the Credit Mobilier? -A. Only one. Q. When was that declared? —A. It was declared in December, 1867. Q. What was the amount of that dividend?-A. Six per cent. for each of the years 1866 and 1867. Q. Was the stock of the Credit Mobilier increased at any time; if s6, when and what amount — A. The capital stock was originally designed to be $2,000,000. It was then increased nominally to $2,500,000, but not fully. Q. When was that increase made?-A. That I cannot say, for it was before I had anything to do with it. Q. Do not the books show when that increase was made?-A. The stock account shows the time when the capital stock was paid in, but the capital stock never was made up to the full amount of what it was allowed to be. For instance, when it was supposed to be $2,000,000 it was not quite that. Then they increased it 25 per cent. to make it $2,500,000, but they did not get $2,500,000. Then they increased it $1,250,000 with a view to make it $3,750,000. Q. That was an increase simply by additional stock?-A. By additional stock, or by allowing old subscribers to take the new stock and pay for it., Q. When was that done?-A. The increase of 1,250,000 was done in February, 1867. 16 CREDIT MOBIL1ER AND UNION PACIFIC RAILROAD. Q. I understand you to say, then, that these stockholders were perTmitted to take additional stock?-A. Yes. Q. And that they paid for it dollar for dollar? —A. Yes, sir. Q. What was that stock worth in 1867, at the time that this increase of which you have spoken was made? —A. It could be bought for 90 cents on the dollar. Q. At the time the increase was made? —A. Yes; I could have bought all I wanted at that. Q. Did it increase in value after that; and, if so, to what extent?A. It was held at all sorts of fictitious prices. But I do not know of actual sales. Q. What was it considered worth by those who owned it?-A. I presume they considered it worth from 200 to 300 per cent. * Q. After the making of the Oakes Ames contract, in 1868, what was it worth?-A. That was the time they considered it so valuable. Q. Was this stock for sale in the market I —A. No, sir; sales were very seldom made. Owners would not part with it. Q. Had it got to be considered worth 90 cents on the dollar before the Ames contract?-A. I do not think it did. I have no positive knowledge of that. Q. You said, a moment ago, that there never was but one dividend declared, and that was in 1867? —A. Yes. Q. That was 12 per cent;? —A. Yes. Q. What was it that increased the value of ihat stock in the estimation of its holder, if the Credit Mobilier had nothing to do with the Ames contract — A. It was a prospective value. Q. But I understood you to say that the Credit Mobilier had no connection whatever with the Ames contract; that it had relinquished all its interestin it. Now, what did the prospective value grow out of — A. This interest was not relinquished till afterward. The Credit Mobilier stockholders had an interest in the contract, but the Credit -Mobilier itself did not have an interest. Q. If the Credit Mobilier itself had no interest in the contract, why should its stock be estimated so high by the holders of it — A. Because the dividends made by the trustees were payable to the stockholders of the Credit Mobilier. Q. Then it was from what they expected to be derived from the Oakes Ames contract, through the trustees, that the advantage was to come - A. Yes, sir. Q. Do you know anything in regard to the amount of dividend or allotments that were received by the stockholders of the Credit Mobilier on account of the Ames contract — A. Not of my own certain knowledge. Q. Are there any books or papers belonging to the Credit Mobilier that will show the amount which the stockholders of the Credit AMobilier received on account of this Ames contract? —A. No, sir. Q. Were there ever any such books?-A. Never, in the possession of the Credit Mobilier. Q. Were you, at any time, or are you now, an officer of the Union Pacific Railroad Company — A. I was at one time auditor of the corn-' pany. Q. When — A. From January, 1867, till October, 1870. Q. Are you an officer of that company now — A. No, I am not. Q. During the time that you were an officer of the Union Pacific Railroad lCompany, where was the office of that company kept? —A. Part of the time in New York, and part of the time in Boston. Q. How mucd? of the time in New York? —A. The office was kept in CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 17 New York until Congress gave authority to remove the office to Boston. Q. During that time, while the office was in New York, was the office of the Credit Mobilier kept in the same office with the Union Pacifi< Railroad Company? —A. Yes, sir, it was. Q. Was the secretary or the custodian of the books of the Cred'o Miobilier Company an officer at the same time of the Union Pacific Iiai road Company?-Yes, sir, he was. Q. State whether or not, at all times, from 1867 down to this time, the officers of the Credit Mobilier Company have also been officers of the Union Pacific Railroad Company?-They have not. At the present time they are not. Q. For what length of time were they, and when were they — A. I was an officer of both corporations from 3Tay, 1867, until December, 1868. Q. After that how was it? —A. After that Mr. Dillon was president of the Credit Mobilier Company, and one of the directors of the Union Pa cific Railroad Company. Q. Who was secretary of the Credit 3Mobilier Company after that -- A. Oliver W. Barnes. Q. What connection had he with the Union Pacific Railroad Corn pany? —A. lNone whatever, except as a stockholder of the Union Pacidc Railroad Company. Q. Were there any other officers of the Credit Mobilier who were also officers of the Union Pacific Railroad Company? —A. I do not think there were. Q. Were they stockholders in the Union Pacific Railroad Company e - A, Mr. flazzard and Mr. Alley were. Q. Who were not? —A. I do not think that any of the rest were stockholders in the Union Pacific Railroad Company. I cannot say whether others of them were or not. Q. From 1867 down to the time that the office of the Union Pacific Railroad Company was removed to Boston, were the offices of the two corporations in the same place excepting while the Credit Mobilier Company was traveling about, as you have already stated — A. Yes, sir. Q. Prior to 1867, were the offices of these two companies kept together?-A. I do not know about that. By Mr. SWANN: Q. You have stated that you were the custodian of the archives of your company; have these papers disappeared — A. Not while I was custodian. They disappeared after I resigned my position. Q. Do you know what that box or iron safe contained? —A. It was a regular iron safe. Q. Do you know what documents it contained? —A. No, sir; I do not. It is some years since it was moved away. Q. Did it contain the transfer-books — A. No, sir; I do not know that it did. My impression is that they were not in it. Q. What other papers did it contain 3-A. It contained these books th'at I have here. Q. And no other valuable books or evidences that you know of?-A. No, sir. Q. You went to the safe occasionally to see what it contained?-A. Yes, but it is some years ago, and I do not recollect. Q. Did it contain anything but these books to whiJch you have referred?-A. It contained some papers in addition to those books. Q. You do not know what those papers were — A. No, sir; I do ndt. 2C M 18 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. They might or might not have been valuable papers "-A. They might or might not. I do not think that there was any money or bonds in the safe. Q. And they disappeared after you resigned or retired from the comp)any — A. Yes, sir. Q. And what became of them you do not know — A. No, sir; I do not. By 5Mr. HOAR: Q. Which of the books that belonged to the Credit Mobilier, and that were in your hands while you were its secretary, are now lost' —A. The transfer-books. Q. Do you know of any others?-A. No, I do not. Q. Was there any cash-book or journal other than what you have here? —A. No, sir; none other than I have here. Q. Then you are able to exhibit, so far as you know, all the. transactions of the Credit AMobilier Company, so far as they appeared on the books, except these transfer-books — A. Yes, sir; I could make a new transfer-book from what I have here. Q. You would be able to make it out from 3your books of debit and credit with the different stockholders?-A. Yes, sir. Q. Do you understand that there is a copy of the transfer-book in exstence? —A. A bookl was exhibited to mne to-day purporting to be a true i opy. By MrI. SwANiN: Q. In whose custody ouoht that safe, in which those papers were kept, to be at this time? —A. That safe is nlow in my office; but these missing papers were not in that safe, I think. I know that these books were not. I know of nothing else that was missing. I dlo not think the transfer-books were in the safe at all. There are some papers still ill the safe. Q. When have you seen the safe list?-A. I saw it yesterday. I did not open it. Q. Are you satisfied, from the appearance of the safe, that it contained all the papers that you saw in it formerly, when you had the custody of it?-A. 1 do not think that there are any paperis missing from that safe that were in it. I do not think that the transfer-books were in it at all. Q. Where were they kept?-A. They were kept in the vault of the Union Pacific IRailroad Company. Q. Do you know whether they exist still? —A. No, sir; I do not. If I did, I should have made an effort to produce them to-day, for it has been somewhat an inconvenience for me to be without them. Q. Where ought they to be?-A. They ought to- be now in my possession. Q. How could they have disappeared? What is your impression on the subject?-A. At the time that we locked up the vault on the 19th of 3March, 1868, we did not put in any papers that we could keep out of it. I went to New Jersey and staid a month. These papers were stowed away, I supposed, and, as the books were books which nobody used but myself, they were very probably put away where they could not be found by other parties. Q. Have you any idea that they were abstracted for any purpose?A. No, sir, I have not, for there would be no purpose in doing it. W:e havwe got all the evidence in these books that the others could cocl CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 19 tain. There would be, therefore, no object in abstract'ng them. My impression is that the books are mislaid; that is all. The stock-ledger is correct. By )Mr. SHELLABARGER: Q. How was this stock in the Credit Mobilier taken; were there books pened, and an opportunity given to the public in general to come ino and take stock — A. I do not know; that was before my time. Q. Was there ever any time after you became connected with the company when such an opportunity was given?-A. No, sir. When I became an officer of the Credit Mobilier Company the subscription-list was completed, or nearly so. Q. After you became an officer, what additions were made to the subscriptions?-A. About three hundred thousand dollars. Q. By whom was that stock taken?-A. It was taken by parties who were entitled to it. Q. At what dates?-A. The first was June 1, 1867, Williams & Guion, $16,000; the next was John B. Alley, June 29, $5,000; WT. H. Macey, $500; G. G. Gray, from the 2d to the 15th July, $69,000; December 16, Thomas C. Durant, $165,500; December 17, George Francis Train, $6,000; December 20, Thomas C. Durant, $7,500; December 26, Thomas C. Durant, $5,000; December 18, David Jones, $13,000; January 18, 1868, Henry C. Crane, trustee, $6,000; February 29, Anna Dodge, $1,000; March 11, Charles H. Neilson, $5,000; April 1, Oakes Ames, trustee, $9,300. That is all the money I received on account of stock. That makes the amount up. Q. iNo original stock has been taken since that which you- have just named? —A. No, sir. The stock was then made uip to its full amount, $3,750,000. Q. That includes the 50 per cent. which was added and allowed to the original stockholders? —A. Yes, sir. Q. You spoke in your testimony about a dividend of 12 per cent. that was made for two years-6 per cent. a year. Out of what business did that dividend arise?-A. A portion of it must have arisen out of the business of the HIoxie contract, and a portion of it arose out of the profits of the Oakes Ames contract up to a certain period. Q. So far as you know. did the Credit Mobilier ever embark in ainy other enterprise, or lend its credit to any other enterprise than in coniection with this railroad?-A. No, sir. Q. Never?-A. No, sir. Q. Then there was no other source of income except under the Hoxie contract or the subsequent contracts?-A. No, sir; except its capital stock. Q. Did it ever loan out any of its capital otherwise than. toward forwarding this enterprise? —A. No, sir; it may have done so originally. Q. Not after it changed its name? —A. Not after it came into the hands of the present owners. Q. Was that stock ever offered in the market? —A. I presume it can be bought now. Q. WVas there ever a time in which it was offered in the public market or quoted for sale? —A. No, sir; it never was on the stock-list. It never was dealt in on the stock exchange. Q. What is the first sale that you know of having being made of that stock at its, full value — A. I cannot recall any one. Q. You know of no sale at all being made at its full value? —A. Not of my own knowledge. 20 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. There is no time at which you can give us the true value of the stock, from any transactions in it, of your own knowledge? —A. No, sir; because I never dealt in it myself. Q. You never heard any of the m embers of the Credit MBobilier say what its value was, or what they were able to sell it to strangers at, who had no interest in purchasing it except as an article of merchandise — A. I may have heard them say, but I paid no attention to it. Q. Can you not recollect now any sales that were made?-A. No, sir. There were very few sales made.. I do not think there were a thousand shares sold. Q. You stated a while ago that there were no dividends ever made by this Credit Mobilier as a corporation, except for the two years you mentioned? —A. Yes, sir. Q. But that all payments that were ever made as profits from the Oakes Ames contract were made directly to the stockholders of the Credit Mobilier, but not through the corporation $-A. Yes; it was paid to individual stockholders. Q. Did all the stockholders participate alike?-A. Not unless they signed a certain agreement. Q. Were there any who did'not sign it? —A. I do not know; I had nothing to do with the books. Q. You were the auditor of the Union Pacific Railroad Company?A. Yes. Q. What were your duties in the office? —A. I had charge of the books and accounts of that company; I kept them. Q. What amount of subscription to the capital stock of the Union Pacific Railroad Company was, in fact, paid up from first to last by the several subscribers to the stock of that company-paid up in cash, accordinfg to the requirements of the act of Congress?-A. The original subscribers, the men who took the thousand-dollar shares, sold their stock to the Credit Mlobilier, except, perhaps, two or three. The Credit Mobilier bought up that stock and held it. Q. Was your answer that the Credit Mobilier bought up all the stock except from two or three subscribers?-A. Yes; except from two or three parties who held on to it; and that was a very small amount. Q. When did that transaction occur? —A. The Credit Mobilier commenced buying at once. Q. What was the " at once?" —A. The books show that they commenced buying stock of the Union Pacific Railroad Company on December i1 1864. They commenced buying stock from the first stockholders. Q. Was that done by the Credit Mobilier as a corporation, or by the members thereof — A. It was done by the corporation. Q. As such? —A. That is what the books show-that the corporation bought it and paid for it. Q. At what rates?-A. The books show that they paid the full value for it. Q. Par value? — A. No, sir; the stock was not paid for in full; but only $5 or $10 a share was paid. Q. Did they ever pay up the balance at any time?-A. Yes; they paid up the balance, and made it a full-paid stock before they issued it to their stockholders. Q. Who paid it up?-A. The Credit Mobilier. Q. And issued the stock to whom? —A. To their stockholders; or sold it to them. My recollection is that they sold it to them when it was a 30 per cent. stock. They bought the stock when there was, say CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 21 20 per cent. paid on it, and they continued to buy it all along until they bought it all. Q. The stock was issued to somebody, was it — A. Yes. Q. To whom was it ultimately issued by the Union Pacific Railroad Company? Was it issued to the Credit Mobilier or to their individual stockholders?-A. It was first issued to individuals, and, when the Credit Mobilier bought it, it was issued to the Credit Mobilier. As fast as they bought it, it was transferred, and new certificates made out in the name of the Credit Mobilier of America. Q. Was all the stock issued to the corporation, and not to individual members — A. To the corporation, and not to individual members. ~Q. And that was done after the Credit Mobilier had become owners of the great body of the stock — A. It was done at different times. According as the Credit Mobilier bought the stock, it was transferred. Q. What do you mean by transferred?-A. It was put in the name of the Credit Mobilier of America. Q. But the certificate was never issued to anybody until it was paid for — A. Yes; they had scrip certificates, or receipts, on which they were required to pay ten per cent. Q. When did it come to pass that the Credit Alobilier had substantially all the stock of the Union Pacific Railroad Company — A. At the time of making the Oakes Ames contract they had substantially all of it. There were, perhaps, eight or ten men who had not sold their stock. HQ. How did the Credit Mobilier make payments to the Union Pacific Railroad Company of the hundred per cent. on the stock subscribed?A. That was before my time. ~ Q. Can you tell from the books? —A. I can examine and see. Q. Do you know whether they had come to own all the stock before the Oakes Ames contract was assigned to the trustees?-A. Substantially. There may have been eight or ten men who had not sold their stock, but,not more than that. Q. Do you know who were directors of the Union Pacific Railroad Company at the time of this assignment. —A. No, sir; I do not. Q. Do you know whether they had retained any of the stock of the Union Pacific Railroad Company or not?-A. No, sir; they did not retain any of the old original stock. Q. What is the difference between the old original stock of the Union Pacific Railroad Company and something else?-A. The old original stock consisted of thousand-dollar shares, subscriptions made by these different individuals before the organization was effected. That stock was all bought up by the Credit Mobilier, and new certificates of $100 shares were issued under the act of 1864. Q. Were the $1,000 shares canceled and re-issued as $100 shares?A. Yes, sir; ten shares for one. Q. When was that done?-A. As fast as they were bought up. Q. When the re-issue was made, were the certificates issued to the Credit Mobilier as a corporation, or were they issued to individuals?A. They were issued to the Credit Mobilier as a corporation. Q. And the stock is held, so far as you know, now by the Credit MlIobilier of America?-A. No, sir. Q. How is it? —A. The Credit Mobilier made a dividend of 6 per cent:, payable in stock of the Union Pacific Railroad Company at 30, and it also sold Union Pacific Railroad stock. Q. Can you give us the payments that were made from time to time in the shape of dividends or profits to the individual members of the 22 CREDIT AMOBILIER AND UNION PACIFIC RAILROAD. Credit Mobilier? A. I have stated that these dividends were entirely out of my jurisdiction. They were in the hands of the seven trustees. Q. You got the same dividend as the others got on your son's shares? — A. No, sir; not that I know of. I do not recollect anything about that. Q. I thought you stated that yours was about the same as the rest?A. No, sir, I do not recollect anything about it, because I paid no attention to it. Q. Then you have no knowledge, either as auditor of the Union Pacific Railroad Company or as an officer of the Credit Mobilier, about the dividends made to the shareholders of that company?-A. No, sir. Q. You were never connected in any way with the lettings of the work of the Union Pacific Railroad?-A. No, sir. Q. Were you an auditor of the Union Pacific Railroad Company at t1he time of the contract with Oakes Ames in 1867?-A. Yes, sir. Q. What contracts had been let before that date? —A. I had nothing to do with that part of the business. Q. Do you know anything about it?-A. I do not. Q. Was there any more than the one Hoxie contract?-A. That was the only contract which the company had made for building so many miles of road. Q. Do you know, as a matter of your own knowledge, or from the statements of the directors of the Union Pacific Railroad Company, what inspections or surveys had been made of the line of road that was covered by the Ames contract prior to the letting to Mr. Ames?, A. No, sir; I had nothing to do with inspections or surveys. Q, Who made the surveys and inspections on which the Union Pacific Railroad Company let that work to Oakes Ames T-A. General Dodge was chief engineer of thle company. Q. Are you able to state, from your own knowledge, that that survey was made throughout the entire line covered by the contract, and a report and estimate made?-A. No, sir; I do not know anything about it; I had nothing to do with it. By the CHAIRMAN: Q. Did the Credit Mobilier hold a majority of the stock of the Uniion Pacific Railroad Company at the time this contract with Oakes Ames was made — A. No, sir; it did not. Q. After the stock was re-issued to the Credit Mobilier, what was done with it by that company? —A. That company sold some of it to its stockholders, and then it divided some of it. Q. Did it sell any of that stock to persons other than its own shareholders.-A. NTo, sir; not to my knowledge. Q. Then the stock of the Union Pacific Railroad Company which was issued to the Credit Mobilier, as you have stated, was either sold to the stockholders or divided out among the stockholders of the Credit Mobilier as dividends?-A. Yes, sir. Q. Did the Credit Mobilier hold any portion of that stock at the time the contract with Oakes Ames was made?-A. Yes, sir; it did. Q. Can you tell about what proportion?-A. It held 1,970 shares at that time. Q. And how many shares were there altogether at that time?-A. That I cannot state; our books do not show that. Q. At that time, what percentage of the Union Pacific Railroad stock had been paid in in cash?-A. All had been paid in to the Union Pacific Railroad Company in cash. The charter did not allow themn to issue stock in any other way except for cash. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 23 Q. How much is the stock of the Union Pacific Railroad Conp!lny?-'A. $3i6,000,000. By Mr. SWAANN: Q. WVhat amount of the stock had been issued at the time of the contract with Mr. Ames?-A. Thatis what I stated I did not know. I have not the Union Pacific Railroad books here. W~ASHING-TON, ]I). C., Jantary 14, 1873..OAKES A3IES sworn and examined. By Mr. HOAR: Question. What property has been paid over to the Union Pacific Railroad Company by the United States Government under the acts of 1862 and 1864, and other acts relating to that road — Answer. We have been paid, I think, $16,000 a mile to the foot of the Rocky Mountains. Q. fHow much in the aggregate?-A. About $27,000,000 of bonds in the whole. Q. How much in value in land?.-A. That is hard to say. I think we were voted twenty sections to the mile. The Government has given us about one-fourth of it, and withholds the other three-fourths. Q. How many sections does that make — A. We have got the land certified to us for 250 miles, at twenty sections to the mile. That wnould make 5)000 sections. Q. And how much remains, as you understand, to be conveyed to you by the United States Qovernmnent — A. Three times as much. Q. flow much more in bonds?-A. No more in bonds. Q. What is the amount of the first-mortgage bonds of the Union Pacific Railroad Company bonds prior to the lien of the United States?A. The same amount as the Government bonds, about $27,000,000. Q. What disposition has been made of those first-mortgage bonds? — A. They were used for the construction of the road —both classes of bonds. Q. Were they used for the construction of the road as so much cash at'any fixed cash value — A. No, sir; I think not. I know that the first bonds which we got from the Government were sold at 92k. Q. And you paid the cash which you received for the construction of the road — A. Yes, sir. Q. Then you received in cash about an average of 90 cents on the dol. lar? —A. More than that. The first bonds were sold at 921, and we afterward got par for them. Q. About what amount of cash did you realize from those Government bonds, according to your judgment?-A. I should think an average of 95 per cent. Q. According to your best judgment, what did you realize in cash from those first-mportgage bonds? —A. I should think from 80 to 85 on the av'erage. Q. What does the property of the Union Pacific Railroad Company now consist of?-A. It consists of the railroad and its rolling stock, its machine-shops, machinery, and lands. Q. How large an amount of the land given to it by the Government has been sold by the Union Pacific Railroad Company? —A. That I cannot tell you, but I think the company has sold about enough to come to about $2,000,000. We sold it on an average, I think, of about four 24 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. dollars an acre. But the land has been sold on long notes. I think we have canceled about $1,000,000 of the land-grant bonds. That is my impression. Q. What property was paid over by the Union Pacific Railroad Company to the Credit Mobilier under its contract for building the road — A. I do not know that any was. Q. Was anything ever paid to the Credit Mobilier direct?-A. I do not think there was under my contract. Q. Under any contract?-A. I do not know. The Credit Mobilier tookl the Hoxie contract, but that was before I had much to do with it. I was not a director in the company during his contract. Q. But you were a leading stockholder in the Credit MBSobilier — A. I was one of the three or four largest stockholders. Q. Give us your best judgment as to what was paid to the Credit Mobilier Company under the Hoxie contract, or any other contract, by the Union Pacific Railroad Company; what in value, and what the property consisted of.-A. Really, I do not know. I do not know that any,thing was paid to the Credit Mobilier, except these two dividends of 6 per cent. each. Q. Did the Credit Mobilier execute the ioxie contract? —A. I think it did assume it. Q. For what distance was that contract to build the road? —A. I believe the first contract was to build a hundred miles of road, with a right to extend it to the hundredth meridian. Q. How much a mile were they paid for that? —A. That I do not know. That contract was made before I had anything to do with it. Q. HIave you any information on the subject, either as stockholder or otherwise 0?-A. I think about $50,000 a mile was paid for part of it. Q. Do you know how that was paid for, in cash or in bonds — A. I suppose in cash. The capital paid in to the Credit Mobilier was used o build that road. Q. I am speaking of how the property of the Union Pacific Railroad Company was disposed of. You think about $50,000 a mile was paid under the iHoxie contract?-A. Yes. Q. For a hundred miles? —A. That I cannot tell you. Q. Do you not know how much of the road was built under the iloxie contract? —A. I think about two hundred and forty miles. Q. And, according to your impression, the price would be about $50,000 a mile?-A. Yes; that is my impression. Q. What sum was paid over under the Oakes Ames contract, by the Union Pacific Railroad Company? —A. The Union Pacific Railroad Company paid over $47,000,000 under that contract, Q. Was that paid in cash?-A. In cash, or its equivalent. Q. What do you mean by its equivalent — A. Bonds and stock were sold to raise the money; we took the stock of the road at par; what money we did not get by the sale of the bonds we took in stock of the Union Pacific Railroad at par; that is my impression. Q. Can you approximate the amount of every kind of property which was received from the Union Pacific Railroad Company in payment under the Oakes Ames contract?-A. No, sir; I cannot. Q. Can you not approximate it?-A. No, sir; I assigned my contract to seven trustees, and these trustees kept the books and accounts. Q. WVere you yourself one of them — A. No, sir. Q. Who were the trustees? —A. Mr. Durant, Mr. Alley, Mr. Duff, Mr. Dillon, Mr. Bushnell, Mr. Bates, and Mr. Oliver Ames. Q. You are unable to give us any information as to what kind of CREDIT MOBILIE1R AND UNION PACIFIC RAILROAD. 25 property that $47,000,000 was made up of?-A. On 150 miles of the road which was built over the Rocky Mountains, we got $48,000 a mile in Government bonds, and $48,000 in first-mortgage bonds; from the termination of the iloxie contract to the Rocky Mountains we were paid at the rate of $16,000 per mile in Government bonds, and $16,000 a mile in stock. What the bonds did not pay for we took in stock at par. Q. But the amount of each you are unable to state?-A. I am, but it can be calculated in figures. After we passed the 150 miles, for which we got $48,000 a mile in Government bonds and $48,000 in first-mortgage bonds, we received for the rest of the way $32,000 a mile in Government bonds and $32,000 in stock and first-mortgage bonds. Q. Were there any other contracts for constructing the road except those you have named, the Hoxie contract and the Oakes Ames contract? —A. Yes, sir. Q. In which the Credit Mobilier had an interest?-A. No, sir, none others. Q. What other contract was there?-A. At the end of my contract, there were two contracts made to finish the work to Salt Lake; one the Davis contract, and one the Boomer contract. Q. Those were persons whom you had no connection with?-A. Yes, sir. Q. Do you know how much was paid on those contracts?-A. No, sir; but it is my impression that the contractors lost money, although it did not cost nearly as much as the work we did. Q. Whom do you mean by we?-A. WVe, the people who carried out the Oakes Ames contract. Q. I was asking about the Boomer contract and the Davis contract.A. The Boomer and Davis contracts were assigned to the same trustees as the Oakes Ames contract was assigned to. Q. You are unable to state how much in cash was paid under those contracts? —A. I cannot tell you, but I believe those contracts were given up by the parties, and the work finished by the trustees as trustees. Q. Can you tell the entire amount which the construction of the Union Pacific Railroad has cost the Union Pacific Railroad Company, including the equipment and the entire paraphernalia of the road? —A. I think about $60,000,000; that is my impression. Q. That is an average of how much per mile — A. Between $50,000 and $60,000 per mile. The length of the road is about ten hundred and fifty miles. Q, Of which amount the company has received about $50,000,000 from the two classes of bonds?-A. Yes. Q. How much of the stock was actually paid in in cash? —A. It was all paid in cash, or on account of construction, which is the same thing. Q. What is the amount of the capital stock of the Union Pacific Railroad Company?-A. I think about $36 000,000. Q. So that, if the company received $50,000,000 from the two classes of bonds and $36,000,000 in cash from the stock, that would make $86,000,000 which it had received, besides the land, against an expense of $60,000,000? —A. That is my impression. Q. So that, in other words, the company would have $26,000,000 to show for its capital stock besides the lands which the Government has conveyed to it or is hereafter to convey to it? —A. Yes. Q. State to the committee, as near as you can, what profit was made by the contractor on each of those contracts?-A. That I cannot tell you. 26 CREDIT _MOBIL1ER AND) UNION PACIFIC RAILROAD. Q. Take the Oakes Ames contract first.-A. I think we made about 15 per cent. on the Oakes Ames contract. Q. Fifteen -per cent. on the whole sum?-A. Fifteen per cent. on $47,000,000. Q. That is your best judgment of the matter? —A. Yes. Q. That would be about $7,000,000 of profit? —A. I do not think it exceeded that in cash profit. Q. Now, in reference to each of those other contracts, tell us, as far as your judgment goes, what profit was made by the contractor. Take the Iloxie contract first.-A. That I do not know. I do not think that there was much, if anything, made. Q. You think there was no substantial profit made under the tToxie contract — A. No, sir; I think not. WVe labored under great disadvantages with it. Q. Do you mean to say to the committee that your best judgment is that on the entire cost of constructing and equipping that road —about $60,000,000-the profit to the various persons who contracted to do it amounted to only about $7,000,000 — A. I think that would cover ithardly as much as railroad contractors get in ordinary contracts. Q. Are you a member of, or interested directly or indirectly in, an organization. that has made a contract with the Union Pacific iRailroad Company for furnishing coal-? A. No, sir; I am not a member of it any further than this, that the stockholders of the Union Pacific Railroad Company own nine-tenths of it, and it is for the benefit of the stockholders of the Union Pacific Railroad. The man who manages it owns the other one-tenth. Q. Your interest in that contract, then, is merely as a stockholder il the Union Pacific Railroad Company i?-A. Yes. By the CIAIIRMIAN: Q. Were the first-mortgage bonds of the company sold by the company, or were they taken by those trustees to whom your contract was assigned in payment for their contract; and if so, at what rate? —A. I think they were sold by the trustees. Q. Then they were taken by the trustees in part payment of their contract — A. That is my impression. Q. Do you know at what rate the trustees sold these bonds? —A. At various rates, as the market would take them. Q. Did they sell all of these bonds? —A. I think they made a dividlend,of some bonds once. Q. Then the whole of the bonds were not sold by those trustees, but were in part divided out among whom? —A. There was a dividend made among the stockholders of the Union Pacific Railroad Company. A dividend was made to the parties who came into the agreement and made themselves personally liable in the Oakes Ames contract. Q. But is it not a fact that before these parties could get any stock dividend it was necessary that they should be stockholders, not only in the Union Pacific Railroad Company, but in the Credit Mobilier? —A. That document (indicating) will show that exactly. Q. When you say that these bonds were divided out as dividends among the stockholders of the Uinion Pacific Railroad Company, are you not in an error; was not the division made among the stockholders of the Credit Mobilier, and was it not simply a requisite that they should be stockholders in the Union Pacific'Railroad Company in order to entitle them to participate in these dividends? —A. I do not know exactly whether that is so or not. I know that nobody could participate in CREDIT'MOBILIER AND UNION PACIFIC RAILROAD. 27 these dividends unless they signed this agreement to support the trustees and make themselves parties to the Oakes Ames contract. Q. In other words, they required the stockholders of the Credit _Mobilier to be stockholders of the Union Pacific Railroad Company, and that they should give an irrevocable proxy to those trustees to enable the trustees to vote on six-tenths of their stock in the Union Pacific Railroad Company?-A. There was such an agreement among the subscribers to the Oakes Ames contract. Q. Then, when the dividends of stock were made, they were made among such shareholders of the Credit Mobilier as were also shareholders of the Union Pacific Railroad, and as had, entered into such agreement. Is that the case — A. I had to assign this contract, and nearly all the parties were participants in it. I took that contract without any regard to anybody else. Q. Those who signed that agreement got dividends, and those who did not sign it did not get any dividends?-A. That is so. Q. Were you not, on the 12th of December, 1867, the owner of 2,849 shares of the Union Pacific Railroad stock?'-A. I cannot tell you. Q. Were you not at that time the owner of 1,955 shares of Credit MBobilier stock? —A. That is about the amount that I owned. Q. Did you not on that day receive a dividend of $117,300 in firstmortgage bonds of the Union Pacific Railroad Company, and a like dividend of $117,300 in stock of the Union Pacific Railroad Company?A. Tt is my impression that that was in January, 1868. Q. Did you not, on the 3d of January, 1868, receive a dividendl in first-mortgage bonds of the Union Pacific Railroad Company, of $39,100, as the holder of 1,955 shares of Credit MIobilier stock?-A. It is very likely. I cannot recollect the amount of bonds or the date, but I received my dividends regularly. Q. It is a fact, then, that dividends of the first-mortgage bonds and of the stock of the Union -Pacific Railroad Company were made to the holders of the Credit Mobilier stock, but the amounts you are not now able to state?-A. That was the way we fixed it. Q. Then, you do not mean to be understood as saying that these bonds were sold by the Union Pacific Railroad Company, but you mean to say that the bonds and stock of the Union Pacific Railroad Company were turned over to these trustees, and that they either sold them or distributed them? —A. That is my idea. Q. Do you know the rate at which these bonds were taken by these trustees from the Union Pacific Railroad Company, on account of this contract e-A. No; I cannot say. The contract will tell, I believe. By Mr. HOAR: Q. Is the Union Pacific Railroad Company now paying any dividends out of its earnings by transportation? —A. No, sir. Q. Suppose it was to receive pay for all its business, (leaving out any right of the United States to retain any part, for any purpose,) would it earn anything beyond its running expenses, and, if so, how much?A. It earned, last year, nearly enough to pay the interest on its firstmortgage bonds, on its land-grant bonds, and on its income-bonds. There are $10,000,000 of income-bonds. Q. The United States Government making the deduction or not? —A. The United States Government making the deduction of one-half. The company did not earn quite enough, I think, to do this. Q. Explain about these income-bonds.-A. These income-bonds were issued after the road was completed, in order to furnish it with rollingstock. 28 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Those bonds are subordinate to the United States claim?-A. Yes7 sir. Q. By whom are those bonds held?-A. By various parties. They were sold in order to raise money. Q. What did you get for them?-A. We got 80 for them. They are 10 per cent. bonds. They were selling at 83 last week. Q. I want to get at the nature and character of the Government security, if I can. Suppose the Union Pacific Railroad Company were to receive pay for all its business, (leaving out now the right of the Government to make a deduction on the work done for it,) what profit, in your judgment, would the company make, over and above its running expenses and the interest on its bonds — A. I think the net proceeds last year were about $3,500,000 over and above running expenses. That would about pay the interest on the first-mortgage bonds and the other bonds. The interest on the first-mortgage bonds is 6 per cent., in gold, on the land-grant bonds 7 per cent., and on the income-bonds 10 per cent. Up to this time we have not replaced much of our iron. The iron is getting worn out. We have got to work economically in order to meet our interest. Q. Has the road been kept up in good repair?-A. Yes, sir; in very good repair. By Mr. SWANN: Q. Were you connected with railroads before you were connected with the Credit Mobilier?-A. Yes, sir; I had been building railroads in Iowa since 1856. Q. That has been your profession pretty much?-A. No, sir; I am a shovel-maker. Q. When you took this contract did you not remark at various times that the stock of the Credit Mobilier would be immensely valuable, far beyond the 15 per cent, which you thought would be the profit of the contract — A. After this contract was made, and after we found the easy grade over the Rocky Mountains, I thought we would make a good deal of money. Q. In your conversations with members of Congress, did you not hold out the expectation that it would be an immensely profitable thing?A. Yes, sir; I thought it would be a profitable thing. Q. Can you state what the stockholders in this Credit Mlobilier have received from first to last on their interest in this concern - A. I cannot tell you without referring to my books. Q. Can you not approximate it?-A. I should think we have made 300 per cent. Q. You do not think it has gone beyond 300 per cent.? —A. I do not know. That depends upon the value of what we have got. Q. At the time you went into this contract, had you the estimates of the engineer of the probable cost of the whole line for which you contracted?-A. I looked them over. Q. You had the estimates before you?-A. Yes, sir. Q. What did these estimates amount to per mile? —A. I cannot recollect. I thought I should make about 20 per cent. profit. Q. I want to know the estimate of the engineer.-A. I cannot recollect. Q. Had you no paper or report?-A. I presume I looked them over, but it is a good while ago, and I cannot recollect figures very accurately. I supposed I should make about 20 per cent. on the contract. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 29 Q. I want to get at the estimates of the engineer.-A. I cannot tell you what the estimates were. Q. Would you go into a contract of some forty millions of dollars without knowing how you stood?-A. I suppose I knew at the time, but I cannot recollect the estimates now. I estimated that I should make 20 per cent. Q. I want to know the engineer's estimates.-A. Take 20 per cent. from that, and the engineer's estimate would be about $37,000,000. Q. Have you in your possession now the report of the engineer? —A. I examined it in the office of the Union Pacific Railroad Company. Q. Can you produce that paper? —A. I do not know whether I can or not. Q. It would be very satisfactory to the committee if you could produce it, because it is the only way we can estimate the profit which you have derived from the contract. What I want to know is the estimate of the engineer of the cost per mile of the construction of that road.-A. It would vary all the time. I will try to find it. Q. Do you recollect having ever said that it was not the profits which you expected to derive from the construction of this road that influenced you, but that it was from a motive of patriotism that you threw yourself into the field to engineer and carry out this great enterprise? —A. I never thought that, and I do not think I ever said it. Did you ever hear me. Q. No, sir; I ask you the question.-A. I do not think I ever said it. By the CHIAIRMAN: Q. I understood you to say that the profits of the Credit Mlobilier were about 300 per cent. in dividends.-A. Yes, sir, on that $3,750,000. It will depend on what we get for the stock. I have held my stock. I want to see the road through, and to keep the control of it until I get it right. If the stock falls during the month as it has gone down for some days past, the dividends would not amount to much. Q. By your influence and power as a capitalist in the community in which you move, how much money do you suppose you i aised for the construction of the road — A. I cannot tell you. I got a g od many people to go in by my influence and by guaranteeing them against loss. I took a large amount of stock myself alone and some in connection with others. My brother took a large amount. Q. Was it your habit to guarantee parties against loss, and did you bring them in in that way? —A. Yes, sir, lots of them. Q. Did you guarantee those members of Congress who came in? —A. I guaranteed Senator Grimes 10 per cent. on his money. I guaranteed Mr. Adams and I offered to guarantee M3r. Hooper. He thought first that he would take it, and afterward he thought that he would not. I also guaranteed several other parties. People thought I was crazy to make such contracts and to go into such an enterprise. Governor.Washburn, of Massachusetts, came to me before I took that contract, and offered to loan me $50,000, which they had at the Greenfield Savings Bank. I asked him what security they wanted. He said, "WVVhat security can you give?" I mentioned my brother and other names. I also gave him $50,000 in stock as collateral. Immediately after I took that contract he called on me to pay back the loan at a time when it was inconvenient to pay it back. He said that the contract was a reckless thing, and that he would not consent that I should have the money; that the directors said they would not trust a man who would take such a contract. That is the way the thing was looked upon. 30 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By Mr. SWANN: Q. How did you induce these large capitalists to come in?-A. I took themnin before I took this large contract. Q. Were they disposed to "fly the track" when they found that it was not going to be profitable?-A. After we found an easy path over the Rocky Mountains we knew that the contract would be profitable. Q. Did you not state that it was going to be an immensely profitable contract — A. The last part of the time I did-after we found this easy grade over the mountains. Previous to that I had my doubts about it. Still I thought it would be a fair investment. I thought it was a good contract to take, and supposed I was going to make 20 per cent. on it. But I cannot carry the data in my mind for half a dozen years. I will try to get you the report of the engineer, if that will satisfy you. By Mr. HOAR: Q. How do you reconcile the statement which you made just now that the Credit Mobilier made 300 per cent. on $3,750,000, which would be over $11,000,000, with your answer to me that you thought the entire profit made out of this contract was only about $7,000,000?-A. If I could sit down and figure it up, I could get nearer to it. These are round guesses. Mr. HOPAR. I thought that that was something of a discrepancy even for round guesses. The WITNESS. I suppose there would be some profit out of the Hoxie contract; I do not know. Q. What is your present judgment?-A. M1y present judgment is that we made some $8,000,000 or $9,000,000 on the Oakes Ames contract. Q. The Credit Mobilier profit alone would have amounted to over $11,000,000 if they made 300 per cent.. —A. Part of it came out of Credit Mobilier stock, which is not now worth 25 cents on the dollar. Its capital has been worked up on these'contracts. Q. Do you mean that, in addition to the original par value of the stock, there was a profit of over $11,000,000, or do you mean that the stock became worth 300 per cent., which would make a profit of 200 per cent.?A. I think the profit was more than 260 per cent. I think it must have been 300 per cent., but I cannot tell you from memory. The committee adjournel to 15th January, at half past 10. WASHINGTON, D. C., January 15, 1873. The committee met at half past 10. Present, the chairman, 1Messrs. Hoar, Shellabarger, Swann, and Slocum.'HENRY C. CRANE sworn and examined. By the CHAIRMAN: Question. Where do you reside?-Answer. At Yonkers,'Westchester (ounty, New York. Q. Have you been at any time an officer in the corporation known as the Credit Mobilier of America f-A. From the time of the removal of the company's agency from Philadelphia to New York until May. 1867, I was assistant treasurer. I cannot tell the date that I commnenced, but it was after that time it came to New York. I should say it was in 1864. Q. Were you thenll and are you now, a stockholder in the Credit CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 31 Miobilier — A. I was not at that time. I became a stockholder by purchase a year after that, perhaps. Q. Are you a stockholder now — A. Yes, sir. Q. AWhere was the office of the Credit Mobilier kept during the time you were an officer?-A. What was called the New York agency was kept part of the.time at 20 Nassau street and part of the time at 13 WVilliam street. Q. Were you at that time an officer of the Union Pacific Railroad Company — A. No, sir; I never was an officer of that company. I was a director for a very short time. Q. Were you a director of the Union Pacific Railroad Company at the time you were an officer in the Credit Mobilier? —A.. I think not. Q. Vhere were the offices of these two corporations kept in New York with reference to each other?-A. They were both together, in the same office. Q. Who were the stockholders in the Credit Miobilier at the time the Oakes Ames contract was made, on the 16th Augustj 1867? —A. I think I have a list here which comprises all the stockholders at that time. Q. Who were the officers of both of those corporations at the time that contract was made?-A. I cannot give you the officers of the Union Pacific Railroad Company. The officers of the Credit Mobilier were: Thomas C. Durant, president; Oliver W. Barnes, treasurer; myself, assistant treasurer, and B. F. Bunker, assistant secretary. Q. Do you recollect whether either of them were at that time officers in the Union Pacific Railroad Company?-A. I think that Mr. Durant was. Q. As to the others you cannot say?-A. I know that 3Ir. Barnes and Mr. Bunker were not. Q. Now give the names of the stockholders of the Credit Mobilier at that time, the amount of stock which each one held; and, if any of them held Union Pacific stock, state the amount of such stock which each one held.-A. I believe that this printed list here is a full list of the stockholders of the Credit Mobilier, and also shows the number of shares which they held in the Union Pacific Comrpany at that time. It is certified by a commissioner named Gill, having been compared with the original. Q. Look at pages 1, 2, 3, and 4 of this document, and state whether or not they show the stockholders of the Credit Iobilier at that time, all of them; and the dividends that were made at the time indicated thereon; and if the name of any stockholder is omitted, state who it is, and the amount of stock owned by him. —A. I think it very likely that these one hundred shares of stock in the name of Anna M. Dodge may not have been transferred to her at the time the list was made. Aside from that, this list I think to be correct, showing the names of stockholders in the Credit gMobilier, the amount of stock they held, the amount of stock which they held in the Union Pacific Railroad Company at thai time, and the dividends received at that time. Q. Look at pages 6, 7, and 8, and state what they show, and whether or not it is correct, according to the best of your knowledge. —A. I have not looked over the list, but I suppose it to be correct. Q. State whether pages 9, 10, and 11 show another dividend.-A. They purport to be another list of stockholders, with the dividends made to them at that time. I suppose it to be correct, although I have not footed the columns. Q. Look at pages 2, 4, 5, and 6, and state whether they show another dividend to the stockholders. —A. It purports to be a dividend made,on 8th July, 1868, in cash, to the same parties. 32 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Look at pages 27-29.-A. That purports to be the same thing-a dividend made in stock on July 3, 1868. The cash dividend was on July 8. Q. Look at pages 30-32.-A. That purports to be the same thing-a dividend in stock on December 29, 1868. Q. Do you think these are correct? —A. I suppose so. I have not compared them. (The lists referred to by the witness are appended to this testimony.) Q. Were you at any time connected with the board of trustees 6f the stockholders of the Credit Mobilier?.-A. No, sir. Q. You were not an officer of that board?-A. No, sir. Q. Do you know where the business of that board of trustees was transacted.-A. There never was a board of trusteed of the Credit Mobilier. There were trustees of the Ames contract. Q. We are referring to the same thing. Was the business of that board at any time transacted in the city of New York? —A. Yes. Q. Where did they hold their meetings? —A. At 20 Nassau street. Q. At the same place where the Union Pacific Railroad Company and the Credit Mobilier had their offices?-A. Yes. Q. How many'dividends, in all, were declared by that board of trustees?-A. They made four what they called dividends and two what they called allotments. Q. What is the distinction between dividends and allotments?-A. I think that with the allotments there was an agreement that, in case the trustees required any money to finish the contract, these parties were to return it to them. Q. Which of these are dividends and -which are allotments?-A. The first four are dividends. Q. Have you any books or papers showing the records of the trustees at the time these dividends and allotments were made?-A. I have not. Q. Who has them? —A. Mr. Durant has copies of the books. Q. Have you any books or papers showing what action was taken by the stockholders of the Credit Mobilier with reference to the Ames contract, indorsing it, or sanctioning it, or ratifying it?-A. I have got no books or papers myself. Thomas C. Durant has copies of them. The originals I did have; but I returned them to the chairman of the trustees. Q. Who is Anna M. Dodge? —A. The wife of General Grenville Il. Dodge. Q. VVas the husband of Anna M. Dodge connected in any way with the Union Pacific Railroad? —A. He was the chief engineer. Q. Was he the chief engineer from the commencement of the surveys and construction of the road?-A. I think he was chief engineer from the very start to the conclusion. Q. Do you know what the construction of the Union Pacific Railroad cost the railroad company?-A. I do not. Q. Do you know what its construction cost these trustees under the Ames contract, so far as that contract was concerned? —A. I do not. By Mr. HToAR: Q, WVere you treasurer of any company or association. having a contract or interest in a contract with the Union Pacific Railroad Company; and if so, what was it, and at what time?-A. After the removal of the Credit MIobilier to New York, and until 5Mav, 1867, I was assistant treasurer of that corporation. When the Oakes Ames contract was made and assigned to the trustees, I was made secretary and assistant treasurer to the board of trustees. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 33 Q. Give as nearly as you can the dates of the events.-A. My idea is that it was some time in the winter of 1864-'65 that the Credit AMobilier came to New York. Inl May, 1867, my connection with it ceased. In October, 1867, the time of making the Oakes Ames contract, I was made assistant secretary and treasurer of the trustees of the Oakes Armes contract. By the CHAIRMAN: Q. In making settlements and receiving payments from the Union Pacific Railroad Company under this Oakes Ames contract, in what way were the payments made; were they made in cash or in bonds? —A. In cash. Q. Did the Union Pacific Railroad Company pay the cash — A. It paid the cash. Q. Did the trustees get any bonds or stock of the Union Pacific Railroad Company — A. They bought bonds and stock of the Union Pacific Railroad Company. Q. Explain how that thing was done.-A. At meetings of the trustees there were resolutions passed to purchase of the Union Pacific Railroad Company so many thousand dollars of bonds. We paid them for their bonds at whatever price was authorized by the resolution, and we received from the Union Pacific Railroad Company a check on account of the contract. Q. Then it was only dash in form, and not in fact — A. That is the fact. Q. Then it was done in this way: when you came to receive a payment you bought the bonds — A. Yes, sir. Q. Who bought the bonds?-A. The trustees. Q. At what rate?-A. I do not recollect. The resolution will tell and the trustees' books will tell. Q. Then the trustees afterward sold the bonds — A. No. I do not think they sold them. I think they divided them; turned them over as profit to the stockholders. The trustees, I think, never sold bonds at all. All the bonds that they parted with, as far as I know, were turned over to their stockholders as allotments or dividends. Q. What class of bonds are you referring t.o? —A. To the first-mortgage bonds of the Union Pacific Railroad. Q. What was done with the Government bonds? —A. We never had them at all. The Union Pacific Railroad Company sold the Government bonds itself. We had nothing to do with them. Q. Did the trustees receive payment from the Union Pacific Railroad Company in cash?-A. Yes. They did not receive anything but what they received in cash. If they bought anything from the Union Pacific Railroad Company they paid for it; it was not on account of the contract. The Union Pacific Railroad Company never paid the trustees any bonds on account of the contract, but they paid the nMoney, and the trustees bought bonds of the Union Pacific Railroad Company with the same money. Q. Then, in other words, it amounts to this, that the trustees bought the bonds of the Union Pacific Railroad Company for cash.-A. Yes. Q. And when the Union Pacific Railroad Company paid the trustees for work done under the Oakes Ames contract it paid money?-A. Yes, sir. Q. Were these transactions contemporaneous? —A. Sometimes I think they were, and sometimes not. The books will show the whole of these 3cM 34 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. transactions. I do not pretend to carry them in my head. The books are right. Q. What books should we go to to find out these transactions — A. You want to see the books of the trustees of the Ames contract. They kept a set of books which show the whole of the transactions. They kept a record-book, the same as every corporation does, in which their resolutions and proceedings were entered, and their regular books show the regular mercantile transactions, what they bought and what they paid for it, where they got the money, and all about it.' Q. State, according to the best of your judgment and information, what was the profit made by the contractors on each of the contracts to which you have referred.-A. I may as well state that, at the time that the Union Pacific Railroad office was moved to Boston, the trustees moved their office and took their papers there also, and I had no connection with them afterward. The business of the trustees and all the business of the Union Pacific Railroad Company was done in Boston. I did not go there. I remained in New York, and knew nothing of their transactions. Consequently I am unable to tell you what the road cost or anything about it. Q. Then when the Union Pacific office was removed to Boston the office of the trustees was also removed to Boston.?-A. Yes. Q. Do you know whether they were kept in the same place? —A. I think they were. Q. Give your best information as to the profits made.-A. I really have no way to judge anything about it. There was never any calculation made, to my knowledge, of the net proceeds of the contract. If it was, it was made after the books went out of my hands. Mr. SLOCUM. You know what dividends were made? The WITNESS. Yes. The first dividend, made in December, 1867, was 60 per cent. in stock and 60 per cent. in bonds of the Union Pacific Railroad Company. Then, on January 3, 1868, a dividend of 20 per cent. in bonds. In June, 1868, they made a dividend of 40 per cent. in Union Pacific stock and of 60 per cent. in cash. In July, 1868, they made a dividend of 75 per cent. in bonds of the Union Pacific Railroad stock. On July 8, 1868, they made a dividend of 30 per cent. in cash. In December, 1868, they made a dividend of 200 per cent. in Union Pacific Railroad stock. By the CHAIRMAN: Q. State whether those dividends represented profits on any contract; and, if so, on what.-A. We had monthly statements made by the chief engineer of the Union Pacific Railroad Company which showed what was due on the contract. From that total we deducted the money which had been paid to the trustees by the Union Pacific Ptailroad Company, and we declared dividends accordingly. Q. State whether or not those dividends represented the profits on those contracts.-A. I cannot tell you whether they did or not. Q. Had the trustees any other source of revenue than that?-A. No, sir. Q. Was there any source from which they derived money, stocks, or bonds other than on this contract — A. They did nothing but build the Pacific Road. By Mr. SLOCUJMI: Q. The capital stock was $3,750,000; did the trustees put that money in ~-A. No, sir; the trustees had nothing to do with that. The Credit Mobilier was an entirely distinct organization and had nothing at all to do CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 35 with the Ames contract. The tripartite agreement shows the interest of the Credit Mobilier in that enterprise. By the CHAIRMAN: Q. What was the value of these bonds and stocks at the respective dates you have given when these dividends were made — A. I should say that the bonds were between 80 and 90. I know that the first bonds sold to the Credit Mobilier by the Union Pacific Railroad Company were sold at 85. I think they were the first bonds that were parted with by the Union Pacific Railroad Company. After that they were selling by the company, through its agents, as high as par at different times. 2. What was the stock worth. —A. I do not know. It had not been placed upon the stock exchange at all. I think it was valued at from 20 to 40 and all sorts of prices. The committee here took a recess until 2 o'clock. Upon re.assembling the examination of the witness was continued as follows: By the CHAIRMAN: Q. Have you examined the books of the Credit Mobilier produced here by Mr. Ham; and, if so, is there anything in these books from which it. can be now ascertained who are the present holders of the Credit Mobilier stock — A. The stock-ledger will show in whose names the stock of the Credit Mobilier nowt stands. Q. Is there any other book from which that can be ascertained? —A.. No, sir. Q. Was the stock of the Credit MAobilier increased at any time; and? if so, when — A. I can tell by looking at the records. (After referring to the books.) The stock was increased from 25,000 to 37,500 shares, representing $3,750,000. I think it was increased in January, 1867.. The resolution is dated on the 26th, but it was not all taken up until, some time afterward. It was a 50 per cent. increase. Q. What disposition was made of that increase of stock?-A. It was disposed of to the parties already interested. They had the option to, increase their interest in the concern 50 per cent. Q. Were no other persons than those already interested in it per — fhitted to take any of this increased stock? —A. They had no right to; it. I think there was one case in which one man was allowed to conme in afterward. Q. Do you recollect who that was?-A. It was Mr. Neilson. He got fifty shares. Q. When did he come in?-A. He took the certificate on the 11th of March, 1868. Q. For what consideration was this additional stock issued — A. Far every ten shares of stock subscribed and paid for they had one bond, of the Union Pacific Railroad. Q. I mean what consideration did the Credit Mobilier get. —A. It got the money. Q. Then these persons who got this additional stock paid the par value of the stock to the Credit Mobilier?-A. Yes, sir; that is it. Q. When the additional stock was issued to Mr. Neilson was the money paid for it?-A. Yes, sir. It seems that he got a dividend upon it before that. He paid interest on the $5,000 from the time it should have been paid until the time it was paid, and he collected back dividends on it. By Mr. SHELLABARGEER: Q. He took his stock at a certain date?-A. Yes. 36 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. And there were back dividends to which that stock was entitled?A. Yes. Q. And these back dividends he drew? —A. Yes; and he was charged the interest on the $5,000 from the time it should have been paid until the time it was paid. By the CHAIRMAN: Q. Had there been dividends declared by the Credit Mobilier before the capital stock was increased — A. I think that a 6 per cent. dividend was declared before that, but I am not certain about that. Q. Was there not a 12 per cent. dividend declared e-A. There were two 6 per cent. dividends declared at the same time, making 12 per cent., and covering two years. Q. Was this increase of stock after the dividend was declared? —A. That dividend of 12 per cent.-the two 6 per cents.-was declared on December 28, 1868. Q. Then that 12 per cent. dividend was declared on $3,750,000 of stock? —A. Yes, sir. Q. Had there been any allotments or dividends on the increased stock before the 12 per cent. dividend f —A. None other than that the subscribers to the increased capital stock got for every ten shares of stock they took a bonus of a $1,000 bond. They did not call it a dividend. Q. When did they become entitled to this bonus — A. Whenever they paid the money for the new stock. That was part and parcel of the arrangement for the increase of the capital. Q. That is, a man became entitled to $1,000 in stock and got at the same time a bond of $1,000, but he had to pay in that $1,000 in payment for his stock. —A. Yes; he paid the Credit Mobilier $1,000 and got his new stock, and then he got a $1,000 first-mortgage bond. Q. How nearly was the Oakes Ames contract completed at the time of this increase of capital stock?-A. I think the contract was completed in 1869; the increase was made in 1868. Q. VWas it understood at the time of that increase that there were to be large profits on this Oakes Ames contract — A. I do -not think it was, because it was with some difficulty that they got the stock placed. They did not take it very sharply. By Mr. SWANN: Q. What was the pressing necessity for that increase of stock — A. I suppose it was in order to raise the money for the Union Pacific Railroad Company. They were not selling their bonds, and this placed money in their vaults, Q. They wanted the money to construct the road?-A. Yes. Q. And not to make dividends ~.-A. No, sir. By the CHAIRMAN: Q. I see in looking at this list of stockholders that Sidney Dillon, president, appears as the holder of four hundred shares of the Credit Mobilier stock and five hundred and ninety-eight shares of the Union Pacific Railroad stock. In what way did he hold that stock? —A. That belonged to the company. He received that stock by transfer from Thomas C. Durant. It was transferred to him as president. Q. W. F. Day, cashier, appears to have been the holder of one hundred shares in trust. On whose account did he hold that?-A. I do not know. I can tell where he got it from. Q. Elizabeth Hazzard appears to be the holder of thirteen shares in CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 37 trust. —A. That was for relatives of Mr. Hazzard, one of the other stockholders. Q. Josiah Bardwell appears as the holder of three hundred shares in trust.-A. I do not know for whom he held it. I think it was for a Mrs. Nourse, some lady-friend of his. Q. You are down on this list as the holder of sixty shares in trust.A. Yes. Q. For whom was that held f-A. I do not recollect now. I held stock for Mr. Thomas C. Durant in trust, and I held some for Mrs. Clarissa C. Cooke. Q. Oakes Ames seems to have been the holder of ninety-three shares in trust. Do you know for whom he held them — A. I do not know anything about it. Q. On the 17th of June, 1868, as appears by the list of dividends declared on that day, Oakes Ames appears to have been the holder, as trustee, of three hundred and forty-three shares of this Credit Mobilier stock. Do you know from what source he derived those three hundred and forty-three shares.-A. The books will tell. I think that stock was transferred to his name from Mr. Dillon's name. Q. Please look at the books and see how that stock came into Oakes Ames's hands.-A. He received thirty shares as trustee on 8th January, 1868, from Sidney Dillon, president, and he received on 20th January, 1868, two hundred and twenty shares. These, with' the ninety-three shares which he received before, made the three hundred and forty-three shares. Q. Do you know for whom he held that stock?-A. I do not know anything about it. Q. Or on what account f-A. I know nothing about it. By Mr. SHELLABARGER: Q. Were you then connected with the company 8-A. No, sir, I think not. I was in NTew York in 1867, and this was in May, 1868, in Boston. By Mr. SwANN: Q. Do you know whether this stock was purchased in the market and at what rate?-A. I know nothing about it, except that the books will show what he paid for it. Q. Tell us that.-A. (After examining books.) He paid par and six months' interest at 7 per cent. for these two hundred and fifty additional shares on January 8 and January 30, 1868. Q. Look and see whether that was not stock that was held by the Credit Mobilier and transferred to him? —A. No, sir, because the transfer shows that it was stock held' in the name of Sidney Dillon, which he had received from Thomas C. Durant, and which Mr. Dillon transferred to Mr. Ames. The entry is that the company received from Oakes Ames $3,000 for thirty shares of stock and $105 in interest. There are ten shares on the 31st of January, thirty on the 21st, and one hundred and eighty on the 7th of February, paid for with six months' interest. That makes two hundred and twenty shares. That, with the thirty shares and the ninety-three shares, makes the three hundred and forty-three shares which Mr. Oakes Ames held in trust. Q. From whom did Anna. M. Dodge receive the stock which she holds? —A. The entry of it is: "29th February, 1868, capital stock, Anna?M. Dodge, certificate No. 372, for 100 shares." There would be no transfer on that if it is new stock; and from its not having been transferred I should say that it was new stock —some that the company 38 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. had on hand. If the money had not been paid to the company for it, the entry would not have been there. Q. Did she receive any dividends on that stock pursuant to the dividend declared on the 27th of December, 1867 — A. (After referring to the book.) I do not think she did; she does not seem to be on the list. Q. Were you connected with the board of trustees at the time that Anna M. Dodge got her stock?-A. Yes. Q. Do you know who paid for the stock of Anna M. Dodge — A. I do not know anything about it. Q. Do you know anything of the transaction personally?-A. I know nothing about it, except what I see here about it in this book. Q. Do you know where she lived at that time?-A. I think she lived at Council Bluffs, Iowa. Q. Where was the subscription for this stock made?-A. The books were kept in Boston. Q. Was her husband frequently in Boston and New York — A. I suppose very likely. I do not know. I have seen him in New York. Q. Where did he make his reports as engineer?-A. At the office of the company in New York when it was there, and in Boston after it was removed there. The examination of the witness was here suspended, in order to allow of the examination of another witness, Cornelius S. Bushnell. WASHImNGTON, D. C., January 15, 1873. CORNELIUS S. BUSHNELL sworn and examined. By Mr. SHELLABARGER: Question. State your residence.-Answer. New Haven, Connecticut. Q. What relation do you sustain to the Union Pacific Railroad Company — A. I was originally a corporator in the bill of 1862. I went to Chicago with the other corporators and helped to organize the company. In 1863 I was appointed on a committee to procure the first two millions subscription, necessary to organize the stockholders' company. I procured over two millions of subscription on my book. I was in the organ-. ization of the stockholders' company, at the election of the first board of directors. I was elected a member of the first board of directors and have been elected a member every year since, and on the executive committee every year until the last. Q. Who were the first directors that were elected?-A. John J. Cisco, Thomas C. Durant, General Dix, Charles A. Lambard, George F. Black, E. W. Dunham, E. T. H. Gibson, Pickering Clark,'J. F. D. Lanier, A. J. Jerome, A. A. Low, George F. M..Davis, August Belmont, L. C. Clark, Charles Tuttle, Henry D. Poor, George Griswold, J. V. L. Pruyn, E. H. Rosekranz, W. P. Ogden, J. F. Tracy, Nathaniel Thayer, Jos. H. Scranton, J. Edgar Thompson, Ebenezer Cook, John E. Henry, Aug. Koontz, John J. Blair, S. C. Pomeroy, and Henry S. McComb. Q. Now proceed in your own way and give, as fully as you can, the history of the transactions of the company from that time forward toward the letting and construction of the road. —-A. That board of directors met and formed a set of by-laws which have remained essentially the by-laws ever since. General Dix was elected as president and Mr. Cisco treasurer. An executive committee, of which I was one, was appointed, and also other committees. Doctor Durant and myself were appointed a committee to come to Washington and procure addi CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 39 tional legislation, so that we could go on with the construction of the road. We came early in the session of 1863, and remained throughout that long session almost constantly in attendance. Our efforts resulted. in the legislation of 1864, which is known to you all. As soon as we procured that legislation we commenced the construction of the road, under an engineer by the name of Henry. Q. Describe how you commenced the construction; what extent of line you surveyed; from what point and to what point.-A. Just as soon as we secured subscriptions for two millions, Dr. Durant and myself sent Prof. Dodge on to the proposed line of the Pacific Railroad to see if coal could be found. We had decided in our own minds that unless coal could be found we would go no further with the enterprise. He came back and reported to us that coal in abundance could be found west of the Rocky Mountains. We then appointed an engineer force to go on the line of the road and make preliminary surveys. We changed the line that was first located direct west from Omaha over the hills, and took rather a circuitous line south from Omaha, where we finally built the road. Mr. Durant and myself, and a few friends who were associated with us, went just as far as our means and our credit would go in the construction of the road in the year 1864. We found at sthe close of that year that in order to make any kind of progress we had to get in more aid. We made the most vigorous efforts with capitalists in New York to induce them to go into the enterprise. No one would do it individually, as we were doing it. We made a contract with Mr. Hoxie to build a hundred miles, which contract was afterward extended to the hundredth meridian. Q. Where was the eastern end of Hoxie's contract?-A. At Omaha. Q. State what surveys were made before the letting to Hoxie and by whom.-A. Surveys were made by Engineer Henry. Q. What was the character of his surveys; were they complete surveys, with profiles?-A. Everything perfect, with estimates and everything. Q. What length of line did he survey and report — A. I think the first 100 miles. Q. And then there was a letting? —A. Yes. Q. That letting was made on the report of the engineer, Henry? —A. Yes. Q. Was it a public letting, for which bids were advertised — A. Mr. Durant was appointed a committee to let the road. The details of that I cannot tell. I sanctioned the letting. Q. Can you state the rate at which it was let to Hoxie?-A. My memory is, about $50,000 per mile. Q. The Hoxie contract was afterward extended to the hundredth meridian?-A. Yes. Q. How much did that extension add to the length of the iHoxie contract?-A. It made two hundred and forty-odd miles, I think. Q. Was there a second letting to Hoxie after he had taken his first contract for a hundred miles? —A. No, sir; there was only one letting to ioxie. He could not move without funds, and Dr. Durant and myself guaranteed him funds to the extent of our abilities, and when he got as far as he could it was found absolutely necessary to get in more capital that would not come in under personal responsibility. The result was the organization of the Credit AMobilier. I had bought a charter myself in Connecticut, but we afterward decided to take a charter passed by the Pennsylvania legislature, in which there was no personal liability beyond the capital stock. The sole object was to bring in more capital, 40 CREDIT MOBILIER. AND, UNION PACIFIC RAILROAD. and we could not bring it in with personal liability. tHoxie assigned his contract to the Credit Mobilier. After the most persevering efforts we increased the capital to two and a half millions. We came to Mr. Ames and got him to take a large amount of the stock. This was in 1865. We had gone on one year and had done our best. The next year we got Mr. Ames to take hold, but we soon used up all the money that he put in. We then got Mr. Ames to intercede with his friends, and he got in Oliver Ames, his brother, and various other parties, and we increased the capital stock that was finally paid in to two and one-half millions. By the superhuman efforts almost of Mr. Ames with all his friends we got the capital up to two and one-half millions, and went through 1865 and 1866, and carried the road out to the hundredth meridian and completed it and had a grand excursion, in which there were, I think, 150 people. All this w's prior to getting any road across Iowa. and we had to get our iron up the Missouri River on boats, and had to get our ties with great difficulty from everywhere. Q. State the date of the assignment to the Credit Mobilier of the Hoxie contract.-A. The record shows that. It was just about the time that we got in these new parties-late in 1864 or early in 1865. Q. At what rate per mile was the rest of the contract taken by Hoxie up to the hundredth.meridian?-A. The record shows that. As nearly as I can recollect it was $50,000 a mile for the whole of it. If not that, it was a little less than $50,000. Q. How was he to be paid for his work?-A. He was to be paid in certain securities in the road, I think; a certain amount in cash and a certain amount in securities. Q. Do you recollect what you received from the Government of the United States for this part of the road?-A. Sixteen thousand dollars a mile of Government bonds and twenty sections of land. Q. Go on with your narrative.-A. I have got to the time of the excursion in 1865. We had then used up all the Government bonds, and we had hypothecated three or four millions of the first-mortgage bonds of the company; and many of our people were seriously discouraged, WVe had meeting after meeting to discuss what course we should take and how we should go on with the road. It all culminated in a meeting at the Fifth Avenue Hotel in New York, in December, 1866, or January, 1867, in which we decided that we would increase the capital stock of the Credit Mobilier $1,250,000, giving to the holders of old stock 50 per cent. dividends in first-mortgage bonds. Q. At that time the Credit Mobilier had no relation with the Union Pacific Railroad except to lend it money? It had no contract to construct the road or anything of that kind?-A. No, sir..The Credit Mobilier had no contract then for the construction of the road. By Mr. HOAR: Q. What I want to know is where the bonds came from that you gave to the new stockholders to enlarge the stock of the Credit Mobilier.A. These were first-mortgage bonds of the Union Pacific Railroad Company, of which they could issue $16,000 to the mile. The Union Pacific Railroad Company had not sold a bond up to spring of 1867. Q. Who gave them. the bonds — A. The Credit Mobilier took this $1,250,000, which it got from its new subscribers, and furnished it to the Union Pacific Railroad Company for this $1,250,000 in bonds. This relieved the Union Pacific Railroad Company of so much debt. It relieved it of $1,250,000 of debt out of a debt of $3,500,000 or $4,000,000. These bonds were given to the old owners of Credit Mobilier CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 41 stock. A great many of these old subscribers could not take their portion of the new stock, and many others thought that the thing Jooked so blue that they would not take it. Besides, Mr. Duff thought it would be impossible to sell the Union Pacific Railroad bonds until they extended the line to some place where the cars would be running, and I contended that the affair would be an utter failure if we had to wait till that time, and that we could sell the bonds. Various parties in New York and Boston said to me, " Now, if you will get any parties to take this Credit- Mobilier stock, we will give you 5 per cent. cash for every share that you will get placed with other parties." I had got all that I was worth embarked in the enterprise, and being an original corporator I was determined to put it through. I went to New York and I placed $130,000 or $140,000 worth of this stock. Dr. Durant gave me 5 per cent. to place $100,000 of his stock, and I placed it; that is, I sold it all the way from 95 to 97~ and up to 100. When we got that $1,250,000 spent we came to a stand-still almost as bad as before. The result was that the Union Pacific Railroad Comnpany allowed me to undertake the sale of the four or five millions of the first-mortgage bonds that we had on hand, and on which we were borrowing money at extravagant rates of interest; I do not think at less than 14J per cent. Q. As I understand you the Credit Mobilier was at that time under no obligation to construct any portion of the railroad and had no right to contract for the construction of any portion?-A. No legal right. Q. So that when a stockholder put his stock into the Credit Mobilier, it was simply paying so much money to that institution, and having that institution pay it over to the Union Pacific Railroad Company for its bonds, and delivering the bonds over to the stockholders; is that the substance of it?-A. That was it; but you ought to know that, although there was no written contract, it was a distinct understanding that a contract should be made, and that the contractor, if not the Credit Mobilier, should be summoned, who would give the benefits of the contract, any profits to be made from it, to the holders of the Credit Mobilier stock. That was a distinct understanding. Q. Between whom — A. Between all parties. Q. Do you mean between the managers of the Union Pacific Railroad Company on one side and the managers and stockholders of the Credit Mobilier stock on the other side — A. Yes, and these were identical people. Q. When was that understanding first reached? —A. At the time we increased the stock of the Credit Mobilier. Q. You say that at that time there was an understanding that whenever the contract was made for the construction of the Union Pacific Railroad, it should be given only to such persons as would hold it for the benefit of the holders of the Credit Mobilier stock?-A. Thatis esssentially it; and the records of the Union Pacific Railroad Company and of the Credit Mobilier show an effort to make a contract directly between the Union Pacific Railroad Company and the managers of the Credit MIobilier. I was not so particular as Dr. Durant, because Dr. Durant said he would never consent that a contract should be made between the directors of the Union Pacific Railroad Company and the stockholders and managers of the Credit Mobilier, both being interested in each concern, so that it would be making a contract with themselves. He said he would never consent to it unless there was a written consent from every stockholder in the Union Pacific Railroad Company. He went to law about it twice, and stopped it by injunctions, so that finally 42 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. he and I united together to compel the Union Pacific Railroad Company not to make any contract with the directors. Mr. Ames was not a director either in the Union Pacific Railroad Company or the Credit Mobilier, and so they made a contract with Mr. Ames, who assigned it to the owners of the Union Pacific Railroad Company and the Credit Mobilier. Dr. Durant and myself refused to let that contract go into effect until the written consent of every stockholder of the Union Pacific Railroad Company was had. By Mr. SHELLABARGER: Q. If I understand you now, it was distinctly agreed prior to the Oakes Ames contract, between the Union Pacific Railroad Company on the one part and the Credit Mobilier on the other part, that the person who took the contract for building the road should assign the benefits of the contract to the stockholders of the Credit Mobilier?-A. I cannot answer that in that way. I want it understood that the owners of the Credit Mobilier, being the owners of the Union Pacific Railroad stock, felt perfectly satisfied that there would be no arrangement made to the prejudice of the common interest. There was no understanding or contract, but a feeling of that kind under which we were going to go ahead until we came to some adjustment. It was understood that that would be done and that the interests of all would be protected. We did not let anything hinder us going on with the work. Mr. Duff, Mr. Durant, and Mr. Dillon started off to drive the work, and they left me with authority to sell ten millions of bonds. Mr. Duff said to me, " You will not sell these bonds." Then said I,' Mr. Duff, you need not go out there to spend money." But I went to work, employed an advertising agent, and started advertisements in every leading paper in the Northwest and New England, and I sent traveling agents to every leading city. My most sanguine expectations were realized, and in less than six months I sold ten millions of bonds, and put the price up from 90, at which we had started, to 95. That furnished us with money, so that we were out of the woods so far as financial difficulties were concerned. Q. State by whom were these bonds sold. Was it by the Union Pacific Railroad Company or by the Credit Mobilier? And state who owned them at the time of the sale.-A. They were sold by the treasurer of the Union Pacific Railroad Company, and the proceeds went into the treasury of the Union Pacific Railroad Company. I acted as agent for their sale. The money received from them was paid out on estimates of the work as it went along. By the CHAIRMAN: Q. State whether any commission was paid to the Credit Mobilier for the sale of these ten millions of bonds.-A. No, sir; not a cent. They were sold exclusively for the benefit of the Union Pacific Railroad Company. While we were succeeding so well in selling the bonds our people came back and reported that, instead of the terrible Rocky Mountains, that we supposed would have been immensely costly to build a road through, a route had been found by the Black Hills so easy that the cost would be comparatively light. This was in the fall of 1867. By Mr. SIHELLABARGER: Q. State when the Union Pacific Railroad Company made their first surveys and location of its road west of the hundredth meridian as it was finally built under the Oakes Ames contract.-A. We had corps of engineers comparatively a few miles apart over these mountains, and CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 43 we decided upon and adopted this line of the Black Hills in the spring of 1867. Q. Who was the engineer that had charge of that part of the survey which covered the region of the Black Hills?-A. Engineer Evans was really the man entitled to the credit of discovering this pass. My first knowledge of the pass was in the spring of 1867. Q. And it was reported to be a comparatively easy pass at that time — A. Yes, sir, a much easier pass than we had anticipated. Q. What was the character of the survey reported to you by your engineers as having been made at that time; I mean as to the extent of the observations and survey? Was it an instrurnental survey or was it mere ocular observations?-A. I know nothing of the details of the survey. I may be mistaken as to the time I learned of this pass. Perhaps it was not so early as I have stated. Q. Go on with your statement.-A. I had got to where we had sold the bonds, and when we had all found that it was not going to cost us so much to get over the Rocky Mountains as we had anticipated. The result of that was that in the fall of 1867 the Credit Mobilier stock went up first to 160. The first notice that I had of the advance was that some one sold at 160 to 165; and before the next summer it went up still higher. Q. When was that date? —A. That was in the fall of 1867. Q. Was the Credit Mobilier stock quoted in the newspapers? —A. No, sir; but I learned of the sale. The first sale that I knew of was a sale by Mr. Alley to Mr. Peter Butler. I understood that it was at 160 or 165. I have learned since this discussion that it was still higher. Q. You let the contract for building these six hundred and sixty-seven miles west of the hundredth meridian to Oakes Ames? —A. Yes. Q. You let that on actual surveys and location by your engineer?A. Yes. Q. Who was that engineer? —A. The chief engineer, who was really the letting engineer, was General Dodge, but he was not the constructing engineer, nor the engineer on whom I think Mr. Durant relied the most for the work to be done. We had a consulting engineer in New York, Mr. Seymour; a constructing engineer, Mr. Reed, and an assistant engineer, Mr. Evans, who had active charge of the line, and many others. Mr. Durant was very careful about their reports. He did not rely upon General Dodge alone, but he sent out his constructing engineer. I do not think they perfected the route over the Rocky Mountains until late in 1867. Q. Describe now in what form the reports of the engineers were made to the company prior to the letting of the contract to Mr. Ames. If they included profiles of the road, state that. Describe fully what kind of reports were made and how full and complete they were.-A. I know that the reports were very voluminous. Q. Did they cover the whole six hundred and sixty-seven miles which Mr. Ames took? —A. That is my impression. Q. Then they did let the contract on actual surveys, and not on imaginary ones? —A. On actual surveys. Q. How was that letting conducted Was there an offer made by the Union Pacific Railroakd Company to all the world to come in and take the work at the lowest bid?-A. I do not think there was. Q. How was it done?-A. I cannot say; it was dope during my sickness, which confined me four or five weeks in my-home in Connecticut. Q. Go on with your narrative.-A. We went on with the work with great rapidity, laying two or three miles of track a day, until the year 44 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. of 1867 or 1868. We worked under the Oakes Ames contract during the winter of 1868-'69, and I think that every yard of earth laid through the winter of 1869 cost us more than similar work would have cost us by the rod at another time. It was immensely expensive. Q. State why the Union Pacific Railroad Company deemed it necessary to work in such weather and under such disadvantageous circumstances.-A. We had intrusted to Dr. Durant the conduct of that department, and made him chief of it, and he deemed it the wisest and best course (and I do not know but that the result has justified it) to drive the work on as fast as possible, so that the immense interest account which was accumulating should not break the company. Q. Was this the completion of the work? —A. Yes, in 1868-'69. Q. Was not this a part of the reasons-that there was a strife between the Union and Central Pacific Railroad Companies which should get the largest portion of the subsidy; and was not the pushing of the work owing to that consideration inl part? —A. I think that that had its effect on Dr. Durant. He and I disagreed there. Q. Did not the two roads lap?-A. Yes, the grading of the two roads lapped. In the fall and summer of 1868, Dr. Durant sent a force out beyond Promontory, and expended considerable money in grading over there, and the Central Pacific Railroad Company sent parties grading on the line of our road. Q. What was the largest lap?-A. The lap in grading, I should say, was forty or fifty miles. Q. Was there a controversy between the two companies afterward as to which should have the benefit of the subsidy for that lap? —A. Individuals came here representing our company and secured an act of Congress in our favor. Q. What was the date of that act of Congress?-A. It was in the fall or winter of 1869. Q. That secured the benefits of the construction to the Union Pacific Railroad Company — A. Yes, to Promontory. Since then we have sold to the other company the privilege of coming to within five miles of Ogden. Q. What distance is.that from the hundredth meridian?-A. It is somewhat over eight hundred miles. Q. How far is it from where the eastern end of the Ames contract began — A. Something over eight hundred miles. Q. How do you explain the difference between six hundred and sixtyseven miles and this eight hundred miles?-A_. Dr. Durant, as the vicepresident of the Union Pacific Railroad Company, in order that there should be no delay in driving the work, made a contract himself, while on the line of the road, with a gentleman named Davis, one of the subcontractors there, to continue beyond the Ames contract. Q. Mr. Ames's contract then stood in its original form, and was completed without ever being modified at any time?-A. Yes, sir. Q. And the residue of the construction to the western terminus was by Davis?-A. Yes. Q. When was that contract let to Davis?-A. In the fall of 1868. Q. Have you anything here that enables you to state to the committee at what price the Davis contract was let?-A. No, I have not; and I cannot tell from memory. Q. Describe to the committee generally the character of the route; describe what the difficulties were, where they were special, and then give us the general lay and character of the country that you had to build the road through.-A. The first difficult work was over the hills CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 45 west of Omaha; but after we got out forty miles from Omaha, the Creator could not have given us a better country to build a line of railroad through, and that continued nearly out to the base of the Rocky ~Mountains. Q. What distance is that? —A. Five hundred and seventeen miles. Q. That country was as good as nature could have made it?-A. Yes, sir. It is decomposed granite at the base, which will be for ever just as perfect as can be. We built the road just as perfect as a railroad can. be built, and we built it at great rapidity and at an immense cost for everything. The cost of building a road and driving it so fast is almost fabulous; but we saved the extra expense in interest. Q. Why did that great increase of cost result from the rapidity with which you did the work?-A. It resulted from the immense surplus of help we had to have in doing the work so fast. For instance, you hafd a thousand men to lay the track. If there whs any little delay in procuring the materials these thousand men were idle, and so in every other department. Q. You have got now to the foot of the Rocky Mountains; how near was that to the western end of the 667 miles of the Oakes Ames con. tract?-A. About half way. Q. Describe the road from that onward.-A. The road from that over the Rocky Mountains was nothing like as expensive as we expected it to be, although it was very expensive through the granite of the Rocky Mountains and up a road of 80 to 90 feet to the mile and circuitous. Then there was there was the bridge over Dale Creek, a chasm of 600 or 700 feet and 130 feet high. We had to get all the materials out there ahead of the road, and it cost ten times as much to build that bridge as it would cost now. And so down the mountains beyond the Dale Creek bridge it was solid rock all the way through till we got to Laramie plains. From the Laramie plains till the valley of the Green River was comparatively an easy road to build. One mistake was that an old Government director, Jesse L. Williams, a very nice. man. and Mr. Brinkerhofer, another nice man, Insisted upon our making a cut through every rising in the Laramie plains, which probably cost us millions of dollars, as we had afterward to fill up these cuts. I was satisfied at the time that it was a great mistake, but they thought otherwise. Then we came to the Green River, which was a very costly and expensive place to build a road and we came out to the Carbon and got to the coal-fields, and down Butte Creek, where it was impossible for the cattle to drink the water without dying. There was no vegetation there. Every particle of corn and hay and grain for the cattle, and food foI the men, had to be carried ahead 200 or 300 miles, where the men were doing the grading. A pound of corn, brought there, cost perhaps twenty times as much as it cost where it started from. All this made the construction mighty expensive. If we could have waited to complete the road till 1876, 1 think we could have built the road at less than half of what it actually cost us; but then, on the other hanl, the interest account would have ruined us. We built the road seven years inside of our time. Q. When was the road completed —A. On the 10th of May, 1869, more than seven years inside of the time allowed. One of the incidental advantages from the early finishing of the road has been that over twelve millions worth of silver has been brought from Salt Lake Valley alone this year, by which the country will profit several times the interest paid on the bonds. This is clean profit to the country, of course., One little lead and silver mine which I and my associates bought for $12,500, we sold to the people of Amsterdam for $400,000. I give that as 46 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. an instance of the advantages of having completed the road before 1876. We want a little credit for this in anything that you may find objectionable in our transactions. By Mr. HoOAR: Q. Suppose the claim that has been made, that the interest on the Government bonds is payable by the company as it accrues, be insisted on, is the road in a condition to be able to meet it? —A. I do not think that for the past three or four years the road could have met it in addition to its other interest. I hope to see the road earning enough to do it. The past earnings would not justify it. Q. Do these Pacific roads meet promptly the interest on their firstmortgage bonds?-A. Yes, sir; and on their land-grant bonds, and on their income bonds. Q. Has the Union Pacific Railroad Company borrowed any money for that purpose?-A. Yes. Q. Is it still unpaid?-A. Yes. Q. How much.-A. We borrowed $600,000 to pay the interest due this January. Q. What is the condition of the road as to repair?-A. It is in perfect order. Q. Has the road steel rails or iron. —A. Iron rails. Q. What are the resources of the road to meet its debts; what property has it — A. To benefit the road and, advance its interests, the Union Pacific Railroad Company has loaned money to extend the Utah Central and the Utah Southern down in that mining region, and the Union Pacific Railroad Company holds the security of those roads for the money advanced. If it had not advanced that money it would have had money enough to meet its interest on the first-mortgage bonds, but not on the Government bonds. Q. On what do you rely for your ability to meet the Government advances-that $27,000,000-when it comes due?-A. Well, I was one of the contracting parties with the Government, and I utterly misunderstood the Government's part of the contract, if it was not this Q. Please answer my question. You can make any explanation you think necessary afterward.-A. Well, we expect to pay the Government for its advances to us in half the transportation and 5 per cent. of the net profits of the road. Q. Have you yet had any such net profits as would warrant that expectation -A. Not yet; but we anticipate an immense increase. Q. Then, the means with which you expect to meet the debts of the road, as they become due in the future, are to come from business hereafter to be developed?-A. Yes; I suppose we shall do it exactly according to the provisions of the bill. Q. Would the road, in your judgment, be able to develop that business much faster if it had greater pecuniary resources? —A. I think the directors are makling up for the lack of the company in that particular. Q. But I am asking about the company; whether, in your judgment, it would be able to perform better the functions of a railroad company for the public benefit, and to develop the resources of the country through which it passes, if it had greater pecuniary resources — A. I can't see anything that it has left undone; if it had millions of money, I can't see what it could do more. Q. It has been obliged, you say, to borrow money to meet its interestf-A. Yes; but that is merely a temporary advance for sixty or ninety days. We only anticipate the earnings of the road a little. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 47 Q. Then it is your opinion that the road does everything for the public that it could do if it had ten or twenty millions more capital on hand?-A. Everything that can be done to accommodate the public is being done. Q. What was the market value of the stock of the ioad three months ago?-A. Its average price last year was 38; the average right through the year. Q. On what capital?-A. Nearly thirty-seven millions. Q. How high has it been during the past year?-A. Forty-two. By Mr. SLocuM: Q. How high has it been at any time? —A. It was at one time, ill the summer of 1870, 45W to 45g. By Mr. HOAR: Q. So that, judged of by the average price-I do not speak of times when it has been depressed or raised by special causes-the value of the stock of the road is 42 per cent. on its par —A. Well, it has not for the three years averaged that. For the last year it has averaged 38, and that is a fair average. By Mr. SHELLABARGER: Q. What is the character of the bridges on the road?-A. The bridges on the entire line of the road are most substantial. They are not iron bridges, but the foundations are all masonry, and ready for iron. When we were building the road it was impossible to get iron ahead, but since the construction of the road we have kept on steadily and filled up nearly all the wooden structures with solid materials, so that I don't suppose there is a road in the world that has so little of wooden structures on it. Q. Is there a double track — A. No, sir, a single track; but our turnouts are very long-a mile long. One-sixth of the road, if I remember right, is turn-outs. Q. How are depot-buildings and the accommodations generally along the line, and how is your supply of rolling-stock; is it adequate? —A. 0, yes; most magnificent. The depots are very complete, and our rollinrg-stock is very large. Our locomotives are in splendid order. Our bridge across the Missouri is one of the most magnificent bridges in the country. Q. Has the stock sold as low as $9 a share? —A. I bought it as low as $9 a share three years ago, when the question of the Government's withholding one-half was before the public. There is one point more that goes into the case of the road very largely. The road has cost a great deal of money, and we have to explain and apologize for that. I don't know, either, as we have to apologize for it; I take that back, but we have toexpla in it. It is owing to the rapidity with which we built it and the trouble that arose in the spring of 1869. In the spring of 1869, we had on hand in New York ten millions of the first-mortgage bond's; we had on hand seven millions and odd of land-grant bonds, on all of which we had borrowed every dollar we could get on them. We had made the fatal mistake of putting the price of our bonds so high that the sales had stopped completely. WVe were spending an immense amount of money in advertising, but no bonds were sold, because we had put them too high. We had an immense debt on hand, not less than thirteen or fourteen millions, and just then Fisk came down upon 48 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. us with his blackmailing suit, just as we were going to hold an election. You know the history of Judge Barnard's taking possession of our office. Our bonds were scattered, and every single director of the road was driven out of New York, with some apprehension of Ludlow-street jailevery single one of them except myself. The book-keepers were driven out, and the bonds, in the great hurry to get them away from the reach of the sheriff; were scattered, and many of them lost. I gathered them up, all I could, and disposed of them at 85 for the first-mortgage bonds, and 55 for the land-grants, to raise money to meet the'obligations of thirteen or fourteen millions that were due in New York and out along the line of the road. I took hold, and I told Judge Barnard that he could not drive me out of New York; that he might shut me up, but he could not drive me out. Fisk had told us, " I will break you up so that you cannot pay your obligations, and the first one you default on I will buy it up, and so on, until I get control of the road, the same as with Erie." He bragged that he would do' that; and I suppose the company had to sacrifice six or seven millions on account of that attack on us. By Mr. SHELLABARGER: Q. You speak of the land-grant bonds; just describe what they were. —A. There was a mortgage made early in 1867, I think, or possibly a year before that, mortgaging our lands, all of them, to Cyrus H. McCormick and John Duff, trustees, and those bonds were disposed of to raise money to complete the road. Not a dollar of that money, as I remember, was divided in dividends or otherwise disposed of. Q. What is the amount of the land-grant bonds outstanding upon your unsold lands? —A. We have sold lands enough so that when the notes are paid there will not be over seven and a half millions out. There are now about eight millions of bonds out. Q. You speak about the enormous increase of cost of the road to the company on account of the great speed with which it was constructed. State what per cent. less the work could have been done for if you had constructed it at only an ordinary rate of speed.-A. It is my impression that we could have built the road for one-half what it cost if we had taken the seven years longer. By the CHAIRMAN: Q. Would it have required the whole additional seven years to have completed the road, working at an ordinary rate of speed?-A. Yes, sir; at ordinary speed we could not have done it or got it done inside of the time allowed. Q. What part of the road was constructed with such great speed that it cost double what it would have cost at an ordinary rate of speed? That does not apply to Hoxie's part, or to any part where the speed was ordinary — A. The whole road was constructed with extraordinary speed beyond the one hundredth meridian. Q. How much do you say that part cost you?-A. I think it was not far from $100,000,000. One hundred millions is the amount of the securities, taking the stock at par. Q. Then you make the amount lost by reason of the speed come to about $50,000,0000 —A. I think the road cost $50,000,000 more than it would have cost if built at an ordinary speed. The entire road across the continent certainly did. I don't know that ours did cost quite that. Q. That would have made your road cost about $50,000,000 if built at ordinary speed — A. Yes, sir. Q. But in building the road at ordinary speed, you would have taken the whole seven years? —A. Yes, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 49 Q. How much of that amount would you have used the first year, probably-a seventh part of it e When did you commence building the road - A. In 1864. Q. Then you would have taken eleven years to build the road at an ordinary and economical rate of speed — A. Yes. Q. Then you would have divided the $50,000,000 by eleven f-A. Yes. Q. And you would have expended about four and a half millions a year?-A. Yes. Q. You would have required four and a half millions in 1865, and so ~on each year. —A. Yes. Q. Then you would have had the interest on four and a half millions for eleven years, and so on down? You would have had only to use the capital of each year in the year in which that part of the road was constructed? —A. Yes, sir. By Mr. HOAR: Q. To make that calculation straight, you would have to deduct what'you received for local traffic — A. Yes, sir; but you will have to rememnber that we didn't get par for our securities. I can make this a little clearer. Suppose we take five years. Our earnings have averaged eight millions a year, which would have just paid the running expenses. We should always have been paying running expenses just the same without any earnings. Now, we have earned eight millions a year for five years-that is a fair average. That makes $40,000,000 on the Union Pacific, and we will assume that there has been nearly as much more on the Central Pacific; that would be $80,000,000 on the two roads gained by the speed with which they were built. We saved that amount, which makes up for the great additional cost of rapid construction. I have thought a. great many times that the thing was j ust about evenly balanced-that the great cost of constructing the road was about balanced by the earnings for the years saved by the speedy construction. By the CHAIRMAN: Q. Then the increased speed at which the road was constructed was no disadvantage to the company?-A. Not at all; but it accounts for the great cost. A great many say that we did a wrong to the Government, it being jointly interested with us; but I say that it was a great advantage to the country. This year alone we have about $12,000,000 of mifieral products from Salt Lake; so that, if anything, there is great gain to the country in having driven the work so fast. By Mr. SHELLABARGER: Q. Is this $8,000,000 annual earnings you speak of net or gross?-A. Gross. Q. What have been the net earnings? —A. About $3,300,000. which is just about enough to pay the interest on the first-mortgage bonds, the land-grant bonds, the income-bonds, and half to the Government. By Mr. SxANN: Q. That amount includes the comlpany's service in transporting materials ~- A. No; we never put anything done for the company into the earnings account. By Mr. HOAR: Q. Have you anything in your possession, or can you direct us to anything, which shows how mluch the Government has saved by having 4 n 50 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. this railroad in operation e I am not speaking now of the right to, retain any part of the earnings of the road in serving the Government; I am asking how much it has saved in its military and other transportation by using the railroad at existing rates, instead of doing the work in the old way.-A. I have; and I will be most happy to furnish it to you. I will state now that up to 1871 it had saved over $50,000,000, and I will hereafter furnish the data on which that statement is based. Q. It is the claim of your company, as I understand, that under the proper construction of the two organic acts of 1862 and 1864, the Government is not entitled to retain one-half of the proceeds of transporta. tion done for it, to apply to paying the interest?-A. That was our understanding when the bill was passed. Q. When did you first hear or know of any different claim on the part of the Government, or any person; when did you first know that that was a question I?-A. That was in the fall of 1869 or 1870, in Boston; I saw a letter there one day from the Treasury Department making that cl]aim. Q. Had it never occurred to you, or been mentioned to you by any person in the management of the road, that there was any question on that subject — A. The question never had arisen, so far as I know; among our counsel that we had here at Washington, when we passed the bill, there was no such idea. When we organized in 1863, William B. Ogden made the point, in his opening address, that it would be absolutely necessary for the Government to relinquish one-half the earnings for transportation to the company for the company's use, and that it would not be safe to undertake the work otherwise; and we organized with Mr. Ogden as president, with that understanding. Q. I wish to know when it occurred to the company that there was a doubt on that subject?-A. So far a's I remember, it was in the fall of 1870. By Mr. SWA~N: Q. In the examination of Mr. Ames, yesterday, I asked him some questions in regard to the engineer service of the Credit Mobilier after he came into possession of.the road; whether or not he required reports from his chief engineer, who was acting under him in the construction of that road-what, the estimates of the engineers were in regard to the cost of the road; and I asked also fot any information he could give us upon that general subject. Now, I want to know from you who Was the chief engineer having control of that portion of the road which was taken possession of by MSr. Ames under the Mobilier contract; who was the chief engineer having control of the whole line placed in charge of Mr. Ames — A. On the part of the company or on the part of Mr. Ames's assignees? He assigned to seven trustees. Q. I know; but I look upon him as the representative of those trustees. Hle turned the business over to them to do certain things, which they performed?-A. Yes, sir. The engineer in charge representing Mr. Ames was Mr. Reed. Hie was the chief construction engineer. The chief. engineer of the company at the time was General G. 31. Dodge, and the consulting engineer in New York was Mr. Seymour. Q. Was the Credit Mobilier in the habit of receiving monthly reports from the chief engineer as to the cost of construction?-A. The Credit Mobilier, after the execution of the Ames contract, had practically no more to do with the construction of the road than you had; it was done under those seven trustees. Q. Who was the custodian of those monthly reports of the chief engineer?-A. I suppose they all came through him. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 51 Q. The chief engineer of construction you mean? —A. Yes. The reiports came from Mr. Reed to the secretary of the seven trustees. Q. Were those estimates submitted to anybody else than the trustees before they came into the hands of Mr. Ames?-A. I don't think it. Q. I take it for granted that when he made the contract he had the estimates of the engineers before him upon which to base his contract?A. That is a matter that Dr. Durant can post you fully upon; it is not in my department. Q. You don:t know what became of those estimates? I suppose the disbursements were made upon those monthly exhibits of the cost of the road as you were progressing — A. Those were all handed in at the office, and Mr. Durant can give you an account of what became of them, as that was in his department and charge. Mr. Ames or myself would not be likely to know anything about that. Q. Well, we desire to have that information if we can procure it, because we can ascertain in that way the cost as estimated by the engineer corps.-A. I think you will be entirely satisfied with what you will get from Mr. Durant on that subject. Q. You state that these papers passed into your hands after your connection with the Credit Mobilier-I mean the archives of the concern-and that you have had control of the chest containing them.A. Yes; the trustees. Q. Did you know what papers were in that chest?-A. In general. I knew that the reports were there. Q. I mean to ask whether you knew the contents of that chest —anything connected with the Credit Mqbilier? —A. In general I did; not in detail. Q. You knew where that chest was sent to when it was removed, and, in general terms, what it contained at the time it passed under your control?-A. If you mean all the resultsQ. I mean everything that pertained to the Credit Mobilier and its transactions; what they had in their possession after Ames made the contract, which, I understand from you, was after the transfer of many of the papers to the trustees.-A. The details of that I don't know; but I can name some things. They had one thousand or more acres of land at Council Bluffs, which they owned or were holding in trust; they had some shares of stock of the Union Pacific Railroad; they held obligations of the Union Pacific Railroad Company to the Credit Mobilier. Q. Had you any reason to believe that any of the papers contained in that chest were abstracted at any time, or disappeared after they passed into your possession?-A. I don't know of the disappearance of a single paper, except what grew out of the Fisk and Barnard raid; at that time everything was scattered broadcast. Q. Were they in the habit of keeping the reports of the engineers in that, after the trustees took possession — A. Everything was kept snug and in perfect order. Q. Everything was kept in that chest?-A. Everything, at No. 20 Nassau street, was kept perfectly snug and in perfect order, so that Mr. Crane could at any time get every paper and every contract and report of the engineers, all perfect. Q. I understand from Mr. Ames that he does not know where to put his hands on these reports; that they are not here, and he does not know whether he can get them.-A. - Well, it is not strange. I have not the power to get them, but I think you will be able to get all you want from Dr. Durant. Q. I allude particularly to the report of the engineers as to the cost 52 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. of the work per mile; do you think he has those?-A. I think he can give you the reports and everything that you want, from the construction engineer and the company's engineer. I have not conferred with him about it, but that was in his department. By the CHAIRMAN: Q. Can you tell me what the earnings of the road have been, year by year, since it was completed? What were the gross, and what the net, earnings the first year after it was completed ~?-A. In general I can tell you what they were; but the books will show better. You had better have those. Q. Can I get that information from Mr. Durant _-A. I think you would have to get that from the treasurer, in Boston. I cannot give you any exact figures, but the average has been eight millions a year every year since the 10th of May, 1869. That is the average gross earnings. Q. I dont -want the average earnings now; I want to ascertain whether the earnings have increased from year to year; and if so, at what rate.-A. I can give you that. The earnings for 1869 and 1870, until the 10th of May, (if you put it that way,) were the largest earnings'that the road has ever made, except this year. In 1870 and 1871 the Kansas Pacific road was completed to Colorado, and the Denver Pacific and Cheyenne, which reduced the gross earnings of the Union Pacific nearly $1,000,000, so that the gross earnings fell off to seven millions and a half; but this year we have come up again to eight millions and a half or three-quarters. We lost a million by the loss of the Colorado business, but we have begun to go ahead again, through the development of the Salt Lake mineral business; so that this year October, November, and December were the largest months' earnings we hav9 ever made. Q. What will be the effect upon your road of the completion of the Northern Pacific Railroad? That will be a competing line. —A. Yes, sir, a competing line, reducing the prices for through business; but, in the mean time, the immense mineral resources of the Salt Lake Valley will undoubtedly keep up our earnings to the present standard, if not increase them. Q. That is conjectural, of course — A. Of course. Q. WVhat will be the effect upon your road of the completion of the South Pacific road? Will that be another rival?-A. That will affect us only so far as southern business with the Pacific coast is concerned. That line will have its own local business, all that it can handle. The mineral resources of the country on that line are perfectly enormous. Q. Will not that line tend to reduce your through business?-A. I don't think it will. If so, it will be very little. Q. Do you not receive much of your business from the business which comes up the coast to San Francisco — A. Some, of course. Q. Will it not, then, be the tendency of that road to diminish your business from that quarter — A.. The tendency of the construction of both the other roads would be'to reduce the through business of the Union and the Central Pacific; but we anticipate the development of other business to more than make up for any falling off on that account. Q. That is, you look to local developments along your line to compensate, or more than compensate, for the loss resulting from the construction of those two other roads?-A. Yes, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 53 By Mr. SwANN: Q. Has the snow interfered with your road materially during the present season — A. Not a day. Running a thousand miles. we have not been eight-hours late this whole winter. By Mr. HoaR: Q. Do you anticipate any increase in through business by reason of the development of commerce with the Asiatic nations?-A. We do; we are getting it all the while. Q. And by reason also of the growth of San Francisco and the immediate country about it? —A. Yes, sir. And the Australian line has added immensely to otir wool business during the past year, and an additional line to China is going to double our business with that country every month. By the CHimAIRlAN: Q. What amount of bonds has the -Union Pacific Railroad Company issued in all?-A. Twenty-seven millions and a fraction of first-mortgage bonds; ten millions four hundred thousand land-grant bonds in all, and ten millions of income-bonds in all. Q. And what amount of stock?-A. A little under twenty-seven millions. or thereabouts. Q. Who drew this tripartite contract between Mr. Ames, the Credit Mobilier, and the trustees? —A. I don't exactly remember, becaqse I was sick in Connecticut when that was drawn. Q. WVho drew the contract between the railroad company and Mr. Ames — A. The company's counsel; that is my recollection. I signed it, and I remember reading it very carefully, but I cannot now say positively who drew it. Q. Who drew the assignment of that contract by Mr. Ames — A. That I don't remember. I should have known if I had not been sick, for I am sure a matter of detail of that kind would not have escaped me. Q. What, if anything, do you know about the payment of any of the money of the Union Pacific Railroad Company, or of the Credit Mobilier, to influence the election of Senators, or the election of members of the House of Representatives?-A. I do not know of the payment of a single dollar from first to last. Q. You have no knowledge of any payments of that kind?-A. None. Q. Have you ever heard of the payment or use of any moneys of either of those corporations in that way?-A. Not the first cent. Q. Has any member of Congress, or have any members of Congress, been at any time attorneys of the Union Pacific Railroad Company, or of the Credit Mobilier? If so, give the names.-A. I don't remember. I believe there was one instance where a member of Congress came in as counsel, but I don't think it was at the request of either of the companies. Q. Did that member of Congress act as attorney for the company in any way?-A. I think not. The more I think of it, the more I think I am correct in saying that there has not been any member of Congress connected with either company as attorney. By Mr. tHOAR: Q. Then I did not understand your answer to a previous question. Did you not say that a member of Congress did come in as attorney? — A. He came in and gave counsel, but I think it was at the request Qf some individual who was interested in the road. I think that neither 54 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. the Union Pacific Company nor the CreditlMobilier has ever employed any member of Congress as counsel. Q. Was that action as counsel gratuitous?-A. It was, so far as the companies were concerned. Q. Do you know of any member of Congress having received any money or other compensation for that counsel? —A. I do not. By Mr. SWANN: Q. The company had no permanent counsel — A. 0, yes; we had permanent counsel. By the CHA'IRMAN: Q. Connected with Congress?-A. No, sir; not connected with Congress. We never had any counsel connected with Congress-permanently. Q. Who have been the attorneys of the Union Pacific Company and of the Credit Mobilier?-A. Messrs. Tracy, Olmsted'& Co. have been from the first, up to 1869 or 1870, the steady counsel of the Union Pacific Railroad Company. They have had the assistance, in behalf of both the Union Pacific Company, and the Credit Mobilier, of Messrs. Barlow, Larocque & Co., Barlow, Larocque & McFarland, Judge Allen, now of the court of appeals of New York, Mr. Samuel J. Tilden, and several others-it would be difficult to name them all. Q. At'whose instance was it that that niember of Congress you have alluded to came in and gave counsel? —A. It is my impression that on one occasion Mr. Alley brought in a member of Congress as a friend of his. Q. When was that? —A. I think it was in 1867. Q. With reference to what was that member brought in, to give counsel — A. We got into a quarrel between ourselves. The Boston and the New York interests, as we termed them, were at loggerheads; they did not agree upon some, line of policy. One of the things that brought around the disagreement was, that some members of the Boston interest did not see thiQ necessity of getting the consent in writing of every stockholder in the Union Pacific Company to whatever contract should be made, while Mr. Durant was determined that neither the Credit Mobilier nor anybody else should have the contract without the consent of all the stockholders of the Union Pacific. Quite a contest or quarrel grew out of that, but it was settled up in a friendly way between ourselves, and that was the occasion of bringing in this gentleman, as-you might not. call it as counsel, but to give advice. He certainly did not act,as counsel for the companies any way; but Mr. Alley, I think, brought in this gentleman, and I believe that Mr. McComb at the same time brought in Judge Black. Whether he was paid by the company or not I don't know, but at any rate he was not a member of Congress. By Mr. SWANN: Q. By whom was that other counsel paid — A. I don't know. The company did not pay either of them, to my knowledge. I wish to say now, on reflection, that it is possible that this gentleman to whom I refer was not then a member of Congress; that this occasion when he was called in may have been prior to his election. He is now in Congress, and has been much of the time since that, but I think it is possible that he was not in Congress at that time. By the CHAIRMAN: Q. We will ask you to give us his name, and then we can ascertain. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 55 A. Well, it was General Butler. I think it possible that this was the year prior to his election to Congress. B y Mr. SHELLABARGER: Q. Was it before or after the assent of the stockholders was obtained to this contract?-A. I think it was before. Q. That assent was in writing, so that we can get at the date? —A. Yes, sir. Q. You know it was before that, and was about the matter which that closed up and settled l-A. Yes, sir. Q. State whether you know of any money having been paid, directly or indirectly, to Senator Harlan —any moneys of the Union Pacific.Company or of the Credit Mobilier.-A. I don't think there ever was a dollar. Q. State whether or not any drafts, or any notes or acceptances, or any sort of paper on which money could be procured, were given to Senator Harlan.-A. Nothing of the kind that I know of; and I think I should have known it sure if there had been. Q. You never heard of anything of the sort?-A. Not by the Credit Mobilier or the Union Pacific Railroad Company. Q. Was there by anybody?-A. I was informed by Mr. Durant that he was going to assist Mr. Harlan-going to assist the friends of Seaator Harlan, to procure newspapers and to carry the election. Mr. Durant told me he was going to do it, and afterward he told me he had done it. Q. Who has kept the books and papers of the Union Pacific Railroad Company; have you ever kept them yourself?-A. No, sir. Q. Have you kept the books, &c., of the' Credit Mobilier — A. No. Q. At what time was it that Mr. Durant told you that he was going to assist Mr. Harlan?-A. I can't remember the time, but it was some timb prior to 1870, I think. Q. Was Mr. Harlan then a Senator, or was he Secretary of the Interior? —A. It is my impression that he was Secretary of the Interior. Q. What was the purpose to be attained by this assistance that was given to him — A. Sustaining one or two newspapers in Iowa that were friendly to Senator Harlan. Q. And Mr. Durant afterward told'you that he had furnished assistance?-A. Yes, sir. Q. But you don't know whether it was paid out of the moneys of the company?-A. I know that Mr. Durant said he had paid it himself. By Mr. SWANN: Q. Did he tell you the amount that he had paid?-A. Ten thousand dollars in all. By the CHAIRMAN: Q. Have you any knowledge of any person connected with the Union Pacific Railway Company or the Credit Mobilier furnishing assistance to anybody else for the purpose of aiding in procuring an election, either to the Senate of the United States or to the House of Representatives?-A. Do you mean out of the funds of the Union Pacific Railway Company, or of the Credit Mobilier? Q. I am speaking now of persons connected with either of those companies. Do you know of any person connected with the Union Pacific Railway Company or with the Credit Mobilier furnishing any assistance, directly or indirectly, to any person to secure an election to the Senate of the United States or the House of Representatives?-A. I know 5 6 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. nothing concerning other people's contributions. I always contribute, and always have contributed liberally ever since I have been a voter, for campaign expenses, but nothing more than that. Q. I am asking about furnishing funds to be used in this particular way?-A. I know of nothing of the kind. Q. Did you yourself at any time furnish any funds for any such purpose? -A. Nothing more than my general subscription for campaign expenses. Q. Did you never furnish any money, directly or indirectly, to any individual to enable him to secure an election to either the Senate orthe House or Representatives 1-A. I can't answer that. Q. Why is it that you cannot answer it?-A. Well, it is barely possible that I might answer it wrong. Q. If you had done such a thing as that, would not you be most likely to recollect it f-A. Well, if I had, I say frankly I would not tell it. Q. Do you wish to be understood as saying that you cannot answer simply because you twill not, or is it because you have not the ability to answer?-A. In the first place, I have contributed always right straight along every year for campaign expenses, and that contribution might possibly make me wrong if I said no, and, on the other hand, if I said yes, it might be wrong. Q. Well, if you have made any contributions and will explain them and let us get at the facts, then nobody will be likely to put a misconstruction upon what you say. The facts are all we want.-A. I don't know how to answer the question. I tell you frankly, I have hardly ever said no to a political campaign appeal, and I never expect to; and I don't know that it is right. I might criminate mySself, and I don't think you would ask me to do that. Q. No, sir; if you put it upon the ground that you would crininate yourself, that raises another question. Do you put it upon that ground? -A. No, sir; 1 do not; I don't put it in that way. Q. Well, did you ever furnish, directly or indirectly, to any person who was a candidate for the Senate of the United States money to aid him in securing his election?-A. I should rather be excused from answering that question. The CHAIRMAN. I will submit it to the committee. - By Mr. SHIELLABARGER: Q. Upon what ground do you ask to be excused? Upon the ground of its criminating you?-A. No; I should not put it on that ground, but on the ground that I have always subscribed liberally for campaign purposes-alway responded liberally to assessments made upon me for political purposes, and never have done it in any underhanded or special way. The CHAIRMAN. If that is the only ground, I submit that the witness ought to be required to answer. By Mr. HoAP: Q. Have you in your mind any transaction of that nature which you now remember and which you are unwilling to tell?-A. I cannot recall any one. I cannot answer that question any better than I have done, in' the way I have stated. The CHAIRMAN. The only answer you made to my question was to say that you would rather not answer it. I would like to have you answer that question. The WITNESS. It is my impression that in one instance I did. That is my impression. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 57 Q. What amount did you contribute?-A. I contributed, I think, $5,000 in one instance. Q. To whom was that contribution made? —A. I am not so sure that I did it. I don't want to injure another man by making a mistake in this matter, though I don't think it ought to be any injury. Mr. SHELLABARGER. He will, of course, have the benefit of the degree of certainty or uncertainty with which you state it. The WITNESS. Well, it is my impression that I contributed $5,000 to Senator Thayer to enable him to procure his re-election, or, rather, to use for general campaign party purposes; it was in the campaign of 1870 or 1871. By the CHArMTrAN: Q. In what way did you fiurnish him that money? Did you hand him the money, or a check, or a draft?-A. I did not give him the money; I gave him a check, or a draft, or something of that kind. Q. If you gave him a check, on what bank was it — A. ly impression is that I authorized him to draw on me. Q. Did he draw on you? —A. I think he did. Q. Can you tell us through what bank he made that draft on youn -- A. No, I cannot. Q. Have you the draft that was drawn upon you?-A. No, sir. Q. Where is it? What has been done with it?-A. If I paid it, that is the end of it. I don't suppose I kept it. Q. Are you in the habit of destroying drafts npon you that you pay? -A. It is the custom with me to tear up a note in the bank always, and a draft the same way. Q. Have you a book-keeper? —A. Yes. Q. Does he keep a set of books?-A. Yes, sir. Q. If you paid a draft for $5,000 drawn on you by Senator Thayer, would not your books show anything of it?-A. It is only since March last that I have kept a special book-keeper. 3liy business prior to that I attended to myself, being in New York largely. I kept my'accounts, gave my notes, and kept a memorandum in a little book, and when they matured I paid them and tore them up. Q. When was it that you gave Senator Thayer this authority to draw on you?-A. I think it was during the campaign, prior to the election.. I think it was in 1870; it was the State election that was pending. Q. Was he a candidate for Senator? —A. I believe he was. It was understood that he was. Q. Was it understood between you and Senator Thayer that you were contributing that for the purpose of enablifig him to get himself elected as Senator of the United States?-A. Not especially. He was a candidate and he was.a friend of mine, and I did it just as I always contribute to our campaigns in Connecticut. Q. Did that contribution, then, have any reference to Mr. Thayer's election as Senator?-A. Well, I think I wanted him re-elected. Q. Was it not for that purpose that you made that contribution?A. Well, yes; you might say that that had some weight with me-the wish for our party to carry the State, and, in consequence of that, to, enable him to succeed in the election. By Mr. HOAR: Q. Are you sure that the contribution was not made after the popu — lar election in the State and before the election of a Senator by the legislature?-A. It was before the popular election in the State. 5 8 CREDIT MOBHLIER AND UNION PACIFIC RAILROAD. Q. Do you think you would have made the same contribution for an election in that distant State if Mr. Thayer had not been a candidate for re-election — A. Well, I hardly think I would. Q. That State is on the line of your railroad?-A. Yes, sir. By the CHAIRMAN: Q. Did you ever make any contribution to aid any other person who was a candidate for the Senate? —A. No; I never did. Q. Or to any person who was a candidate for the House of Representatives?-A. No. Q. This is the only contribution, then, that you have ever made in that direction?-A. This is the only one that I can remember. I don't remember to have made any other special contribution like that, but I always have contributed to the regular campaign. Q. Have you ever, before or since, contributed that much money at any one time in a political campaign - A. I don't think I ever have contributed so much as that. They generally get out of me from $1,000 to $2,500 a year; I have always considered that just the same as my State tax. Every man must do something to help. Q. To save the country — A. Yes, sir. By Mr. SLOCUM: Q. Your position is such that you would know if there had been any application made on the part of any candidate for help e —A. I think I would. Q. Did you ever hear discussed the importance of beating General Washburn in Wisconsin I-A. No. Q. Did any member of Congress advise you that he was an enemy oif the road, and that it was necessary to contribute to his defeat? —A. No, sir; I don't think it would have come to me, for I liked Mr. Washburn always; he was open and frank. By Mr. SHELLABARGE R: Q. The chairman asked you if you ever knew of any money being paid or offered for the purpose of influencing members of Congress; now, did you ever know the Union Pacific Railroad Company or any of its officers, or the Credit Mobilier or any of its officers or stockholders, or any of those seven trustees that were interposed under that assignment, to give, either directly or indirectly, to any member of Congress, or to any other person for the purpose of being given to any member of Congress, any money, stock, or other thing of value? —A, Not a dollar, nor a share, nor a bond, nor a single thing; and I am very confident that I would have known if there had been even a single dollar contributed in that way. By the CHAIRMAN: Q. Do you know anything in relation to any distribution of the stock of the Credit Mobilier among members of Congress by Mr. Oakes Ames or any other person — A. I do not. I know that I signed a paper, or vote, authorizing Mr. Oakes Ames to deliver some three hundred and odd or two hundred and odd shares of Credit Mobilier stock which he said he had disposed of in the spring of 1867, when I was disposing of that two or three hundred thousand dollars' worth that I have testified of. Q. Did he tell you at that time to whom he had disposed of that stock.-A. He stated that he had sold it-part of it at least-to different gentlemen, members of Congress, and that they. held him to his CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 59 agreement, which was made when I was selling it at 95 and 97. He said they held him to his agreement, and that as a matter of honor and right he thought he ought to be authorized to fulfill his agreement with them, and I thought so too, so I signed a paper, after carefully reading and considering it, authorizing him to fulfill his agreement. Q. Where is that paper?-A. In the records of the Credit Mobilier, I think; I have not seen it since, or a copy of it. Q. Did he give the names of the members of Congress to whom he had made that disposition of the stock?-A. It is possible, but I don't remember one single one of them. By Mr. SWANN: Q. Why did he confine the distribution to members of Congress? —A. He was in Washington at that time, (the spring of 1867,) a member of Congress himself, and his department of placing the stock was more naturally with his friends here, while I placed it in New York and New Haven. Congress adjourned, I think, in March-early in the spring of 1867 at all events-and it was not until the fall, or late in the year, that the parties, as I understood, came to him and held him to his promise. In the mean time, owing to the sale of those $10,000,000 in bonds that I spoke of, and our getting over the Black Hills, the stock had gone up to 160 and above; but because it had gone up I didn't feel that it was right for us to refuse to authorize Mr. Ames to carry out his contract of sale; I thought the parties were justly entitled to the stock, as much as those were who had bought of me. Q. Did you ever hear Mr. Ames say that he wanted to place the stock where it would do most good — A. No, sir; I heard. him say that he thought it would be bad policy, and perhaps injurious to us, to break his agreement with those gentlemen here, members of Congress and others, and I concurred with him fully.; and I only wonder that gentlemen who had agreed to take it when it was 97 hadn't the moral courage to take it when it was worth two or three hundred per cent., and own it, and be proud of it, as Mr. Ames seemed to be. I came to Mr. Ames when he was a member of Congress, and got him to take two or three thousand of Credit Mobilier, and he has never been ashamed of it himself, and why hny other gentleman should be ashamed of taking hold and helping the Credit Mobilier through is beyond my comprehension. By Mr. HOAR: Q. When you disposed of the stock at 95, as you say Mr. Ames did in those cases, did you accompany it with a guarantee that the purchasers should receive 10 per cent. on their money, or else should receive it back? —A. No, sir; my guarantees were against loss, principal and interest. They were written guarantees, and gentlemen in New Haven are ready to send some of them down here as evidence, if required. Q. You sold the stock at 95 and accompanied it with your personal guarantee? —A. No, sir; I got it at 95, and I sold at 971 and par. That was my brokerage and an inducement, but the great inducement to me was to get money into the Credit Mobilier treasury. By Mr. SWANN: Q. He (Mr. Durant) let you have it for the purpose of being distributed among those members of Congress?-A. No, sir; Mr. Durant let me have that stock in order to raise money for the treasury of the Credit Mobilier, to furnish money to go on with the work. His great object was that nothing should interfere with the road, and he took all 60 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. the stock that it was convenient for him to take, and let me have a portion of his stock, and through other parties I placed two hundred and fifty or three hundred thousand of the stock. There was no anxiety at that time to get the stock. The prospect did not look very bright, and I placed it by giving my personal guarantee in writing that they should not lose. Q. I understood you to say that you authorized Mr. Ames to carry out contracts for the sale of stock which had been made when it was 95? —A. Yes, sir; when I got it of Dr. Durant at 95. Q. Were you informed that those contracts which were made by Mr. Ames, those sales of stock to members of Congress, were accompanied by a guarantee that the persons receiving the stock should realize at least 10 per cent. on it — A. I don't think a word of that was said. I never heard of it until I heard of it in, the testimony. By Mr. HOAR: Q. You say that the sales were made by you and Mr. Amnes for the purpose of realizing cashto carry on the business of the road? —A. Yes, sir; that was the object. Q. Were the sales which Mr. Ames reported to you as lmade by him to members of Congress made for cash, or were they made on credit?A. So far as I know anything about that, it is only from the report of';Mr. Amnes. This was in the winter of 1867, and he represented that he had sold the stock the spring previous. Q. Had he paid into the treasury, in the previous spring, the money for that stock? —A. He had paid for a large amount of stock. Q. Had he for this stock that he said he had sold to members of Congress?-A. No; I don't think he had. Q. Then do you wish to modify your previous answer, that the sales were made for the purpose of realizing cash for the company to go on with the road?-A. Mly sales were; I did not speak of Mr. Ames's sales. Q. I understood you to say that the object of making sales of that stock at that time was to recalize cash to go on with the work, and that you made your sales among your friends, and that Mr. Ames would naturally make his among his friends here.-A. Yes, sir; my sales were made solely to realize cash; I got cash in every instance. Q. But you did not understand that Mr. Ames's sales were made to realize cash?-A. I did not understand anything about his sales, except that he sai'd he had made them. Q. So far as you know, there was no cash paid into the treasuryv for those sales?-A. No, sir. By Mr. SIIELLABARBGER: Q. Was there any reason given why cash was not paid into the treasury for the sales of stock made — A. I did not understand that the sales were concluded. He had only promised the stock to those parties at the last end of the ~ession, and then he took this stock in fulfillment of his promise. Q. If it was simply a promise, and there was no bargain and sale, then why was there any obligation to let the stock go at the rate at which it was at the time the promise was made, when it was now so much higher?-A. I won't say that there was no sale. He had offered the stock, anld the parties had agreed to take it, but before he had got the certificates and delivered them, Congress rose, and these parties went home, and he did not meet them again until Congress came together the next winter. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 61 Q. Do you wish to be understood as saying that the reason why the sales were not consummated was simply because the adjournment of Congress came so soon that there was not time to consummate them?A. That was simply my impression. Q. Were there sales made to anybody else than members of Congress on such terms as to be binding sales, and yet without the payment of money; and, if so, who was that somebody else? —A. There has no such sale been concluded that I know of, and the transfer made. Q. No inquiries were made by your company how it happened that the sales made by Mr. Ames never had brought any cash into the treasury?-A. No; but he had disposed of a great deal of that stock for cash, and had brought a great deal of cash into the treasury. Q. I am not asking about those sales, but about the sales to members of Congress.-A. No; nothing occurred to me about it then. Q. But you did consider that, although there was no binding sale made in those cases, it was your honorary and legal obligation to let that stock go at par, it being then worth nearly double as much?A. Yes; I have always lived up to my contracts, make or lose. Q. What perplexes me is to understand how there was any contract there, when you say there was only a promise, but no'sale.-A. Well, if he had offered them the stock and they had agreed to take it; but he could not get the stock before they had gone. Q. That would be a sale.-A. WVell, that is as I understand it-a sale. Q. But a sale on credit? —A. Yes; for a short time. By Mr. SWANN: Q. Suppose Mr. Ames had failed in the mean time, what would have been the effect? —A. I think they could have held him for the profits. Q. Suppose the parties had been in the same situation, unable to make payment for the stock which they had received, it would have been a loss to the company, would it not? —A. No; the company would not have lost the stock; they would not deliver it until they got the money. By Mr. SHELLABARGER: Q. You say that the reason the stock was not delivered and paid for at the time was, that there was not sufficient time to get the requisite certificates and consummate the transactions before Congress adjourned ~ -A. That was my impression, but I may have been mistaken. By Mr. HOAR: Q. The stock which you sold, was that entered on the books of the company in the name of the purchaser when you sold it — A. Yes, sir. Q. As soon as you had made your sale for cash, you entered the transaction on the books of the company?.-A. Yes; you will find the names. Q. Were the sales to any of those members of Congress so entered on the books of the company — A. No; I didn't sell to any members of Congress. Q. But you are familiar with the books, and I wish to know if any of those sales ever appeared on the books of the company?-A. No; not that I know of. I never heard of it. By Mr. SHELLABARGEPR: Q. Not even after you delivered the stock to Mr. Ames to carry out your obligations? -A. No, sir. By the CHAIRMAN: Q. You sold some Credit Mobilier stock yourself? —A. Yes, sir. 62 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. When that stock was issued there was a $1,000 bond accompanying so many shares, was there not ~?-A. No. Q. Was there not a bond issued? —A. The bond went to the original holder of the stock; it was really a 50 per cent. dividend in bonds. Q. The bond, then, did not accompany the stock that you placed eA. No, sir; those bonds that were earned at all were earned before that. WASH1NGTON, D. C., January 15, 1873. THOMAS C. IDURANT sworn and examined. By the CHAIRMAN: Question. Where do you reside I —Answer. I reside in New York. Q. Have you had any connection with the Union Pacific Railroad Company, and if so, at what time and for how long a period?-A. I was a director and vice-president of the company from the time of its organization until the last rail was laid. The first election of directors was in October, 1863, and the last rail was laid, I think, in May or June, 1867. Q. When were the surveys for the road made?-A. The surveys were commenced in the fall of 1863, before the company was organized. Q. When was the last survey made?-A. We had a corps of engineers at work all the time until 1869. Q. When was the location of the road upon the line where it was constructed finally determined upon?-A. The location of the road was determined in sections, and the surveys were made of the final location, with the approval of either the President or of the Interior Department, I don't recollect which. The sections were filed and accepted at different dates. Q. Have you any books, papers, or reports which will show when the various locations were determined upon?-A. I think we can obtain those here in Washington from either the Treasury or the Interior Department, where they are filed. If it is your intention to make a full investigation of the organization of tlhe company, I had better commence at the beginning, and take each contract by itself, and get the location of the road and the surveys and cost under each contract. The road was located in parts, and I think they were 300 miles ahead of the last location in the construction; that is, the maps were filed, but the Department had not acted upon them. Q. When was the last location determined upon, so far as the railroad company was concerned?-A. The last general location at the last end of the road was determined upon in 1868. Q. You had to file a map?-A. Yes; a map and profile. They were filed in sections, and I am unable to state the dates without reference to the Department where they were filed. Q. Give me your best impression as to when the last one was made, so far as the company'was concerned.-A. In 1867 or 1868. Q. If it was in either of those years, can you tell what time of the year it was? —A. I cannot. Those maps were filed, I thinkl by General Dodge, who had an office here in Washington, and was chief engineer of the company. Q. Were there estimates made by the engineer of the cost of the work on those several parts of the road as they were located?-A. There were estimates made by quantities. The engineers did not, except in two or three instances, estimate the cost, but they estimated so much earth GREDIT MOBILIER AND UNION PACIFIC RAILROAD. 63 cutting, so much embankment, so much earth-filling, so much rock, so many bridges, &c. They could not estimate the cost of iron or labor, except by the average cost of them at the time the estimates were made. Q. Have you those estimates with you, or copies of them? —A. I have not; I think many of them have been published. Q. Where can they be had?-A. I suppose in the office of the company. They were there the last that I had to do with the company. They belong to the Union Pacific office. I have no copies of them except what may be found in pamphlets. Q. Have you any of those pamphlets?-A. I have here some of the first preliminary surveys. Q. Were the estimates made by the engineers furnished either-to the Interior or the Treasury Department?-A. I cannot say what General Dodge did with them; I suppose they were, though. Q. When was the first contract made for the construction of that road, with whom was it made, and in what way did the company begin the work? —A. The company was organized under the act of 1862 or 1863. I forget which was the year. It was organized by a subscription with the commissioners of $2,000,000 to the stock of the company, of which 10 per cent. was paid. I think the subscription amounted to about $2,180,000. The commissioners were William B. Ogden, Thomas W. Olcott, and Henry V. Poor; they were the officers of the commission. The books were opened at all the places designated by law, and kept open at the main office for a year. Q. What I want to know now is, when the first contract for the construction of this road was made.-A. Immediately after the organization of the company, they went to work and commenced to build the road themselves by putting men and.laborers on. That continued through the fall and winter of 1863 and 1864. The company, I see by General Dix's report, had then incurred expenditures to the amount of about $600,000 or $800,000. After that they found they could not go on with the work-parties would not take the stock; and they were obliged to sell some of the materials, cars, &c., which they had bought, and to hold up on the work, although they still kept going on moderately. A committee was appointed in May —May 12, 1864, I thinkwith authority to receive proposals and let the work. Q. State, if you can, the amount of money the company expended in construction and equipment in the manner that you have spoken of.A. They expended $218,000, and were in debt $200,000 or $300,000 besides, for iron, cars, locomotives, grading, ties, &c. Q. Then they had expended between four and five hundred thousand dollars? —A. They had run in. debt for a portion of it, and had been obliged to sell some of their material to meet their indebtedness. Q. Then the company ceased the attempt to construct the road in that way?-A. They appointed a committee. The first board of directors consisted of thirty, elected by the stockholders, and two chosen by the Government. They appointed a committee of three to see if they could get proposals and let a contract, and they did let a contract to H. M. Hoxie.. I hand the committee a copy of that contract. It was for $50,000 a mile. Soon after, Mr. Hoxie found that he could not go on with the contract, and that parties would not take the risk of getting pay from the company, and he was obliged to throw it up. I persuaded him to, hold on a while, and we would see if we could not find parties who would join him and furnish the money, and I made an agreement (which isI marked in this Schedule B) for him to sell his contract to any party 434 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. who would furnish the money. I hand you also a copy of that agreement, and in connection with that I hand you the agreement and nearly.all the subscription-list of the parties who proposed to take the contract off his hands-proposing to raise $1,600,000 in cash, and to carry on the contract. Under that arrangement the parties who subscribed to that paper paid in the first installment of 25 per cent. Q. How much was paid by the company to iloxie for work "that he did under his contract; how much work was done under that contract before the transfer was made — A. I can answer that better after the next document. We have a document here by which we can get at what was done on the line up to that time, exclusive of equipment. Q. After the transfer of the Iloxie contract was made to the persons named in that agreement, what was done nextin the way oft a contract for the construction of the road?-A. The parties named here paid in their 25 per cent. They kept the work progressing, but when the time came to make the second payment, the parties did not respond. They were in doubt whether they would ever get their money back, and they thought they had better stop where they were; and finally, after a good deal of talk, they said that if they had no risk beyond the amount of money they put in, they would go on, but they declined to go on in a general partnership, with each liable to the amount of his property, and with success doubtful. They looked about, therefore, to find some means of meeting the difficulty, and it was decided to take the charter of the Pennsylvania Fiscal Agency, as it was called, and on the 15th day of March we agreed to that. I may as well state here that between the time that Hoxie made an agreement to assign this contract, and the time that these parties gave notice that they would take it, the work was still going on, and Mr. Hoxie was obliged to assign whatever interest he had in it subject to that agreement, in order to get money to pay his men. On the 15th of March, 1865, an agreement was made with the Credit, Mobilier to take the Hoxie contract. I hand the committee a copy of that agreement, (marked No. 4.) It was agreed for that conipany to guarantee the performance of the HIoxie contract, to advance the money, and to take the work on the same terms that the contract provided. It was merely a transfer from a general copartnership to a corporation. Then Hoxie was instructed by those parties to make an assignment to John Duff, trustee, of the contract as collateral security to the Credit Mobilier. I hand you a copy of that contract, (marked INo. 5.) On the opposite side of the sheet is a copy of the guarantee of the Credit Mobilier, (marked 6.) Q. Under the charter of the Credit Mobilier, and the amendments thereto, that corporation had the right to take charge of the work itself, and execute the contract? —A. Yes, sir. Q. State whether the Credit Mobilier, after those contracts had been made which you have now given in evidence, did take charge of the contract and execute the work under it.-A. Yes, it did. Q. Q. ow state whether or not the work that was contemplated to be done by the Iloxie contract was completed by the Credit Mobilier.-A. It was completed by the Credit Mobilier under that contract. Q. And what amount of money was paid by the Union Pacific ERailroad Company to toxie, the Credit Mobilier, or anybody else, on account of that construction?-A. In the settlement, instead of the Union Pacific Company making a settlement and closing up with Hoxie, the Credit Mobilier made the settlement, and the Union Pacific Company settled with it for the whole work. Q. Wvhat amount did the Union Pacific Railroad Company pay to the CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 65 Credit ALobilier on account of that contract-the entire contract?A. The contract was for $50,000 a mile for two hundred and forty-seven miles, extending to the one hundredth meridian. Q. Was there anything paid by the Union Pacific Railroad Company in excess of the amount you have just named, $50,000 per mile for two hundred and forty-seven miles?-A. I think there was. When the Hoxie contract was made the line was located from Omaha west, and there was some very heavy work on the line as located; it was impossible to get the grade as low as they wanted. Thirty miles out they had a grade of 10 feet to the mile for three or four hundred miles. Here there was an ascending grade of 80 feet or upward, and a descending grade of about the same, striking the Elk Horn. Valley; and the Government inspector, General Simpson, and the consulting engineer of the company, went out and made a survey, and recommended a change of line, on the ground that it would be much cheaper to make the road twelve miles longer and keep the grade down. I think that, according to the terms of the contract, there had been from $150,000 to $200,000 spent on that heavy work, and the company allowed for a portion of what was done, but they allowed only the cost of it-no profit. Q. When was the work under that Ho:6ie contract completed — A. In the fall of 1866, on the 5th of October, 1S66. The whole length was 247A4L miles. Q. flow long after that did the Credit liobilier make a dividend among its stockholders, and what was the amount of that dividend, and in what was it made? —A. I think I understand what you want to get at, and if you will take that when we come to take up the Credit Mobilier, we can give you each dividend received. Q. Who were the officers of the Credit Mobilier at the time that corporation obtained control of the Hoxie contract? -A. I think they had their original directors in at that time, although it appears to me that a portion of the original directors. had resigned and others had been chosen in their places. I must look through this book to find the directors on that day. They were Oliver W. Barnes, Charles M. Hall, E. Reed Meyer, G. F. Train, Thomas C. Durant, and D. R. Porter, I think; but I am not positive as to him. Q. Can you state the names of the members of that board — A. I was president, and Mr. Hall was treasurer. Q. Did you have any other officers?-A. I find by the minutes of the 1ith that a copy of the subscription paper was presented, and the board of managers was appointed, I think, the railway bureau in New York. Q. Who were that board of managers?-A. Thomnas C. Durant, C. A. Lombard, C. S. Bushnell, John D)uff, and J. TW. Barnes. Those managers were appointed in accordance with the terms of the subscription paper on which the stock was paid. Q. Were any of those directors at that time officers or directors of the Union Pacific Railroad Companty? —A. I was vice-president of the Union Pacific Railroad Company, Mr. Bushnell was a director, and I think Mr. Lombard was a director. Q. Were they all stockholders of the Union Pacific Railroad Comnpany? —A. Yes. Q. And stockholders of the Credik- Mobilier? — A. We hadn't subscribed for our stock of the Credit Mobilier. We took this contract of iloxie's after he could not go on with it. Q. Well, you were conllected with the Credit Mobilier? —A. Yes; I think I had $500 in it about that time. C c A 66 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. How many of that board of directors were directors of the Union Pacific Railroad Company - -A. Myself and Bushnell were the only ones who were officers of the Union Pacific Railroad Company. Q. What was the amount of the paid-up stock of the Credit Mobilier at that time — A. There was no stock filll paid, but on the subscription under which they organized there had been a percentage paid. Q. In what did the Union Pacific Railroad Company pay the amounts paid on the Hioxie contract?-A. Cash. Q. From what sources was that cash derived?-A. From stock subscriptions and the sale of their bonds. Q. Did the Credit Mobilier purchase those bonds from the Union Pacific Railroad Company ~-A. They never purchased any until after they had finished the two thousand four hundred and forty-seven miles of road. By Mr. HlOAR: Q. Has it yet appeared what amount of cash Subscriptions there was?A. The Credit Mobilier furnished a large amount of nmoney by subscribing to the Union Pacific Railroad Company's stock, and paying the cash for it. Q. Can you tell how much money had been paid in on stock subscriptions to the Union Pacific Railroad Company at that time that the Credit Mobilier finished that contract — A. I think between five or six millions-five millions, I guess. Q. When was the next contract for construction after the Hoxie contract made, and with whom was it made?-A. After the Hoxie contract, after the road had been built to the one hundredth meridian, and about the time it was completed to that point, there were quite a number of stockholders of the Credit Mobilier who had become large stockholders in the Union Pacific Railroad Company; among them Mr. Ames, Mir. Dillon, Mir. Duff, and others. They had become large holders of Union Pacific Railroad stock, which they had purchased through their interest in the Credit Mobilier, and they desired to be represented in the Union Pacific board, and Mr. Oliver Ames and two or three others went into the direction of the Union Pacific Railroad. In January, 1865, there were three hundred and five miles of road completed. Q. I ask you when the next contract after the ioxie contract was made, and with whom?-A. I made a contract which was known as the Boomer contract, (a copy of which I will give you;) but that contract never met the formal approval of the board, although they paid $1,700,000 on it. Under that Boomer contract we had completed, in the fall of 1866, fifty-eight miles of road more, making, with the two hundred and forty-seven rmiles, three hundred and five miles; and in January the board passed a resolution to consider the Hoxie contract extended so as to cover this fifty-eight miles additional, and instructed the treasurer to pay the Credit Mobilier for it at the rate of $50,000 per mile. Q. What was the price per mile under the Boomer contract? —A. Part of it, exclusive of equipments, was to be. $19,500 per mile, exclusive of a bridge that we hadl not got an estimate on, and the balance $20,000 per mile. I hand you a copy of that contract, (marked 7.) Q. This contract seems to have been entered into on the 10th of November, 1866; was there any work done under it — A. Yes; I don't recollect the amount, but, I think, there must have been seventy, eighty, or ninety miles, perhaps one hundred. Q. And you say that after this contract had been made, and after that amount of work had been done under it, the board passed a resolution CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 67 extending the ioxie contract to the one hundredth meridian — A. That resolution of the board was on the 5th of January, 1866. The resolution was to consider the Hoxie contract extended to embrace the fiftyeight miles of road already completed under the Boomer contract. Q. After that work had been performed under the Boomer contract?A. Well, the board did not recognize that contract, but the road was built under it. Q. And after the road had been built for that distance under that Boomer contract, the H}oxie contract was extended over it? —A. Yes. Q. Was it paid for under the Hoxie contract?-A. No, it was not. I entered a protest, and got out an injunction and prevented it. Adjourned to Jaulary 16. WASHINGTON, D. C., January 16, 1873. The committee met at 10 o'clock a. m., all the members present. Examination of TIHOMAS C. DURANT continued. The WITNESS. I find a resolution in the books that the engineer's reports were called for and ordered to be printed. By the CHAIRMAN: Q. What reports do you refer to? —A. Engineer's estimates, with the quantities. Q. Have they been printed?-A. I presume they have been; the board had them before it. Q. But you have no copy of them here? —A. No, sir. Q. When the committee adjourned last night you were speaking, I believe, in regard to a resolution of the board to extend the Hoxie contract over the road which had been constructed under the Boomer contract?-A. The Boomer contract was never formally approved by the board. Q. Have you that resolution of the board? —A. Yes, sir; I have a copy of the resolution here. It was passed on the 5th of January, 1867. Q. Please read that resolution.-A. " Resolved, That the Union Pacific Railroad'Company will and do hereby consider the Hoxie contract extended to the point already completed, namely, 305 miles from Omaha, and that the officers of this company are hereby authorized to settle with the Cred.it Mobilier at $50,000 a mile for the additional fifty-eight miles. "The yeas and nays being, had on agreeing to the resolution, it was adopted by the following vote: "Yeas: Messrs. Bushnell, Tuttle, McComb. Lamport, Ames, Duffy, Dillon, and Carter. "'Nays: Messrs. Harbaugh, Ashmun, Sherman, and Williams." Q. Which of those nmen were Government directors?-A. Carter, a Government director, voted in the affirmative. Q. Which of those voting in the negative were Government directors?A. All of them. Q. What had been the cost of the construction of the road over which the Hoxie contract was to be extended?-A. About $20,000 a mile, exclusive of equipment. I see the resolution of the board calls for equipment to the amount of $7,500 a mile. Q. Then the cost of construction of this piece of road was $27,500 per mile?-A. About that. 68 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. For which $50,000 per milewas to be paid by virtue of this resolution-?-A. Yes. Q. Was that resolution ever carried into effect? —A. It was not; it was rescinded. Q. Why was it not carried into effect? —A. I entered a protest, and called the attention of the board to it. I also applied for an injunction, and obtained it, and the board rescinded the resolution. Q. Where did you apply for the injunction — A. In Judge Barnard's court, I think. Q. Was the injunction granted 0?-A. Yes. Q. W~as it after that injunction was granted that the board rescinded the resolution.-A. The resolution was passed in my absence, and I made this protest, and served the directors with the injunction. The following is my protest against the resolution: "' To the board of directors Union Pacific Railroad Company: "; GENTLEMEN: I protest against the passage of the resolution appearing on your minutes as passed January 15, 1867, purporting to treat and consider the Hoxie contract as extended to the point already completed, namely, 305 miles west of Omaha, and authorizing the officers of the company to settle with the Credit Mobilier at $50,000 per mile for the additional fifty-eight miles. Said resolution was moved and adopted while I was absent from the meeting of the board on necessary business of the company. I make this protest on the ground that said fifty-eight miles has been constructed at much less cost than $50,000 a mile, and has been accepted by the United States Government as complete; and that it was not constructed under the Hoxie contract;'and that a considerable portion of the cost thereof had been paid by the company befo.re the adoption of said resolution, and that said resolution does not provide any compensation or advantage to the company by requiring stock subscription or stipulations for the construction of additional portions of the company's road, or by any other means or stipulations whatsoever, which leaves the company to sustain a very great and unrequited loss. " Respectfully, yours, "'THOMAS C. DURANT." Q. If that resolution had been carried into effect, would the money paid on account thereof have gone to the Credit Mobilier — A. The profits would have gone to the Credit Mobilier. The relative positions of the two corporations had changed at that time. Several gentlemen who had been stockholders through their connection with the Hoxie contract and the Credit Mobilier had become directors of the Union Pacific Railroad Company, so that this would have been simply letting the contract to ourselves, to the exclusion of the minor stockholders in the Union Pacific Railroad Company who had no interest in the Credit Mobilier. Q. The proceeds that would have been derived from carrying into eftfet this resolution would have been simply given to the stockholders of the Credit Mobilier?-A. C rtainly. Q. What was the next thing done in connection with the construction of this road? WXVas there any further action taken by the board of,directors with reference to this fifty-eight miles?-A. Immediately following this protest, at a meeting of the board on the 24th of January, Mr. Bushnell offered the following resolution:'Resolved, That the resolution adopted January 5tll, extending the toxie Contract to the three hundred and fifth mile, be rescinded." CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 69 I do not know that my protest is on the books of the company, for the board subsequently passed a resolution expunging my protest, and,ordered to be written across it, in red ink, " Expunged by order of the board." Q. What was the next thing done in furtherance of the construction of this road?-A. There were committees appointed to get estimates of the heavy work, &c. Q. State who was the engineer of the company at the time the work was done under the Boomer contract.-A. That Boomer contract was known on the books of the company as the Gessner contract. Mr. Gessner was appointed as agent by Boomer, and Boomer afterward sold it to him. Q. Who was the chief engineer at the time that that fifty-eight miles was constructed?-A. I think that at that time each division had its,engineer in charge. I am not positive whether it was Mr. Evans who was engineer of that division. WVe had some ten or fifteen engineers on -the different divisions. By Mr. SWANN: Q. Were the reports of those resident engineers on the different sections indorsed by the chief engineer before being submitted to the company?-A. They were not at first, because, instead of a chief engineer we kept a consulting engineer, and the work extended over so large sections of country that we had the reports made direct to the office. Subsequently the chief engineer became a member of Congress, and it took too long to get things round. The reports were generally submitted to him and he signed them. Q. Did he sanction them? —A. He sanctioned all the reports on which payments were made. I think that most of the reports were submitted to him. Q. And they came in as the reports of the chief engineer?-A. We made, at first, each man chief of his own division. WVe thought two hundred or two hundred and fifty miles was about as much as any engi-neer could attend to. Q. What I want to know is, whether the chief engineer was respon-;sible for the reports?-A. Yes; he was responsible to the company. Q. And no disbursements were made except under the order of the chief engineer?-A. They were made on his estimates. I su ppose his subs made them up and had them sent. Q. You are not able at present to give the name of the chief engineerl —A. I am not positive whether General Dodge was then chief engineer or not. Q. Was General Dodge then a member of Congress? —A. No; he was elected afterward. Q. How long afterward?-A. I do not recollect. By. the CHAIRMrAN: Q. In regard to this Hoxie contract, I find that it contains a provision -that the Union Pacific Railroad Company was to pay for work done under it at the rate of $50,000 for every mile completed. Explain in what way, if any, the company would have been wronged by the exten-,sion of the iHoxie contract over this fifty-eight miles.-A. The Hoxie.contract was made (with no one interested in it) as a bona-fide contract.'The parties who became subsequently interested in the Hoxie contract.and in the Credit AMobilier, became directors of the Union Pacific Rail-road Company; and then, to extend that contract over a piece of road 70' CREDIT MOBILIER AND UNION PACIFIC RAILROAD. that was already completed, was simply letting the contract to themselves. Q. Would that operation, extending the Hoxie contract over the road, already completed, make the work cost the company any more than it: cost under the Boomer contract -A. The actual cost of that fifty-eight miles was about $27,500 a mile, fully equipped. Q. Have you now the next contract that was made? —A. Yes; the next was the Williams contract. Q. By whom was it made? —A..By J. M. S. Williams. It was a proposition adopted by the board. I find the following entry in regard to it."-On motion, the proposition of Mr. Williams was adopted, with the following proviso: That $7,500 per mile be reserved out of the payment." The proposition of MUr. Williams as follows: NET YORCK, March 1, 1867. "To the directors of the Union Pacific Railroad Company: " GENTLEIEN: I would submit the following proposition, to wit, to build your road from the end of the one hundredth meridian of longitude to the base of the Rocky Mountains, at the Crow Creek Crossing, 267-5J07 miles. For the first hundred miles, at the rate of $42,000 per mile; for the balance, 167-5-7 miles, at the rate of $45,000 per mile. All to be built and equipped to the satisfaction of the Government commissioners and your board, I agreeing to procure subscriptions for stock to the amount of one and a half millions, or one million five hundred thousand dollars. The Union Pacific Railroad Company shall transport all materials required for me on the road completed and used by the company, at rates to be agreed upon. Payments to be made on monthly estimates. as the work progresses.'Y ours, respectfully, "JOHN M. S. WVILLIAMS." Q. WTas that accepted by the board?-A. Yes, sir. Q. Have you the resolution accepting it? —A. Yes, sir; here is the copy of it.."Resolved, That the President pro tempore be instructed to have a written contract made with J. M. S. Williams, in conformity with his written proposal, accepted by the board this day, and that the same berecorded in full on the minute-books of this company." Q. WTas the contract entered into pursuant to that resolution? A. It was not. Q. Why was it, not?-A. We got another injunction. Q. WTho got the injunction?-A. I did. Q. Where? —A. From Judge Wells, of New York. Q. Does that proposition of Mr. Williams, to which you have just referred, cover road that had been already constructed under previous contracts?-A. I think that my protest explains that. I will read my protest of March 27: "' UNION PACIFIC RAILROAD OFFICE, " March 27, 1867. " To the directors of the Union Pacific Railroad Company: " GENTLEMEN: I protest against the resolution of the board of directors, passed at your last meeting, which proposes to give the contract of. the road of this company, commencing at the one hundredth meridianr of longitude, for the reason that a section of road, already accepted, is CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 71 included in the contract, and it does not appear that this company derives any benefit adequate to the price paid over the cost of construction, and does not in future require, as an essential point in the contract, the completion of the road witjhin the shortest possible time, and for other reasons named in a previous protest in relation to the Hoxie contract. " I beg to call your attention again to the fact that part of this work has been done for weeks, and that contracts have been made, and merchandise delivered, for nearly one hundred and fifty miles of road which the company has paid for, as shown by the books. " Respectfully, " THOMAS tE. DURANT." Q. State whether or not the facts stated in that protest were true.A. They were; and the facts stated in the former protest were also true. I will say, in regard to this, that there was a proposition to include in this proposition to take a certain amount of stock, which would in part do away with some of the objections in the first protest; but as Mr. Williams at that time had made an assignment of his contract, in case he obtained it, to the Credit Mobilier, it was simply contracting with themselves again. Q. Have you a copy of that assignment made by Mr. TWilliams to the Credit Mobilier, or agreement, or whatever it may be?-A. I have a copy of the resolution adopted by the Credit Mobilier on the 27th of March, 1867, to the effect that the contract proposed to be made by J. MI. S. Williams for building 257 miles of road is guaranteed by the company, and that the company accept the assignment proposed by J. I. S. Williams. That last protest of mine met the same fate as the other one. It was expunged from the minutes. Q. What has become of those proceedings which you instituted for the purpose of enjoining the execution of this contract?-A. The case never has been withdrawn, and never has been acted on. Q. Is it still pending in court?-A. I do not know whether it is pending or not. It was dropped. Judge Wells died, and by the terms of my complaint I think I agreed to withdraw the injunction, provided the board of directors would make no contract to which every stockholder of the Union Pacific 3tailroad Company would not give his written assent. Q. I want to know whether there was any work done or money paid in the Williams contract to Which you have just referred? —A. No, sir. Q. What was the next step taken by the Union Pacific Rlailroad Company toward contracting for the construction of the road — A. The next step that amounted to anything was the contract with Oakes Ames. Q. When was that contract entered into?-A. The board passed a resolution on the 16th of August, 1867. By Mr. HOAR: Q. Was there any advertisement for biddings in the ordinary course of business?-A. Notices were sent to all the large contractors. Q. WTas there any advertisement for bids to the public at large — A. I do not recollect. Q. Have you a copy of the Oakes Ames contract?-A. Yes. I now produce a true copy of the Ames contract. (Exhibit No. 7.) Q. Have you the assignment of that contract, or a copy of it?-A. Yes. I produce a true copy of that assignment. (Exhibit No. 8.) Q. Were proxies given by the stockholders of the Credit Mobilier, who were stockholders in the Union Pacific Railroad Company, as contem 72 CRIEDIT MOBILIER AND UNION PACIFIC RAILROAD. plated in the tripartite agreement or assignment of the Oakes Ames contract?-A. Proxies were given. There was a committee appointed to vote on all these proxies. Q. State as a fact, independent of the books, whether such proxies were given.-A. I think they were, to a certain extent. Q. Do you know to what extent — A. I do not. The minutes of the election of the board of directors will tell. I am positive there was such a paper, but I cannot find a copy of it. Q. Where should that paper be found?-A. It ought to be found with the papers of the trustees. At a meeting on January 22, 1868, Ir. Boomer offered a resolution that Oliver Ames be directed to vote the proxies held by that committee at the annual meeting of the stockholders of the Union Pacific Railroad Company, to be held that day, in favor of holding the next annual meeting at the office of the company in the city of New York. Q. From that entry, are you able to state that there was a separate paper?-A. I think there was; I am certain there was a paper giving the proxies. It was simply in accordance with the tripartite agreement. By. the CH-IAIRMAN: Q. What percentage of the Union Pacific Railroad stock, as nearly as you can recollect, did the stockholders in the Credit Mobilier own at the time the Oakes Ames contract was entered into -A. I should think 75 per cent.; perhaps more. I do not know but it might be 85 per cent. Q. Do you recollect how much stock had been issued by the Union Pacific Railroad Company at that time — A. I think in the neighborhood of five millions; perhaps a little above that. Q. What property or assets had the Credit Mobilier, aside from its capital stock and what it derived from its dealings with the Union Pacific Railroad Company.-A. Nothing; it had no other assets, except that they had purchased about a thousand acres of land near Council Bluffs, Iowa. Q. Was that land purchased out of the capital stock, or out of the proceeds of dealings with the Union Pacific Railroad Company? —A. It was purchased out of the capital stock. Q. Why was a board of trustees resorted to in connection with the Oakes Ames contract — A. Because in the way the contract was finally adopted by the executive committee, on October 1, it was provided that they should have the written assent of all the stockholders of the Union Pacific Railroad Company. This board of trustees was simply to carry on the contract. Mr. Ames assigned it to the trustees; the company gave him a release, and the trustees carried it on virtually for the benefit of all the stockholders of the Union Pacific Railroad Colnpany. Q. But tile trustees were trustees of the shareholders of the Credit Mobilier stock, who also held shares in the Union Pacific Railroad Company, and who would give this irrevocable proxy for six-tenths of their stock, were they not — A. They were. There were several reasons why it was done in this way. One was, that the Union Pacific Railroad stock was increasing all the time, and it was difficult to keep track of it. Another was, that the Credit Mobilier was the guarantor of the contract. Their stockholders owned a large majority of the stock of the Union Pacific Railroad Company, and it was for the purpose of keeping track of the thing that this plan was resorted to. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 73 Q. Why could not the Credit Mobilier do that as well as to have those trustees do it? The Credit Mobilier had a board of directors and officers, had it not?-A. That did not secure all the stockholders in the Union Pacific Railroad Company. The reason that they did not consent to that was that they wanted to protect outside stockholders who had no interest in the Credit Mobilier. Their assent was required to the contract. It was out of the power of the Credit Mobilier and of the Union Pacific Railroad to do anything without the assent of those stockholders. By Mr. SLouMi: Q. For whom did the trustees, under the Oalkes Ames contract, hold the profits of the contract in trust? —A. For all the stockholders of the Union Pacific Railroad. i Question repeated.-A. They held them in trust for the parties who are specified in the assignment. I mean for the interest specified in the assignment. The names are not specified. By the CHAIRMAN: Q. You mean the lparties contemplated by the assignment -- A. Yes, sir. Q. Is it not a fact that no dividends were paid to any stockholder in the Union Pacific Railroad Company unless lie was also a shareholder in the Credit Mobilier?-A. No; I think lJot. Q. Did these trustees, in making dividends, divide with shareholders in the Union Pacific Railroad Company who were not shareholders in the Credit TMobilier?-A. There were no such shareholders left out. Q.'Were all the shareholders.in the Union Pacific Railroad also shareholders in the Credit Mobilier? —A. I think that every shareholder in the Union Pacific Railroad Company received his dividend from these trustees. Q. Do I understand you to say that all persons holding shares of stock in the Union Pacific Railroad wvre also holders of stock in the Credit AMobilier?-A. I think they were at that time, because those who did not assent sold out their stock to the Credit Mobilier. By Mr. SHELLABARGER: Q. Do you mean to the Credit Mobilier, or to stockholders in the Credit Mobilier — A. To~the trustees of the stockholders. Q. The stipulation is that no dividends or profits from the Ames contract shall be paid to any one who did not execute an irrevocable proxy. Now, were the dividends fronm these profits confined to the persons who did execute such a proxy, or were others allowed to participate in the profits who did not execute a proxy? —A. All who held stock outside were allowed to come in, but whether they all signed or not I do not know. Q. Although they had not given any proxy, still they received shares of profits?-A. Yes. Q. Was any person permitted to share in the profits under the Oakes Ames contract who did not give a proxy, whereby six-tenths of their stock in the Union Pacific Railroad Company should be voted by the trustees?-A. I do not think they all signed it. Q. That does not answer the question. It is whether any one was permitted to share in the profits of the Oakes Ames contract who did not give that proxy — A. I think that dividends were paid to some who had not executed proxies. Q. Who were they?-A. I think Mr. Hazard did not execute a proxy. 74 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Do you mean, by your last answer, to say that the seven trustees violated the stipulations of the tripartite agreement, and paid profits to men who never executed a proxy for six-tenths for their stock in the Union Pacific Railroad Company? —A. I think they paid dividends to those who never executed proxies. The receipt for the dividends made them agree to the arrangement. Q. Take that dividend list, and point out on it the men who received shares of profits under the Oakes Ames contract, who did not execute the proxies.-A. They all signed that paper, but that is not the proxy. Q. MIy meaning is that you shall point out in that list the persons signing the receipt itself, but who never gave a proxy whereby their six-tenths of Union Pacific Railroad stock should be voted.-A. I cannot do that. I never paid much attention to it. I did not regard it as of much importance. All the stockholders signed that. The object of that was to keep harmony in the board, and not to have the election of directors contested at the next election. By the CHAIRMIAN: Q. Does this document show the names of all the stockholders in the Union Pacific Railroad Company, at the times these dividends were paid? A. It includes all who were stockholders in the Union Pacific,Railroad Company at the time the Ames contract was made, and this first dividend paid, with the exception of a few shares that were owned by the Credit Mobilier, and which may have been in the names of other parties, not having been transferred; and with the exception.of three, or four stockholders to the amount of three or four hundred dollars, who did not come in. Q. Then that shows substantially the stockholders of the Union Pacific Railroad Company at the time the dividends were paid?-A. Yes, sir. Q. And it also shows all the stockholders of the Credit Mobilier?A. It does. Q. And the amount which they respectively held? —A. Yes, sir. Q. As this was for all the stockholders, what was the necessity of interposing this board of trustees? The WITNEss. Who would carry on the contract? The CHAIRMAN. Why would not the Credit Mobilier carry it on? The WITNESS. At the time the contract was made, the Credit Mobilier did not own the stock; besides, the Credit M~iobilier had no funds. Q. At the time the contract was made it was contemplated that the Credit MIobilier or the stockholders in the Union Pacific Railroad Company should hold all the stock?-A. I do not know that. Q. It was the purpose of this stipulation, with the Oakes Ames assignment, either to cut out the Union Pacific Railroad shareholders,. or compel them to come into the Credit Mobilier? —A. O, no; it left the option with them. For instance, a man. might come in and say that he had five shares of Union Pacific Railroad stock and would not come into this Credit Mobilier, and would object to going on with the contract. Q. But suppose such persons did not go in, where was the necessity for their going in it they were to get their share in the profits whether they went in or not? —A. It was very difficult to go on with the work as rapidly as we wanted to go. The Credit Mobilier had exhausted their money and assets. The guarantee was all well enough.- The Union Pacific Railroad Company could not object to taking the guarantee, as that company owed the Credit Mobilier some two millions of dollars, and CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 75 still does, I believe. We wanted more credit than we could get from that corporation. The thing looked very well. By adopting this course we made every man that came in liable individually for his wholeefortune to carry out that contract. The trustees felt that they had something to back them-fifty millions instead of a corporation that had no funds on hand. The idea was to make every man a copartner. Q. I thought, from what was stated before, that the idea was to get rid of individual responsibility.-A. In the first contract with Hoxie that was the idea, but then nobody would go in. After this Oakes Ames contract everything had changed. Then the securities of the Union Pacific Railroad Company could be sold. The moneys of the Credit Mobilier had beeen exhausted, and, parties were willing to come in and take the chances of the Oakes Ames contract, as it looked to be a profitable investment. Q. As the Credit AMobilier was represented by certain stockholders, and as those same stockholders were to participate in the profits of this contract, I would like to have you explain why it could not have been carried on by the Credit Mobilier without the intervention of trustees.-A. If it were done by the corporation there was no liability at all. If you held $100,000 of stock in the corporation, and the corporation failed for $10,000,000, you only lost the amount of stock held by you; but if the trustees failed, in this contract every stockholder was individually liable for all that he was worth. Q. Then the object was to make every individual liable for the performance of the contract?-A. That was my object. There was some feeling as regards the Credit Mobilier. They had been somewhat disappointed in not having a contract, and they wanted to have a voice in the matter some way. Q. Had the Credit Mobilier been taxed, by the State of Pennsylvania, on dividends that had been declared?-A. Not at that time; it has been since. Q. Was it not proposed at that time to tax the Credit TMobilier on its dividends — A. O, no; it had not dividends enough then. Q. Had there not dividends been declared? —A. It had paid taxes on those that had been declared. Q. Was not a part of the purpose, at least, in making this change, to avoid the payment of taxes to the State of Pennsylvania?-A. No, sir that did not enter my mind at all. Q. Was there nothing said about it?-A. Not to me. Q. Did you ever hear that matter mentioned — A. I have heard it in connection with those suits; which suits were decided in favor of the corporation. Q. W5as not that contract entered into for the purpose of avoiding the payment of taxes to the State of Pennsylvania?-A. No, sir. Q. WVas that no part of the purpose?-A. No, sir; after my injunction and quarrel with the Credit Mobilier, as long as I owned a share of stock in the Union Pacific Railroad Company, I would not have made that contract if the Credit Miobilier were to have it. Q. When payments were made on account of this contract by the Union Pacific Railroad Company to the board of trustees, in what were those payments made?-A. The payments were made in cash. Q. Those trustees did receive bonds of the Union'Pacific Railroad Company, I believe.?-A. They purchased them. Q. And they' received stock?-A. They purchased the stock, too. Q. Please inform the committee how that thing was done.-A. Whenever the trustees wished to make a purchase, they made the Union Pacific 76 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Railroad Company an offer for a certain amount of securities, fixing the price. Q. Why were not those bonds taken on the contract in payment for the work performed under the contract, instead of buying from the company — A. Because the railroad company, after the time of making the contract, expected to get a higher price for their bonds than the marketprice at that time, and they preferred to sell their own securities. Q. But some of the trustees purchased the bonds from the company?A. Only a small portion of them, not one-tenth. Q. I understood you to say a moment ago that the Union Pacific Railroad Company paid these trustees for the work done under the Ames contract in cash?-A. Yes, sir. Q. A tod you say that the trustees purchased bonds and stock from the Union Pacific Railroad Company; is that so — A. Certainly. They subscribed to the stock regularly, through their treasurer, and paid for it. Q. In money?-A. In nmoney, I think. Q. When this stock and these bonds were purchased by the trustees from the Union Pacific Railroad Company, was the price fined — A. Yes, in every instance. Q. Where was the necessity for going through with that kind of circumlocution?-A. Simply to keep the books straight., Q. The company owed these trustees for the construction of the road, did it not?-A. Certainly. Q. They agreed about thheir bonds?-A. Yes; from time to time. Q. And agreed upon the,price of the stock? —A. 0, no; the stock was always at par. Q. Then why not take the bonds and stockl in satisfaction of what the Union Pacific Railroad Company owed the trustees an account o[' the performance of the contract?-A. The contract provides that the Union Pacific Railroad Company shall pay a certain amount in cash. The company chose to sell their own bonds. If they sold enough bonds to conclude the whole thing, well and good. If they did not sell but onehalf of what they wanted, the Union Pacific Railroad Company was still obliged to pay cash. But the trustees, under the Oakes Ames contract, desired to have stock enough, and they came in and subscribed at par. Q. In selling those bonds the Union Pacific Railroad Company sold some of them to these trustees? —A. Yes, sir; generally with the privilege of taking thern back if the company could get a higher price for them. The object was to give the company the chances of the bondmarket all to itself. But sometimes,'if they sold the bonds to the trustees, and if the trustees put the bonds on the market as rapidly as they required money, they might have affected the price of the bonds. Q. Then the effect of this mode of doing business was, that the trustees would buy bonds from the company and pay cash for them? — A. In a few instances. Q. Did they get bonds in any other way?-A. In no other way than by paying cash for them. Q. All the bonds that'the trustees had they got by purchase from -the Union Pacific Railroad Company?-A. Yes, sir. Q. And all the bonds that were distributed as dividends or allotmeents A. Were bonds which they purchased and paid for. Q. Then the trustees paid over the money for these bonds to the company? —A. Yes, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 77 Q. And the company paid the money back to the trustees on account of the contract?.-A. They paid on the engineer's estimates. They paid by exchange of checks. By Mr. HOAR: Q. State whether at the time of these receipts, in January, 1868, and immediately afterward, that have been put in evidence, given to the trustees of the Ames contract, those trustees had not, by virtue of the arrangement, acquired the entire control of the Union Pacific Railroad -? A. Most assuredly they ought to have. The stockholders had the control. Q. Had not the trustees under the Ames contract received from the stockholders of the Union Pacific Railroad Company proxies authorizing them, as a condition for receiving their dividends, to vote six-tenths of the stock of each man e-A. Yes; in the election of directors. Q. So that at that time the entire control of the Union Pacific Railroad Company was vested in the trustees? —A. So far as the election of directors was concerned. Q. That involved the whole control? —A. 0, no. Stockholders, at their meetings, could do what they chose. Q. Is there any limitation in this condition to voting on the election of directors? Is it not an irrevocable power of attorney to vote generally? Look at it in the 5th specification.-A. (After reading the paper.) This agreement can be construed that way. Q. Did not the persons signing the receipts for these dividends agree to be bound by all the terms and conditions of that agreement as a part of their receipt?-A. Yes, sir; they did. They made the trustees their agent. Q. But one of the terms and conditions of that agreement was to get that irrevocable power of atorney to vote on six-tenths of the stock of the person receipting for the dividend, was it not? —A. Yes, sir. Q. Then it is true, is it not, that this agreement involved the transfer to these trustees of the entire control of the Union Pacific Railroad Company, so far as that control could be exercised by its stockholders'-A. It appears so from this. Q. Do you say that the purpose ofthis transaction was, in large part, to make the persons who entered into and took dividends under it liable as partners, so that they had individual liability, instead of the mere liability of the corporation known as the Credit Mobilier0? Was that purpose explained to all the persons to whom these dividends were paid?-A. It was talked openly that we had $50,000,000 to back us. I do not know about any explanation being made, as I was in Eufrope at the time these dividends were paid. Q. Have you anything that causes you to believe that the women whose names appear on this list as persons who received these dividends had it explained to them that they were made liable in all their private fortune for the contracts of these trustees?-A. All the stockholders understood it. I never conversed with any one who did not understand it. Q. A good many of them seem to have signed this receipt by attorney — A. Yes; but most of those had signed a separate document previously agreeing to it. By the CHAIRMAN: Q.'What amiiount of money in all was distributed to the stockholders of the Credit Mobilier on account of this Oakes Ames contract?-A. The amount of money distributed in cash was $3,375,000. 78 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. What amount of Union Pacific Railroad bonds was distributed in the a'ggregate?-A. Five million eight hundred and twelve thousand five hundred dollars at par. Q. What amount of Union Pacific Pailroad stockl was distributed in the aggregate? —A. Eleven million two hundred and fifty thousand dollars at par. But that stock dividend included something belonging to the Davis contract. The estimate for that stock dividend was made on 713 miles of road, on an expenditure of $60,000,000, whereas the Ames contract involved only an expenditure of $45,000,000 or $46,000,000. Q. State whether the Credit MIobilier had also the benefits of what you have spoken of as the Davis contract.-A. The Davis contract was assigned to the same trustees. Q. These amounts that you have given, money, stock, and bonds, do they represent the profits to the shareholders-of the Credit Mobilier on a capital stock of $3,750,000? Were they dividends on account of their being stockholders to that amount?-A. They were on account of their being stockholders in the Union Pacific Railroad Company. Q. Can you tell what proportion of this amount of stock that was divided is properly applicable to what was derived from the Oakes Ames contract?-A. The Oakes Ames contract amounted to about $45,000,000 or $46,000,000. These dividends were paid on $60,738,863, less $85,000,000. Q. W~ould the proportion of this dividend of stock properly applicable to the Ames contract be as 45 to 55? —A. Yes, sir. By Mr. HOAR_: Q. Do the money, stock, and bonds of the Union Pacific Railroad Company, which you have described, constitute all that was divided to these stockholders in the Credit Mobilier.-A. Yes, sir. Q. Was there nothing else divided but these three things, stock and bonds in the Union Pacific Railroad and money? —A. Nothing else. Q. There never was any division of specie from any of the Government bonds.-A. No, sir. Q. WVhat has been the average price of the first-mortgage bonds since their first distribution?-A. From 80 to 85. Q. At the time of the distribution what was their price?-A. I think it would average 85; I think, however, that the trustees paid par for them. By the CHAIRMAN: Q. Was there an increase of the stock of the Credit AMobilier at any time; if so, when and to what extent — A. The capital stock was $2,000,000 on iMarch 15, 1865. On September 21, 1865, it was increased to $2,500,000. The next increase was in the fore part of 1867, I think, and that increase was $1,250,000. Q. How was that stock disposed of?-A. It was distributed to the stockholders of the Credit Mobilier plr o rata, according to the amount of old stock they held. Q. Did the stockholders pay for that. stock; and if so, at what rate? — A. They paid for it at par. The terms of payment were 25 per cent. on Fzebruary 22, 25 per cent. on March 15, 25 per cent. on April 5, and 25 per cent. on April 26. Q. Were any persons outside of the then stockholders in the Credit Mobilier allowed to have any of that additional stock.i —A. Yes; parties took their stock and sold it. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 79 Question repeated. —A. No one took it unless those who were shareholders. Q. And they could do what they pleased with it after they got it? — A. Yes, sir. Q. You increased the stock for the purpose of getting money to carry on the work -- A. Yes. Q. Have you a statement to show the earnings of the Union Pacific Railroad, gross and net, annually, since its completion?f-A. I have not. Q. Can yoU give the committee a statement of the amount of interest which the Union Pacific Railroad Company is now paying annually?A. I cannot. Q. Are you acquainted with Anna 3I. Dodge? —A. I have seen her; she is the wife of General Dodge, chief engineer of the company. Q. She is a stockholder in the Credit 3Mobilier, I believe — A. Yes, sir. Q. Do you know who paid for her stock? — A. I do not. She purchased her stock after I had anything to do with the books. Q. Did she purchase that stock from the Credit 3Mobilier? —A. I cannot tell you. Q. Look at the stock-ledger and see from whom she got it. —A. (Referring to the; book.) This stock-ledger shows that she got the stock by new subscription, February 29, 1869. Q. Refer to the cash-book, and see whether corresponding cash was paid in on that day.-A. (After referring to the book.) According to the cash-book, which was kept by Mr. Ham, it appears that she paid $10,000 the 29th of February, 1868, on account of the capital stock of the Credit -Mobilier, for which she got 100 shares of stock, in certificate number 372. Q. To whom was that money paid; who was the officer of the Credit iMobilier who would receive that money?-A. The treasurer or assistant treasurer. Q. Who was he at that time f?-A. I think Mr. Ham was. She may have purchased it before, but that is the date of the transfer of the certificate, and the date of the payment. Q. From whom did she get that stockl —A. From the company. It was all original subscription to the company. Q. How does it happen that she was permitted to subscribe for stock at that date?-A. I am not positive that every stockholder took all his stock at first. There was some left in the treasury, Mr. Ames or Mr. Alley, or some one, gave a paper to some of the large stockholders to sign, consenting to distribute what stock there was in the treasury. I think I signed the paper, and this may have been some of that stock. Q. Is there any further explanation of that transaction.? A. I do not -know anything more of it. By Mr. HOAR: Q. Be kind enough to give to the committee all the information in;your power in reference to the subject-matter of the question why it was that Mrs. Dodge was authorized to take that stock.-A. I am not an officer of the company, and cannot answer that question. Her husband was chief engineer of the road. Q. Hlave you given the committee all the information in your power on that subject?-A. Yes. Q. You say that her husband was chief engineer of the Union Pacific -Railroad Company?-A. Yes, sir. 80 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Is it your understanding that if he had not been chief engineer of the railroad his wife would have been permitted at that time to take that stock at par?-I do not know. I had nothing to do with the Credit Mobilier at that time. Q, You say you think that somebody brought you a paper and requested you to sign it, authorizing that to be done? —A. It was a paper giving the consent of the large stockholders to distribute any stock there was in the treasury. Q. At that time you had no doubt that that stock was valuable much beyond its par value?-A. The stock itself was not, but the rights it carried under the Oakes Ames contract were. Q. Now, was not the permitting a person at that time to take this new stock at its par value equivalent to diminishing by just so much the, profits of the remaining stockholders? -A. Yes; but the capital had been fixed at $3,750,000, and the dividends were predicated on that. Q. But if no new stock had been subscribed for, there would be just so much more to divide among those who remained? —A. Certainly. But the original stockholders were willing to allow this to be done. In most of the cases, at the time of distributing this stock, there had been a good deal of stock promised. Some parties had taken their stock and sold it, but had not made the transfer, and then, as usual in all cases where there comes to be a dividend, every one looks for his stock. Q. When Mrs. Anna M. Dodge was allowed to subscribe at par for these one hundred shares of stock, were you not aware that it was equivalent to giving her a valuable property of two or three times the par value of the stock? —A. She m ay have subscribed for it some months previously. Q. Then, unless there had been some previous right to it on her part, you were aware that it was equivalent to giving her a sum equal to two or three times the par value of the stock — A. Yes, sir. Q. Were you informed at the time you signed that paper that there had been any such previous promise to Mrs. Dodge, so far as you now recollect? —A. I had been informed that there were previous sales of stock, but that it was difficult to deliver it. Q. Did you believe at the time you signed that consent that there had been any such previous contract made with Mrs. Dodge?-A. I did not state that Mrs. Dodge was embraced in that consent to distribute, but I suppose she was. Q. My question is, whether at the time, you signed that consent you were told that there had been any previous contract made with her, so far as you now recollect.-A. I do not recollect that her name was mentioned. Q. Do you believe that the motive of allowing that subscription to be taken by her was because her husband was chief engineer of the road? A. I do not. Q. You mentioned the fact that he was.-A. Yes; because you asked me who she who she was. Q. I asked you what the motive was, and you said that her husband was chief engineer of the road. Do you believe that the fac;t that her hasband was chief engineer of the road induced the allowance of this subscription on her part at that time? —A. I do not think it did. He was always speculating in stock and bonds. By Mr. SLocuM: Q. Did that stock carry back dividends with it? —A. The first dividends were not paid to her on that stock. It appears, by the books, that the first dividend she received was on June 3, 1870. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 81 By the CHATRMIAN: Q. Will you furnish the committee with a copy of the Davis contract of which you spoke?-A. The Davis contract was made on November 1, 1868. Here is a copy of the contract. (Exhibit No. 9.) Q. Was that contract assigned to the Credit Mobilier?-A. It was lnot. It was assigned to the same seven trustees who held the assignmerit of the Oakes Ames contract. Q. Have you a copy of that assignment.-A. The assignment is here. (Also marked Exhibit No. 9.) Q. What was the whole cost to the Union Pacific Railroad Company, of the construction of this road?-A. I cannot answer that question. I have not the data on which to ansxiver it. Q. Do you know anything of the disposition of any of this Credit 3Iobilier stock, other than what tyou llave spoken of here in your answers to questions put to you?-A. I know what stock was originally subscribed for, and the books show the rest. Q. Do you recollect that Secretary McCulloch at any time would not accept the report of the commissioner appointed by the Government to examine the road, and that he refused to issue bonds to the road on account of it? —A. I recollect that there was some difficulty about the Government issuing bonds without having another examination made. Q. Did you come to the city of Washington with Mr. Brooks, then one of the G overninent directors, for the purpose of getting that road acceptedl, to the end that the bonds might be issued to the company?A. I came with Mr. Brooks to see what the trouble was. I called upon him as a Government director. Q. Did Mr. Brooks at that time, or at any other time, offer to get that acceptance of the road in consideration of your giving him fifty shares of Credit Mobilier stock?,-A. No, sir. Q. Did not hing of that kind occur between you and Mr. Brooks — A. Nothing of the sort. Q. Did you employ Mr. Simeon Johnson to aid you in that behalf — A. No, sir. Q. Or anybody else? —A. No, sir. There were, I think, at least twenty people running after me, representing that they knew the best thing to be done. A great many people applied, knowing that we wanted our bonds, and offhred to show us how we could get them. I dispensed with the services of every one of them that we could possibly get along without. Q. Did you bring Mr. Brooks over here, or did he come over here, for the purpose of aiding you to have the work accepted? —A. He came ovldr here as a Government director. Q. Did he come over to assist you in getting the work accepted by the Government-?-A. Yes, he came to see what was required; what the Government wanted. Q. But you never agreed to give him fifty shares of stock, or any other number of shares of the Credit Mobilier stock? A. I never agreed to give him a cent. I think he was entitled to his per diem pay whether he got that or not, I do not know. Q. You say that you never employed Mr. Simeou Johnson? —A. No, sir. Mr. Johnson had offered his services, and afterward brought me a note, after he found that the bonds had been delivered. The note was from somebody purporting to be private secretary to the President, (I do not recollect the name.) The note was dated " Executive Mansion," and sttated that Mir. Johnson had done good service in getting the bonds. But as it happened that we had got the bonds by an arrangement, deposit6 c X 82 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. ing security for them, I knew that that statement was all a hoax, and I paid no attention to it. The person sending the note did not sign his name as private secretary, but I presumed from the heading of the note that he was such. By Mr. SLOCUM: Q. It was a note written on one of the blanks used at the Presidential Mansion?-A. Yes; and I inferred that it was froml the private secretary of the President. Q. Under whose administration was that? —A. Under Andrew Johnson's administration. By the CHAIRMAN: Q. But you say that you never agreed to give MIr. Simeon Johnson any number of shares of stock, or employed him in your service?-A. NTot that I recollect. Q. When Mr. Johnson came to you afterward, what was it that he demanded of you?-A. My remark to Mr. Johnson was that we had our bonds. He asked me how I knew that. I said that I had learned it from Mr. Brooks. He then made the remark, " Mr. Brooks has got ahead of us." Q. But he did come and. demand of you some bonds?-A. I do not know that he demanded any bonds. 11le wanted some payment for his services; I think $500. Q. Did he not demand of you fifty shares of stock — A. No, sir. Q. No bonds?-A. No, sir. Q. Did you ever deliver fifty shares of stock in the Credit Mobilier to 3Mr. Brooks?-A. No, sir. I transferred to Mr. Neilson, his son-in-law, one hundred shares. Q. Did you transfer to Mr. Neilson any other stock? —A. I think I transferred at the same time two hundred shares Union Pacific Railroad stock. Q. Anything else? —A. I gave him five Union Pacific Railroad bonds. Q. Anything else — A. Nothing else. Q. On what account did you make that transfer to Mr. Neilson? —A. In settlement of a contract, a bargain, a claim, of Mr. Brooks, made prior to the Oakes Ames contract. Q. What was that bargain with Mr. Brooks?-A. At the time of the increase of this capital stock of the Credit Mobilier, the parties who took the new stock were not only obliged to pay for it at par, but were obliged to lend an equal amount of money to the company for four months. Q. What was the contract between you and Mr. Brooks, on which you made this transfer to Neilson?-A. An agreement at the time that he should take stock. Q. He agreed to take stock of the Credit MAobilier at that time?-A. Mr. Brooks was very anxious to help the thing along. This was before he was appointed Government director, and hearing mne say that we wished we could dispose of five or six hundred thousand dollars of this Credit Mobilier stock, and that if we could not do better I would give 5 per cent. for placing it, he undertook to place it, and he went to different parties to induce them,to take it. During the time he was trying to negotiate it, he proposed to take one hundred and fifty or two hundred shares himself. Q. Did he take them — A. I agreed to let him have them. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 83 Q. Did he pay the money for them?-A. He did not pay the money at that time. Q. When was that? —A. That was some time between February and April, 1867. Q. Did.he ever pay any money on that stock?-A. Yes; when he took it, he paid the money. At the time we made the Oakes Ames contract, Mr. Brooks came to me, and wanted that we should give him $20,000 worth of the Credit 3Mobilier stock, two hundred shares, saying that he had agreed to take that amount. I begged to correct that statement, and I refused to let him have the stock, claiming that I was not obliged to let him have so much. After a good deal of discussion, I compromised the trade with him, and gave him one hundred shares of the stock, two hundred shares of the Union Pacific stock, and five bonds. Then I got a release from him from the other one hundred shares that he claimed. Q. Was that release in writing — A. No, it was a mere verbal statement, and I ordered the stock transferred. Q. When was it that Mr. Brooks claimed that that contract was made between him and you, entitling him to two hundred shares of Credit Mobilier stock?-A. It was at the time that he was trying to place the stock. That was between February and April, 1867. Q. When was it that he came to you and insisted upon a settlement of that matter, or that you madi this compromise of which you have spoken?-A. He insisted upon it all through the month of December. I settled with him, I think, on the 26th of December, 1867. Q. You say he paid for that stock?-A. Yes; he paid $10,000. Q. This was a prior contract, before the Oakes Ames assignment. How did it happen that that stock was transferred to Mr. Neilson?A. When we came to settle, he said,'1 I have just been appointed a Government director of the Union Pacific Railroad Company, and I cannot take any Pacific Railroad stock myself, but I have disposed of it," antd so it was transferred to Mr. Neilson. Q. Had the capital stock of the Credit Mobilier been increased before that time?-A. Yes. Q. Did Mr. Neilson get fifty additional shares in consequence of the increase?-A. He got fifty additional shares. I do not know how he got it. At that time I had nothing to do with the Credit Mobilier. Q. You do not know how he got these additional shares? —A. I suppose he got them by paying for them. Q. Have you any knowledge on the subject f —A. Only from the dividend-books, by which I see that he collected a dividend upon the fifty. shares. Mr. Brooks was not fully satisfied with the settlement. Q. He was wanting more. —A. He thought he ought to have had more at the time that we compromised on one hundred shares. By Mr. SWANN: Q. Was the transfer to Mr. Brooks made by order of the board? —A. No; it -was transferred from my own stock. By the CHAIRMAN: Q. Had you paid for that stock to the company — A. 0, yes; the stock was all paid for. Q. Have you brought a suit against Mr. Brooks in the city of New York, or against anybody else, for the purpose of recovering these one hundred shares of stock? —A. No, sir. Q. Or recovering any stock?-A. I asked the Credit Mobilier to sue Mr. Ames for any stock which he claimed to have delivered and dis 84 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. tributed, but which he had not sold; and I also asked them to sue Mir. Brooks for these fifty shares. I claimed that if Mr. Neilson had got these fifty additional shares under any supposed agreement of mine, he ought to be made to return them, or be sued for their value. Q. Then you have brought a suit — A. I have had the papers made out. They have not been served on all the parties yet. I have issued a summons or complaint, but the papers have not been served on all the parties. By Mr. HoARs: Q. Who is the plaintiff in the suit?-A. I am. I sue as a stockholder of the Credit Mobilier. Q. That stit is on account of trose fifty shares of stock?-A. It is on account of the fifty shares which, I have been informed, Mr. Neilson received. Q. Had the stock which is in controversy in this suit anything to do with any agreement on your part with any person to assist you in procuring the acceptance by the Government of this road or any part of it A-A. O0 no; none whatever. That was long prior to this time. Q. I understand you. to say, then, that at no time did you make any agreement with anybody to give fifty shares of Credit Mobilier stock in order to get assistance?-A. Not a dollar of bonds nor a dollar of stock. By Mr. SWANN: Q. Was 3ir. Brooks at that time a member of Congress?-A. I think he was; I am not positive. It was not for congressional services, however, that he earned it, or expected to earn it. I had no idea we should ever have anything before Congress. Q. Do you know anythillg about this Mr. Simeon Johnson?-A. I do not know who introduced him to me. Q. What was his position -here; was he a clailms-agent?-A. I do not know. Q. You do not know anything about his connection with the Departments? —-A. NTo, sir. tBy br. SIELLABARGER: Q. What was the Credit Mobilier stock worth in December, 1866; what could it have been sold for to those gentlemen who knew its value?-A. From 85 to par. Q. What was it worth on January 5, 1867?-A. You could have got it for considerably less than par. Q. To those who knew its value, and the prospects of the company and the Union Pacific Railroad, what could it have been bought and sold for -A. From 90 to 95. Q. What was it worth in May, 1867? —A. It was not worth above par. It had never been sold above par. Q. Has it been on the stock-boards? —A. No, sir; it has never been on the stock-board. Q. What was it worth in June, 1867? —A. It was not worth any more. Q. When did it first advance in value?-A. After the Ames contract was made. Q. How soon after?-A.. After that the Ames contract was assigned, so that the stockholders of the Credit Mobilier had an interest in it. Q. When did you first survey the region that is spoken of in the act CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 85 of Congress as the Rocky Mountains?-A. I think we made our first surveys in the fall of 1863. Q. When was the pass discovered and ascertained that was adopted for the construction of the line of your road; I mean in that region on wxhich you drew $48,000 a mile from the Government?-A. The pass in the Rocky Mountains was not established, at the point where our line crossed, until afterward. Q. When was the character of that portion of the road which is spoken of in the 11th section of the act of 1862 as one hundred and fifty miles westward front the eastern base of the Rocky Mountaimns, first surveyed?-A. In 1863. Q. Its character then became known to the officers of the company? -A. The general character of the country became known, but we surveyed half a dozen routes to see how we could best get through. Q. The route that was in fact adopted became known in 1863 e-A. The general route did. Q. When did the officers of the Union Pacific Railroad.Company first make a.survey of that line which was in fact adopted, and on which the road was built, and which is described in the act of Congress as one hundred and fifty miles westward from the eastern base of the Rocky Mountains? —A. That is the road of the Central Pacific Company. Q. You stated awhile ago that your road passed through what is called in the act of Congress the Rocky Mountains, and reached to that portion of the country which intervenes between the Sierra Nevada Mountains and the Rocky Mountains, and that you got $48,000 a mile on the eastern part; and you said you also got a portion of that line that drew $32,000 a mile lying between the two ranges?-A. Yes, sir. Q. Then, my question is, when the officers of the Union Pacific Railroad Company first became acquainted with that portion of the line that is spoken of in the act of Congress as one hundred and fifty miles westward froit the Rocky Mountains? —A. We were making those surveys from 1863 to 1867. Q. The question is, not when you were making the surveys, but when you first became acquainted with the character of that one hundred and fifty miles described in my question, and on which you constructed the road? —A. We became acquainted with the general character of the country in 1863 or 1864; but we did not know whether the line would be carried one hundred miles north or one hundred miles south, and we were continually running lines to ascertain the best route. Q. AMy question is, not what you found by other surveys about the general character of the country, but when the officers of the Union Pacific Railroad Company first knew the character of that route which you did adopt? —A. I thinkit was in 1866, or in the fore part of 1867. Q. Then, prior to the making of the Oakes Ames contract, there had been a survey made of that portion of the road which drew from the Government 848,000 a mile?-A. There had been preliminary surveys made of it. Q. Were those preliminary surveys made by instrumentation? —A. Yes, sir. Q. Whend were the reports, profiles, and specifications made on which you let that work to Mr. Ames -A. That is a matter of dates which I cannot speak of without referring to the engineer's report. Q. Were those reports made in writing, with accompanying profiles and estimates?-A. Yes, sir. Q. And these are in existence —A. I suppose so. 836 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Where are they — A. I do not know; I have not had anything to do with the company since 1869. Q. Have you any information which would enable the committee to get at them?-A. I think that the maps which were sent to the New York officeiwere boxed up and sent to Boston with the other papers. Q. Did those reports estimate the amounts of work, including excavations and fillings — A. I think the reports contained estimates of quantities. Q. And on these estimates was made this contract with Mr. Ames?A. Yes, sir; they had maps and profiles. Q. WVere those maps and profiles put up in any place for public inspection, and for the purpose of competition — A. I do not know as to that. Q. Were you then an officer of the Union Pacific Railroad Company - A. I was; I was vice-president. Q. What were your duties as vice-president? —A. I was out on the line most of the time. Q. Your dfties were active, and connected immediately with the matter of letting the work?-A. The board authorized me to let certain contracts, which I did let. Q. Was there any advertisement published by the Union Pacific Railroad Company, inviting competition for these contracts —A. There were various propositions made, and I think that the large contractors who were likely to take hold of such work were notified. Q. How.? —A. By letter. Q. To whom?-A. To the parties who we thought would be likely to do such work. Q. Who are those parties? —A. I do not know their names. Q. Do you know that any person was written to it at all — A. I understood so at the time. Q. Then you speak from information and not from any knowledge that you have — A. I know that there were other propositions made previously to that. Q. To whom — A. I do not recollect now. Q. After the surveys were made and the profiles filed — A. Yes, sir; but the board did not take particular pains to get propositions then. The p!'opositions all came for cash, without any conditions as to the subscriptions for the stock, and it was utterly impossible for the company to raise cash enough to do it. Q. How were your propositions made; what conditions were coupled with them?-A. There was a committee appointed to receive propositions. Q. Do you know what conditions the propositions contained? —A. I do not; I presume that some of them may be on record. Q. State whether any offer was made by the Union Pacific Railroad Company to anybody to take this contract, and to be paid for it out of the cash paid in by subscription to the capital stock?-A. The company, when it first started, undertook to make small contracts. Q. I am speaking of the time when the Ames contract was let, after the surveys were made and when there were profiles and estimates; was there any offer made to any person to take the work and be paid in money out of the money paid in for the capital stock, as required by law?-A. I do not know that there was. Q. The original act, or the subsequent one of 1864, requires the payment of five per cent. I will read from the act, as part of my question: " The said company shall make assessments upon its stockholders of CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 87 not less than five per cent. per share, and at intervals not exceeding six months from and after the passage of this act, until the par value of the said shares subscribed shall be fully paid." Now, my question is whether, after these profiles were filed, and at the time the company was seeking to let this 667 miles that Mr. Ames got, anybody was given an opportunity to take that contract, and take their pay out of this money thus provided to be paid in on stock.?-A. The company could not advertise for contracts payable in cash, because they had no cash, and the stockholders would not pay up; they would not make new subscriptions. Q. Didn't the stockholders pay up? —A. Every stoclkholder of the original two and a half millions paid up in full on his stock, or the Credit Mobilier did. Q. What was the whole amount of stock issued by the Pacific Railroad Company in all, from the beginning to the end? —A. I understand about thirty-six million dollars-about thirty-six or thirty-seven millions. Q. Then you say the whole amount of that stock was paid in cash by the stockholders?-A. By subscribers. The first subscription for two and a half millions was paid up. The next was stock'taken by the Credit Mobilier, making the capital stock five or six million dollars at the time of the Oakes Ames contract. This amount was paid and the money in the treasury. The balance was subscribed by the seven trustees. Q. You say now that the whole amount of stock subscribed to the Union Pacific Railroad Company by all parties, from the beginning to the end, was about thirty-six or thirty-seven million dollars; when did it reach that amount?-A. Since the last rail was laid-since 1869. Q. What amount had been subscribed to the capital stock before the 15th of August, 1867? —A. I think between five or six millions, and all paid up pretty much. Q. That five or six millions that was subscribed and paid up had all been expended? —A. Yes, sir; in completing the road to the one hundredth meridian-two hundred and forty-seven miles. Q. Now, then, at the time the Oakes Ames contract was made, there was, therefore, no stock of the railroad company taken by any parties except this five or six millions — A. Yes, sir. Q. There was, then, no agreement on the part of anybody, either corporations, Credit Mobilier, or any party, to take further stock. —A. No, sir. Q. How came the company, then, when they had no means, no stock subscribed for or promised, to let this work out? —A. Because it was the only way they could get it done; you will see the contract itself provides the means for the completion of the road. Q. How did the company hope to pay for the making of the road, when they had no stock either promised or paid in?-A. Because the contract with Oakes Ames guarantees in itself to the company thefunds to complete the road. It proposed to take their bonds, and it agreed to pay the discount beyond a certain amount on them. It then provided that in case the bonds, the Government and first-mortgage, were not suit ficient to complete the road, they will subscribe, or procure to be subscribed, at par, stock sufficient to furnish the funds to complete the road. Q. Then, so far as that was concerned, it was an undertaking on the part of the contractors to make the road without any other amount of stock than that amount which was then subscribed? —A. No, sir; they subscribed themselves the stock to alke the road. 88 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Who subscribed? -A. The trustees. Q. VWas this stock to be paid otherwise than in money?-A. No, sir; it was to be paid in money. Q. How was the money to be raised?-A. That was their look-out. They had a party strong enough to raise the money. They were all individually liable. Q. The subscriptions for the stock were taken by the seven trustees? -A. Yes, sir; by the seven trustees. Q. When did the Credit Mobilier stock first advance in price materially.-A. As soon as it was known'that it had an interest in the Ames contract. Q. When did that first become known? —A. The contract appears to be dated on the day that the board passed a resolution that they would approve the contract. The details were left to the executive committee, and they approved it on the first of October, 1867. The arrangement was made known about the 15th of October. Then there was a comnmittee sent out to see the condition of the work, and a report was made about the lsl of December, 1867. Q. That was the time that this advance took place in the price of stock? —A. Yes, sir. Q. What was it worth between August 15 and October 1?-A. About par or 95. Q. Was there any understanding either directly or indirectly between Mr. Ames and the Union Pacific Railroad Company whereby he was to share in profits of the contract with other parties before it was let to him — A. None whatever. There was no necessity for that, because every stockholder had to give his written consent to the contract. Q. 1 guess you didn't understand my question. It was this: the contract with Mr. Ames was dated the 15th of August, 1867; was there any understanding between the Union Pacific Railroad Company and Mr. Ames that any profits that might be made out of his contract should be participated in by any other person than himself? —A. None to my knowledge. Q. When did you first reach the purpose of making the arrangement that was made in October?-A. You mean the time we made the contract? Q. Yes. When did you first fall upon the plan of letting other parties share with Ames in the profits of the contract? —A. The, manner in which it was done was between the 1st of October and the 15th. We had had just then a closely-contested election for directors, and I started out there with some parties, (General Butler was one of them,) and I think he drew up the contract, he and the company's attorney, Mr. Tracy, and perhaps Mr. Bell. The day it was dated was the day they hit upon the plan. Q. Then, at the time Mr. Ames took the contract, it was expected he would execute it according to the agreement — A. I do not know what others thought, but I expected he would certainly. It was not a contract until the written consent of each stockholder was obtained. The resolution for the contract was adopted subject to the approval of the executive committee; the executive committee ordered it approved, subject to the written consent of all the stockholders of the Union Pacific Railroad Company. By Mr. SwANN: Q. How long have you been acquainted with Mr. Ames —A. I think I first met Mr. Ames in Washington in the fall of 1863. CREDIT MOBILIER AND UNION PACiFIC RAILROAD. 89 Q. What was his business here?-A, Member of Congress. Q. I mean the business he was engaged in in Boston.-A-. He was engaged in the manufacture of shovels. He was also interested in the construction of railroads in Iowa. Q. How long had he been a contractor.for railroads?-A. I do not know. Q. Was he a man of great influence among the moneyed men of the North?-A. I do not know. In Boston I think he was to a very great extent. Q. He had the power to induce a great many persons to go into the Credit Mobilier? —A. 0, yes. He had four or five hundred thousand dollars in it himself. Q. Was it your estimate of Mr. Ames that he was a very cautious man when he entered into contracts of this sort?-A. I do not think he was very cautious; he was pretty sanguine. Q. Do you know the basis upon which he made this original contract -the facts that justified him in making sucel a large coiitract? —A. There were estimates made. I do not think there was much attention paid to them. I think the principal fact was, that the day they made the contract there was three millions profits on hand. Q. From what source? —A. The company had gone in debt for it. Q. The Credit Mobilier?-A. No, sir; the railroad company. Q. And he took this contract under those circumstances?-A. They had commenced selling their bonds, but could not go on without making a contract. Q. Do you know whether Mr. Ames was in the habit of receiving information, from the engineers in charge, of the probable cost of the workl? A. We had profiles from the engineers, and estimates were made from the profiles by engineers and officers here, so that we had an approximate estimate of a portion of the work. There was no necessity for going into estimates of the level portion. Q. At the time of entering into that contract, had Mr. Ames an estimate of the chief engineer of the prbbable cost of the line that was to be constructed — A. I can only answer that by saying that, on looking over the resolutions of the board, I find that the engineer was ordered to furnish such an estimate. Q. You do not know whether he did furnish it? —A. I do not. I think the contract was delayed to get that estimate. Q. Do you think that Mr. Ames would have taken that large contract without an estimate of the engineer — A. I do not think he would without an approximate estimate. Q. Do you know whether he had that estimate,?-A. I think the company had it. I do not recollect. There were so many estimates, I do inot recollect the particular ones. I know that the profiles were on the table at the time of making the contract,. Q. Do you know the amount that was estimated as the total cost?A. I do not. I cannot recollect them. Q. You have no memorandum of it in your books? —A. No, sir. Q. Then he was groping in the dark when he made the contract?A. No, sir; wae had approximate estimates. Q. Your imnpression is, then, he had approximate estimates?-A. Yes, sir; I do not know whether he had for the whole line or not. Q. How were these estimates made; by the local engineers in charge of the different divisions of the road?-A. They were made from preliminary surveys first. 90 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Were those estimates certified to by the chief engineer? —A. I think they were sent direct. Q. And the chief engineer had no supervision over them at all — A. These men were appointed by him. Q. Appointed by whom.?-A. By the chief engineer. Q. But I want to know whether or not the chief engineer certified to those estimates before they went to Mr. Ames.-A. I do not recollect whether they were certified to by him or not. I am not certain whether the chief engineer was not in Washington at the time. I know that the engineer's reports, profiles, and maps were on the table in the directors' room, and were being examined by Mr. Ames and the rest of them; and I know the matter was deferred several days, in order to get more information on the subject, but whether every mile of the whole 667 was estimated upon, or whether every mile of profile was there, I could not say. Q. That is what I want to know-whether he had the aggregate cost of the road, certified to by the chief engineer, and did not trust entirely to the local engineers —A. I suppose the local engineers were the best men to make that estimate. Q. I want to know whether the chief engineer sanctioned those estimates when they went in to Mr. Ames.-A. The chief engineer was there a portion of the time, and explained some of the difficulties to Mr. Ames, and I suppose, therefore, he sanctioned the estimates. Q. You never saw a general estimate of the cost of the whole work certified to by the chief engineer? —A. My dear sir, we couldn't wait for that; we built six hundred miles before the engineers and surveyors could make their estimates. Q. Then he made those contracts without any reliable data -?-A. No, sir; he made his approximate estimates, based on what had already been done. Q. I want to know whether Mr. Ames, when he made this contract, was in possession of reliable: data?-A. He was in possession of data that the road could be built. Q. What did he base his knowledge upon -? A. Upon the reports of engineers. Q. Had he those reports?-A. He had. There were estimates made of the feasibility of different routes, and as to which would pay the best, first, in an engineering point of view, and, second, in a commercial point of view. Q. I understand that those estimates varied very largely upon different sections?-A. Yes, sir. Some sections could be built at the same -cost for thirty miles that it would cost to build one mile of other sectionls. Q. So there was no sanction by the chief engineer, that you are aware of, at the time Ames entered into this large contract ~?-A. I think the estimates before himn were sanctioned by the chief engineer. Q. Where were those estimates kept?-A. They were in Omaha the last I knew of them.,I believe they were sent, to Boston. I have had nothing to do with the company since 1869. I believe they were boxed away, as we had no further use for them after that. Q. Didn't Mr. Ames exercise some control over those estimates; didn't they pass into his hands? —A. No, sir. Q. He made the contract without any knowledge of what the cost of the road would be —A. He knew the cost of what had already been built. Q. I speak of the whole road. What was the estimated cost, as cal CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 91 culated by the engineers from instrumental surveys; did you see those papers — A. I think I have, but I have never seen them all together. Q. Can you estimate from those documents what was the probable cost of the road? —A. If we waited for the estimates- of all of them, we would never have got done at all. Q. I want to know what became of the estimates of the chief engineer; whether they passed under your supervision. Is it your impression that Mr. Ames would have made this large contract without being possessed of something reliable — A. He had estimates of the heavy portions of the road. We did not care anything about the level prairie. Anybody could have built those sections. What we wanted was the estimates of rock-work. Those he had. That was the only thing there was any trouble about. Q. What has become of them now — A. I presume the company has them now in its office in Boston. Q. Don't you supipose that Mr. Ames was the custodian of those estimates at the time he made the contract — A. Mr. Ames may have had a copy of t hem. Q. The estimates of the whole line or of the different divisions? —A. The preliminary surveys. Q. Where can the committee find those estimates.-A. Either in Boston or Omaha. They are very voluminous, and after we had no use for them we put them away. Q. You have no knowledge of those papers being abstracted — A. 0, no. There is no reason why they should be abstracted. Q. Well, there is very great reason why a certain state of things could have induced persons to put them out of the way. I want to know where those estimates are.-A. The present engineer of the company, whoever he is, ought to be able to inform you. General Dodge is in Texas, I believe on the Southern Pacific road. Q. You don't know where they could be had?-A. I do not. I have had nothing to do with the company since 1869, and am not even a stockholder in it. Some of the maps may be in New York, in the loft there. By Mr. SLOCUM: Q. What were the duties of the chief engineer in building the road?A. To take general supervision of the engineering department. Q. And see thm:t the contractors complied with their contract?-A. Yes, sir. Q. What were the duties of the Government directors chiefly — A. To attend the meetings, and go out on the road and see that it was properly constructed. There were no specific duties; they were to be on all the committees, and have a general knowledge of what was going on. By Mr. SWANN: Q, And the details were attended to by Ir. Ames? —A. No; Mir. Ames never knew anything about them. After he transferred his contract, the Union Pacific gave him a general release. Q. He had nothing to do, then, but to receive the profits?-A. Nothing to do but to receive the profits. By the CHAIRMAN: Q. In addition to the dividends you spoke of a while ago, was there not a 12 per cent. dividend covering two years.-A. I think there 92 CREDIT MOBILIER. AND UNION PACIFIC RAILROAD. were two six per cent. dividends of the Credit Mobilier-not of the trustees. Q. There were, then, either one 12 per cent. or two 6 per cent. dividends of the Credit iMobilier?-A. Yes, sir. Q. Does this statement show all the dividends that were paid by the trustees?-A. Yes, sir. Q. Whether on the Ames contract or the Davis-contract? —A. Yes, sir. By Mr. OAnR: Q. The Oakes Ames contract was ma(de by Oakes Ames, on one side, and his brother Oliver on behalf of the company?-Yes, sir. Q. Oliver Ames was president of the company?-A. Yes, sir.'Q. And the businecs partner of Oakes Ames?-A. Yes, sir. Q. He signed the contract as president of the road?-A. Yes, sir. Q. Now, the provision of that Oakes Ames contract was, that Ames sh-ould subscribe to so much of the stock of the company as was necessary to pay him what should be due on the contract beyond what the Government bonds and the first-mortgage bonds would pay?-A. Yes, sir; precisely. Q. The stock subscribed for by the Credit Mlobilier was simply an obligation growing out of the Oakes Ames contract? —A. Subscribed by'the trustees? Q. Yes. —A. Yes, sir. Q. So that if the Government bonds and the first-mortgage bonds had been enough to pay Ames what was stipulated on his contract, there would have been no capital stock of the company at all, except the limited amount that was first subscribed?-A. If they had been enough, the company would not have made any contract. Q. That is not answering my question.-A. We had to issue stock for the amount the road cost over and above the Government and firstmortgage bonds. Q. Now, Mr. Durant, I want to ask you a little more particularly as to whenl you were first informed of the general character of the route which was substantially that adopted through the Rocky Mountains, according to your best recollection.-A. In 1863. Q. That route was very much better than the route supposed to be practicableat the time of the original charter in 1862?-A. Yes, sir. Q. You were first informed of that in 1863? —A. Yes, sir. Q. -By whom?-A. Before the company was organized, I sent out parties of engineers, at my own expense, to survey the Cheyenne Pass and Timber Lake routes, and the route in Platte Valley. We did not go into estimates. They were reports as to the practicability of getting grades. Q. Did you see any of those engineers personally?-A. Yes, sir. Their reports were all published and sent to Congress. They were submitted to the board the day it organized. Q. You knew, then, of this improved route through the Rocky MWountains before the legislation of 1861 was obtained?-A. I knew what was known eight years previous. I knew that that route was better than the one shown in the Government surveys, and I so reported it. I knew it was a practicable route. By Mr. SWANN: Q. What amount was saved by this change in the route?-A. It was not a question of saving; it was a question of practicability or imprac. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 93 ticability. We simply found we had an elevation we could run a railroad over; that was what we were trying to get at. Q. What was the difference in the estimates of the two roads? —A. I never read the estimates. I never figured the estimates of that route, as it was reported impracticable by the Secretary of War at the time. Q. What is your opinion of the amount that Mr. Ames netted in his individual capacity lby the approval of this contract — A. I can give you that fromn the book. Q. Can you not give it in round numbers? —A. No, I cannot. I would not recollect it if I heard it a dozen times. Q. You cannot say whether it was five, four, or three millions — A. No, sir. By the CHAIRMAN: Q. I will ask you if you know of any moneys that this railroad or the Credit Mobilier have used, either directly or indirectly, for the purpose of influencing or procuring the election of any person to the United States Senate?-A. I do not. Q. Do you know of any person connected with either of those corporations at any time using mloney or furnishing money for that purpose? -A. Not of the cornpainy's money. Q. Anybody's money? -A. I have furnished money for the election s myself. Q. When did you furnish it?-A. That was my ownL money. Q. I am going to examine further about that. I want to know when yvou furnished that money?-A. I have furnished money a good many times for elections. Q. I am speaking of elections of Senators. How many times have.you furnished money for that purpose?-A. I pay very little attention to politics. I do not know whether it was for Senators' election or not. I gave a check some five or six years ago to be sent to Senator Harlan. It was sent to some committee, but what it was for I do not know. Q. That was pendling the senatorial contest there?-A. I do not know. Some of our parties were mixing up ill politics, and I was very much annoyed at the time. I refused to do anything at first, but afterward furnished them money. Q. For what purpose did you furnish that money?-A. I could not tell you, for I even forget the committees whoin I sent it to. Mr. Harlan once said to me, "Are you never going to help us in our election's I said, " When you cannot do anything, I will do what I can." Q. What did you furnish? —A. I gave two checks on different occasions, for $5,000 each, but it has been called to my mind by Mr. Crane that one was a subscription to some Methodist institution, and I believe now it was something of that kind. Mr. CRANE. A Methodist college. The WITNESS. Perhaps so. Q. You furnished $5,000? —A. Yes, sir; and probably $10,000. There was no concealment at all. I told the young men to send the check to Senator Harlan's order. I do not know but what he was chairman of a committee. Q. I want you to give mne, as nearly as you can, the date of those transactions.-A. It was 1865 or 1866; it was a year or two subsequent to the passage of the act. Q. Was Mr. Harlan at that time Secretary of the Interior? —A. I do not recollect whether he was or not. Q. Do you recollect whether at the time you gave those checks he was 94 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. a candidate for the Senate from the State of Iowa?-A. I know he was a candidate. I do not know whether he was at the time, or became one afterward. I think he was at the time. Q. Were you here when the bill was pending, growing out of your contest with Fisk, when you were seeking to move your oftice to Boston?-A. No, sir; because I did not think there was any necessity for moving the office to Boston. Q. You did move your office to Boston? —A. I know they did. These transactions must have been prior to that. Q. W~here are those checks? -A. I do not know. I presume I can find thenm. Q. Do you think you can find them?-A. I presume so; it was six or eight years ago. Q. Where do you suppose they are?-A. They are probably boxed up somewhere. It was some time ago. They may have been destroyed. Q. Are there any books that will show the dates of those drafts? —A. I think I have them. Q. Where are those books?-A. In New York somewhere. If they have not gone traveling, I can find them. By Mr. SWANN: Q. They are in your bank-book, I presume?-A. I suppose the checks came back firom the Mbank. By Mr. SHELLABARGER: Q. What bank wvas fhat? —A. i cannot tell you. Q. Have you seen any copies of those checks at any time recently?A. No, sir. Q. Do you know whether Mr. McC~omb has copies of them?-A. No, sir. Q. Has he ever had access to them?-A. No, sir.. Anybody who looked over my check-book could have seen the memnoranduam on the margin of the book. Q. I will ask you the question whether these checks were not given, or one of them, for the purpose of aiding in the election of Mr. Harlan to the Senate of the United States? —A. I could not tell that. I gave them for campaign purposes; for newspapers, documents, &c. Q. But was it not understood at the time you gave the check for $5U,00, or the two checks, that they were to be used by him in furthering his election to the Senate of the United States? —A. There was no understanding about it. I was in hopes he would get elected. I would have given more for that. I think, now, it was in 1865 I gave those checks. By Mir. SWANN: Q. You gave both checks in the same year? —A. Yes, sir. Q. Do you remember the time of year ~.-A. I think it was in the summer or fall. I know we were very busy at the time. I know I was annoyed at our men going home to work for Kasson. I would have given twice as much to defeat Kasson as to elect anybody else.' Q. Did you give anything to defeat Kasson?-A. I do not know what it was used for. -Our people were inclined to go into politics, and I was opposed to it. I do not mean the Union Pacific road, but other roads I was engaged in. I had been in business in Iowa eighteen or twenty years. Q. Was that for the benefit of your road — A. I kept the road out of CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 95 politics. I had no idea there would be any legislation about the Pacific road. Q. To whose order were these checks made payable?-A. Mr. Haarlan's. Q. Were they indorsed by him?-A. I do not remember. Of course they must have been. Q. Is there' any entry on the books of the Union Pacific Railroad of these two checks?-A. It there is any entry on the books of the Union Pacific Railroad of that kindl, it was done for some purpose. The checks were my own checks. Q. I want to know if there is any entry of those checks, or of the money that was paid out on them, on the books of the Union Pacific Railroad — A. I do not know why there should be. Q. That is hot answering the question. Is there any such entry?A. I do not know. I have never presented any account of them to the Union Pacific Railroad. Q. Has your attention ever been called to the alleged fact that there was any entry of the kind?-A. No, sir. Q. lWas it paid out of your own private funds?-A. Yes, sir. Q. Has it ever been re:imbursed to you from any source whatever?A. No, sir. Q. Did you not answer yesterday, before the other committee, that you paid this money out for the purpose of electing MIr. Harlan Senator? —A. It was paid out to Mr. Harlan as Senator. I understood the question to be whether I gave any money to any Senator to secure any election. I supposed it would be used for his own election. There was nothing said about it. Q. What was your purpose in giving him the money; you say you suppdsed it would be used for his own election? —A. I would rather see the election carried for Harlan than anybody else. Q. Was that the understanding, that it was to be used for his election, when you gave him the check? —A. No, sir; I did not have that understanding. Q. Why (lid you suppose that it would be used to secure his own election?v-A. I supposed it would be natural. Q. He had an election pending then? —A. I suppose he had, but I am not positive. I had as much as I could attend to looking after other interests. Q. I do not care for those other matters. I want to know what was the purpose for which you gave him this money for this election. —A. For (locuments and electioneering purposes. Q. Electioneering purposes with reference to what? —A. There was nothing said about that, but I suppose it was at the time he was a candidate. Q. You say there was nothing said to Mr. Harlan?-A. I did not see Mr. Harlan three minutes. Q. How did you happen to give him the checks?-A. I ordered one of the clerks to give him the checks. i went out. Q. Where was Mr. Harlan at that time — A. I cannot tell you. Q. You saw him three minutes?-A. I did not see him more than three minutes. Q. Where were you at the time you saw him these three minutes?A. I do not recollect. Q. Was it at the Interior Department? —A. 0, no, sir; it was not in Washington. Q. In Iowa? —A. No, sir; I think it was in New York. 96 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Did he ask you for $10,000?-A. No, sir. Q. What did he say to you?-A. He said to me something about-I do not recollect. Was he not chairman of some committee-general central republican committee? Mr. SIIELLABAIRGER. I really do not know. The WITNESS. lie was speaking about the election and my interests out in Iowa. Q. You said you saw him only three minutes? —A. Thlis was before. Q. Did you send these checkls by mail?-A. I cannot answer that. I was working eighteen hours a day then. If it was sent by mail, there will be a copy of the letter. By Mr. SLOCUM: Q. Mr. Durant, do you know what amount of stock was assigned to 3Mr. Ames to be "' placed," as they call it here? —A. The resolution assigning it is in the books here. Q. How much was it?-A. I think somewhere in the neighborhood of three hundred shares-three hundred and fifty, I think. Q. Were you personally cognizant of that transaction when it was ordered; were you present at that meeting of the board — A. No, sir. I was not a imember of that board. Q. That was done by the Credit MAobilier?-A. Yes, sir. Q. You were not I)resent at the time? —A. No, sir. Q. You cannot testify about it except as shown by the books?-A. No, sir. MlVr. Ames reported that he had obligations out for stock, and they,were calling on him for it, but ne-ver mentioned they were members of Congress. I had promises out for a large amount of stock, and claimed that all the stock in the treasury belonged to me. Adjourned to the 17th Janiuary. WASHINGTON, D. C., January 17, 1873. The committee met at 12 noon., Present, all the members. TMr. Aaron F. Perry, one of the counsel appointed by the President to carry on the suit against the Pacific Railroad Companies, was also present, and participated in the proceedings. Examination of THOMAS C. DURANT continued. By Mr. SI-HELLABARGER: Question. In your statement yesterday, you said something in reference to a suit having been commenced by you, one object of which was to recover certain stock put into the possession of Mr. Oakes Ames for certain purposes. Please state what those purposes were, and what the amount of that stock was.-Answer. Tile amount, I think, was somewhere about three hundred shares. Q. Is there any book entry which will show the exact amount, and, if so, where is that entry?-A. There is a resolution, I think, on the Credit Mobilier books authorizing him to take the stock. Q. Are those books here?-A. There are copies of them here. Q. State whether the object or purpose for which that transfer was made is anywhere expressed in writing, and, if so, where?-A. I think that some of the largest holders assented to the transfer in writing. Q. Please produce that writing. —A. I have not the writing; I was not then a director in the company. Q. That assent has not been made a matter of record in the books of CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 97 the company?-A. Not in the formn of an assent; there is a resolution, I think. Q. Now state what the object of that assignment of three hundred shares of stock to MIr. Ames was.-A. To enable him to fulfill contracts which he claimed to have made previously, for delivering the stock; and, the price having gone up, he wanted what stock was over in the treasury, or a portion of it. Q. At the time that that order was made to deli:er him that stock, was there a report made to the corporation, or to any members of the corporation, as to who the persons were who were so entitled to that stock?-A. None whatever. Q. Did Mr. Ames ever make a report either in writing or otherwise to the Credit Mobilier, or to any of its members, of what disposition he had made of that stock?-A. I was not a director in the Credit Mobilier at the time, and if there had been such a report I would not have known it. Q. You know of no such report?-A. No, sir. Q. You stated yesterday, in substance, that you had heard recently that disposition was made of that stock which was not in accordance with the designs of its transfer.-A. I did not intend so to state. Q. Repeat your statement in that regard.-A. I intended to state that I understood recently that he had not transferred all the stock, and that he still owned it, and that if he sold the stock the money belonged to the corporation and not to him. Q. What amount of stock, so far as you know, or are informed, has he so held on to?-A. I do not know; I am on a voyage of discovery to find out what he has got. Q. And that is one purpose of your suit? —A. Yes, sir. Q. The purpose, then, of his obtaining it was to enable him to comply with actually existing contracts?-A. It was so understood at the time. Q. Was there any report made by iMr. Ames to the Credit Mobilier, or to any officer or member of that corporation, of what he had received for the stock which he did actually distribute?-A. I know of no such report. The corporation received from Mr. Ames par for the stock, in money. Q. Then the amount which Mr. Ames would be required to account for would be the difference between the par value and the actual value of the stock so given to him — A. Yes, sir. Q. What was that difference at the time of the alleged distribution?A. I think about 100 per cent. Q. That is, $100 in par was worth $200? —A. Yes, sir. Q. Were there dividends allowed and paid by the Credit Mobilier to these persons to whom Mr. Ames did distribute that portion of the stock which he did in fact distribute, and did not hold on to?-A. I think the stock stands in Mr. Ames's name, as trustee. It did at the time of the first dividend. Q. Did it draw the dividends as all the rest did?-_A. Yes, sir; it drew dividends. Q. And that drawing applied to the whole three hundred sharese — A. Yes, to whatever he had. Whatever stood in his name as trustee he took the dividends for. It was 343 shares. Q. You have already said that the value of that stock was 100 per cent. above par at the time of the distribution. Now state whether that 100 per cent. included the past dividends, or was the stock worth 7 c m 98 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. that exclusive of any accumulated or due dividends — A. It was worth that with the dividends on to January 3, 1868. Q. Then it would have been worth $200, if the purchaser would get the dividend of the 5th of January — A. Yes. Q. What per cent. was that dividend — A. I think the 2d of January dividends amounted to 80 per cent. stock in Union Pacific Railroad, and 80 per cent. in bonds. Mr. Ames on his 93 shares received 80 per cent. in stock of the Union Pacific Railroad, and two dividends in first-mortgage bonds, making 80 per cent. Q. What was the value of the Union Pacific Railroad stock at that period? —A. I do not know of any sales. Q. What was the value of the bonds %-A. Eighty-five to ninety. Q. Are you in possession of any information you can give to the committee as to who the persons were to whom that stock was alleged to be due?-A. I have no idea, only what I have gathered from the testimrony as published. Q. You know nothing about it as having been ascertained at the time? —A. No, sir. By IMr. HOARI: Q. WVas there any report given to the public by authority annually, semi-annually, or at any other stated interval, of the profits made by the Credit Mobilier, or by the trustees under the Ames contract, or by any contractor? —A. Contractors are not in the habit of making reports to the public. Q. Be good. enough to observe what the question is; I ask whether there were in fact any such reports — A. No, sir. Q. Where are the accounts which show how profits that were divided among these Credit MIobilier stockholders were made up? -A. In Boston. Q. In whose custody?-A. I think in the custody of Oliver Ames, chairman of the trustees. Q. You were not one of the seven trustees?-A. I was one of them. Q. Suppose a person not one of the seven trustees had desired to know whether he was receiving on his Credit Mobilier stock, from the trustees, all that he was entitled to, how would he have known it e —A. By access to the books; they all had access to any books they wanted. Q. But was the fact of this dividend among the stockholders given to the public at the time in any form or way?-A. It was known to the stockholders. Q. Was it given to the public?-A. It was not given to the public that I know of. Q. So far as you know, it was kept private among the stockholders e -A. Yes; private among the parties who participated in the contract. Q. Did these books show the precise expenditure in the actual construction of the road, by the parties who made it — A. To the dollar. Q. And the precise profit?-A. To the dollar. By Mr. PERRPY: Q. You spoke of those profits being reported to the stockholders, and of the stockholders being at liberty to examine the books; state whether there was a report made, written or oral, to the meeting, or whether they ascertained it merely by access to the books?-A. Certainly. Q. I direct my inquiry to this alone, whether there was any written report made of them I —A. Only the notice of dividends. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 99 By the CHAIRMAN: Q. Was there any mode by which a stockholder in the Credit Mobilier could ascertain how much profit had been made by the Credit Mobilier, excepting by going through the books — A. I suppose that every time there was a dividend made, there was a statement made up; there must have been a statement made up from which the dividend was made; a dividend would not be made unless there was a statement, showing the cost of the work, or what they had received for the work. Q. Do you know of any statement that was made out?-A. It must have been made out; I think that would be one of the requirements; these statements ought to be with the other papers. By Mr. PERRY: Q. Your answer to me was, that the persons interested were notified that a dividend for a certain amount was ready for them.-A. Statements were made out at that time, and they had access to them. Q. That was the only notice they got unless they examined the books? -A. That was all. By Mr. SHELLABARGER: Q. We are directed to inquire about this Congressmen business; you may state whether you know any member of Congress who, as attorney or otherwise, was paid anything for services by the Credit Mobilier eA. I do not call to mind any now. Q. Do you know of any member of Congress who was employed as attorney for any stockholder of the Credit Mobilier in relation to the business pertaining to that corporation?-A. I employed Mr. Jenckes, but I do not know whether he was a member of Congress at the time or not; 1 employed him in some suits in Rhode Island. Q. Any others?-A. I do not call to mind any others. Q. Do you know of any member of Congress who was employed by, any member of it in relation to the affairs of the corporation F-A. No, sir. General Butler came with Mr. Alley one time to attend to a stockholders' meeting, and acted as an attorney at a stockholders' meeting; that was at the time of the Ames contract.; I think it was about the time the contract was made-in: October, 1867. Q. Was he attorney in any sense for the Credit Mobilier?-A. Not that I know of; I think he was present when that tripartite agreement was drawn up. Q. Did he draw it — A. I do not know how much of it he drew; there were Mr. Tracy, Mr. Bell, and two or three other counsel there; and I think that General Butler represented Mr. Alley and Mr. Oakes Ames. Q. He represented them in the preparation of that contract? —A. Not in the contract, but in the tripartite agreement; he was there at the stockholders' meeting. Q. At this same time? —A. He must have been there a week. Q. Where — A. In New York. Q. Was that tripartite agreement prepared in New York? —A. It was prepared in New York. Q. Was it prepared about the date it bears? —A. I think it was prepared about the very date-15th of October, 1867. Q. Were you present at its preparation — A. Yes, sir; I think the attorneys drew something near what they wanted, and, after they had got some general memoranda, they went into another office and had it put in shape. Q. What attorneys participated in making up the memoranda of the agreement?-A. I think it was Charles Tracy and Clark Bell. I am 100 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. not positive whether General Butler was present at first or not. He was about there at the time. Q. Then, after the terms were fixed upon and put in shape in memoranda, the contract itself was drawn in another room; is that right — A. Yes; the tripartite agreement. I think it was at Mr. Bell's office. Q. Did any member of Congress participate in the ultimate drawing up of the agreement?-A. I do not know. Q. When it came to be put into legal shape, did any member of Congress aid in putting it into legal shape e-A. I cannot say as to that. Q. Have you now told us all that you know in regard to any member of Congress having been connected with the business of the Credit Mobilier e The WITNESS. In what shape-as attorney? Mr. SHELLABARGER. As attorney or otherwise. A. I have, unless you refer to stockholders. By the CHAIRMAN: Q. Were there any members of Congress -vwho were stockholders in the Credit M3obilier?-A. There were. Q. Who were they?-A. I cannot name them from memory, but this list in evidence, showing dividends, includes all the stockholders of the Credit Mobilier. Q. State whether or not the Credit Mobilier or the Northern Pacific Railroad Company, or any person connected therewith or interested therein, has furnished any money with a view to secure the election of any member of Congress.-A. The only case I recollect is the case I mentioned yesterday-the Harlan case, and that was an individual matter. Q. With reference to that case, I will ask you to whom you paid the $10,000 of which you spoke yesterday-the two drafts.-A. I paid them directly to Mr. Harlan. I did not know the names of the committee who were canvassing the State. I paid the money directly to Mr. Harlan, and requested him to send it to them himself Q. Do you mean by that that you delivered the draft into Mr. Harlan's hands personally — A. No; I do not recollect that I did. Q. Did you send the draft to Mr. Harlan — A. I instructed some of the clerks at the office to attend to it. Q. What clerks? —A. My private clerks. Q. Were those private clerks connected in any way with either of those corporations as officers or clerks of the corporations? —A. I think Mr. Crane was assistant secretary and assistant treasurer of the Credit Mobilier at the time. I am not positive. Q. Was it Mr. Crane whom you instructed to send these drafts?-A. Very likely it was Mr. Crane who drew the check. Q. Was the check or draft payable to the order of Mr. Harlan? —A. I presume it was. Q. How was that check or draft transmitted to him?-A. [By mail. Q. Was it a check or draft on a New York bank? —A. It was a check on a New York bank. Q. On what bank?-A. I do not know: I kept several bank-accounts. Q. Will your bank-book show? —A. I think it will. I will look for it and furnish it to the committee. Q. Has the check been preserved?-A. I cannot say that it has. Checks are generally preserved until they pass the time for things being outlawed, and then we put them out of the way. Q. Would it have required Mr. Harlan's indorsement on the check to CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 101 procure the money — A. I presume so. We seldom give checks except to order. By Mr. HOAR: Q. You have spoken of "' we" and "the office" in connection with -this check. What do you mean by "we" and "the office "- A. I was away most of the time, and I gave Mr. Crane a power of attorney -to sign my name to checks, transfers of stock, and notes. When I say "' we" I refer to Mr. Crane, for I do not know whether he did it or I did it. Sometimes he signed his own name to checks and sometimes my name, according to the bank they were drawn on. Q. What office do you refer to — A. My own private office. Q. Was your private office kept in the office of the Credit Mobilier, or the Union Pacific Railroad office?-A; It was in the room adjoining. Q. Were these connecting rooms — A. Yes. Q. Did Mr. Crane at that time receive from you a compensation for services rendered to you in your private capacity?'-A. Hle did. Q. What was the character of Mr. Crane's employment by you?-A. He had been my confidential man for fifteen years, and for ten years had had a power of attorney to sign checks. By the CHAIRMAN: Q. At what salary? —A. I do not recollect. He keeps my cash account. Q. What salary was he getting from -the Credit Alobiliier -A. I do not know. Q. Who solicited this $10,000 from you? —A. It was given voluntarily on my part for election purposes. It was in two checks of $5,000 each. I cannot tell what time intervened between them. Q. You yoluntarily sent them to Mr. Harlan, without any. solicitation from any party?-A. Previously to that Mr. Harlan had said to me, ".Cannot you do something for the election in Iowa?" I had been in Iowa for fifteen or twenty years, and had a large interest there. Q. What was your purpose in sending this $10,000 to Iowa.-A. As,a personal friend of Mr. Harlan's. Q. Was-it your purpose to aid him by that means in being elected United States Senator?-A. It was to aid in carrying the State election. I supposed that if he wanted to be elected to the Senate he would get the nomination if he could. I would have liked to see him elected United States Senator. Q. VVas not that the motive -A. I did not tell him so. It may have had some influence with me. Q. Was not that the leading motive that influenced you to do this thing, so far as you were concerned — A. I had large interests in Iowa, and they were rather crowding us there on some questions-our own party was. Q. What do you mean by;" crowding?," —A. I had some county bonds which I had had for some ten or fifteen years, and they were repudiating them; and there were a variety of other matters there on which some of the candidates for the legislature had been opposing us. We had even gone so far as to carry the matter into the United States,courts, and had the commissioners arrested for not levying taxes to pay those bonds. There were considerably lively times there. These pebple who were opposing us lived on a rival line from ours. I do notmaean rival to the Union Pacific road, but another road in which I was interested. 102 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. So your purpose was to influence his election in sending this $10,000?-A. Certainly. Q. Then, to come back to the question which I asked you, were you not prompted in sending that money by a desire to have Mr. Harlan elected to the Senate of the United States? —A. I would like to have seen him elected, and I presume that had an influence on me. Q. Was that the leading' motive?-A. Perhaps it was, except that I am a personal friend of iMr. Harlan's. Q. Was it not your intention by that means to aid in securing that election to the United States Senate and aid in carrying the State 0 I would like to have a direct answer to the question.-A. That was one of the objects, undoubtedly. Q. Was not that the principal object?-A. I cannot say that it was the principal one. I was seeking to defeat some other parties who were candidates for the legislature. Q. You did expect by that means to influence the election of a Senator to the United States Senate? A. He could use it in that way if he chose. By iMr. SHELLABARGER: Q. Was it before or after the election of members to the legislature?A. It was at the time they were canvassing the State. I knew that Mr. Hoxie and some other parties were fighting Mr. IHarlan, or rather were working for other parties, and I presume that that knowledge had some influence on me. By the CHAIntRMAN: Q. The State of Iowa was a pretty strong republican State, was it not — A. It was republican, IL believe. Q. Then there was no particular motive in sending that money to carry it for the republican party? —A. It was to assist in local elections. I assisted in one case for republicans and in another case for democrats, in cities that were not far apart, simply to get good local men. Q. What were you driving at in that?-A. I was trying to influence local elections-town elections. Q. Why did you interest yourself in those local elections?-A. I had a larger interest in that place than I had in New York. Q. Why did you want particular men elected to office?-A. I did not want any particular men elected. I wanted good men elected. I never named a candidate. 3My friends would come and say to me, "' Here, we have got good men for candidates, and you must help some," and I would help as far as I felt I was able. If we found candidates who were in favor of repudiating these bonds, no matter what political party or side they were on, we went against them. That was the principal thing that we looked out for, to compel these different counties to pay their bonds, which were ten years past due. Q. Can you tell me, now, what your main motive was in sending this $10,000 to Mr. Harlan?-A..I cannot answer any plainer than I have done. I desired to see him elected to the United States Senate. I sent it out of friendship to him. That was a larger motive than anything else. Q. You say you paid this money out of your private purse?-A. Yes. Q. Did you ever claim to have that money refunded to you out of the Union Pacific Railroad Company or Credit Mobilier?-A. I never asked such a thing. Q. Did you ever present a claim to the officers of the Union Pacific Railroad Company for expenses incurred by you on account of that road, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 103 or on account of legislative or executive action in Washington, with reference to that road? —A. I have made a claim against the company that was allowed for preliminary expenses. Q. What was the amount of that claim, and when did you make it? -A. I made it at different times from 1864. Q. Did you ever present at any time to the company a claim for a large amount of money, which you said you had expended in various ways in the interest of the road, and which the company declined to allow, but appointed a committee to investigate?-A. No, sir. Q. Was there never anything of that kind?-A. I can explain thatto you. There was an account of three or four hundred thousand dollars suspended, and it was audited by a committee and paid. Subsequently to these negotiations, another board went over the books, and put what they called a suspense-account in them, and charged a certain amount to me, two or three hundred thousand dollars. I then asked a committee to be appointed to audit that account, and a committee was appointed, consisting of MIr. Oliver Ames and Mr. Cisco, to see whether these moneys had been paid on proper vouchers. I have a copy of their report and everything here. These various sums were put in a suspenseaccount for the purpose of making all the preliminary expenses of the road to be distributed over the whole road instead of over the first; forty miles, to which they would otherwise have applied. Q. State whether there was any otheer account of that magnitude presented by you than the account you have just spoken of?-A. No, sir. Q. You say there was a committee appointed to investigate that account — A. Yes, sir. (Witness produced copy of the- account.) Q. Explain fully to the committee how this suspense-account; arose.A. It is made up of items that were paid from time to time. Q. We want to klnow the origin of this controversy.-A. I think the origin of this controversy came from a clause in the Ioxie contractL The men who had that contract had no means to go on with it, and there was a sum of $168,004) of their money back. The Credit Mobilier made a contract to assume it. At the close of the Hoxie contract the question came up as to this sum being charged back, and then came up the question of the suspense-account, as to how that sum. should be distributed in the accounts of the company. Q. What had you to do with that? —A. I had nothing to do with that. Q. But why did the company hold you in any way responsible ~ —A. That is what I never understood. But about that time we were getting into a little muss among ourselves. Q. What do you mean by a suspense-account — A. It is customary when a voucher is paid to have it charged against such and such an account; to have it charged against grading, or equipment, or somb other account. Every item goes to its proper account. But here. were items which were general expenses, and which could not be referred to any particular account. We did not want them to be charged to any particular portion of the road, bat wanted to have them distributed over the whole road, and the account was held in suspense so as to have it properly distributed. Q. Then the items came into the general-expense account — A. Yes, sir. Q. Why did the company call upon you to account for this generalexpense account, or any portion of it? Had any moneys been placed 104 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. in your hands to be used on account of the general current expenses 3A. No, sir; nothing but what went into the vouchers. Q. What had you to do with it?-A. I was the general agent of the company; I was its vice-president, and had general management of the whole concern. Q. Who had paid out these moneys on the general-expense account 3A. They were paid out by the treasurer. Q. Can you tell to whom they had been paid — A. They were paid to a great many people. Q. Had any portion of the money been paid to you? —A. No, sir; except in cases where I had advanced the money. I had loaned to the company several hundred thousand dollars at that time. Q. Where you advanced money on account of the company, that portion of the general expenses went to you — A. Yes. I Q. Were there any moneys paid out by the treasurer or assistant treasurer on vouchers which were issued by you?-A. If I paid the money and vouchers properly authenticated, the treasurer paid the money back to me. Q. Did you draw on the treasurer for any moneys at any time — A. 0, yes. Q. Did these moneys go to the general-expense account 3-A. Yes; -with the vouchers. Q. Then you say that out of that matter came this question of the suspended account? —A. Yes; when the company came to distribute the account. Q. Were they not calling upon you to show the account as to what this money had been paid out for, so far as you had had any connection inthe matter?-A. Simply to show that I had paid it out on proper vouchers. Q. Then they were trying to get from you such a statement as would enable them to place the moneys that you had paid out to their proper accounts on the books -A. I think that it was a matter of malice. Q. But that is what they professed to be attempting to do?-A. Yes. Q. Did you meet with that committee and explain matters to them?A. Yes, and I looked up the vouchers on which the money had been paid. Q. Did you find all the vouchers? — A. Yes; I found vouchers for everything that was allowed. The committee allowed nothing for which the vouchers were not furnished. Q. Do you know the.amount that they allowed?-A. The amount allowed is shown by the account. Q. In settling these matters with this committee did you claim anything for which you did not produce the vouchers or receipts in some form or other? —3-A. I did not claim a thing but what I showed a voucher for. Q. Do you know where these vouchers are?-A. No; they may be gone traveling. Q. Do you suppose that these vouchers can be found 3-A. I do not know; they may be with the papers of the company. Q. State whether or not, in this connection, there were any amounts of money allowed or considered that were paid out in regard to matters of legislation, or to affect executive action in the city of Washington or elsewhere. —A. No, sir. Q. None whatever 3 —A. No; none whatever. Some money was paid in employing attorneys to go on with me. I had three or four of them. Q. Did you bring attorneys to Washington 3-A. Yes. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 105 Q. What were they here for. —A. To draw the bill up; to see what was done; to reconcile differences. Q. What bill do you refer to — A. The amending act of 1864. Q. Who Were the attorneys whom you had here — A. Clark Bell, Mr. Sherman, J. B. Stewart, and Alexander Hay. We paid Mr. Bushnell for bringing on several people here. Q. For that you had vouchers?-A. Yes, for all of them. Q. You state that there was no money at all paid for which you had no vouchers, and that none other entered into this account — A. No, sir. Q. Why had you not returned those vouchers before that time?.-A. Those vouchers had been settled two years before that time and the items had gone up to another account. Q. Were the vouchers in the office of the Union Pacific Railroad Company at that time — A. They were. Q. Then what was the necessity for that committee?-A. A new board of directors -wanted to know what had been going on. Q. They had the evidence right in the office?-A. Yes-; but they did not know where to look for it in such a mass of papers. The Hoxie contract provided that $168,000 should be carried until the work was done. Q. Do you know a man by the name of J. B. Stewart? —A. Yes. Q. Did he get any of this money — A. Yes. Q. How much?-A.. I do not know how much. Q. About how much?-A. I think J. B. Stewart got one or two hundred thousand dollars, and maybe more. Q. What services was he rendering to the company in that behalf?-A. He was arranging difficulties between the Leavenworth and Pawnee Railroad and the Union Pacific Railroad. Q. Where does J. B. Stewart live?-A. In Washington. Alexander Hay also got seventy-five or a hundred or one hundred and fifty thousand dollars; I do not know how much.'Q. Both these gentlemen were acting for the committee? —A. Yes. Q. Were they lawyers by profession? —A. Yes; they are both lawyers by profession. Q. Were they not lobbying around Congress? —A. I do not know what you would term lobbying. They were about here. They were not authorized to use one dollar to influence legislation, and I do not think they ever did, directly or indirectly. Q. Those two men were here working in the interest of what company? —A. In the interest of the Union Pacific Railroad Company. Q. What services did they render to the company. Did they draw any contracts?-A. They drew many contracts and settled many claims that were in our way. In order to get the bill passed, we had to settle the claims of the Leavenworth and Pawnee Company. I recollect one instance where Thaddeus Stevens, who was the chairman of the Pacific Railroad Committee, insisted upon the section in the bill that would compel the presidents of the companies to malje affidavit before receiving any Government bonds that the companies were out of debt. Finally I came to Mr. Stevens's house with Mr. Hay, and Mr. Stevens explained that the affairs of the Leavenworth and Pawnee Company were in such a condition that it was questionable in his mind whether the debts which they had contracted would not be liens upon the road ahead of the Government liens; and he would not consent to put anything in the bill that would enable us to get the Government bonds so long as there was the least shadow of doubt as to the Government 106 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. being secure. He recommended us to arrange our affairs anmong ourselves, so that everything might be all clear. Q. Who is Mr. Hay?.-A. I think he lives in Providence, Rhode Island. I think he is in the city now. Q. How long were those men engaged in this business before you finally got it closed up?-A. I think they were engaged six or seven months here, and four or five months afterward. Q. Then they were engaged in all about a year? —A. Yes; as much as that. Q. How much nmoney did Mr. Stewart receive?-A. I cannot say. I should think between two and three thousand dollars. Q. Did you pay him that money for his services in that behalf?-A. Yes; and for arranging with these other corporations. Q. Was Mr. Stewart arranging money claims between these corporations? —-A. Yes, sir. Q. When he arranged a money-claim between these two corporations; did you put the money into his hands to pay it?-A. I gave him the money to pay.it. Q. Why did you not pay it yourself?-A. I did not see the parties at all. Sometimes they would come with claims that they had a large anrount of stock in the Leavenworth and Pawnee Company, and they had the idea that the road was to go through the Indian lands, which were immensely valuable. They claimed also that they had a right to go-through the lands of the Northern Pacific Railroad Company, and they would not withdraw their objection to the bill that was pending until we made arrangements with them. Q. How much did Mr. Hay get?-A. I do not know. I think over $100,000. Q. Did he use it in the same way -A. Yes; lie and Mr. Stewart used the money for the same purpose. In some instances they had to buy stock of this Leavenworth and Pawnee Railroad. Q. When they had arranged claims and paid them, did they take vouchers for the moffeys they had paid — A. They rendered the bills to me. Q. Did they take vouchers for the money which they had paid — A. I would authorize Mr. Stewart to arrange with these parties for so much money, or so much less than the amount I would fix as they would take. When he had accomplished the arrangement he would render me the bill. Q. Did you give him the money and paid these claims? —A. I gave the money to him. Q. Did he take vouchers when he paid over the money? —A. I do not know as to that. Q. Then you do not know whether the claims were ever settled or not — A. 0, yes. Q. You do not know whether those parties received any money? —A. I know that some of them did. Q. No voucher was ever returned to you by Stewart or Hay, showing that they had paid over the money — A. I think there were vouchers returned in some instances, but I do not recollect about them. Q. Were those vouchers which came through the hands of Hay and Stewart returned to the Union Pacific Railroad Company's office?-A. All the vouchers that I had were submitted to the committee, and approved and paid, at a time long before this suspense-account was investigated. Q. I find here, at the beginning of this suspense-account, an item of CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 107 $44,549.45 on the 1st of August, 1864. Can you tell what that was for eA. That was probably made up of a good many items. The vouchers were all approved. Q. Was it your vouchers that were retuirned?-A. The vouchers on which the money was paid. Q. When you paid money over to Stewart and Hay, what vouchers had you?-A. I think they were drafts on me. Q. Did you get any receipt — A. The draft was the receipt. Q. I find in this account only one item to Alexander Hay of $4,000, and I find no item charged to Stewart at all.-A. In taking the accounts they would just charge them to me. Q. Why would they charge them to you?-A. Because the money was paid upon vouchers that I furnished. I advanced the money; the company had not funds, and I had to advance the money, and I returned the vouchers to the company. The reason why MSr. Stewart's name does not appear there is that I gave him drafts. He had one draft for $60,000. Probably the last installment of the draft to MIr. Hay was paid at the office, and that may account for the $4,000 being charged to him directly. Q. I find one item here on December 29th, 1865, of $112,000, charged to T. C. Durant. Do you know what that was for — A. Yes; that was on an agreement made with these other parties in regard to bonds. The agreement which Stewart made was with the Leavenworth and Pawnee Railroad Company; it was for $200,000 worth of bonds, but the amount was not to.be paid until some two or three hundred miles of the road was completed. At the time we made these contracts I did not like these obligations to be out, and I found that I could take up that agreement by allowing the friends of the Leavenworth and Pawnee Road $120,000 of their own first-mortgage bonds. I bought the bonds and settled the item in that way. Q. And this item of $112,000 is all on that account? —A. Yes. Q. On the 30th of March, 1866, there is an item of $50,000,' Special Committee;" on what account is that — A. That was on the same account. Q. What was it for?-A. In settlement of the same thing. Some of this was really payable in the thirty per cent. stock of the Union Pacific gRailroad Company. Q. There is another item, on May 10th, charged to Special Committee; what is that for. —A. They were all on the same account. I always called these " Special Committee" accounts. Q. Was that not a sort of aggregation of money paid out in one way and another? —A. Yes, it is an aggregation of preliminary expenses. Q. Had there not been a great deal of controversy about these things before this resolution was adopted?-A. Not at all. It was brought up for the committee to examine. I said to the board of directors, " You can go back and examine what was done three or four years ago; I have no objections to your appointing a committee." The only men whom I knew to be very anxious about it were Mr. Alley and Mr. Ames. I asked Mr. Ames what he wanted by going over these accounts again. He said he wanted to know what members of Congress had been paid. I asked him what did he want to know that for-that I was not in the habit of paying members of Congress. He said that if I had paid members of Congress, he wanted to make them do what they had promised. Q. What was the date of that conversation with Mr. Ames?-A. That was at the time the time that they were pressing the examination of these accounts. 108 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Before this matter was investigated?-A. Before it was investigated the second time. Q. Repeat that statement by Mr. Ames.-A. He was asking about the items of these accounts. Q. And what did you say to hini?-A. I said that they had been examined by a previous board and settled; that they had been passed upon and paid up. He said he wanted to see what they were paid for. I said, " What do you want to find out about?" He said, " I want to find out if you paid any member of Congress." I said, 1"What do you want to know that for?" He said, " To make them pay back if they do not go straight," or something of that kind. I do not suppose that he meant it in earnest. By Mr. SWANN: Q. What did he mean by the remark, " If they do not go straight?"A. I suppose it was a mere jocular remark. By the iHAIRMAN: Q. When was this?-A. Prior to this examination. Q. How long prior to it? —A. It may have been three months or six months. Q. What was the date of the examination?-A. The resolution appointing this committee to make the investigation was adopted on the 4th of January, 1867. Q. Was the conversation of Mr. Ames prior to that date?-A. Yes, sir. Q. How long prior? —A. I cannot say. Q. Do you mean that it was within a few months, or a few weeks prior?-A. Within a few months. Q. So that before this resolution was adopted, there was controversy about this matter — A. 0, yes. Q. And somebody was calling on you for an explanation? — A. Yes. Q. I will read this resolution to you as a part of the question: " Resolved, That Oliver Ames, president pro tem., and John J. Cisco, treasurer, be a committee to inform themselves in regard to the details of the so-called suspense-account of this company; also, to audit any further claims on this account; and that their statement to this board, that the facts in the premises are satisfactory to them, shall end all further discussion, and that the accounts shall be closed and charged to construction." I ask you to state if there was any special reason why that resolution was put in that particular form; and if so, what it was,.-A. I do not know; they had their own ideas about it; but I do not know what they were. Q. But there was discussion there?-A. Yes. Q. Why was it provided in that resolution that the statement of these two committee-men to the board, that- the facts in the premises were satisfactory to them, should be final? Why was it put in those terms?-A. Probably to cover the authority for payment. Some of the stockholders might raise a question whether we had a right to do anything but build our own railroad. We were in negotiation between rival roads. Q. If there were vouchers there showing on what account the moneys had been paid, what was the necessity for such resolution as that?-A. With the mass of papers that had accumulated for four years, it would CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 109 be great trouble to find vouchers, unless they were put away for a special purpose. Q. WVere there any larger number of vouchers than there were items in the accounts — A. 0, yes. Q. Do you know any reason why all the vouchers were not itemized in the account? —A. Simply because they took the check, which may have been paid for a dozen vouchers at the time. That account is simply the date when the check was given to me. Q. State, according to your best knowledge, information, and belief, whether or not those two checks that have been spoken of as having been sent to Senator Harlan are embraced in any way in this account?A. They are not embraced in this account.. Q. Were they ever embraced in, any other account that was rendered?-A. They were not. Q. Were they brought before that committee, and rejected by it?-A. No, sir. I was asked a question about these checks, and I told them that they were my own private money, and that I did not present them for payment. I was asked whether my account embraced those checks. Q. Who asked you that question? —A. Some member of the committee. If I had presented the checks they would probably have allowed them. I said, "No; I have no claim to present, for those checks are mine." Q. How (did that committee know anything about those checks; how did they find out that you had paid out of your own private resources $10,000 to Senator Harlan?-A. I do not know; they appeared to know it. It was no secret in the office at all. Q. Were the members of this Credit Mobilier in the habit of inspecting your private bank-accounts; did they have they haveaccess to your private business? —A. No, sir. Q. Then how did it happen that they knew of those two drafts for $5,000 each?-A. I do not know. It had been talked of before them, I suppose. I think that Mr. Alley, or somebody, saw Mr. Crane drawing the checks. Q. Did they call upon you then to know whether or not you had embraced those checks in your account? —A. I think I showed the checks, and I said,;" Gentlemen, anything I have done in that way I have done myself, and I do not ask you to pay it." I recollect saying that in the committee-room. Q. Did they make inquiries of you with reference to these two checks at the time that this account was stated?-A. I do not recollect that they did. Q. It was talked about?-A. I spoke of it myself. I recollect saying that I did not charge for anything which might be regarded as paying for influence. Q. And you think you showed the checks at that time?-A. I think I showed the checks; there was no secret about these checks at all. Q. Why should that matter have come up, when you were simply settling an account for which vouchers had already been filed in the office?-A. I do not know, except that it came up in general conversation. By MIr. SHELLABARPGER: Q. The vouchers covered everything in the account — A. Yes, sir. Q. Then how could the question have been properly asked, whether the checks were in the account, when you had already vouchers that covered everything?-A. I think these checks were in 1865. 110 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. That must have been before that account, or else they could not have been talked of V-A. Yes. Q. State whether, at the time you gave those checks, Mr. Harlan was Secretary of the Interior — A. He was Secretary of the Interior, but whether he was so then or not I do not know. I had not been in Washington for some time before. Q. I hold in my hand what seems to be part of a record in the Supreme Court of Rhode Island, in which Isaac P. Hazard and others were plaintiffs, and T. C. Durant and others defendants. What was the claim in the bill in that case against you — A. I do not know. They claimed all these moneys in that bill. Q. The moneys in the suspense-account? — A. Yes, and everything else, I guess. Q. The object of the suit was to compel you to account for certain moneys which they claimed you had failed to account for — A. That suit was not by the directors, but by the stockholders, and they made the affidavit on information and belief. Q. The question is, what was the object of the prayer of the bill in chancery which I have named to you in this case V What did it ask you to account for?-A. To account for all the items of money in the bill. I never went through it myself, and cannot tell what they are. Q. And that includes what is called in this record the suspense-account?-A. Yes. Q. I find under the head of statement of suspense-account a footing up of $435,754.21, and in that aggregate are included those items to which your attention has been called by the chairman; one of them $112,000, and various other items of large amounts. Now, the question I desire to ask you is, whether you exhibited to the parties in interest adverse to you vouchers in writing which covered all the moneys, and accounted for all the moneys which they sought to charge you with in this matter — A. I exhibited vouchers to the committee that was appointed. Q. Written vouchers?-A. Yes, sir. Q. Did those written vouchers all purport to be vouchers from third persons, or was part of them your own statement of payments made by you — A. I think that they were all written vouchers, with the exception of my bill for traveling expenses, amounting to two or three thousand dollars perhaps. Q. Then your answer is that everything thus charged against you here was accounted for by you, by vouchers from third persons, excepting only certain traveling expenses of yours which were accounted for by you on your own statement — A. Yes, and money paid to third persons. Q. Then there was a portion of this account for money paid to third persons, for which you produced no receipt V-A. I produced their draft or receipt. Q. Then there was no money paid to third persons for which you did not produce drafts or receipts, or some paper from third persons, showing that you had honestly paid the money — A. No, sir. Q. The only exception to that is, that there were certain traveling expenses, for which you presented your own statement — A. That is my recollection. Q. So that everything was accounted for by you in one or other of those two ways, either by papers from third persons — — A. Or bills of my own in writing. Q. And those bills only included your own personal expenses?-A. Only my own personal expenses. There were no bills for salaries. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 111 Q. Was there anything in that account which you presented, and for which no papers from third persons were presented, except your mere traveling expenses'-A. I think there was nothing else. Q. There were no moneys paid to third persons for which receipts or vouchers of some sort were not produced? —A. No, sir. They were produced in the form of bills or drafts. Q. If that were true, this dispute could have been settled by a simple inspection of papers, except only as to your traveling expenses. Is not that so? —A. It was settled in that way. Q. Why, then, any serious dispute about your account, provided you produced papers showing that you had paid the several items charged?A. Because some of these bills from Mr. Stewart and Mr. Hay were pretty large and some of the new directors wanted to get the details, which I could not always give them. Q. Then these receipts which you produced from third persons were sometimes statements of your sub-agents or employes, for moneys which they had disbursed.?-A. Yes, the majority of them were. Q. Were these vouchers accompanied by other vouchers, showing that these agents had properly paid out the money?-A. I cannot answer as to that. Q. Can you tell the committee whether those moneys that were disbursed by these men were not, some of them at least, disbursed for the purpose of procuring or influencing legislation? —A. I do not believe there was a dollar. Q. Can you swear to the committee that these men did not disburse portions of this money for the purpose of influencing legislation?-A. Not a dollar, to my knowledge. Q. Have you any knowledge on the subject?-A. They reported verbally what they were doing. Q. Did they report to you and show you places where that money. was all legitimately expended, and not for the purpose of corrupting legislation? —A. The gentlemen are here and can speak for themselves; I was satisfied at the time that they did not use any money for that purpose. Q. Did they present to you at any time such papers or other evidence as satisfied you that this money was all expended by them legitimately?A. They might cheat me on some things, but I do not think they did. Q. The question is whether they presented to you such papers and showed you that the money had been legitimately expended, and that none of it had gone for the purpose of corrupting legislation or the executive officers of the Government? —A. They presented me such accounts as I was satisfied with at the time. By MJr. HOAR: Q. Did those gentlemen give you a single written voucher of their expenditures — A. They did. Q. Where are those vouchers now s —A. I do not know. Q. Did youi put those vouchers into the possession of the Union Pacific Railroad Company? —A. I think so; they were in the office. Q. Did they give you vouchers for the full amount of their expeuditures? —A. No; they only gave me their own vouchers; they did not give me vouchers in all instances from the parties whom they paid. Q. What did you say was the entire amount that they expended?A. Two or three hundred thousand dollars. Q. By whose direction or procurement were those gentlemen employed?-A. By mine. 112 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Entirely? -A. Yes. Q. Did you know them personally before?-A. I do not know how long before; I think they were introduced to me by Mr. Bell. Q. Is that all the knowledge you had of them?-A. I cannot say how long I had known them.. Q. How came you to employ counsel resident at Washington, for the purpose of dealing with those northwestern railroads?-A. Because all the parties were here. I bought one-third interest in the road before I could accomplish what I wanted, and I think I expended nearly $500000o. All the parties were from Kansas. Q. And you employed a lawyer in Washington to whom you had been once introduced?-A. Yes. I was here seven months with them myself. Q. I ask you again if you received from this gentleman a single, written voucher of expenditures?-A. Yes, sir. Q. Did you receive vouchers for the full amount he expended e-A. I received vouchers for the amount. Sometimes the vouchers were in, Leavenworth and Pawnee stock. Q. Where are those vouchers now?-A. I think they are'with the other paper. Q. Did he bring you the receipts of persons to whom he had paid out that money?.-A. No, only in a few instances; for most of them I took his own voucher. By the CHAIRMAN: Q. Had the company regularly appointed attorneys who were doing; its business? —A. Yes, sir. Mr. Bell was here with me. Q. How long after you were first introduced to these two men, whom you have named, was it before you employed them in this matter?.-Ao, I think I had seen ir. Stewart two or three months before. Q. Had you ever known them as lawyers before the time when Mir. Bell introduced thetm to you?-A. I knew of them as lawyers. Q. Where are the offices of these attorneys — A. MSr. Stewart has an, office in this city and one in New York also. Q. Where is Mr. Hay's office — A. I do not know whether Mr. Hay has an office in Now York or not. He was -a lawyer in those GoodyearIndia-rubber suits. Q. Was it the settlements of accounts that these men were engaged, in, on account of which you paid this large amount of money?-A. They can explain that better than I can. That Leavenworth and Pawnee road had been first in the hands of Sloan and then got into the hands; of General Fremont, and there weff several claims and obligations and suits commenced that might be ahead of the Government bonds asliens upon the road, and we were obliged to get these out of the way.. I know that I paid for'that purpose just about one-fourth what I supposed I should have to pay. Q. Who were the individuals with whom Hay and Stewart were dealing in making these settlements and arrangements?-A. Samuel Hal — lett was here. He is dead now. I do not know who represented Mr._ Fremont. I think there were other attorneys also paid. I think we paid Mr. Stanton and Mr. Latham. By Mar. SHELLABARGE R: Q. You have been asked whether any money was ever paid to influence, legislation or executive action by the Credit Mobilier, or by any of its officers or stockholders. I now ask you whether you know of any being: CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 113 paid by the Union Pacific Railroad Company, or any of its officers or stockholders?-A. I do not. Q. Did you ever go to Washington with Mr. James Brooks to aid in getting him appointed Government director of the Union Pacific Railroad Company — A. -No; I do not think I ever did. I do not think I came myself. Q. Who did come instead of you? -A. No one that I know of. I suggested that we ought to have one democrat on the board. By the CHAIRMAN: Q. Do you know one Andrew J. Poppleton, of the State of Nebraska — A. Yes, sir. Q. Do you know of his having been a candidate for Congress — A. I do not. Q. Did you never hear of his running against the present member from Nebraska, Mr. Taffe? —A. I do not know that I did. Q. Has he not been in the employment of the Union Pacific Railroad Company out there?-A. Yes, sir. Q. How long was he in the employ of that company?-A. I think the company employed him as an attorney to look after land matters and right of way in 1864. Q. And how long has he continued in their employment?-A. I do not know; I have not had anything to do with the company since 1869. Q. Did he continue np to 1869?-A. Yes, sir. Q. Do you know of any money being furnished to him by the Union Pacific Railroad Company or by the Credit Mobilier, or by anybody connected with those companies, for the purpose of aiding him in the race for Congress?-A. I do not know of a dollar. ~Q. You never furnished him with any yourself — A. I never furnished him any m yself, and there was never any furnished to him by my orders. Q. You were asked a while ago whether or not any member of Congress was employed as an attorney for the Credit Mobilier, and you answered that General Butler was there on one occasion. Do you know of any other member of Congress ever having been employed as an attorney of that company — A. I do not recollect any. By Mr. SHELLABARGE R: Q. It has been stated that General Butler was engaged as counsel of the Credit Mobiliex, at an annual salary of $6,000.-A. That is the first I ever heard of it. Q. Then it is not true? —A. Not to my knowledge; but I have had nothing to do with the Credit Mobilier since 1867. By the CHAIRMAN: Q. You were examined yesterday in reference to the Hoxie contract and the Ames contract; and you spoke also of the. Davis contract. State at what point on the road the Ames contract began.-A. At the hundredth meridian, between 246 and 247 miles from Omaha. Q. And extended westward how far P?-A. Six hundred and sixtyseven miles. Q. At the time that contract was entered into, how much of that road had been constructed west of the hundredth meridian? -A On the 16th of August, 1867, the day the resolution was passed by the board, authorizing the contract to be made with Oakes Ames, there had been 188 miles constructed. ~ Q. What was the date of the assignment of the contract to the trustees of the Credit Mobilier. —A. It was on the 16th of October, 1867. 8 c 114 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. How many miles of road had then been completed west of the hundredth meridian? —A. Two hundred and thirty-eight miles. Q. Then the Ames contract covered 238 miles of road that had been already constructed — A. It assumed the existence of all contracts. Q. What was the purpose of giving Mr. Ames a contract to build a road which had already been built?-A. If he had not taken from the hundredth meridian west, including the light work, he would have demanded a higher price for the heavy work. This 238 miles was pretty easy work, and it was averaged all the way through that it would take so much to build the road. Q. But what necessity was there for letting the contract and building a road which had been already built? Why did not the company at once let the contract for road which had not been constructed?-A. There was a, variety of reasons-among others that the stockholders of the Credit Mobilier had increased their capital, and loaned to the Union Pacific Railroad Company in anticipation of getting the contract, and they demanded that they should have some interest in the contract. Q. Had any profits been made on the construction of those 238 miles of road west of the hundredth meridian at the time the Ales contract was made? -A. I have no statement to show that there had been. I do not know that there had been. Q. Had that 238 miles been paid for by the Union Pacific Railroad Compa,ny?-A. It had been paid for at its cost. Q. What was that cost?-A. A portion of it was built very cheaplyat about $27,500 a mile, including the equipment. Q. And the balance of it-what did it cost?-A. I cannot tell. Q. Can you not give the whole cost of these 238 miles — A. No; I have no figures. Q. When you let the Ames contract you let it at a greater price than these 238 miles had already cost?-A. Yes, sir. Q. At the times of the Ames contract did you know what these 238 miles had cost? —A. We could not tell the precise cost then, because it was in Nebraska, and it took thirty days to get reports from there. Q. Did yoti know about what it cost e?-A. Yes, sir; about. Q. Then, when you made the Ames contract and extended it over tlese 238 miles, why did you make it for more than the work had actually cost?-A. The price paid Mr. Ames was more than the actual cost. Q. How much more on this 238 miles?-A. I should think two or three million dollars. Q. Give your nearest estimate.-A. I should say from two and onehalf to three million dollars. Q. Then, if I understand you, you gave Mr. Amies a contract for the construction of 238 miles of road, at a cost to the Pacific Railroad Company of between two and a half and three million dlollars more than the work had actually cost?-A. Yes; for that portion of it. By Mr. HOAR: Q. At the time that the Ames contract was made, do I understand that this portion of the road had been built, paid for, and was the prop.erty of the company, without further obligation to anybody? —A. Yes, sir; I think most of it had been accepted by the Government; but the Pacific Railroad Company was owing some money upon it. Q. VWhen they put that 238 miles into,,the Ames contract, at a price several million dollars above its cost, as a road to be built, it had already been built, paid for, and was the property of the company, with CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 115 out farther obligation to anybody. Is that the fact?-A. I cannot say that it had been all paid for; the company was probably owing the contractor something. By the CHAIRMAN: Q. At all events the obligations of the Union Pacific Railroad Company for the construction of the road were increased between two and one-half and three millions of dollars by the Ames contract — A. Yes, sir; on that portion of the road. Q. At that time cars were running over it regularly?-A. Not regularly; they were running construction-trains over it. Q. Before this Ames contract was made the Credit Mobilier had already declared two dividends of 6 per cent., or one dividend of 12 per cent. for the two years U —A. Yes, sir; I think so. Q. These 238 miles of road hhd been built under the auspices of the Credit Mobilier before the Ames contract, had it not? —A. No; it was built by the Union Pacific Railroad Company under the Boomer contract, a great portion of it; then the Union Pacific Railroad Company assumed it themselves. Q. So that it really belonged to the Union Pacific Railroad Company at the time the Ames contract was made? —A. Only about 100 miles of it was; the Union Pacific Railroad Company passed a resolution authorizing the officers of the company to go on as fast as possible, making all their contracts subject to any future general contract that should be given. Q. Then the Union Pacific Railroad Company completed these 238, miles under its own auspices — A. Yes, sir. Q. And the Credit Mobilier had no interest in it up to the time the Ames contract was made; is that so?-A. No; it had no interest in, the contract; it claimed that it had; but the Union Pacific Railroad Company claimed that it had not. Q, After the Credit Mobilier declared that dividend of 12 per cent., what was its stock worth, up to the time the Ames contract was madey?. — A. I should think from 85 to 95. Q. What assets had the Credit Mobilier after that dividend of t'per cent. was so paid e?-A. I am not positive; I was not in the direction at' that time; but I think it had eight hundred or one thousand acres of land near Council Bluffs. It had some Union Pacific Railroad stock, and it had claims against the Union Pacific Railroad Company for neatly two millions of dollars. I think that was all its assets. Q. The Ames contract was transferred to the trustees of thte stockholders of the Credit Mobilier on the 15th of October, 1867. Fonom what source did the Credit Mobilier derive its means to make the dividend which was declared on the 12th of December. 1867? —A.. The Ctedit Mobilier made no dividend then; it was a dividend made by the trustees from the profits of the portion of the road completed to January, 1868. Q. These trustees never had existence as trustees until the Oakes Ames contract was transferred to them?-A. No, sir. Q. Then their existence began on the 15th October, 1867 — A. Yes, sir. Q. And on the 12th of December, 1867, these seven trnstees-declared a dividend to the stockholders of the Credit Mobilier, which- has been already given in evidence — A. Yes, sir. Q. That was a little less than two months after they took the assign> ment of that contract?-A. Yes, sir. 116 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Prior to the 15th of October, 1867, these trustees had no assets out of which to declare dividends?-A. The trustees had no assets. Q. Then, from what source did they get this Union Pacific Railroad stock and these first-mortgage bofids, out of which to declare their dividends?-A. The contract assigned assumed all existing contracts on the road and all liabilities of the company, and it gave them the profits that had been earned on the construction from October, 1866, to Decemberi 1867, as embracing the portion of the road which was constructed at that time. Q. To strip this thing of all verbiage 4nd circumlocution, is it not the fact that the difference between what these 238 miles had cost the Union Pacific Railroad Company and the amount which it was let for under the Oakes Ames contract composed the assets out of which this dividend was declared — A. It did, certainly., Q. You call it profits; is it not just simply the increased price that was paid under the Oakes Ames contract over the cost of construction -A. Yes, sir. By Mr. HOAR: Q. Suppose that contract had not been made, the property that was then divided would have remained the property of the Union Pacific Railroad Company, would it not?-A. Yes, sir. Q. So that the first thing that these trustees proceeded to-do after they were organized was to take what property the Union Pacific Railroad Company had on hand and divide it among the stockholders of the Credit Mobilier as their first act, did they not — A. Yes, sir, to answer the question directly; but it strikes me as hardly fair to the company to stop there. As I said before, Mr. Ames never would have got the contract for that 247 miles only as he took the contract beyond, where we were doubtful about succeeding. By the CHAIRMAN: Q. The dividend that was paid was declared on the 12th of December, 1867, two days less than two months from the time the trusteeship was created. That dividend was 60 per cent. in the first-mortgage bonds of the Union Pacific Railroad Company and 60 per cent. in the stock of the Union Pacific Railroad Company, was it not? —A. Yes, sir. Q. The capital stock of the Credit Mobilier was then $3,750,000 — A. Yes, sir. Q. The aggregate of the dividends declared on that occasion was $2,250,000 in first-mortgage bonds and $2,250,000 in the Union Pacific Railroad stock. These bonds and this stock, thus divided, were derived from the Union Pacific Railroad Company, on account of the extension of the Ames contract over these 238 miles. Is that so - A. Not altogether; because at that time there were over 500 miles completed. At the time the dividend was made there were 537 miles completed. Q. Can you tell me then, whether there are any means by which you can give me the amount which the construdtion of that road had cost. -A. I cannot without going over the monthly estimates. Q. From what sources can we get the information? —A. From the contractors' pay-rolls and the measurements of the work on contract. Q. Where would these be found — A. They ought to be in Boston, or perhaps in Omaha. Q. In the office of the Union Pacific Railroad Company — A. Yes; CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 117 they should be in the office of the Uuion Pacific Railroad Company. Very likely they were submitted to the trustees at the time. Q. When was the Davis contract?-A. On the 1st of November, 1868. Q. State what was the understanding at the time that contract was made, as to its performance. Was it understood at the time that it was to be transferred to the Credit Mobilier or to' any other corporation or board of trustees?-A. It was to be transferred to the same board of trustees. Q. Was that the understanding at the time the contract was entered into between you and Davis — A. It was the understanding that Davis would transfer it, or that they would relieve him from all responsibility. Q. Did he afterward transfer it, pursuant to the understanding between you and him?-A. Yes, sir. Q. Is this a copy of the transfer?-A. Yes, sir. (The contract and transfer were put in evidence.) Q. Then the effect of that arrangement was simply to extend the Ames contract over the uncompleted portion of the work — A. Yes, sir. Q. And to put it into the hands of these seven trustees who were named in the assignment of the Ames contract? —A. Yes, sir. Q. State now, whether, under the contract, those trustees proceeded, to build the balance of the road.-A. They did. Q. Can you give the cost to the company?-A. I cannot give the whole cost of the whole road. I can giv.e the cost up to a certain point-up to the point the last dividends were made. In answering the question relative to the cost of this road and the amount that was paid on those dividends on the portion of the road that was built before Mr. Ames took the contract, I wish now to say that in the estimate on which those dividends were paid was also included a large amount of work done ahead of that-iron, ties, &c.-amounting probably to two or three millions dollars. Q. State whether or not a question arose about the 25th of February, 1869, in regard to payments that had been made on account of construetion. —A. There had been large payments made, and the question came up as to what authority there was for making them. Q. Then a question did arise — A. Yes. Q. ~What did you do in reference to that matter; did you offer any resolution in regard to it?-A. I offered a resolution for the treasurer to report the authority. Q. Will you please read that resolution, so that it may be made a part of your testimony?-A. I will read from the record of the executive committee: "O NEW YORK, February 25, 1869. " On motion of Mr. Durant, " Resolved, That the treasurer report to this committee the authority on which the check for $50,000, dated July 23, 1868, was paid; also whether there is any deficiency in the cash or bond account of the company; the authority on which the payment of $11,000,000, or thereabouts, was made to contractors in January, and also an explanation of the check of $3,000 said to have been given for a commission on a loan which was not obtained." Q. Was that resolution adopted — A. Yes, sir. Q. What was the result of it I-A. There, was a report. Q. Did the treasurer make a report — A. The treasurer made a report. 118 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Have you that report — A. I have a copy of it here, and will farnish it to the committee. Q. Was any further action taken in regard to this matter or anything connected with it, -A. The report was made by authority of the committee, and was accompanied by a copy of the chief engineer's report. Q. I will ask you to state whether you made a protest on the 4th of March, 1869, and caused it to be entered on the books of the company; and, if so, I will ask you to read it, so that it may go in as a part of your evidence.-A. I made a protest of that date, and submitted it to the board March 9, 1869, as follows: "NEW YORK, March 4, 1869. "To the Executive Committee of the Board of Directors of the Union Pacific Railroad. " GENTLEMEN: I learn that while I was absent on business of the company payment was made to assignees of the Oakes Ames contract, out of the funds of the company, for construction or equipments, or both, on the line of the road west of the 667 miles mentioned in that contract. As no assent of the stockholders to any contract or the extension of any contract west of 667 miles has been obtained and no authority exists for said payment, I protest against tihe same, aid demand that all such payments, if made, be recalled and the sums so paid be restored to the company." Q. Did you find that payments had been made of the character indicated in your protest?-A. Payments had been made. Q. Do you know the extent of the payments? —A. I do not know the exact extent of the payments. I could not tell. Q. About how much? —A. Several hundred thousand dollars. Q. What was the result of your protest?-A. The assent of the stockholders was procured, I think, to the Davis contract, and that being assigned to the same parties it was adjusted between themselves. The company was not the loser by it. The protest was on the ground that there was no contract made, and could not be until the approval of the stockholders was obtained. The funds belonged to the company and were not to be paid to anybody except for construction. Q. You say that the money that was paid was afterward adjusted on the settlement of the Davis contract.-A. Yes, sir. Q. To whom had that money been paid? —A. To the trustees. Q. These trustees, then, had been going on and drawing money on this 667 miles before the Davis contract was made?-A. Yes, sir; before it was approved by the stockholders. The trustees went on with their men and tools to complete the road. Q. I was interrogating you a little while ago in regard to the extension of the Ames contract from the one hundreth meridian for 667 miles west when 238 miles had already been completed; you commenced giving some explanation as to why that was done; if you have any further explanation to make as to the reason why you commenced at * the one hundredth meridian and ran 667 miles west, when 238 miles of the work was already done, I would like to hear it.-A. The stockholders of the Credit Mobilier had increased their capital to purchase an amount of bonds of the Pacific Railroad. After purchasing them they were to have the contract for a hundred miles of that road. That proposition embraced the purchase of nearly six million dollars of securities. It was accepted by the executive committee, and they commenced paying for the securities. The board of directors were not willing that the executive committee should make the contract without their sanction. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 119 They refused to sanction the contract, but still allowed these parties to take the bonds, as they needed the money. They paid for the bonds, and had no contract to go on. That was in 1867. When this contract was made with Mr. Ames they claimed that they should have the right to contract for the road, and it was for that reason that the Ames contract was assigned to the Credit AIobilier. Mr. Ames would not have taken the contract for the heavy work at the price he did, nor would the company have allowed him the light work that had been nearly completed, on those terms; and they proposed to make an average, and the calculation was that there would be nearly 20 per cent. profit. Q. Why could they not just as well have let this contract for the uncompleted portion of the 667 miles at a contract price, to have been agreed upon; where was the niecessity of making this thing run back over the road that was already constructed — A. Well, they had been negotiating for the construction all the time, and the resolution on their books was that all contracts should be subject to the general contract from the one hundredth meridian. Q. Why should the company make a contract for a road that had already been constructed?-A. They were a good deal in debt, and it required a good deal of outside aid. Notwithstanding these contracts were made, notwithstanding this road was built, the parties interested in these contracts were borrowing money to keep them up. Q. How was the Union Pacific Railroad Company to receive any advantage by handing over its means to pay the debts of these trustees and then p~aying an additional price -for the construction of the road?A. Under the Oakes Ames contract they secured at once means enough to construct their whole road, which it was doubtful could have been otherwise done. The Oakes Ames contract provided that the money they realized from the bonds should be paid, and beyond that the contractors should subscribe for stock enough to complete the whole thing. That insured the completion of the road. Q. The company, then, could not make a contract for the construction of the balance of this 667 miles, unless it would make this arrangement covering the 238 miles Y-A. They could not. Q. Those parties to whom the Oakes Ames contract was assigned would not make a contract with this railroad company, except upon condition that the company would give them the benefit on their contract of the part of the road that was already constructed — A. That was the case, sir. They would not unless the company could have shown that they could have paid for it at a much higher price. Q. Were the stockholders of the Union Pacific Railroad and the stockholders of the Credit Mobilier the same at that time? —A. I think they were, with the exception of a few who had not paid up. These did not represent more than $20,000 or $30,000 stock. Q. Have you made up a statement showing the cost of this road on the Ames contract, the Hoxie contract, the Davis contract, &c. — A. I have up to such time as included the dividends that have been made. (Statement handed in, and marked Exhibit 11.) Q. You spoke yesterday of some protest you had entered upon the records of the Union Pacific Railroad Company, and which they expunged? -A. It was a difference of opinion on matters of policy. I protested against their making contracts without the assent of all the stockholders. Q. I will ask you to state if youT know anything of Mr. Ames, after he had got his contract, and before it was assigned, making any efforts to get rid of you as a director on or manager of this road in any way?-A. I 120 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. know there was objection to making the contract without the assent of the stockholders. Q. Have you any information that he made application of any sort to persons that were interested in the matter to get you out of that institution? —A. There is that letter I have shown you. I would rather you would not bring private matters in if possible. Q. Just read that letter, so that the reporter may put it in your testimony. At this point I will ask you, in the first place, whether you are acquainted with Mr. Ames's handwriting. —A. Yes, sir. Q. Is that his handwriting?-A. Yes, sir. Q. Now read the letter. —A. I am doing this without the consent of Colonel McComb. I do not know whether it may not be a breach of confidence: " NEW YORK, September 17, 1867. " DEAR SIR: I have called on Governor John A. Andrew, and got his consent to act as one of the Government directors if he should be appointed, and it is our wish to have him. I wish you to put the matter in the hands of Judge Black, if that is the best channel to do it. I do not suppose the change will be made until October. I hope you will get everything to run smoothly on the contract. I do not think we should do right to put Durant in as director, unless he withdraws his injunction suits and submits to the will of the majority. He cannot hurt us half as badly out of the direction as he can in, and there is no pleasure, peace, safety, or comfort with him unless he agrees to abide the decision of the majority, as the rest of us do.' Very truly, yours, "OAIKES AMES. "H. S. McCoMrn, Esq." By Mr. SHELLABARGER: Q. I want to ask you a question which I believe has not been asked. By the first stipulation in the contract of August, 1867, with Oakes Ames, there is this provision: " First, the party of the second part agrees and binds himself, his heirs, executors, administrators, or assigns, to build the following-named portion of the railroad and telegraph line of the party of the first part, commencing on the 100th meridian of longitude, upon the following terms and conditions, to wit: 1. One hundred miles at and for the rate of $42,000 per mile. 2. One hundred and seven miles at $45,000. 3. One hundred miles at $96,000. 4. One hundred at $80,000 per mile. 5. One hundred miles at $90,000 per mile. 6. One hundred miles at $96,000 per mile." Now, please state where upon the line of the road each one of these subdivisions is located.-A. I could not do it without the maps and profiles. Q. Then state where are the maps and profiles by which that can be ascertained.-A., I presume they are in Boston. Q. State to me whether these subdivisions begin at the east end of the Oakes Ames contract and extend westward in the order of their statement in the contract.-A. They do; it was so intended. Q. Is there any return,.so far as you know, either in the records at Boston or in the Interior Department here, which will show what portions of these subdivisions drew the $10,000 per mile and what the $32,000 per mile?-A. Those points were established, I think, by the Government engineer, and they are a matter of record in the Interior Department or Treasury Department; I do not know which. Q. These records in the D6partmient will'show this, it being known CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 121 that these subdivisions begin at the eastern end, in the order of their statement in the contract — A. The Government engineer established the base at the foot of the Rocky Mountains, which is the basis for the $48,000 per mile. One hundred and fifty miles west of that point the $32,000 per mile commenced, and that continued through the Ames contract. Q. I see a stipulation here that the seven trustees in the assignment of the contract were to receive for their services as trustees a reasonable compensation, not to exceed the sum of $3,000 per annum; what did they in fact receive? —A. They received $3,000 per annunm. That was paid for one or two years, and I believe they have received nothing since. Q. For one or two years they received that, and the residue is still unpaid?-A. Yes, sir. By Mr. HoAR: Q. Suppose this road had been completed economically, and without unusual haste, and the capital subscribed had been paid in cash, would not the amount of the Government loan of $27,00(),000 and the capital stock of $36,000,00p, amounting together to $63,000,000, have completed and equipped the road, without reference to the land-grants.A. Hardly, at the time they commenced work. Q. Would it not have substantially? —A. With the facilities as they were then, I doubt whether it would have. Q. In your opinion did the construction and equipment of that road cost the persons who furnished both more than that amount, $63,000,000. I include in that the payment of land damages.-A. I think $65,000,000 would have covered it. Q. In that case, then, the expenditure of the Government loan of $27,000,000, the capital stock of $36,000,000, and $2,000,000 more in cash, would have completed the entire road and equipped it without reference to the land-grant. Now, if that has been done, would not the stockholders now have had the entire road and its equipment, subject only to the Government claim of $27,000,000, together with all the landgrants — A. So far as it was completed, they would. Q. State now what in your best judgment would be the present value of such property, including the land-grant and all its prospects of future development and increase. —A. I have no idea what the road is earning now. Q. You were its vice-president for many years? —A. I have not been connected with the road for two years, not even as a stockholder. Q. Have you not a general knowledge of what the road is earning?A. No, sir. Q. Look at this statement of the earnings for eleven months in 1872, and state then what you should think the valueof such property to be._A. I should think the stock would be worth 80. The net earnings would be 6} per cent., but still you must take into consideration the depreciation of property and the renewal of iron every ten years. Q. Did you take into consideration the prospect of a large increase of trade?-A. No, sir. Q. Have you taken into consideration any value whatever of the land-grants? Your calculation is based upon earnings alone.-A. Upon earnings alone. Q. Now, have you any doubt, as an experienced businessman, taking that to be a correct statement of the present earnings and considering the value of this land-grant, that the capital stock of $36,000,000-the 122 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. company owning the entire road, equipments, rolling-stock, &c., as they do, subject only to the Government claim of $27,000,000 —would be worth considerably above par — A. No, sir. I do not think it would be worth par. In the first place, I do not think there are two million acres of land worth a cent. Q. You still think it would be worth 75 or 80 — A. Ye's, sir. Q. What do you think it to be worth now? —A. It depends upon whether the street is' long " or " short" of the stock. I think the last quotation is about 35. Q. I will ask you the general question whether any of the persons who have held the office of Government director in the Union Pacific Railroad since its original establishment have ever been interested, directly or indirectly, so far as you know, in the Credit Mobilier, or in any contract with the road?-A. I do not recall any, except the case of Mr. Neilson, the son-in-law of James Brooks, about which I have testified. Q. With that exception, have any of the Government directors been. interested in any manner in the Credit Mobilier, or in any contract for the construction of the road? —A. I do not call to mind any. Q. Or supplying it with coal?-A. No, sir. Q. I will ask you to read over the list of Government directors and see whether you wish to qualify your answer.-A. I do not recollect any. Q. Are you a member of the Wyoming Coal Company t-A. I subscribed to its stock to help its organization. Q. Who are the principal owners of that company? —A. The company was organized for the benefit of the Union Pacific Railroad, and to supply it with coal. Several of the directors subscribed to its stock, as trustees of the Union Pacific road. The parties who work the mine have 10 or 15 per cent. of stock, and the rest is held for the benefit of the Union Pacific Railroad. Q. Suppose there is a dividend of the stock of this coal company, is that dividend paid into the treasury of the company?-A.' The company only pay the actual cost of the coal, $1.82.' Any dividend would go to the Union Pacific road. I hold $20,000 of stock, which 1 paid for in installments out of the trust-funds. The only reason that it stands in my name now is because the Union Pacific will not release the parties that subscribed from any liability in case of debt. I believe that all the stock except about 15 per cent. is held in trust for the Union Pacific road. By the CHAIRMAN: Q. When was the first contract entered into in regard to this Wyoming Coal Company? —A. I think it was in 1868. Q. Who executed that contract? —A. I do not know; I never saw it until after it was executed. I think Mr. Oliver Ames, Mr. Godfrey, and Mr. Wardell. Oliver Ames executed it as president of the road. Q. When was the company organized -— A. I presume the date stated is correct-February 21, 1868. Q. Is it not a fact that the Wyoming Coal Company was organized after the date of this contract I have referred to?.A. Yes, sir. Q. Was this agreement assigned to the Wyoming Coal Company?A. Supposed to have been. Q. Under what law was the Wyoming Coal Company organized?-A. The general law of the State of Nebraska. Q. Who were the directors and officers of the coal company?-A. The directors, I think, were John Duff, Mr. Oliver Ames, and Mr. Wardell. I do not remember whether Mr. Bushnell was one or not. Mr. Duff was president, and Mr. Wardell secretary or treasurer. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 123 Q. Do you know the capital stock of this coal company — A. I think $50,0 00, divided into shares of $100 ea(ch. Q. What proportion of the capital stock of the Wyoming Coal Comnpany is held by stockholders or officers of the Union Pacific Railroad?A. None on their own account. Q. What percentage of this stock do they hold?-A. I am not positive whether that contract provided that Mr. WVardell should have onetenth. WVhatever itwkas, he is the only stockholder besides what is held by the Union Pacific Railroad. Possibly he may hold only one-fifth, and the company the rest. Q. Is the stock in the name of the Union Pacific Railroad?-A. I think they ordered the whole to be transferred to Bushnell, as trustee for the Union Pacific road, but there are some subscribers who have not transferred their stock. I have not, because they have made no report, and if they are in debt I want a release, so that I shall not be individually liable. Q. Where is the business office of this Wyoming Coal Company?A. In Omaha. Q. Do you know what the receipts of the coal company have been?A. The treasurer informed me the other day that the receipts were barely sufficient to pay the expenses. Q. Do you know how much had been paid in on the stock — A. I think about 25 per cent. Stock has never been issued. Certificates have, I understand, been issued within two or three months for the ben. efit of the company. Q. Do you know of any money being paid to any commissioner appointed by the Government to inspect this road?-A. I never paid any, nor was any ever paid by my instructions. Q. Did you ever hear of any being paid? —A. I think we paid Snow $600 and his traveling'expenses out there. Q. Di(d you ever hear of any money being paid to these commissioners?-A. I heard a good ddal of talk about it around the hotels here. They said a man wouldn't take it unless he could make something out of it. I wrote to the president and treasurer to ascertain if that was so. I knew I had paid nothing. Q. How much money was reputed to have been paid? —A. I have heard as much as $25,000. Q. Did you ever hear Mr. Alley say anything about any money being paid?-A. No, sir; I do not recollect his saying anything about it. Q. Who did you hear speak of it — A. I cannot say. It was the general talk here. I beard of it first here. Q. Is there anything of that kind in this suspended account we were talking about. —A. No, sir; not a dollar. I never paid anything and don't know anybody that (lid. They were legally entitled to something, I think. They sent their bills in pretty promptly, bills of Government commissioners. Q. Has it not been generally understood among you gentlemen who were managing this thing that moneys had been paid to these commissioners in excess of what they were entitled to under the law — A. No. Q. You never heard anything of that sort?-A. The commissioners used to get abused a good deal by newspaper correspondents who did not get all they wanted; we could not send excursion trains over twice a day. Adjourned till the 18th. 124 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. WASHINGTON, D. C., January 18, 1873. Testimony of THoMAS C. DURANT continued. ~WITNESS. I was asked yesterday whether Government directors had ever been paid anything. I desire to state now that they were paid by the Union. Pacific Railroad Company. Their salary was fixed first, I believe, at a per diem, and afterward a resolution was passed to give them $3,000. At the time that Mr. C. T. Sherman was leaving the city he presented a claim for $3,000 a year for three years. His claim amounted to $7,000. I saw Mr. Bushnell, who was one of the committee to which the matter was referred, and he informed me that it was all right; and Mr. Bardwell and myself advanced Mr. Sherman $7,000. I had stated yesterday that I had made no advances to Government directors, and this statement is in explanation of that. By the CHAIRMAN: Q. Did Mr. Sherman continue to be a Government director after that?-A. No;he was through with it and was leaving the city. Q. Do you know anything in regard to what was called the Sioux City Construction Company. —A. I suppose it to be the company which constructed what was formerly known as the Sioux City branch of the Union Pacific Railroad. Q. Were there any changes made, either by legislation or otherwise, which affected the original manner in which these roads were to be constructed. If there were, I wish you to call the attention of the committee to them.-A. The original bill provided that the Union Pacific Railroad proper should commence at the one hundredth meridian, and it authorized or compelled the company to build a branch from some point near the center of Iowa, to be fixed by the President of the United States, to the one hundredth meridian; also a branch to the Sioux City Railroad, to connect with the Union Pacific'Railroad at some point which might be determined upon by the President. It also gave the right to the Leavenworth and Pawnee Railroad Company, on the south side, to construct their line to the one hundredth meridian, there to connect with the Union Pacific Railroad, and I think there was a clause in the law that the road which first got to the one hundredth meridian should go on and complete the whole PacifiC Railroad. In the law of 1864 there was an amendment to the bill, giving the right to build the Sioux City branch to private corporations, and relieving the Union Pacific Railroad Company from the obligation of building it, and giving to these private corporations all the subsidies which the Union Pacific Railroad Company were allowed for that branch. They got all the subsidies, and everything, and were tied to the same obligations as the Union Pacific Railroad Company, with the exception of being obliged to have Government directors. Q. State whether you have any knowledge or information in regard to any person having paid anything to anybody in order to get that thing accomplished.-A. I do not know that anything was paid to get that accomplished. Q. Do you know of any payment being made with reference to that thing — A. The franchise may have been sold out. Q. State to the committee all that you have heard on that subject.A. I think that Mr. Ames and Mr. Alley had a large interest in it. I know 1 have heard Mr. Ames repeat, on several occasions, that he had paid others for their interest. Q. Whom did he say that he had paid for their interest?, —A. tHe mentioned the Iowa members of Congress at the timne. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 125 Q. Did he mention the names of the members?-A. I think he mentioned the name of Mr. Wilson and of Mr. Allison. I am'not positive about Mr. Allison. Q, Did Mr. Ames tell you what he had to pay? —A. He said he paid $5,000 apiece for some of the interests. I do not know what they were. Q. Did he tell you he had to pay them in order to get this legislation in that particular case?-A. No; I think it was to get control of the franchise. Q. When was this Sioux City branch built — A. It must have been built under some subsequent company. Q. What subsidies were paid for building this road — A. The same subsidies as the Union Pacific Railroad got. Q. At what time, with reference to the passage of this act of 1864, were these payments made that you have spoken of — A. I do not know; this road is being constructed now by the Sioux City Construction Company. Q. Were the subsidies in lands, or were they in bonds?-A. They were to have the same Government bonds —$16,000 a mile —and the same quantity of land per mile as we had. We were contesting the lands where they lapped. They got the subsidies in bonds, and such lands as the Government had upon the line. Q. Was that the same legislation that is embraced in the act of 1864? -A. It is all in the till known as the Union Pacific Railroad bill. Q. Who constructed this branch road? —A. I suppose the Sioux City Construction Company did it. Q. Have you any information as to what parties were largely interested in that Sioux City Construction Company?-A. Mr. Ames was in it; Mr. Alley was in, I believe, and I think that Mr. Dillon had an interest in it. I had no interest myself. Q. What franchise was it that Mr. Ames said he had to pay $5,000 apiece in order to get?-A. The franchise of whatever parties had the right to that Sioux City line. Q. Had there been anything at that time done in the construction of that line? —A. Nothing at all. Q. There had been no organization effecte(d?-A. Except that the Union Pacific Railroad organization controlled the whole thing. But after the amendment of 1864, the Union Pacific Railroad Company had nothing further to do with it. That act cut the Union Pacific Railroad Company out of it, and gave it to private corporations. Q. And it was for the parties who organized after the act of 1864 that Mr. Ames negotiated?-A. I supposeso. Q. Is there anything else that you know about that? —A. No, sir; I was considerably annoyed that we lost that branch road. By Mr. PERRY: Q. Mr. Barnes has put in a contract about which I wish to ask you a question or two-a contract made by the subscribers to the Credit Mobilier, at or about the time of the subscription, with this condition: that the full powers of the board of directors should be delegated to the New York agency; also, that a railroad bureau should be established, to consist of a board of five managers, three of whom must be directors in the company, and who should have the management of railroad contracts. It was afterward added that that board should consist of seven members. As I understand it, the organization of the Credit Mobilier was kept up by meetings held in Pennsylvania to elect the officers?A. Yes. 126 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. And the records of their meetings were kept in that State?-A. Yes. Q. The officers who were elected there included the executive committee.-A. Yes. Q. And that executive committee created the railroad bureau? —A. I do not recollect whether the executive committee did, or whether the directors did. The full powers of the directors were delegated to the executive committee when the directors were not in session. Q. I find by reference to this book of records that on motion there was appointed an executive committee with the full powers of the board of directors when the board was not in session; also, that on motion the railway bureau be increased to seven members as soon as the assent of the executive committee is obtained. The railway bureau, I take it, made such reports as they did make to the executive committee?-A. They kept a separate book of their proceedings, which were reported to the board of directors. Q. WVhere is that book — A. I do not know. Q. Did the executive committee make any reports beyond those — A. I think that the minutes of the railway bureau were always reported to the board of directors, or to the executive committee-genera.lly to the executive committee. Q. Was there a book kept of the proceedings of the executive committee in New Yorkl —A. There was a record whenever they had a meeting. Q. Did not your executive committee keep a separate book of their transactions in New York -— A. I am unable to say. The executive committee met very sel(om, as the business was confided to the railway bureau. The object of that was this: The charter provided that the majority of the directors should reside in the State of Pennsylvania. It provided, also, that the committee might establish agencies in Europe, or elsewhere, to do the business. They established the New York agency for that business, and then they confided the construction of the road to a board of managers, on which they put three directors. They might put all directors on the board, but they must have three at all events. The object was to get railroad men to manage the business. That was the railway bureau, and they had full authority over construction. They were really the men who did the business. The others kept up the organization. Q. This is the real record of the proceedings of that bureau?-A. Yes. Q. You do not know whether there was any record kept by the executive committee?-A. I do not know that the executive committee had. more than two or three meetings, and my impression is that their proceedings were put upon the records of the board of directors. Q. Aside from what there may be on these minutes kept by Mr. Barnes of the proceedings of the executive committee, you are not aware that any book was kept?-A. No, sir. Q. You think there was not. —A. I think their proceedings were in the record-book of the board of directors. Q. There is no book covering the action of the board of directors except this one produced by Mr. Barnes?-A. Not that I know of. I have had nothing to do with the company since 1867, and I think that that was all the record that was kept in 1867. Q. In looking for traces of records of the proceedings of this company we are to look at this book, kept by Mr. Barnes in Philadelphia, and CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 127 the book, to which you have referred, kept by the railway bureau in New York?-A. Yes. Q. And that bureau transacted the chief business of the company?A. Yes, sir. Q. As to this suspense account, I wish to see if I have the correct idea of what you stated yesterday. Here is an account of $435,000, running from the 1st of August, 1864, to the 10th of May, 1866; did I understand you that in all these items you put in the vouchers; that is, you put in the receipts or vouchers given to you by the persons who took the money — A. Yes. Q. WVith the exception of traveling expenses — A. Yes. Q. With that exception it was all covered by the receipts of the persons to whom you gave the money -A. Yes, and approved by the committee. Q. And the committee reported to the board of directors?-A. The accounts were all auwlited and approved at the time they were paid. This was a subsequent board of directors that wanted to distribute the suspense account over the whole road, and this new board of directors audited it again. Q. You did state, I believe, pretty satisfactorily, that, according to your knowledge and belief, not a dollar of that amount was paid to influence legislation?-A. I stated so distinctly. Q. Have I understood you correctly, that you paid something like $100,000 to Mr. Stewart — A. More than that; two or three hundred thousand dollars. He was employed to settle arrangements with the Leavenworth and Pawnee Railroad people, who were interfering with the bill then pending. Mr. Hay, Mr. Latham, and Mr. Hallett were also employed. Q. For service out there in Kansas? —A. No; but here in Washington. The Kansas people were all the claimants of the stock; it was an arrangement between the two corporations; they were throwing obstacles in the way of the bill all the while. I think that General Fremont had a million dollars of stock, and they were here with a strong force, ten to our one, and we found that we could not do anything until we had adjusted these difficulties and got their opposition out of the way. Q. At the time that this money was paid, you and the other trustees interested in it knew for what it was paid — A. A good deal of it was done in this way: For instance, there was a claim of $1,200,000, and Mr. Stevens got an idea that that claim would be ahead of the Government lien on the Kansas road, and he insisted on inserting a clause in the bill to compel the officers of the railroad companies to swear that the roads were out of debt on every section before the Government issued its bonds. It was the removal of this obstruction that cost us money. The Leavenworth and Pawnee road had already issued a mortgage, and Mr. Stevens contended that that mortgage would be a prior lien to the Government bonds, as well as to the first-mortgage bonds of the company, and we had to arrange to get those bonds taken up. I said to Mr. Hay and Mr. Stewart that we would go to the extent of $500.000 in the matter, but would not go any further. They called for money, from time to time, and as we had not the money to pay all at once, we distributed the pay all along. The details of that matter these gentlemen can explain. Q. Can you state which of these items in the suspense account are covered by that?-A. This is covered in different items, because the moneys were paid at different times. I took their vouchers' and advanced the money. 128 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Then it is for that reason that these items appear to be chargbd to you?-A. All the items beginning with August 6, down to September 14, 1864, stand in my name, and were all of them money that was paid over to get rid of these claims. Q. Here is another item, under the head of September 30.-A. All of these items in my name were the same thing; they all refer to that except, as I stated before, where they refer to traveling expenses, &c. Q. Here is an item charged to Mr. Bushnell, Septenmber 21. —A. That is for an account which he rendered. I do not recollect the details of it. I have not the least idea what it was for. He was one of the directors here; I think it was for the purchase of this Leavenworth stock. Q. There is another item of September 26, of $3,000, charged to Mr. Davis.-A. That was for services, and I think he subscribed $3,000 to the stock. Q. What services were they — A. He did a good deal of business for the company. He is the railroad agent in New York, and the purchaser of iron and equipments. He calne to Washington for the company two or three times, and he went to several other places for the company. This item may be for his expenses. He came on here once to meet the Cabinet, in order to see about changing the gauge of the road. He was a director in the company at the time. Q. The next item is $2,000 for Kennedy. Do you know what that was for — A. That was for his services. I do not recollect what they were for. That sum he paid as an installment in the stock. I thiiik he subscribed for two thousand shares, and paid 10 per cent. on them-the same as he is charged there. Q. The next item in the suspense account is on September 29; Alexander Hay, $4,000. —A. I do not recollect that. It is, perhaps, something which the company paid him instead of my paying him. Q. There is an item charged to Mr. McComb, March 21.-A. That was a claim for his expenses in coming to Washington, &c. Q. The next item is of March 30: " Special committee $50,000." Do you know what that is?-A. That item is simply charged in that way, instead of being charged to me. It was all for the same thing. Q. It was all paid to get rid of this Kansas difficulty — A. It was in exchange for those Kansas bonds. Q. You were asked yesterday whether, to your knowledge or belief, any money was paid by either of these companies to any member of Congress. I now ask you whether any was paid to any executive officer of the Government — A. I do not think there was. There may have been such a thing as some of this stock being purchased from some officers of the Government, but I do not think that any money was paid to any executive officer. The only executive officer of the Government that I know anything about in connection with it (and he took an active part in the matter) was Mr. John P. Usher. He was very active in the Leavenworth and Pawnee road long before he came here. Q. Do you know whether any part of this large sum of money that went to Stewart and Hay was paid to him — A. I do not think it was. I do not know. I cannot answer what Stewart did with it. I have been trying to think whom he saw here at that time. I saw but very few executive officers or members of Congress. Q. I want you to state, from your recollection or belief, whether from your conversation with persons employed by you or by your company n re lation to these transactions here any money went to any executive CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 129 officer of the Government?-A. I do not think any did. Our difficulty at that time was not to get the bill amended, because everybody was in favor of that and everybody wanted the road built. The difficulty was to arrange the troubles between the corporations and the embarassment which this Leavenworth and Pawnee road had got into. Mr. Stewart did give me a statement. He wrote me a letter after the last thing was closed up, giving me a full statement. I did not read the letter through, but I showed it to Mr. Harbaugh, I think, and he said, "' This is an important document; let me put it on file." I have never been able to see it since. I applied to Mr. Stewart years ago to see if he could make me up another statement, but I have never got it. Q. I understand you to say that, to the best of your knowledge and belief, there was no money or valuable thing paid to any executive officer of the Government? —A. Not to my knowledge. These items in the suspense account were frequently paid in small sums, and one of these entries may cover twenty items. By Mir. HOAR: Q. Are the first-mortgage bonds of the Union Pacific Railroad Company so registered that there is any mode of ascertaining who were the holders of those bonds at any particular time? —A. The numbers of the bonds were kept in the office up to a certain time. I do not remember whether whenever a bond was sold the name of the person to whom it was sold -was taken.. After 1866 or 1867 there were no numbers to the bonds. They are coupon bonds, and change from hand to hand. There is no registration of the bonds. Q. Is the mortgage to the trustees for the bondholders?-A. The mortgage is to the trustees. Q. Who are the trustees V —A. Governor Morgan and Oakes Ames. Q. Have you any information as to where the larger proportion of these bonds are now held — A. I have not. Small parcels have changed hands probably twenty times. They have been on the market for several years. Q. Are you yourself.the holder of any of those bonds now?-A. No, sir; I am not. Q. Are any of them held by the Credit Mobilier, or by the trustees, so far as you know? —A. Not so far as I know. I do not think the Credit Mobilier has any. By the CHAIRnVIAN: Q. Does the Credit Mobilier own any stock, of the Union Pacific Railroad Company — A. I do not know. Q. Please explain to the committee the character of these land-grant bonds, and under what authority they were issued, and when they were issued, and the whole amount of them, as near as you can.-A. I think the amount is about $10,000,000. They were issued under a deed of trust on the lands as the company acquired them. The trust is to secure the payment of so many bonds per mile. Q. That deed of trust was executed by whom — A. By the Union Pacific Railroad Company. Q. Does it cover lands for which patents have not been received, or is it confined only to lands for which the patents were already received - A. It covers all the lands embraced in the grant. Q. Who are the trustees in that deed of trust?-A. I think the trustees are John Duff and Cyrus McCormick. Q. Where can a copy of that deed be found?-A. In the company's 9 C M4 103 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. office. Either of the trustees will probably have it, as copies were printed for circulation. Q. Is there any mode of ascertaiining who are the holders of those land-grant bonds?-A. They are coupon bonds payable to bearer. Q. How were they sold —in the open market? —A. Some of them. Q. Or were they sold to the stockholders of the Credit Mobilier? —A. I cannot answer that. They were sold after the office was removed to Boston. Theyv were sold in parcels at the time according as the company wanted the money. I do not recollect that I ever was the owner of one. Q. Have you any information as to how they were disposed of? —A. I think that the first lot of them was offered to the stockholders of the Union Pacific Railroad Company at a certain price. Q. At what price? —A. I do not recollect the price. I know I did not take mine, and a great many others did not take theirs. Q. Have the whole $10,000,000 of bonds been sold? —A. I cannot answer; I do not know. Q. What is your best information on that subject? —A. At the last meeting of stockholders that I atteuded two years since, I think there were some still in the possession of the company. I think the report stated so, but I am not positive. Q. At what rate were those bonds offered to you when they were offered — A. I cannot say whether it was 55 or 65, but it was a price which I did not think they were worth, and I did not take any. By Mr. HOAR: Q. What generally was done with these land-grant bonds; to whom were the $10,000,000 issued? —A. They were sold to anybody who would take them from time to time during two or three years. Q. Did the Credit -Mobilier buy any of them? —A. 0, no. Q. For what end were they issued?l-A. The Union Pacific Railroad Company was in debt. Q. What debt had the company? Did it owe any considerable debts except to those persons who had the construction contracts? —A. They owed for construction, and it took no inconsiderable amount to pay the interest on the first-mortgage bonds, while the company was earning nothing. I think they have used some money in aiding other roads out there. Q. What other roads?-A. I suppose the connecting roads'there. Q. What ones 0?-A. I am unable to say. I think some roads near Denver and some roads in Salt Lake Valley. Q. Are any of the other roads that were aided by this money which was realized on the land-grant bonds of the Union Pacific Railroad, roads'in which any of those gentlemen of the Credit Mobilier were interested? —A. 1 have not the least idea, for I paid no attention to the affairs of the company since 1869. Q. When were these land-grant bonds issued?-A. I cannot tell you. I think the company commenced issuing them in the latter part of 1868 or the fore part of 1869. The first issue was to be $3,000,000. Q. Is the deed of trhlst in the nature of a mortgage?-A. It is in the nature of a deed of trust and a mortgage. Q. According to your estimate of the valne of the lands, this landgrant mortgage is a mortgage of the entire value of those lands. They are mortgaged up to the full value?-A. I do not know what they are selling their lands at. Q. You stated yesterday that you did not consider all the rights of CREDIT AMOBILIER AND UNION PACIFIC RAILROAD. 131 the company to public lands equal to more than a few millions of dollars — A. Not what they have got outstanding now. The company has redeemed some of these bonds. Q. You stated that all the land was only worth a few millions of dollars? -A. I did not intend to be so understood. I stated that I did not think that more than 2,000,000 acres of the land were of much value. Q. Be good enough to state what, in your judgment, the right of this company in the public lands, assuming that right to be complete, is worth — A. I cannot tell you, for I do not know whether the land is selling at $2 or $5 or 1.0 an acre. Q. You have no knowledge on the subject? —A. No, sir. By Mr. SHELLABARGER: Q. Do you know how much of these land-grant bonds the Union Pacific Railroad Company has yet unuder its control?-A. I know nothing of its affairs since 1869. Q. Where is that mortgage recorded? —A. It is recorded on the line of the road, and either in the office of the Secretary of the Interior, or of the Secretary of the Treasury, or probably in both of them. By Mr. PERaRY: Q. Your railway bureau consisted of three directors of the Union Pacific Railroad Company ~? —A. They were not necessarily directors of the Union Pacific Railroad Company. It was not necessary that they should be at all in the Union Pacific Railroad Company. Q. Did it consist in part of directors or stockholders in the Union Pacific Railroad Company?-A. Yes; two or three of them we re. Q. When these first-mortgage bonds were issued under the act of 1864, where was that mortgage first determined upon-in this executive committee or in this railway bureau? -A. Neither one of them had anything to do with it. Th'at mortgage was the business of the Union Pacific Railroad Company, and not of the Credit Mobilier. Q. You mean to say that the Credit Mobilier or its executive comnmittee had nothing to do with getting up that mortgage?-A. Nothing at all. I think it was done before the Credit Mobilier had anything to do with the road. Q. Before the proxies by the Union Pacific stockholders were given? -A. Yes. We had nearly 600 miles of road done when these were' given. Q. The resolution relative to the landcl-grant bonds was adopted May 12, 1864? —A. Yes; and this Credit Mobilier came in May 15, 1865. At that time we could not get the Government bonds, and we could not issue our first-mortgage bonds until we had got the Government bonds. Q. Now as to the first-mortgage bonds authori'zed under the act of May, 1864? -A. They were issued in 1864 or 1865. We had nothing to do with the Credit Mobilier until 1865. This Credit Mobilier stock was transferred to us in 1865, with 1 or 2 per cent. paid upon it. and we paid it up in full. The charter had been bought for another purpose. Q. You bought the charter before the re-organization?-A. I had an interest in it before the re-organlization. When we took it we found a certain amount of stock paid upl); I think 2 per cent. Q. When you first bought that it was ulnder an organization started by Duff Green? -A. I do not know when it was started, but it was called the Pennsylvania Fiscal Agency. I paid $500 as my subscription to the stock. Q. You paid about $30,000 for the charter, altogether? —A. Yes; it cost us about $40,000, altogtether. 132 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. WQ. hen you first made that arrangement it wa,s existing as a fiscal. agency, and there had been nothing paid on it?-A. The treasurer's account showed that there had been about I or 2 per cent. paid upon the stock subscriptions. Q. Whatever it was, that organization awas abandoned? -A. No; they kept up the organization. Q. The first organization as a fiscal agency was wholly abandoned?A. That was before I knew anything about it. We got it while Mr. Barnes was in it. Q. When did you first take the transfer of the stock — A. I cannot say; I paid no attention to it; I advanced $5,000 and took 500 shares myself. This must have been in the winter of 1863 or 1864. Q. Has not your attention been called to the steps taken in the organization?-A. No. Q. Here was originally an organization made on the 7th of Novemnber, 1859. There were no meetings held after that down to 2May 29, 1863; but, in the mean time, as I understated it, there had been some litigation. On Mlay 29, 1863, the original commissioners under the act opened a new subscription, just as if it had never been organized, and when the subscription was made the governor issued his letters-patent?A. That I do not know anything about. It was before I had anything to do with it. Q. The first you knew of it was about MIarch, 1865? —A. No; during -the winter of 1864 some parties were offering the charter for sale. I thought it might be a good thing for operations in New York. I proposed to make it a sort of half-way bankling concern. I advanced $5,000 to Mr. Train, who went on and made the negotiation. I subscribed for;500 shares of stock, and that was the last I knew of it until March, 1865. Then I found that we were obliged to have this corporation. They had -attempted to build the road on individual subscription, but they could not do it on account of individual responsibility. Then this was taken'to restrict the responsibility to the amount of cash paid in. Q. How soon after that did you commence negotiating with the Union Pacific Railroad Company for the contract to build its road?-A. The contract was made a long time previous to that. We took the contract -.of a contractor who had failed and offered to surrender his contract to athe company. Q. Who do you mean by "we?? —A. I mean the parties who sub-scribed to that paper. The Credit Mobilier took it. Mr. Hoxie took the -contract first, and went along as far as he could. Then he made an,attempt to raise $1,600,000. The subscribers paid the first installment of 25 per cent., but when they were called upon to pay the second install-.ment everything looked so blue that the parties said, "N:o; we are gen-,eral partners and will not go on unless you can limit our liability." So we took this charter. I had it examined; I thought it would answer our purpose, and transferred the subscriptions which had gone in individually in. order to furnish this company with a capital of $2,500,000. The,company then guaranteed Mr. Hoxie's contract and went on with it. On the day that was done Mr. HEoxie had requested the Union Pacific Railroad Company to take his contract back. Q. So that this is about the first date of your mutual relations — A. That is the first the two companies had anything to do with each,other. By Mr. SHELLABA$ GER: Q. Give me the resolution that was passed in reference to the Ames CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 133 contract.-A. The Ames proposition was made August 16, 1867. It was a proposition made to the officers and board of directors of the Union Pacific Railroad Company to this effect: "I propose-to construct, for your company, 667 miles of your road, commencing at the 100th meridian, westward, for the following prices, &c.; provided the details of a, contract can be arranged, by a committee of your board and myself, satisfactorily." Q. What was the action of the board on that proposition? —A. The proposition of Mr. Ames was adopted by the following vote: leas-Durant, Tuttle, Cisco, McComb, Ames, Bardwell, Dillon, Macy, Tracy, Cooke, Harbaugh, Ashmun, and Sherman. /cNays-Carter and Williams. Mr. Carter had offered the following resolution, which was lost: " Resolved, That the contract now under consideration be limited to the Laramie River, so as to leave a part of the $48,000 per mile subsidy'to go with a future contract, which will include the Washita range, known to be the heaviest and most expensive portion of the road." The next resolution relative to the contract was on the same day, as follows:'" Resolved, That the contract adopted this day be referred to the executive committee to settle the details; and when the same is approved by the said executive committee, the presidentpro tern. and secretary are hereby authorized to execute the same in the name of the company; and it is further ordered that when executed, the secretary record the same on the minutes of the board." Here is a copy of the contract as drawn up in detail by the executive coammittee, and here are the resolutions passed upon it. Mr. Williams, Government director, suggested that it should be left in the option of the board to extend that contract to Salt Lake, if it (lid not cover the Washita range, and then the following resolution was offered and adopted: "IResolved, That the option to extend this contract to Salt Lake be referred to the board, wvith the recommendation that the optibn be accepted." That was on October 1, 1867. Q. WVas there stock originally issued to the Credit Mobilier in gross,, in large quantities, and then afterwards taken up and canceled and then re-issued as dividends of stock l-A. 0, no, sir. I will tell you how that was done. In the first place the Credit Mobilier subscribed tQ a certain amount of stock and paid thirty per cent. on it, leaving seventy per cent. to be paid. This stock they disposed of among their stockholders. They afterwards, when the Pacific Railway was in want of money, would pay one, two, or three hundred thousand dollars, as the case might be, to them, and took a receipt that they paid so much money on account of stock, and it was credited for new subscriptions. These receipts were issued to their stockholders. Some of them took the receipts and subscribed it as so much money; others used it to pay up their subscription fully. After that all subscriptions were paid up in full. Q. What was the amount of this subscription on which the Credit Mobilier paid thirty per cent. — A. I think the first subscription was for 500 shares; it might have been 5,000. If it was 5,000 they paid $150,000 cash and took a subscription certificate for thirty per cent.,.leaving it subject to a call of seventy per cent. Q. Fromrn the books in your possession, are you able to state the various amounts issued in that way?-A. I am not familiar enough with the books to know where to look for them. Q. Can you state the aggregate amount of stock that was issued to the Credit Mobilier in the way you have just described?-A. I think the Credit Mobilier took, including the stock purchased of other parties on wllich ten per.cent. had been paid, somewhere about five millions. 134'CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. That includes all that it took from first to last?-A. From first to last. Q. Now, then, what other stock was subscribed than this $5,000,000 and that $2,000,000, which you testified about yesterday? —A. No other. Q. One of the witnesses has testified that stock was issued to him in his own name as dividends upon his Credit Mobilier stock, and taken by him at thirty per cent. of its par value, but he could ilot testify whether or not that stock had been previously issued to the Credit Miobilier in gross and then taken up and re-issued to the stockholders. Can you state how that was?-A. Most of the difficulties people labor under in regard to this matter is that they confound the two corporations..That witness, probably, received his stock from the Credit Mobilier, upon which they had paid thirty per cent. He owes the Pacific Railroad seventy per cent. on that stock whenever they choose to call for it. Q. Your statement is that when the dividend was made to a stockholder in the Credit Mobilier at 30 per cent., and he received a certificate, say, for one share of Union Pacific Railroad stock, he took it subject to the obligation to pay 70 per cent. before he would be entitled to the full stock — A. Yes, sir. They were not made as dividends; they were made as sales. Q. Is that true now of all this stock we see in the papers that have been shown here, as issued by the Credit Mobilier as dividends? The stockholders took all the shares of stock therein described subject to an obligation to pay to the Union Pacific Railway the balance due on the stock — A. No, sir. I spoke only with reference to the Credit Mobilier under the Hoxie contract. When you come to the Oakes Ames contract that is a different thing. Q. Mr. Barnes, a witness lhere, said that he received a dividend on his Credit Mobilier stock of 40 shares, said dividend consisting partly of cash and partly of stock in the Uniof Pacific Railway issued to him in his own name and not subject to future payments, and he understood the same thing was done with each stockholder who stood in the same position he did. Is that inaccurate? —A. Inaccurate so far as he. confounds the two contracts. So far as the, seven-trustee contract was concerned, the treasurer of the trustees subscribed and paid the Union Pacific Railroad Company such sums as it from time to time wanted, and stock therefor was issued in the name of the treasurer of the seven trustees. When they came to divide, it up they had it transferred on the books of the Union Pacific Railway Company, and a new certificate issued to the person entitled to the same. Q. Then this dividend was made out of fully-paid stock in the Union Pacific Railway?-A. Yes, sir. Q. Here are several transfers after March, 1866(, and before the completion of these contracts, say to the middle of the year 1868; in what way did you get at the value of the stock e Here, for instance, is a sale to Mr. A. A. Low of one hundred shares in June, 1867.-A. Mr. Low's was sold at par. Q. Did-you make any sales of stock held by you to any person for the purpose of inducing that person to go into the Credit Mobilier in order to obtain his narme, influence, or credit? —A. Only to get his money. Q. I did not ask you that. Did you make any sales of shares of the Credit Mobilier for the sake of obtaining influence, credit, or standing.A. In making sales we made them to the best parties we could find. I never sold any stock for influence. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 135 Q. Do you know who Pierrepont H. Foster is?-A. I do not. Q. Do you know anything about the transaction with Sewall HI. Fessenden, who appears to have bought some stock?-A. I do not. Q. You have no knowledge of Mr. Fessenden having been a near relative of any influential member of Congress?-A. None whatever. This stock appears tohave been issued March 26, 1867. It is evidently issued at the time we were selling the increase. Some parties were unable to take the increase and sold out, and the new stock would be issued direct to the purchaser. Q. Is there anything on the books that will show whether such was the case in this instance?-A. I think the other books will explain it. Q. You refer to the books that are lost — A. I do not think they are lost. I think they are filed away in a loft in New York, and can be found. The following are papers referred to in the foregoing testimony of T. C. Durant: The following communication was then received from the vice-president, Mr. Durant: NEW YORK, November 27, 1868. Board of Directors of the Union Pacific Railroad Company: GENTLEMEN: I hand you herewith copy of contract and an assignment of the same in trust to the same parties who are trustees for the assignees of the Ames contract, the whole subject to the approval of the stockholders of the Union Pacific Railroad Company. I found it absolutely necessary, in order to carry out the wishes of the board, to commence work on this portion of the road at once. The present organization, with its large outfit of teams, tools, and men, presented the most available means of doing the same. To have created an entirely new organization would cause so much delay that the programme'of the company for the year would have been endangered. Should your stockholders not sanction the contract, you will have to make some fair arrangement with the trustees of the Ames contract for the use of their outfit. On the other hand, if approved, the work can go on under the same organization as heretofore. Referring the whole subject for your action, I remain, very respectfully, yours, &c., THOS. C. DURANT, Vice-President and General Agent. There having been no meeting of your board since the date hereof, I hand the report to your executive committee. You will perceive I have taken the term's of the Oakes Ames contract as a base, believing that to be the wishes of the stockholders who approved said contract. WEBER, November 1, 1868. SIR: I will build and equip, according to the specifications of the contract made by your company with Oakes Ames, esq., all that portion of your road not embraced in the said contract, and west of the same, upon the conditions and terms embraced in said contract for the pro-rata price per mile, according to the amount of worklto be done, which rate shall be established by competent engineers, in such manner as your board shall determine. Yours, &c., JAMES W. DAVIS. THos. C. DURANT, Vice-President and General Agent, Union Pacific Railroad Co. Accepted, subject to approval of all the stockholders of Nov. 1. THOS. C. DURANT,. Vice-President and General Agent. 136 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. WEBER, November 6, 1868. Know all men by these presents, that I, J. W. Davis, do hereby, in consideration of one dollar, lawful money of the United States, to me in hand paid, and for other considerations to me satisfactory, do hereby assign, transfer, and set over to Oliver Ames, Thomas C. Durant, John Duff, Sidney Dillon, H. S. McComb, B. E. Bates, and C. S. Bushnell, trustees for the stockholders of the Union Pacific Railroad Company, the contract made with me for building a portion of their road, dated November 1, to have and to hold the same as trustees aforesaid, and all benefits and profits accruing from the same, they assuming and paying all losses and liabilities of every kind; said profits, if any, to be divided pro rata according to the amount of stock held by each stockholder, or to which he was entitled on the 1st day of November. This assignment and the contract referred to being subject to the approval of the aforesaid stockholders. JAMES WT. DAVIS. Witness: C. L. FROST. On motion of Mr. McComb, Resolved, That the report of the vice-president, Mr. Durant, be accepted, the contract and assignment approved, and referred to a committee, consisting of Messrs. Duff and Bushnell, with instructions to put the same in proper form, if any change is desirable, and ascertain if the stockholders consent to the same. 247 miles Hoxie contract......................... $12, 696, 550 87 Estimated cost of transportation of iron............... 102, 052 16 Abandoned line..........,........... $175,813 25 Interest allowed................ 7, 748 81 183, 562 06 12, 982, 165 09 713 miles Ames contract and portions Davis, per estimate of engineer..... $55, 391, 363 00 Cost of equipment, furnished engines, buildings, &c....................... 5, 035, 563 00 --- -- 60, 426, 926 00 73, 409, 091 09 Dividends and allotments as shown by books here. (Copies here.) tloxie contract, cash............... $450, 000 Ames's trustees, cash................. 3, 375, 000 Bonds at par....1.................... 5, 812, 500 Stock at par.......................... 11, 250, 000 Total............................ 20, 877, 500=28.45 per cent. Total dividends and allotments. Calling bonds at 85 per cent. }12 140 625=16.53 per cent. Stock at 30:per cent. This estimate assumes that the present assets of the'.Credit Mobilier of Arherica" are worth the par value of,the stock. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 137 In the supreme court of the State of Rhode Island. ISAAC P. IHAZARD ET AL. THOMAS C. DURANT ET AL. Mr. Lambard offered the following resolution, which was adopted: Resolved, That Oliver Ames, president pro tempore, and John J. Cisco, treasurer, be a committee to inform themselves in regard to the details of the so-called suspense account of this company, also to audit any further claims on this account, and that their statement to this board that the facts in the premises are satisfactory to them shall end all fturther discussion, and that the accounts shall be closed and charged to constructi on. Meeting of board of directors January 4, 1867. (Copy.) Messrs. Ames and Cisco, a committee appointed by virtue of a resolution passed at a meeting of the board of directors, of January 4, 1867, report as follows: Statement of suspense-account. 1864. August 1. T. C. Durant........................ $44,549 45 August 25. T. C. Durant................................ 4, 000 00 Sept. 1. T. C. Durant............ 66, 325 00 Sept. 14. T. C. Durant............................. 13, 128 13 Sept. 14. T. C. Durant................. 6500 00 Sept. 21. C. S. Bushnell....... 15, 751 63 Sept. 26. G. T. M. Davis................ 3, 000 00 Sept. 29. James C. Kennedy.......................... 2, 000 00 Sept. 29. Alexander Hay......,....... 4,000 00'Sept. 30. T. C. Durant.,...... 50, 000 00 Sept. 30. T. C. Durant................................ 8000 00 March 21. T. C. Durant.................... 30, 000 00 March 21. T. C. Durant............ 5, 500 00 March 21. E. S. S. cComb............... 1,000 00 1865. Dec. 29. T. C. Durant........... 112, 000 00 1866. March 30. Special committee................ 50,000 00 May 10. Special committee........................... 20, 000 00 Total........... 4.............. 435, 754 21 To the Board of Directors of the Union Pacific Railroad Company: The undersigned, special committee appointed by the resolution of this board, passed January 4, 1867, respectfully report that we have informed ourselves as to the details of the accounts of which the foregoing is a settlement, and have found that the several amounts were paid, as above contained, upon proper authority, and that the facts in the premises are satisfactory to us. OLIVER AMES. JOHN J. CISCO. NEW YORK, September 11, 1867. 138 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. On motion of Mr. McComb, Resolved, That the report of the special committee in respect to certain suspense-accounts be approved and adopted, and that said accounts be closed, and charged to construction. WASHINGTON, D. C., January 18, 1873. OLIVER W. BARNES sworn and examined. By Mr. HoAR: Question. Where do you reside?-Answer. In New York City. Q. Have you at any time held any office either in the Union Pacific Railroad Company or the Credit Mobilier; if so, what office have you held, and what has been your personal ihterest in each company? —A. I was secretary of the Credit Mobilier of America from the first meeting of the stockholders, on the 29th of May, 1863, till the 21st of May, 1870. I held no office in the Union Pacific Railroad Company. I Q. What personal interest, if any, had you in the Union Pacific Railroad Company?-A. I was a stockholder. Q. What amount of stock did you hold? —A. I cannot recollect the amount-various amounts at various times. Sometimes I bought stock, and sometimes I sold it. Q. You speculated in the stock?-A. I made investments sometimes, and sold as I thought proper. Q. You bought and sold for profit — A. Yes. Q. Were you a subscriber to the stock originally?-A. N-o, sir. Q. From whom did you procure the first stock that you held from the Union Pacific Railroad Company?-A. I acquired it from the company. Q. Without a subscription — A. I think I purchased it in the market, and then it was transferred to me. Q. Do you mean that you purchased from a broker? — A. Yes, I purchased it through a broker in the open market. Q. Was the stock which you held ever paid for to the company in cash?-A. I do not know; I presume it was. Q. What was your interest in the Credit Mobilier?-A. I held forty shares of stock. I was an original subscriber. Q. At what time did you take those forty shares?-A. In 1864, I think. I cannot tell the precise month. Q. When did you pay for it?-A. I think I paid for it at that time. Q. What dividends have you received on that stock altogether, and when was the first dividend paid?-A. The first dividend was on the Ist January, 1867. Q. How much was that?-A. A dividend of 6 per cent. per annum was declared for each year, ending November 1, 1866, and November 1, 1867, payable in the stock of the Union Pacific Railroad Company, at 30 per cent. of its par value, in accordance with the circular which I have in my hand. This is the official notice of the first dividend. (Appended to the testimony.) Q. Did you all receive interest at the rate of 14~ per cent. per annum, and compound interest on it, and six months' interest at 7 per cent.?A. Yes, whatever is mentioned in that circular. Q. Have you any other circulars like this, issued at times of any other dividends made by the Credit Mobilier?-A. No, sir; I think that was the only printed circular issued in relation to dividends. Q. To whom was the money paid in on your original subscription, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 139 and how was it paid?-A. That I do not recollect. I think it was paid at the New York office. Q. In cash?-A. I think so; it is so long ago that I do not recollect. Q. Are you able to tell the committee whether there was any actual cash payments made by you to the original capital of the Credit Mobilier0?-A. Yes, sir; it was all paid in cash, but I do not recollect at what time or the precise amount of the installments. Q. Do you know whether it was paid in one payment, or by installments?-A. I think it was all paid in one payment. Q. How long should you think you had paid out cash for your subscription before you received this 6 per cent. dividend? —A. Some three years had expired. Q. You received for that cash payment to tthe Credit Mobilier a larger amount of the Union Pacific Railroad stock than the entire amount of the cash which you paid in to the Credit Mobilier would represent at par?-A. I think so. Q. That is, you received in Union Pacific Railroad stock, at 30 per cent. of its par value, 12 per cent. of your Credit Mobilier stock? —A. Yes; that would be equal to about 36 per cent. Q. Did you receive this 141 per cent. per annum, which would make for three years (to say nothing of the compounnc interest) 431 per cent.did you receive that in Union Pacific Railroad stock, or in cash — A. That was in cash. Q. So that, under this resolution, you received 43- per cent. of your original subscription in cash, and 30 per cent. in Union Pacific Railroad stock?-A. Yes. Q. Were you in the habit of attending the meetings of the executive committee of the Credit Mobilier — A. No, sir. The principal business of the company was done in the city of New York, and I resided at that time in Pennsylvania. The Philadelphia office, with which I was connected, was merely formal. Q. What knowledge had you in regard to the transactions of the Credit Mobilier other than the receipt of your dividends? —A. I had nothing except the reports that were made from the New York office, verbally sometimes, and sometimes written. once a year. Q. What would those reports consist of? What was their general form and character?-A. They were generally a balance-sheet, showing the statement of the company's affairs at that time. Q. Where are those balance-sheets?-A. I have not any of them; they are in the possession of the company in Boston. Q. Are they entered on the books?-A. They are not on the Philadelphia books. Q. Did they show how the profits were made? —A. Yes; I think they did. Mr. Ham kept these accounts. Q. What means had you of knowing that the account that was rendered you of the profits of the Credit Mobilier was a faithful and true account e-A. I had no means of knowing. Q. You took the word of the executive committee for that fact? —A. Yes, sir. Q. Had you, at the time you went into the Credit Mobilier, any interest in the Union Pacific Railroad Company?-A. No, sir. ~ Q. Did you go into the Credit Mobilier before it was determined to undertake this business of building the Union Pacific Railroad — A. Yes, sir. Q. State whether at the time it was determined to go into that busi 140 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. ness you had any interest in the -Union Pacific Railroad Company.A. No, sir. Q. Had you anything to do with the negotiation by which the original charter of the Credit lMobilier was acquired by those gentlemen who engaged it in the construction of the Union Pacific Railroad?-A. Yes, sir; I had..Q. With whom was that negotiation made I —A. The negotiation for the charter was made by Thomas C. IDurant, through George Francis Train, as his agent, with myself and Charles M. Hall, of Philadelphia. Q. Give to the committee the history of that negotiation, substantially. Did any other person take part, on the part of the purchasers, except Mr. Train?-A. No, sir; nobody else. We saw nobody else. Mr. Train came from New York to Philadelphia, and asked M3r. Hall and myself if we controlled that charter, and we said we did. Q. At that time had the persons who owned that charter any considerable amount of money invested in it, or was it a substantially defunct organization?-A. It was a living organization, but it had not been used at that time. Q. HIad the capital stock been paid in? —A. The first installment had been paid in, either 2-1 or 5 per cent. upon 100 shares. The Duff Green payment had never been made. Q. Go on and give a history of the negotiation. A. These men stated that they wanted the charter for the purpose of using it in building the Union Pacific Railroad, and they were willing to pay us our expenses and some consideration for having carried the thing so long as we had; and on the payment of this money, we made them a transfer of the stock which we held. Q. How much did they pay you?-A. I do not recollect; I think it was $25,000 or $30,000. There had been considerable expense con. nected with it, and they repaid this. The amount did not exceed $30,000, I think. Q. Was it a part of the consideration that you should become stockholders in the new organization?-A. No, sir; I think not. I think we paid for some stock at the time we made the arrangement. We agreed to take a certain number of shares ourselves. I took the forty shares of which I have already spoken. Q. Had you any active part in the concerns of the Credit Mobilier after that time, except recording the meetings of the board that took place in Philadelphia?-A. No, sir; I had nothing else to do with it. I occasionally attended meetings in New York, but I do not recollect any important business being transacted while I was there. Q. You say you never knew of the details of thee business, so as to have any knowledge whether the accounts rendered were correct or not — A. No, sir; I did not. Q. Had you any knowledge of those changes in the form of the contract by which it was taken, first by Mr. Ames, and afterward by the trustees, for the stockholders of the Credit Mobilier, instead of being taken by the Credit Mobilier itself?-A. I knew nothing about it until after it was accomplished. Q. From whom did you then learn the fact? —A. I signed a paper in New York, which it was necessary to sign in order to accomplish it. Q. At whose request did you sign that paper — A. At the request of Mr. Durant. Q. What was the avowed reason given to you for that change? —A. I do not recollect any definite reason, other than that there had been some dispute among the boards of directors of the two companies. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 141 Q. Had there not been a claim, on the part of the State of Pennsylvania, to tax the dividends which the Credit Mlobilier made at that time.-A. Yes. Q. And after that claim on the part of the State, were there any further Credit Mobilier dividends made directly, as made by the Credit Mobilier itself, not by the trustees — A. Not after that time. Q. Did not these changes of form in that transaction occur soon after this claim, made by the authorities of the State of Pennsylvania, to tax the dividends?. —A. Yes. Q. Was that not the reason of the change in the method of doing the business, to escape the taxation of these dividends by the State of Pennsylvania?-A. I believe they complained a good deal of the taxes in Pennsylvania. Q. Did you not understand that that was the reason for making this change?-A. I understood that that was one of the reasons; but that there were others. Q. Did you not understand that that was the principal reason — A. No, sir; not the principal reason. Q. What other?. —A. The disputes between the two boards of directors. Q. Were not the controlling powers of the two boards precisely the same?-A. No, sir; I do not think they were. Q. After the contract was transferred to these trustees, what interests controlled the Credit Mobilier that did not control the Union Pacific Railroad Company — A. I do not think it was understood that the Credit Mobilier controlled the Union Pacific Railroad Company at that time. Q. How did you understand that this change from the Credit Mobilier to a board of trustees for the stockholders of the Credit Mobilier removed these disputes between the two boards'? —A. By procuring the assent of the stockholders of the Union Pacific Railroad Company to a new arrangement. Q. In other words, you understood that the new arrangement contemplated a plan by which the Credit M3obilier, or those who repre. sented it, should acquire the control of the Union Pacific Railroad — A. No, sir; I did not understand that. Q. I ask you how those disputes were to be removed by a, change in the method of transacting the business on behalf of the Credit Mobi-. lier.-A. I believe that the assent of all parties' interested was to be obtained to this arrangement. That is the way the difficulty was solved. Q. Was it not a part of this new arrangement that the assent of all of the stockholders of the Union Pacific Railroad Company should be obtained by an irrevocable proxy from every one who received a dividend? —A. I believe I signed a paper of that kind. Q. No stockholder in the Union Pacific Railroad Company could receive any dividend under this arrangement until he had first* accepted it as a stockholder in the Credit Mobilier - A. I do not understand it in that way. Q. In what way do you understand it? —A. My recollection in regard to the details of the arrangement is very obscure. The agreement itself is in existence. By Mr. SHELLAB3ARGER: Q. The true understanding of it is in the contract 0?-A. Yes, sir; I had no other understanding. Q. Have you any of the books or the papers of the Credit AMobilier 142 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. in your custody other than this book of records?-A. No, sir; nothing of importance. Q. What have you of these papers in the Philadelphia office?-A. I think the papers that relate to the company were all sent to New York. I have here the report of the treasurer to the stocklholders, made at the meeting of May 19, 1866. (Appended to the testimony.) Q. What does the word " scrip " here mean-0<-A. It is some kind of a temporary paper in reference to Union Pacific Railroad Company, convertible at a certain time into stock. Q. Where was the stock at that time?-A. I do not know what it was issued for, or when it was issued. Q. Had the Credit Mobilier any Union Pacific Railroad stock at that time, or was it simply an agreement to procure the stock to be issued?A. As I understood it, it was to be issued in the future by the New York agency.) Q. That stock, so far as it was issued in the future and received by the stockholders of the Credit Mobilier, was always received at a large discount, was it not? —A. I think it was. Q. So that, in point of fact, the Credit Mobilier gave to its stockholders an agreement to procure and give to them, at a large discount, stock of the Union Pacific Railroad Company, which had not been issued at that time, but was to be issued in the future? —A. Yes, sir. Q. What other memoranda have you here-t-A. I have the list of stockholders at the annual meetings in May, 1866,'67, and'68; and I have a circular from the Union Pacific Railroad Company to its stockholders, dated April 10, 1869. (These papers were put in evidence, and are annexed to the evidence.) By the CHAIRMAN: Q. State from what these lists of stockholders were made.-A. From the books in the New York office. Q. Are you able to give us a list of the present stockholders of the Credit Mobilier?-A. I am not. Q. Can you make a list of them from the stock-ledger? —A. Mr. Ham can do so. Q. Although secretary of the company, and a stockholder, you had no detailed account in print or in writing of the receipts and expenditures of the trustees, on which these dividends were made, and you had no knowledge of their transactions? —A. I had no knowledge of their transactions except from their annual reports. Q. And these were merely a balance-sheet?-A. 3Merely a balancesheet. Q. Showing neither vouchers nor details? -A. No, sir. I had the corporate existence of the company in charge. Q. And in your capacity as stockholder you had nothing but a statement of the trustees of the amount which you were entitled to receive unless you chose to go to the books in New York, and make an examination there?-A. That is all. Q. There was no printed or written statement?-A. No, sir. Q. There was no publicity given in any form?-A. No publicity. Q. The thing was kept private? —A. Yes, sir; outside of the stockholders. Q. Have you any of those balance-sheets? —A. No, sir; they were all turned over to Mr. Ham. Q. Are there any books'or papers in the Philadelphia office?-A. No, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 143 sir. Most of the books and papers that are in Philadelphia at all, ard in the custody of Mir. Robert McMurtrie. Q.) You have no books or papers in the Philadelphia office?-A. None of any importance except those which I have given you. They were all turned over to my successor in Philadelphia. Q. Have you any at all, other than those you have produced here eA. No, sir; nothing that I consider of any importance. Q. At what rate was this Union Pacific Railroad stock divided among the stockholders of the Credit Mobilier after this dividend that you spoke of awhile ago? -A. I think that the stock dividends under th'e Oakes Ames contract were made at a much higher rate, some of them at par; but I am not able to speak of that because it is a long time ago. There is a paper in existence which gives all that information. I speak of the document that sets forth the ldividend, and of which this printed pamphlet is a copy. By Mr. SHELLABARGER: Q. To whom was the stock of the Union Pacific Railroad Company issued, which was divided among the stockholders of the Credit Mobilier?-A. Mine was issued directly to myself. Q. By whom? —A. By the secretary of the Union Pacific Railroad Company, Mr. Ham. I think he was acting as secretary at that time. Q. How was it with that stock which was di'vided.among other stockholders of the Credit Mobilier as dividends-to whom was that stock issued?-A. I do not know. Q. How did you pay in your assessments on the capital stock of the Union Pacific Railroad Company, that was issued to you in your own name? —A. That which was received in the way of dividends I did not pay anything for, but that which I held outside of dividends I bought in the open market. I do not know how that was paid for. Q. Do you recollect to whom that which you bought in open market was issued 0?-A. No, sir; I do not. Q. You got that which you received as dividend at 30 per cent. of its par value — A. Yes. Q. And you paid for it, simply as a payment of your proportion of the dividends of the Credit Mobilier? —A. Yes, sir. Q. And in no other way 0?-A. In no other way. Q. Do you recollect as a matter of fact how mluch of the Union PaRailroad stock you got at all, in that way?-A. No, sir; I do not. Q. Can you approximate the amount by memory?-A. IN o, sir; but the information is in existence in tabulated form. By the CiAIRMAN: Q. How many shares of Union Pacific Railroad stock did you receive on your forty shares of Credit Mobilier pursuant to that resolution?A. I think I received fourteen shares, and scrip for four-tenths of a share, in all amounting to $1,440. Q. Under the circular of January 2, 1867, which you have furnished, did you receive money or stock in dividend?-A. It was paid in money. By Mr. PERRY: Q. 1 have here a pamphlet in reference to this Credit Mobilier; do you know who published it? —A. I think it was published by Duff Green, or by his son Benjamin. Q. Have you seen it before? —A. I never saw it before. Q. From this pamphlet it appears that the act originally incorpo 144 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. irating the Pennsylvania Fiscal Agency bears no date?-A. The original act was approved on the Ist of November, 1859. Q. That approval by Governor Packer was after Duff Green had made his journey to Mexico?-A. I think it was. That approval was delayed for a considerable length of time after the act was passed. Q. He says here, on page 2, that the documents which he brought back from Europe (referring to Duff Green) satisfied Governor Packer, who signed the charter on the 1st of November, 1859, and the company was organized 5th November, 1859. Are you aware what these documents were that he brought back?-A. Yes; I saw them. Q. Do you know what became of them — A. They were in the possession of William G. Moorhead, of Pennsylvania. I think that Governor Packer saw them. Q. Do you know where they are now?-A. No, sir;! do not. Q. This pamphlet, then, purports to set forth tthe proceedings of a meeting held somewhere on the 5th of November, 1859; do you know where that was f-A. I do not recollect. I think it was at some place in Philadelphia. Q. You are the Oliver W. Barnes whose name is mentioned here?A. Yes. Q. Was it at that meeting that you were appointed secretary — A. That was an attempt at organization by I)uff Green, which failed in consequence of his not paying up the first installment as the charter required. Q. It was at that first meeting that you were elected secretary — A. Yes, sir. Q. This meeting adjourned to meet at 11 a. m. on Monday, November 7. Then follows the subscription paper, (page 11:) "c Duff Green, five thousand shares; Oliver W. Barnes, for self and associates, two thousand shares; David BR. Porter, for self and associates, five hundred shares; Samuel R. Brooks, for myself and associates, five thousand shares; William Halstedl, five hundred shares; Duff Green, thirty-seven thousand shares." IfI understood your answer to me correctly, there was no five per cefit. paid on any of these subscriptions? —A. No, sir; not at that time. At that attempted organization nothing was paid in on the stock. Q. Here is a certificate, (page 11:) " Whereas the undersigned, being a majority of the persons named in the act entitled'An act to incorporate the Pennsylvania Fiscal Agency,' as commissioners to open books of subscription to the capital stock of the company, did, on the 5th day of November, 1859, open books of subscription in the city of Philadelphia, and thereupon Duff Green subscribed for five thousand shares; Oliver W. Barnes, for self and associates, two thousand shares; David R. Porter, for self and associates, five hundred shares; Samuel ZR. Brooks, for myself and associates, five thousand shares; William Halsted, five hundred shares; and Duff Green, thirty-seven thousand shares; and Duff Green having paid to WAilliam Halsted, the person by us appointed as treasurer, with authority to receive the same, the sum of twenty-five thousand dollars, being the sum of five per centum on his subscription of five thousand shares; we hereby certify that the said Duff Green; Oliver WV. Barnes, for self and associates; David R. Porter, for self and associates; Samuel R. Brooks, for myself and associates; William Halsted, and Dufft Green, have subscribed for the number of shares of the capital stock, as above stated, in the Pennsylvania Fiscal Agency, and that Duff Green having CREDIT MOBILIER AND UN] ON PACIFIC RAILROAD. 145 paid the sum of five per cent. on five thousand shares, the said shareholders are authorized to elect five or more directors, and that the books of subscription are closed. "DUFF GREEN. " CHAS. M. HALL, " By DUFF GREEN, his proxy. "DAVID R. PORTER. "ASA PACKER, " By DAVID R. PORTER, his proxy. " WILLIAM T. DOUGHERTY, "By DAVID R. PORTER, his proxy. " ISAAC HUGHES, " By DAVID R. PORTER, his proxy. " OLIVER W. BARNES, " For C. L. WARD, by proxy: " J. ZIEGLER. "HENRY M. FULLER.' J. B. LIPPINCOTT, " For C. M. REID, by proxy." Your name does not appear to be attached to that certificate in your own right?-A. Yes. Q. If I understood you, you could not have signed that in your own right, certifying payment, because no payment had been made.-A. Yes, but we were deceived. We supposed that the payment was a good one, but it was not. The check which Duff Green gave at that time proved to be without foundation. Q. How soon after that did you ascertain that the check was not good? —A. A long time afterward. Q. Do you know whether that percentage was paid over to the governor of Pennsylvania on the first installment — A. No, sir, not at that time. There was no payment made to the governor for some time after that. Q. Was there any payment made to the governor before the second organization in 1863? —A. No, sir. Q. Was there any other meeting of that corporation held before its re-organization in 1863? —A. I think there was another call issued, and adjourned meetings held from time to time. Q. Then this book purported to be the record which you kept?-A. Yes, that is the book kept by me. Q. The first entry here is of a meeting of stockholders of the Pennsylvania Fiscal Agency, held at the office of Oliver W. Barnes, in Philadelphia, on the 29th May, 1863, for the purpose of selecting six directors?-A. Yes. That does not contain the minutes of the organization. The organization of course preceded the election of the directors. That book is in the custody of the company somewhere, I do not know where. Q. Are you positive that there was any meeting of the stockholders or directors after the time of this meeting of November 7, 1859, before this meeting of May 29, 1863? —A. Yes; there were meetings of the corporators, and there were directors elected. Q. Have you any records of those meetings?.-A. There were records of them; I do not know where they are at present. They were deposited in the New York office at the same time that the other books were brought there. Q. When was the first meeting held after the 7th November, 1859? —,10 cM 146 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. A. That I cannot answer without the books. It was some time afterward, at least two years. Q. Do you recollect who were present at the meeting?-A. No; I do not. Q. When was the next meeting after that one which y.ou think took place at least two years after the meeting of NTovember, IL5S9?-A. I ldo not recollect. Q. Was there another meeting down to the time of the meeting just preceding this for the purpose of organization?-A. I think there was a meeting, not just preceding it, but probably a year before these minutes were written. Q. That would bring it to 1861. —A. I think it was probably iif 1861 or 1862, after the war broke out. Q. WVere the proceedings of that meeting kept in a book like this fA. I think they were kept in a separate book. ~ It was a meeting of the commissioners. There were one or two meetings after the organization of the company. Duff Green brought a suit against the company after that for the charter-privileges. The whole of this subject has been adjudicated in Pennsylvania, and it was decided that Duff Green had not effected any organization at that time, and that the organization made subsequent to that was not a real organization. The question has already been adjudicated and disposed of. Q. Did the case go to the supreme court of Pennsylvania — A. I do not know that it went to the supreme court. At all events it has not been pressed since the decision was made. Q. I have here in this pamphlet a paper marked "1 number 10," of May 29. 1863, which I will read to you: "' Certificate of proceedings at second subscription, made 29th Aay, 1863. " We, the undersigned, a majority of the commissioners authorized by an act entitled'An act to incorporate the Pennsylvania Fiscal Agency,' approved the 1st day of November, A. D). 1859, do certify that at a meeting of said commissioners, held in Philadelphia, on the 29th day of May. A. D. 1863, books of subscription were opened, and Charles MAf. Hall was appointed treasurer, and the following subscriptions of stock were made, and the.first installment of 5 per cent. upon 5,015 shares, amounting to $25,075, actually paid in, in cash, to wit: Samuel T. Billmeyer, Germantown, 4 shares; Oliver W. Barnes, Philadelphia, 2,496 shares; Charles M. Hall, Philadelphia, 2,495 shares; E. Reed Myer, Philadelphia, 5 shares; Duane Williams, Philadelphia, 3 shares; Charles Williams, Philadelphia, 3 shares; Samuel L. Clements, Philadelphia, 3 shares; David R. Porter, Harrisburgh, Pennsylvania, 320 shares." I see that you are a subscriber here for 2,496 shares? — A. Yes. Q. You paid in the 5 per cent. on those shares? —A. Yes, sir. Q. Inferentially you had just abandoned the old organization as a nullity?-A. Yes. Q. And the same commissioners that were named in the act opened a book of subscription again?-A. They were convened by notice; a notice was mailed to all the commissioners, and they were convened in Philadelphia a second time. Q. And opened books for subscription again, as if there had been nothing done before?-A. Yes; they treated the other as a nullity. Q. Was that before or after you had sold the control of your charter to Mr. Durant and others?A. It was before that. CREDIT MOBILTER AND UNION.PACIFIC RAILROAD. 147 Q. Had there been any negotiations at that time?.-A. No, sir; Mr. IDurant had not heard of it at that time. Q. You spoke of a meeting prior to the 29th May, 1863, which is the cday when these subscriptions were made. That must have been a meeting of the old corporators?-A. No, sir; that is the meeting that I alluded to. I thought it was longer anterior to that, but I see it was on the same date. Q. Then there would have been, so far as you recollect. but the one meetlnl'lni the meeting of the 7th November, 1859, about two years after that?-A. I'm commissioners frequently met at my office and talked this matter over, but no formal meeting was held until that meeting. Q. There was no call of stockholders?-A. No, sir. Q. Was that meeting which took place about two years after November, 1859, a formal one? —A. No; it was simply a talking of the thing over. Q; Do you recollect how many commissioners were present?-A. I,do not recollect, but I suppose there were five or six, perhaps. Q. But there were no formal proceedings, and nothing was recorded?A. No, sir. Q. Then if you could get the books from New York, they would show nothing as transpiring in the company from the time of the original meeting, in 1859, down to this one? —A. No, sir; they would show nothing. Q. Do you recollect, or does your book show anywhere, how many of the original corporators were present at the meeting at which this reorganization took place? —A. No, sir; I do not know of any records, except this, that would show it. Q. Then, if I understand you correctly, we get here a connected account of all the official meetings of the stockholders?-A. Yes. Q. About how long after this meeting of 29th May, 1863, was the negotiation made with Mr. Durant? —A. Ir. Durant's purchase of the control was made the 3d March, 1864. Q. How long before the actual purchase was the negotiation comnmenced?-A. One day before; that was the first we ever heard of Mr. Durant. Q. The transfer, I suppose, consisted in the transfer of the controlling interest in the stock? —A. It was a transfer of the original subscriptions. They paid us back our investments, and we gave them an assignment of the stock. We assigned the whole of it over to themn, and then we bought some back. Q. Did you buy it back at that time? —A. Yes; I think so. The transaction was all made that one day. Q. How many shares did you buy back — A. Forty. Q. You were re-elected in the new organization secretary of the new comlpany — A. Yes, sir. Q. And you continued as secretary down to what timve'.-A. Down to {May 21, 1870. Q. If I understood your answer to MIr. Hoar, all the business meetings of the company, after this sale to Mr. Durant, were conducted in New York? —A. Yes, sir. Q. And all the records of those business meetings which appear ont:this Pennsylvania record were sent to youn from New York?-A. Yes, sir; that book was taken over to New York on some occasions. Q. Every business meeting of the company for the transaction of business, after your sale, was held in New York? —A. Yes, sir. 148 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. And whatever the records show, whether they show where the: meeting was held or not, it was held in fact in New York? —A. Yes. Q. But you kept up the organization in Philadelphia — A. Yes; the corporate existence was kept up in Pennsylvania. Q. How was that done -A. By a majority of the board of directors being Pennsylvania gentlemen. Every election of directors, as you will see by the books, was held in Philadelphia. Q. At those meetings they simply elected the officers — A. That was all. The executive committee was also elected at those meetings. Q. Then that was the only quality of meetings which was held in Pennsylvania from the time you sold?-A.. Yes. Q. There was another kind of committee appointed; what did they call it — A. A railway bureau. Q. Was that different from the executive committee? —A. Yes. Q. That was not elected in Pennsylvania — A. No, sir; that railway bureau was selected by the executive committee. Q. Doesyour book show what the duties of that railway bureau were? —A. No, sir. Q. Explain to us about the purport and scope of the duties of that railway bureau.-A. I cannot tell very well. It had charge more particularly of the construction of the Union Pacific IJailroad; the purchase of materials; the transportation of the materials to the road; the auditing of payments, and matters of that kind. Q. That bureau was made up in part of stockholders of the Credit Mobilier and in part of the stockholders of the Union Pacific Railroad -- A. Yes, sir. Q. It was not exclusive to either? —A. No, sir. Q. Now, in point of fact, do you not understand that the duties of that bureau substantially covered all that was done by that railway company? —A. Yes. Q. Do you know whether there were any books in which these proceedings were kept — A. There was a book in which these proceedings were kept. Q. Do you know where it is. —A. I do not. It was kept by the secretary, J. M. S. Williams, of Boston. It was kept in New York. It was a book very much like this one, (indicating.) Q. When did you see it last?-A. Several years ago; about the time of the Fisk suits in New York. Q. Where was it?-A. It was in the office of the company of New York at that time. Q. Then if I get. a correct idea from your testimony, the officers of the company were elected-that is, the ordinary nrominal officers of the company —in Pennsylvania, including the executive committee? -A. Yes. Q. And that executive committee elected the railway bureau? —A. Yes, sir. Q. And that railway bureau had charge substantially of all the business of the company? —A. All the detailed business of the company.. The executive committee had charge of the larger fiscal transactions, and the railway bureau had charge of the construction of the road, payments, &c. Q. But there was absolutely nothing done ion Pennsylvania at the meetings of the stockholders there that really controlled the operations. of the company — A. lNo, sir. Q. And the stockholders were in no other way consulted than as they occasionally voted for the officers in Philadelphia?-A. Yes, whenever CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 149 any meetings took place in Philadelphia there were always enough New York gentlemen to give direction to the proceedings that were taken. Nothing was done except at their request. Q. The corporation then was a sort of shell, under which this bureau operated? —A. Not exactly a shell. W~e had a majority of the board in Pennsylvania at all times, but we delegated our powers to the New York agency. Q. And the transactions were actually made by the New York agency?-A. Yes. Nevertheless we had a majority of the directors in Pennsylvania, and could have transacted it there if we had chosen to do so. Q. But in point of fact that majority of directors delegated their powers to the agency in New York?-A. Yes, sir. Q. That agency consisted of the executive committee?-A. Yes, sir. Q. And through that executive committee of this railway bureau? — A. Yes, sir. Q. The books of the company proper kept by you, as the secretary, scarcely show any of the transactions of the company. —A. They merely maintain the corporate existence of the company., By Mr. SHELLABARGER: Q.'What was the average amount of stock subscribed to the Penn sylvania Fiscal Agency prior to the sale to Mr. iDurant?-A. Five thout sand three hundred and fifteen shares. Q. On that there was paid in, prior to the sale to Mr. Durant, 21 per cent.? — A. Either 2- or 5 per cent., whichever the law required. I do not recollect now. I think it was 5 per cent. Q. Are you still a stockholder of the Credit Mobilier — A. Yes. Q. Have you stated the whole amount of the dividends which you have received on that stock?-A. No, sir; I have not. Q. Can you do so now?-A. I cannot. The lists that are in evidence show it. By the CHAIRMAN: Q. State whether any member of Congress has at any time been employed as attorney of the Credit Mobilier.-A. I know that there has not been any member of Congress employed as attorney for the Credit Mobilier. Q. Do you know whether there has been any member of Congress employed as attorney for the Union Pacific Railroad Company?A. I do not know of any member of Congress having been employed as -attorney for the Union Pacifie Railroad Company. Q. Do you know of any sum or sums of money that have been paid; by the Union Pacific Railroad Company or Credit Mobilier, or by any person in connection with either, to any member of Congress for any purpose whatever — A. There has been no money paid by the Credit Mobilier to any member of Congress, to my knowledge. Q. Has there been by the Union Pacific Railroad Company — A. Not to my knowledge. Q. Have there been any sums of money paid to any members of Congress, by any person connected with the Credit Mobilier or Union Pacifte Railroad Company for such purpose, of which you have any knowledge, either as stockholder or officer?-A. I do not know of any money having been paid by the Credit Mobilier to any member of.Congress, except to lr. Brooks, for interest on temporary loans. I understand that he loaned the company, at various times, money, and that he was paid Interest on that money. 150 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. What sums of money had Mr. Brooks loaned to the Credit Mobilier?-A. I do not know. Mr. Ham had charge of the books. Q. Do you know the rate of interest that was paid to him?-A. I do not, Q. Do you know of any individual connected with the Credit Mobilier paying any sum of money to any member of Congress?-A. No, sir. Q. Or connected with the Union Pacific Railroad Company?-A. No, sir. Q. JDo you know of any sumn of money having been used 5y either of these corporations, or by any person connected with either of these corporations, to influence any election of any member of Congress or of the Senate of the United States? —A. No, sir. Q. Have you ever heard that anything of that sort had been done?A. I never heard of money being used for any such purpose. Q. Do you know of any sum or sums having been used for the purpose of procuring either the acceptance of the road by the Government or the issuing of bonds by the Government, or for anything else in connection with the executive department of the Government? —A. I never knew of any such payment. I never heard of it. Q. Either by the corporations or by any person connected with them?-A. I never heard of it. Q. Do you know anything of money being paid over by the Credit Mobilier to agents to be used?-A. No, sir; I do not. Q. Do you know of any agents being employed by the Credit MIobilier with reference to matters appertaining to either of these companies? -A. No, sir. Q. You never were an officer ofthe Union Pacific Rtailroad Company P"A. No, sir. Q. And you know nothing of the details of the business?-A. Except as a stockholder and by hearsay. Q., Do you know anything of the employment of Joseph B. Stewart in connection with the affairs of that corporation?-A. Only from hearsay. Q. From Mwhoa did you hear anything on that subject?-A. From Mr. Durant. Q. And what information did Mr. Durant give you in relation to him? —A. He told me that he had employed him to settle with persons who were interested in other lines of railroad, particularly the Leavenworth and Pawnee. Q. How long is it since he gave you that information? —A. Five or six years ago. Q. Did he tell you tbout having employed a man named fHay?-A. lHe told me he had employed several persons; I do not recollect their names nor much about the details. Q. Did he tell you the amount of money handled by those persons?A. No, sir. Q. How happened he to tell you about these men? —A. It was in a general conversation. Q. Was there at that time a controversy in reference to the suspended account in the affairs of the Union Pacific Railroad Company?-A. Not at that particular time. There had been a discussion about it before that time. Q. 5Was it that suspended account which gave rise to this conversation?-A..No, sir; it was just a casual conversation. It had nothing to do with that suspended account. Q. Have you any knowledge or information in reference to any money being paid to Senator Harlan — A. No, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 151 Q. Have you any knowledge or information of any being paid to MiNr. Harlan while.he was Secretary of the Interior? —A. No, sir. Q. Do you know of any money having being paid, directly or indirectly, to any commissioners with reference to the Union Pacific Railroad?-A. No, sir; I do not. Q. Did you ever hear of it?-A. I never heard of money being paid. Q. Did you ever hear it rumored about that money had been paid.A. No, sir; I never did. Q. Do you know Mr. Hoxie, who had a contract?-,A. No, sir. Q. Do you know where he lives?-A. I do not know where he lives at present. Q. Do you recollect his having a contract with the Union Pacific Railroad Company? —A. Yes. Q. Do you know where he lived at that time?-A. In Omaha, I believe. Q. 5Was he reputed to be a man of means? —A. I think he was. By Mr. SHELLABARGER: Q. Do you know anything about some stock being put into Mr. Ames's hands for the purpose of distribution or to enable him to comply with existing engagements?-A. I only know by hearing it spoken of in the office. Q. You know nothing about the details?-A. I know nothing about the details. Q. You cannot tell where he was to place it?-A. No, sir. Q. State precisely what you heard spoken of on the subject and by whom?-A. I think I heard Mr. McComb speak of it and Mr. Crane. He said that Mr. Ames had received a certain amount of stock of the Credit Mobilier, in trust, to deliver to certain parties, to whom he had agreed to furnish it. Q. What was that certain amount?-A. Something over three hundred shares, I think. Q. What was the date of that statement?-A. I cannot remember the date from recollection. Q. Was it before or after he had distributed it i?-A. I do not know anything about his having distributed it at all. Q. Was it before or after it was put into his hands in that trust — A. It was after that. Q. How long after? —A. Probably within a, year after. I do not recollect the dates. Q. Was it before or after the controversy?-A. It was about the time of the controversy over the stock. Mr. McComb claimed it, and Mr. Ames refused to give it to him, I believe. Q. What was the ground of Mr. MeComb's cla-im?-A. He claimed to have subscribed and paid for it. Q. By whom was that stock put into 3Mr. Ames's hands?-A. Tha I do not know.:Q. Was it by act of the corporation?-A. NJo, sir; not by any action which came under my observation. Q. WTas it by act of the seven trustees?-A. It may have been done by the officers of the Credit Mobilier in the city of New York. Q. Did Mr. Ames in that controversy between him and McComb claim that he had distributed all of it according to prior engagements — A. It was stated that he had not distributed any of it. I understood the statement to be that none of it had been distributed, and Mr. McComb desired it to be returned. 152 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. But did Mr. Ames claim that he had, in fact, distributed it as he was bound to do? —A. I never heard Mr. Ames make any such statement. Q. Was it stated who was entitled to that distribution from Mr. Ames — A. No, sir. Q. You can give usno information on that subject?-A. No, sir. I know nothing about it. By the CHAIRXAN: Q. Are you connected, in any way, with the Wyoming Coal Company?-A. No, sir. By Mr. HOAR: Q. State whether you have any knowledge of the Credit Mobilier or any of its stockholders or trustees being connected with the construction of any other railroad, except the Union Pacific iRailroad, in which the Government has an interest.-A. I know of no such connection with any railroad in which the Government has an interest. Q. Or any railroad to which the Government has made grants or given aid?-A. No, sir. Q. Or given aid in any form? —A. No, sir. Q. Do you know of their being connected with the construction of any railroad at all? (I will not qualify the question.)-A. I think that several of the gentlemen are interested in other railroads. Q. Be good enough to state the names of all the railroads in which, so far as you know, any of these gentlemen have had an interest in the construction.-A. I cannot do that. My remark is only general. Q. Have you yourself any such interest?-A. 0, yes. I have been engaged in several other railroads since that time. Q. What other railroads have you been concerned in the construction of?-A. I am a civil engineer by profession, and I have been engaged in several other railroads. By the CHAIRMAN: Q. WTere you employed as engineer on the Union Pacific ]a-ilroad ~A. No, sir. Q. State whether the Credit 3fobilier had any other source of revenue, or whether it derived any stock, bonds, or money from any other source, except the constrnction of the Union Pacific Railroad.-A. No, sir. It has transacted no other business except the construction of the Union Pacific IRailroad. Q. All its resources were derived from that and from its capital stock?-A. Yes, sir; there was a contract existing among the principal stockholders that it should not engage in any other business, Q. Do you know where that contract is?-A. Here it is. (Producing it.) By Mr. PERRY: Q. Were you personally cognizant of the proxies given by the stockl holders of the Union Pacific RIailroad Company to the managers of the Credit Mobilier — A. I gave my own; I do not know of any others. I know that the proxies were given, but I do not recollect much about the details of the matter. They were given to the executive committee. They were permanent proxies. By the CHAIRMAN: Q. Where are thile books of this railway bureau to be found now -- A. They should be in the custody of Mr. J. M. S. Williams, of Boston. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 153 He was secretary to the railway bureau. I think it was a general corporation, composed partly of Credit Mobilier stockholders and partly of Union Pacific Railroad stockholders. By Mr. PERR Y: Q. By these proxies given to the executive committee of the Credit Mobilier, that executive committee operating without action of the directors, through the railway bureau, dictated the whole. business of the two companies? —A. Yes; the powers were delegated in that B.3 Prf SIIELLABARRGER: Q. In what form Awere those powers delegated?-A. By resolution of the stockholders of the Credit Mobilier. I am not able to say how the powers of the Union Pacific Railroad Company were delegated, but the powers of the Credit Mobilier were delegated at each annual meeting by the stockholders passing a resolution forming the executive committee. Q. State whether the stock in the Union Pacific Railroad Company which was divided to the other stockholders of the Credit Mobilier as dividends was similar to that which was issued to you; in this, that it was issued in their own names?-A. Yes, sir; it was issued in the same way. Q. Do you know whether the other divisions of stock which were made to the stockholders of the Credit Mobilier were made at the same rate per cent., or that they varied? Thirty per cent. was the rate about which you testified.-A. No; the rates were different at different times. Q. Whatever the value was in the market at the time of the divisions e-A. Yes, sir; or what was supposed to be the market value of stock at the time the divisions were made. Q. Then each of the divisions of the stock of the Union Pacific Railroad Company that were made by the Credit Mobilier to its stockholders was made by issuing stock to them in their own names — A. Yes, sir. Q. And the payment for that stock was made in the same way as you have testified, by being a credit on their shares in the Credit Mobilier?A. The certificates were made out in advance. Wre signed the receipts, and the certificates were delivered to us. Q. And that was the only payment ever made upon' tha stock that was divided to the members of the Credit lMobilier?-A. I believe so. The stock had been acquired by the Credit Mobilier in its corporate capacity, and then divided. Q. But when it was issued it was issued in the nanes of the persons who got the dividends?-A. I think so. By the CHAIRHAIN: Q. Were the offices of the two corporations held in the same place?A. The agency of the Credit Mobilier was in the adcjoining room to the offices of the Union Pacific Railroad Company, at 20 Nassau street, New York. They.were connecting rooms. Q. When the Credit Mobilier, or the trustees of the stockholders of the Credit Mobilier, declared a dividend in Union Pacific Railroad stock, the Union Pacific Railroad Company issued certificates directed to their shareholders? -A. That I am not able to say. There may have been an intermediate certificate issued in gross to the Credit Mobilier, and that may have been subdivided by the' officers of the Union Pacific Railroad Company to meet these dividend payments. Biut whether there was an actual delivery of the stock in gross for the whole amnount -to the Credit Mobilier, I am not able to state. 154 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By Air. SHELLABARGER:. Q. If there was such an issuance in gross, that must have been taken up and consolidated, and new issues made to the individual stockholders who became entitled to the dividend? -A. That would have been the correct and usual mode of doing it-to subdivide the certificate and surrender the gross one. The following are the papers referred to by the witness in his testimony: CREDIT JIOBILIEFr OF AMERICA, NE4W YORK AGENCY, 20 Nassau street, January 2, 1867. -- —, Esq. DEAR SIR: At a meeting of the executive committee of the board of directors of this company, held at this agency, on the 28th day of December last, the following resolutions were adopted, viz: Resolved, That in order to equalize the date of payment to increase stock subscription made under agreement of February 29, 1867, interest be allowed to each subscriber from the date of payment to July 1, 1867, at thb rate of 141 per cent. per annum, and interest on the amount so allowed each subscriberfroru July 1, 1867, to January 1, 1868, at the rate of 7 per cent. per annum; and the secretary and treasurer be instructed to make statement of, and pay to each subscriber, the amount under this resolution, Resolved, That a dividend of 6 per cent. per annum be, and is hereby, declared for each of the years ending the 1st day of November, 1866 and 1867, payable iu stock of the Union Pacific Railroad Company, at 30 per cent. of its par value, to the registered stockholders of this day. In conformity with the above resolutions, interest and dividend statements have been prepared, and will be paid on application to the undersigned. Rtespectfully, BENJAMIN F. HAIM, Assistant Secretary and Treasurer. Report of the treasurer to the stockholders of the Credit ]Mobilier of America. The treasurer begs leave to report that since the last annual meeting at Philadelphia the company have been vigorously prosecuting the construction of the Union Pacific Railroad nuder contract, and have expended up to the present time, as shown by the books of the company, about $3,500,000; have completed some seventy miles of road, with some one hundred and fifty miles ready for superstructure, and have a large lot of material and supplies on hand. On 3d March last, by resolution of the board of directors, with the approval of the stockholders, the capital stock of the company was increased to $2,500,000, the whole amount being subscribed for and nearly all paid in. The total receipts up to this date wereCapital stock..........$..2..... 3.5 9................ 2 365 915 00 Union Pacific Railroad Company.....................- -. 2, 633 162 31 Sundry accounts..-.............................. 125, 361 46 Total -.. -...........-.................5,124 438 77 The total disbursements Construction contract............... $3 433, 574 03 Stock Union Pacific Railroad Company. 515, 410 00 Scrip Union Pacific Railroad Company. 848, 172 50 Interest account..................... 185, 754 33 Sundry account...........-1. 141, 527 91 - 5 124, 438 77 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 155 For any details of the business affairs of the company, the treasurer respectfully refers to the books at its agency in the city of New York. H. C. CRANE, Assistant Treasurer Credit Mobilier of America. MAY 1, 1866. Accepted, approved, and ordered to be filed among papers of the company. O. W. BARNES, Secretary. List of stockholders of Credit Mobilier, May 18, 1866. Shares. Charles M. Htall.........................5Oliver W. Barnes............................... 40 Thomas C. Durant............................... 6, 041 George Francis Train................................... 125 L. E. French......20' John Duff............................ 1, 250 Charles A. Lainbard..........1................... 1y 250 Sidney Dillon............ 625 W. T. Glidden..................... 625 J. M. S. Williams................................... 625 Williams & Guion.......................................... 250 H. W. Gray............................. 25 R. G. HTazai-d........,.......................... 1, 250 0. S. Chapman..................................... c 312 D. R. Porter........................... 10 Oliver Ames.................................3.... 3 125 C. S. Bushnell............................................ 750 W. H. Macy................................ 250 J. H. Scranton......................5........ 5 G. G. Gray....,.........,....,....................... 1 267 Joseph Nickerson....250 Joseph. Slaickerson,..~.~.............................. 20 Benjamin Holladay.......................... 500 Benjamin E. Bates..................................... 600 Frederick Nickerson...................................... 250 John B. Alley........................... 500 J. P. Hazard.............................................. 250 W. D. Forbes........... 100 Samuel Hooper & Co......................... 500 Horatio Gilbert..-............... 125 211. J. Gilbert...... 87 C. ]H. McCormick......................................... 625 David Jones......................... 250. Oakes Ames........................... 900Elisha Atkins....312 Ezra H. Baker..................... 313 H. S. McComb................................. 500 Paul Pohl, jr................................ 6 James W. Grimes,............250 Thomas Nickerson.................... 100E. Reed Myer..................................... 20 George Opdyk................... 462 J. Bardwell...... 250 Total.... 257000' 156 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. I hereby certify that above list comprises the stockholders of this company as shown by the books of the New York agency. BENJ. F. BUNKER, Assistant Secretary. NEW YORK, May, 1866. Stock-list of the Credit Mobilier of America, May 17, 1867. Shares. A~ndrews, Frank W -.. 100 Atkins, Elisha ------------------------- - -. —--------------- 622 Alley, John B........... 500 Ames, Oliver..................-...... 4, 685 Ames, Oakes...... 1, 330 Barnes, Oliver W........................................... 10 Bates, Benjamin E......................................... 500 Baker, Ezra H....473 Bardwell, J.............................................. 480 Bushnell C...910 Bowman, A. El.............................................. 150 Bristol, W. B............................................... 50 Beard, Sylvester M.................................... 100 Beard, Eli................................................ 100 Bradford, G................................................ 100 Chapman, 0. S............................................. 312 Cummings, W. A......... 100 Crane, H. C................................................ 90 Day, W. F., cashier in trust.......................... 100 Dana Samuel T.............................................. 100 Dillon, Sidney... 945 Durant, Thos. C.......................................... 5, 558 Duff, John Robertson.................................... 1, 180 French, L. E..20 French, Charles H...160 Fessenden, Sewall H................ 50 Foster, Pierpont B....................................... 50 Glidden, W. T..... 625,Gray, H. W. 25 Gray, G. G..... 1 287 Gilbert, Horatio............................................. 185 Gilbert, H. 137 Grimes, James W.......................................... 380 Gilmore, E. \rT.....150 Hall, Charles M..... 15 Hazard, 1R. G.1, 618 Hazard, I. P......... 380 Hazard, Elizabeth.... 31 Hazard, Elizabeth, trustee....... 13 Hazard, Anna'......... 20 Hazard, Mary P......................-..................... 10 Hazard, Rowland........................................... 372 Holladay, Ben -— 500 Hooper, Samuel & Co...... 750 Horner, Anna.... I Hotc lds, Hnry...........................................15 Hotchkiss, Henry —-------------------- - 150 Jenks, Barton II....-500 Jones, David................ 250 CREDIT MOBILIER AND UJNION PACIFIC RAILAOAD. 157 Shares. King, John L...............-...............-........... 80 Lambard, Charles A......................................... 1,400 Low, A. A...............................-.................. 100 Lockwood, Le Grand........................................500 Macy, W: H- -.............................. 375 MIcCormick, C. H.......................................... 945 McComb, It. S.... 750 Myer, E. Reed............................................... —-- 20 Nickerson, Jos...............-............................ 380 Nickerson, Frederick......................... 250 Nickerson, Thomas......................................... 150 Opdyke, George........... —712 Pohl, Paul, jr.............................................. 6 Pigot, J. B................................................. 200 Peck, Nathan............-.............................-...... 100 Robbins, Royal E........................................... 200 Scranton iJ. H......................... 5 Stewart, Benedict D....................................... 5 Sanford, Harvey......-......-...................... 125 Train, George Francis...................................... 115 Trowbridge, Henry......................................... 75 Trowbridge, Ezekiel H....................... 50 Torrey, Lydia -................................... 11 Vernon, Sophia- 1 Williams, J. M. S -.................................. 620 Williams & Guion.......................................... -380 Waite C. C...................................... 50 Total.................................................. 34, 482: Thirty-four thousand four hundred and eighty-two shares. The above is a true and correct stock-list as shown bythe books of this company at this office. BENJ. F. BUNKER, Assistant Secretary. NEW YORK, May 17 1867. Memorandum: Oliver Ames, this 18th day of May, 1867, previous to the election of directors, transferred to Robert G. S. McNeille, of Philadelphia, five shares of the capital stock of the Credit Mobilier of America. OLIVER W. BARNES, Secretary. List of stockholders of the Credit Mobilier of Amnerica, Mlay 16, 1868. Shares. Alley, John B........................... 290 Ames, Oakes........... 1, 955 Ames, Oliver....-.,......r. 4,680 Ames, Oakes, trustee........................... 343 Andrews, Fran W............................. 100 Atkins, Elisha........................ 622 Baker, Ezra, H. -....... — 623i Baker, Ezra H....................-................... 623 Baker Ezra H., jr.......................... 50r 158 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Shares. Bard well, Josiah........................................... 730 Bardwell, Josiah, trustee................................... 300 Rarnes, Oliver W 15 Bates, Benjamin E 500 Beard, Sylvester A..............................0.........! O0 Beard, Eli - --— 100 Blood, Henry.............................................. 4 Boyer, B. M...................... 75 Bradford, Gamaliel -.................................... 100 Bristol, William B.......................................... 50 Bushnell, Cornelius J............. 510 Chapman, Oliver J........................................ 412 Charlick, Oliver............................................ 3 Crane, Henry C............................................ 128 Crane, Henry C., trustee.................................... 180 Cummings, William A....-................................ 100 Davies, John 3f............................................ 500 Dillon, Sidney.................................... -......... 1 005 Dodge, Anna M.-...................................I....... 100 Duff, John R.................................. 1880 Durant, Thomas C........................................ 5,658 Fessenden, Sewall H -....................................... 50 Foster, Pierpont B......................................... 50 French, L. Eugene......................................... 20 Gardner, John, trustee.................................... 625 Gilbert, Horatio........................................... 185 Gilbert, Hoato....... 137 Gilm-on, E. W - - - -150 Glidden, William T...................................... 625 Gray, G. Griswold......................................... 1 350 Grimes, James W - - —. 380 Hazard, Rowland G.......,...................... 1 610 Hazard, Isaac P............................................ 380 Hazard, Rowland.......................................... 380 Hazard, Elizabeth........3................................. 314 Hazard, Elizabeth, trustee.................................. 13 Hazard, Anna....................-......................... 20 Hazard, Mary P.................. 10 Hedden, Josiah............................................ 100 Hobart, Aaron, jr. 25 Holladay, Benjamin............................. 750 Hooper, Samuel & Co....................................... 750 Horer, Anna................................................ 1 Hotchkiss, Henry........... 150 Johnston, James B.......................................... 200 Jones, David - - - - -380 King, John L.......................... 80 Lambard, Charles A - 150 Lockwood, Le Grand-........... —...................- 500 Low, Abiel A.............................................. 100 Macy, William H................-......................... 300 -McComb, Henry J............................ 1250 McCormick, Cyrus H......................................-. 9:45 McNeil, Robert G. J.-........................................ 5 Moore, E. C................................................ 10 Neilson, Charles H -[.- - - - - 150 CREDIT MTOBILIER AND UNION PACIFIC RAILROAD. 159 Shares. Nickerson, Frederick.............................. —...... 250 Nickerson, Joseph................ —..-.-....... —...... 380 Nickerson, Thomas................ —---................. 150 Opdyke, George............................. 712 Peck, Nathan............................. 100 Pigot. James B — 50 P ohlt Jaulm jr............................................... 6 Pohl',Paul, jr, —----------------------- 6 Richardson, Joseph................ —..-......... —-.. 50 Robbins, Henry A................................ 100 Robbins, Royal E..................... 300 Sanford, Harvey..................................-.......... 125 Scranton, Joseph H....................5 Skinner, F., & Co.....................-..... 250 Skinner, F.,.& Co., trustees................................. 250 Smith, J. N................... 405 Stetson, Thomas M.............. 30 Stevens, W. B., trustee............................50 Stewart, Benedict D........................................ 5 Thacher, Isaac.......................................... 92 Torrey, Lydia......................... 11 Train, Willie Davis................. 175 Trowbridge, Ezekiel H.................................. 50 Trowbridge, Henry....................................... 75 Vernon, Sophia...........-...........1........... Waite, C. C.......................... 80.Williams, John. S.....620 Zborowski, Martin......................... 100 Total. ---------- ----------------— 37,500 Amount............. $3, 750, 000 I certify that the foregoing is a correct list of stockholders, as shown by the books of the company, at the close of business, May 15, 1868. BENJAMIN F. HAM, Assistant Secretary Credit Jiobilier of America. Subscription list to th7e Credit Mobilier. [Five-cent stamp.] We, the undersigned, do hereby subscribe to the nuTmber of shares set opposite our respective names in the capital stock of the Credit MIobilier of America, a corporation duly incorporated by an act of the legislature of the State of Pennsylvania, under the title of " The Pennsylvania Fiscal Agency," the 1st day of November, 1859-said title being changed by the legislature aforesaid, March 20 1864, to that of "The Credit Mobilier of America 7"-on the following conditions: That there be delegated the full powers of the board of directors to the New York agency; That a railway bureau shall be established at said agency, to consist of a board of five managers; three of them must be directors of the company, who shall have the management of the railway contrhcts for which this company may be the agent, which shall be subject to the approval of the president of the company; And the subscribing hereto of an amount that shall make the capital 160 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. stock one million six hundred thousand dollars and not to exceed tw millions of dollars without the consent of the holders of three-fourths of the stock issued by said company. And also, on the further condition that no business shall be done by said company except that pertaining to the construction, as agent or attorney, or by lawful authority of the Union Pacific Railroad Compay,. without the consent of three-fourths as aforesaid in amount of the stock March 15, 1865. THOMAS C. DURANT, including former subscriptions, six thousand shares. C. S. BUSHNELL, tWO thousand shares. CHARLES A. LAMBARD, one thousand shares. JOHN DUFF, one thousand shares. G. G. GRAY, by HI. W. G., two thousand shares. SIDNEY DILLON, five hundred shares. W. T. GLIDDEN, by C. A. L., five hundred shares. JOHN M. S. WILLIAMS, by C. A. L., five hundred shares. * BEN. HOLLADAY, five hundred shares. It is hereby agreed by the subscribers hereto that the railway burea shall consist of seven members, instead of five asfirst named THOMAS C. DURANT. JOHN MI. S. WILLIAMS. WV. T. GLIDDEN. OLIVERI AMES, one thousand share JOHN DUFF. F. NICKERSON, two hundred and fifty shares.. C. A. LAMBARD. JAS. NICKERSON, two hundred and, fifty s.ares OLIVER. AMES, five hundred shares. Wm. D. FORBES, one hundred shares. OLIVER AMESfive hundred shares.'B. E. BATES, five hundred shares. 0. S. CHAPMAN, two hundred and fifty shares. S. HOOPER & CO., five hundred shares. Rl. G. HAZARD, five hundred shares. ISAAC P. HAZARD, two hundred and fifty shares.. SIDNEY DILLON, five, hundred shares. BEN. HOLLADAY, five hundred shares. C. S. BUSHNELL. GEo. T. M. DAvis. GEo. FRANCIS TRAIN. GEo. GRISWOLD GRAY, eleven hundred shares.. H. S. MCCOMB, two hundred and fifty shares.. WASHINGTON, January 18, 1873. JOHN M. S. WILLIAM1S Sworn and examined. By the CHAIRMAN: Question.'Where do you reside?-Answer. Cambridge, Massachusetts. Q. Have you in any way been connected with the ULTnion, Pacific Railroad Company; and if so, since when, and in what capacity? —A. I was treasurer from March, 1869, to March, 1871. CREDIT MOBIER AND UNION PACIFIC RAILROAD. 161 Q. Were you an officer of that road prior to that time e-A. I never acted as an officer, I waselected director once, but never served. Q. When was that-A. I forget the time. Q. Were you a stockholder in the road?-A. Yes, sir. Q. When did you become a stockholder ~-A. I was one of the original subscribers. Q. Have you been a stockholder ever since?-A. Yes, sir; until about a year ago, when I sold out. Q. What amount of stock did you hold in the road?-A. I was an Ioriginal subscriber for $20,000. have held from that all the way to, I think at one time three or four hundred thousand dollars. I cannot remember the exact amount. Q. Have you at any time been interested in the corporation known as the Credit obilier of America -A. Yes, sir. Q. When did your interest in that begin and how long did it continue -A. I think it was in 1865 it commenced. I am still a stockholder. Q. Do you remember what was the capital stock of the Credit Mobilier at the time you became a subscriber 3-A. I think it was two millions paid in. Q. How much stock did you take in it at that time?-A. One-sixteenth of the capitalstock-$125000-that is, myself and my partner took that amount. Q. Your firm took $125000 -A. Yes, sir. Q. Who composed your firm -A. There were four in the firm, but it was taken in the name of two of us-William Gliddon and myself. Q. Was that an original subscription or purchase of stock?-A. ~~~~~~~~~~1 r Original.- Q. How much money did you pay on account of that stock I-A. The whole amount. Q. The capital stock was increased after you took your subscription 3A. Yes, sir. Q. How much additional stock did you get by virtue of that increase?,-A. I did not take it. I Q. You did not take the additional stock?-A. No, sir. Perhaps here 1 ought to Say that on the first addition we declined to take it, and others -took it; and on the second addition we paid Some one to take our proportion-lpaid 5 per cent. Q. Have you at any time been an officer of the Credit Mobilier "'-A. I was one of the directors for several years-between two and three years. Q. From what date to what date?-A. I1 could not tell -without the records. Q. Look at these boolks of the Credit Mobilier and see if they will enable you to state.-A. Yes, sir. I1 was a director from June., 1865, to May, 1867. Q. Did you hold any other position in that corporation 3-A. I was 6nl the executive committee.. Q. Who else composed that committee 3-A. I think that M_1r, iDurant and Mr. Duff were -members most, if not all, the time I was on the cominittee. There w ere five altogether. I find on referring to the records that the first executive committee was composed of Thomas C. Durant, John Griswold G4ray, and J. -M. S. Williams. They were the executivecommittee for 1865'. The committee were three then and had all the power of the board. Q.Was the, executive committee constituted by virtue of a resolution 11CM 162 CR)EDIT MOBILIER AND UNION PACIFIC RAILROAD. or a by-law of the Credit Mobilier?-A. I cannot find from these reords how that is. The management was committed to a railway bureau of five before I come into the board. Q. I wish you would read that portion of the record establishing a railway bureau.-A. It was at a meeting on March 3, 1865: "Present, Messrs. Drant, Bushnell, and Train. The form of subscription was submitted and approved. The president stated he had entered into a contract for the construction of one hundred miles of the Union Pacific Railroad, and guaranteed the performance of the same, and advanced the necessary sum for the fulfillment of the contract, which, on motion, was approved. On motion of Mr. Durant, it was resoled that a railway bureau be established, to consist of five managers, in accordance with the terms of the subscription, who shall hold office at the discretion of the board or of the executive committee. Resolved, that T. C. Durant, C. S. Bushnell, John Duff, C. A. Lambard, and 0. W. Barnes gconstitute said manaers.'" Q. When was that executive committee appointed that you referred to a momnt ago -A. That committee was appointed in 1864. clQ. Who appointed this railway bureau? A. The directors of the Credit Mobilier. Q. Did that railroad bureau appoint an executive conmmittee Yes, sir. Q. When was that (lone?-A. It was dlone at a meeting of the railway bureau in November, 1865. Q. Read the record of that appointment.-A. " On motion, it was resolved that an executive committee of T. C. Durant, John Duff, and Sidney Dillon are hereby appointed by this bureau, and, no contract shall be entered into or payment of money made or appointment to any office or position without the concurrence and, approval of said committee.'" I find further the following on the records: "At a meeting of the directors held in the city of New York July 12, 1865, the following gentlemien were appointed an executive committee with full power of the board of directors when the board is not in session.," Then on motion the railway bureau was increased to seven members as soon as the consent of subscribers to the stock could be obtained, per agreement of M1arch 3, 1.865. Q. You. were secretary of the railway bureau at the time the execu1tive committee of the railway bureau was appointed?-A. I was. Q. Did you after that make a contract with the Union Paucific Railroad Company for the construction -of any part of its road?-A. I attempted to do so. Q. When was that?-A. June 24, 1867. Q. Have you, the record of the railway bureau. in relation to that proposed contractf-A. I have what purports to be a copy; I presumte it to be so. Q. Will you. please read it, so that it may be incorporated in yu evidence v-A. I will. "NEW YORK, June 24, 1867. "1DEAR SIR: I beg to offer the following proposition, namely: to build your road from the ~end of the hundredth meridian of longitude to the base of the Rocky Mountains at Crow Creek Crossing, 267 —J-2 miles, at $50,000 per mile, to be acceptable to the Government commissioners; to be, completed before, the 1st of January, 1868. 1 also propose that the CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 163 companysall transport all material required for construction over the road completed by the company at rates to be agreed upon. "Yours, very truly, " JOHN 3M. S. WILLIAMS. "T. J. CARTER, Esq., "S8ecretary of Committee. P. S.-I agree to furnish suitable guarantees. " J. M. S. W." Q. What follows this on the record?-A. NEw YORK, June 15, 1867. "To the Railway Bureau of the redit ]iobilier: "If the proposal which I have submitted this day to the Union Pacific Railroad Compay for the construction of 267 miles of road is accepted, I hereby agree to assign said contract to the Credit Mobilier, with the agreement and understanding that the special executive committee of the said bureau, as now organized, shall continue the management of thesame until changed by consent of two-thirds of the stockholders of the Credit Mobilier. "Yours, very respectfully, ~.XILAS; J. MN. S. WILLIAMS." Q. Was that proposal of yours accepted by the Union Pacific Railroad Company, or any of its committees?-A. I think it was. Of what committee was Mr. Carter, to whom your letter is addressed, secretary-A. I have not the record before me, but my memory is that he was secretary of a committee appointed by the board of directors of the nion Pacific Railroad Company to make a contract for the further building of the~road, Q. Do you remember whether any part of the 1iue embraced in your proposition had already been constructed?-A. I think a small portion of it had. Q.What was thbe object of proposing to build a road that had already been built?-A. It was to try to get it in the right hands. Q. Into whose hands was it sought to get it by this proposal 3-A. Mr. Dillon's and Mr. Duff's, instead of Mr. Durant. Q., But had not that portion of the road already been accepted by the Government?3-A. I do,-not know. Q. Do you know what the road that had already been constructed1 had cost the, Union Pacific Railroad Company?3-A. I dlo not. Q. Do you remember whether your proposition to build the road was for a larger amount of money than the road had already cost the com.pany 3-A. It -undoubtedly was. Q.Then what purpose had you to propose to build a road that had aalready been built by the company at a cost to thiem of less than the amouin tmentioned in your proposition?3-A. We were identical'in interest. The Credit Mobilier and the Union, Pacific Railroad Company -were the same identical parties. We were building it for ourselves, by ourselves, and among ourselves. There was not $20,000 outside interest in it. Q. Was this understood at the time?3-A. Yes, sir. It was understood that we were dealing. with ourselves, to get the control in the right hands. Mr. Durant had entire control, and we proposed to get it out of his hands. He was the most extravagant man I ever knew in my life, and we were trying to get the management into the hands of Mr. 1)Lu ff.' 164 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. If, under Mr. Durant's manageme, this portion of the road had been built for a less sum of money than -was proposed to be paid under your contract, h6w was the railway company to be benefited was it not, in fact, a contract in the interest of the Credit Mobilier -A. The Credit Mobilier and the Union Pacific Railroad were the same people. I owned just as much in the Credit Mobilier as I did in the Union Pacific. Q. But there were a good many persons who did not?-A. I do not think there was $20,000, all told. Every stockholder in the Union Pacific had been invited to come into the Credit Mobilier because it was understood that the road was to be built in that way, by contracting among ourselves for the common benefit of all. We had been building railroads in Iowa in that way, by contracting companies organized among the stockholders. We wantedno one to have an interest except in both alike. Therefore, every man who was a stockholder in the Union Pacific was invited to come into the Credit Mobilier. If he did not, then efforts were made to buy him out, so that there would be no outside interest, but the interest would be identical, and no man would suffer by these contracts. Q. Have you any books or papers in your possession or under your control belonging to this railway bureau, showing thetransactions of the bureau in connection with this matter?-A. I have not. All the books and papers were left with the Credit Mobilier. I do not think there were many books kept. There was this record-book, of which you have a copy. Q. Were any accounts kept by this executive committee of the railway bureau?-A. I d(lo not think there were. All their business ws done by the Credit Mobilier. Q. Have you any books of the CIredit Mobilier in your possession A. No, sir; I never did have. Mr. Crane was the man who had chanrge of them-Mr. Crane and Mr. Ham, while he was secretary. Q. Can. you, from. the record before you, give the names of the persons constituting this railway bureau, and the names'of the persons constituting the executive committee of the railway bureau at the time your contract was made or proposed to be made 0?-A. Yes, sir. T., C. Durant, C. S. Bushnell, Sidney Dillon, Charles A. La'mbard, J. M. S. Williams, John Duff, and Ir. Gray. Q. Who constituted. the executive committee'i.-A. The executive committee were composed of T. C. Darant, John lDuff, and J. MI. S. Williams. By Mr. PERRY, (counsel for the Government:) Q.Were the executive committee of the Union Pacific Railroad Comnpany and the executive committee of the railway bureau of the Credit Mobilier substantially the same until the road was completed'?-A. I could not answer that without the records, but I think that Mr. Durkaut was on both. Q.Without reference, to the record, how many -would you suppose to bethe s'amel-~A. I have no recollection of any one except Mr. Durnut, but I presume Mr. Bushnell was; they generally worked together. By the, CH-AIXUAN: Q. After the act of Congress, which authorized the Union Pacific Railroad Company to issue first-mortgage bonds to the, same amount as the Government bonds, had passed, did the company issue these first-mortgage bonds before the Credit Mobilier made its contract 6?-A. I presume it weas about -the same time. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 165 Q. Who determined when these bonds should be issued-the Credit obilier or the Union Pacific Railroad Company?-A. The Union Pacific issued the bonds, but they could not sell them; there was no marketfor them. lQ. I know the Union Pacific Railroad Company was the only party in form who could issue the bonds; but didn't they lay the matter before the Credit Mobilier and request them to issue the bonds?-A. Well, they acted so simultaneously in everything that it would be difficult to divide it. They were virtually one concern always. Q. That wa the case in the issue of bonds and the sale of them under the first mortgage -A. I should say yes; yet you might construe my answer one way or another. They were the same identical parties all the way through having the same interest; they were serving each other and serving themselves. We built four lines of road in Iowa in that way, dealing with ourselves always. By Mr. HOAR: Q. I understand you to say that the Union Pacific Railroad Company and the Credit Mobilier were in substance the same concern -A. Yes sir.. Q. Composed of persons having the same interests?-A. Yes, sir. Was it true that during a considerable portion of the time there was a stipulation by which before any person could receive a dividend e must give to the trustees of the Credit Mobilier an irrevocable power of attorneyto vote at least six-tenths of his stock?-A. That was subseqent to the action of the Credit MIobilier; they had been left out in the cold. Q. That was bythe trustees?-A. Yes. Q2. But the dividends that these trustees made were divided among the,stockholders of the Credit Mobilier?-A. Yes, sir. Q. Then the Credit Mobilier when getting some ten or twelve million dollars in dividends were hardly left out in the cold?-A. They were, as an organization. Q. But suc' warmith as could be derived fromt the dividends they relceived i-A. It was their own money. They only took fromn one pock~t and put it in another. Q. YouLiunderstood it was necessary, dlid you not, to obtain the consent of every stockholdeir to this arrangement?-A. It was so stipulated in. the agreement. Q. Why was thatf-A. I could -not answer that question. Q. Was it not, according to your understanding of it, because the majority of the Union Pacific Railroad Company would have -no right to make a contract binding the minority; were you.not so advised?-,A. No, sir; I was not. I was not one of the managers that had anything to do with it. I had gone out of the executive committee of the Credit Mobilier before the execution of the Gakes Ames contract. Q. How was it at the time of the Williams contractv-A. I was in at that time. Q. Was the William s contract one you expected to carry out yourself?-A. Only for the Credit Mobilier, and that was so stated in the records. Q. So I understand. First, you say youi wanted to get it in the right hands-the hands being the Credit Mobilier.'Now, didn't you -regard it as in any way a fraud upon the Pacific Railroad Company to make these dividends of stock?-A. They were the same parties; it could not be a rand by any possibility. 166 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Now, how was it about their relations to the Government? The eighteenth section of the actof 1872 provides that whenever the net earnings of the road exceed ten per cent. of its cost Congress may reduce the rates of fare thereon. How was Congress to know anything about the cost of the road, with a view of exercising that power?-A. I do not know, sir. Q. Was there any provision by which the actual cost of the road to the Credit MIobilier, exclusive of its profits, should be reported to Congress?-A. I do not think there was. Q. Then, they were by no means the same tbi so far as their relations to the Government were concerned -A. They thouht they were only dealing with their own property; they didn't think they had anything to do with the Government. Q. Now you see that they were not?-A. I do not. The Government could determine the cost of the road in any manner it thought proper. Q. Were the returns to the Government of the cost of the road the cost to the parties who constructed it, exclusive of profit, or the cost to the Union Pacific Railroad Company, including profit?-A.. The cost of the contract. Q. So that the Union Pacific Railroad Company and the Credit Mobilier being the same thing, they did not return to the Government what the road really cost them?-A. They returned what it cost the Union Pacific Railroad. Q. But you say that they are the sae persons A. Yes, sir. Q. Then they returned to the Government as the cost some ten or twelve million dollars more than what it actually was?-A. That is very doubtful, because they took part of their pay in stock, and that stock was not worth ten cents on a dollar at the time. Q. How does that make it cost any more to construct the road?,-A. They received stock for building the road, and that stock was not worth ten cents on a dollar. Q. Do you understand that the provision of law which requires then. to report the cost of the road would be complied with if they issued their own stock, worth ten cents on a dollar, at par, by calling the par value of that stock the cost of the road".-A. They supposed it was when they made their reports. Q. Do you now suppose so?-A. I would require time to think of that question..Q. The Credit Mobilier divided among themselves stock. Who received'the dividend, the Credit Mobilier or their trustees, or the person constructing the road?-A. I do not know, sir; I do not think they did. The Credit Mobilier did not, because they were not in that contract. Q. Was it not stipulated in the instrument creating these trustees that the dividends should be made under the Ames contract to those persons who were stockholders in the Credit Mobilier who had given. a. proxy on their Union Pacific stock?,-A. And also stockholders in both. Q. WellI, they were all stockholders in both. So it. was to them in. their capacity as stockholders in the Credit Mobilier that the division -was made?-A. It was in their capacity as stockholders in. the Union Pacific Railway that the division was made. Q. I thought it was in form and nominally the profits to the Credit Tlobilier of the contract with the Union Pacific. Now if that was a division to the stockholders of the Union Pacific Railroad Company, you would not certainly think it was dealing in good faith to the Government to CREDIT MOBILIER AND UNION PACIFIC RALROAD. report that as the cost of the road to the company A. It was ot a ivision to them directly, but to trustees, who were acting for the. vIt was not a dividend, but a division. Q. Do you think it was acting in good faith to.te Governmet to include in the cost of the road the profits which they divided up, among thenselves?-A. I do not think the Government was interested in it rt all, and therefore we did not see any want of good faith at all. Allow me to say right here that Congress appears to be aboring nder an entire misapprehension as to the nature and character of this Pacific Iilroad act. It was not a special or private act but an act to promote public inte'rests andl public welfare. Theighteenthsectionofthe law of 1862 declares this to be its object, and I think it is due that it should be judged from the stand-point of the Thirty-seveth and Thirtyeighth Congresses, and not of the Forty-second, and that we ought to look at it contemporaneously with the event. There is a great misunderistanding about the whole thing. We understood that the Government was not to call upon us for the interest of 5 per cent. of the net earnings; that both of those were done away with by that clause of the law which allows them only to retain one-half of the cost of Government transportation, and therefore in everything we did we thought nobody had ally interest but ourselves. That is the view we acted upon, and I ought' to say here that I never had anything to do with the management of the Union Pacific Railroad Company as such, and in everything I did I tried to act for the best interests of the stockolders the public, and the Government, and I believe I did. I believe the building of that railroad was one of the greatest blessings to this contry. The greatest sufferers were those who built the road, and not the Government. Q. You understood, Mr. WVilliams, did yolu not, that the Government was to have a. security on the road reserved by, the act of 1862 for the amount of the Government bonds issued?~-A. The act of 18621 did so provide, anLd under that the road could not be built. Q. Now, the act of 1864- authorized the issue of first-mortgage bonds, and gave them a prior lien to its own bonds, did it not?-A. Yes, sir Q. You understood. that was granted becanse the road could not be built under the act of 1862 v-A. Yes, sir. Q. Now, as I understand you, this division of ten or twelve mnillion of dollars was among the stockholders of the Union Pacific iRailroad substantially?-A. Equivalent to the stock they took. Q. Did you understand that you had a right to raise ten or twelve million dollars by these first-mortgage bond s of the company for the purpose, not, of constructing the road, but of making a dividend to that amount among the stodkholders?-A. I think we had a right to do with them what we had a mind to. They were our property; nobody else had any interest in them. Q. Suppose' you had built the road for the amouint of the Government subsidy of $27,000,000 and the sale of your land and such capital stock as was actually subscribed, do you think you would then have had a rightunuder the act of 1864, to borrow $27,000,000, giving it a prior lien to the Government loan andiieiamn oree sdvde? A. Certainly.,uddiditaogyueleasivenQ. And was not that precisely what you. did, to divide among yourselves, as profits for conlstructing the road, the money raised by these first-mortgage bonds, which had been, given a prior lieu to the Government bonds?-A. Of course it gave a prior lien-the law gave that. Q. Did you. not, in fact, divide, to some extent, these -very first-mortgage bonds, and also the stock of the Union Pacific Railroad Company, 168 CREDIT MOBILIER AND UNIN PACFIC RAILROAD. among the parties who received the division of profits under these contracts'-A. The trustees divided some of them, not all. Q. Can you tell us what, in round numbers was the cost of that road to the parties who constructed it and equipped it-A. I have no figures and have never seen any. Q. Do you know whose plan or scheme this tripartite agreement was-who devised it?-A. I never did know. It was something I had nothing to do with. By Mr. SHELLABARGER: Q. You have stated that the Credit Mobilier and the Union Pacific Railroad Company are substantially the same in interest?-A. Yes, sir. Q. And that in disposing of the Williams contract, as you have testified, no injustice was done by including completed work in the letting of the contract?-A. You only suppose that because it was included afterward in the Oakes Ames contract. All the stockholders of the Union Pacific Railroad Company assented to that. Q. That is not just my question. Ther ncluded and you now so state, in the Oakes Ames contract, a large amount of road that was at its date completed.-A. I should not say large. Q. Was it not two hundred and thirty-eight miles-A. I do not know the amount. I did not suppose it was so large as that. Q. Was it not about that amount-A. I do not know. My proposition was in January; the Oakes Ames contract, as I understand it, was in August. I do not know about that. I was not connected with the making of that contract; in fact, I had been left out in the cold before that. Q. Do I understand you to say that, when yor contract was taken in January, 1867, already at that time there had come to have been an nuderstanding between the Union. Pacific R~ailroad Company and the Credit MNobilier that any profits that were made, on your contract would inure to the benefit of the Credit Mobilier, and that therefore they would inure to the benefit of the stockholders of the Union Pacific R~ailroad Company, because they were substantially identical?-A. Yes, sir. Q. Was that also true at the time of the letting of the Gakes Ames contract, that all benefit and profit that could be derived from that would inure to the benefit of the stockholders in both corporations "A. I was not a party to that until a long time after it was m-ade. That was my understanding of it, however. Q. From your knowledge, and it ought to be pretty thorough, was there any abandonment of that understanding, which existed when your contract was taken, whereby all the advantages of your contract would inure, to the benefit of the.stockholders in the Union Pacific Railroad; was there any abandonment of that u~ndertaking, between the time you took your-contract and the time Oakes Ames took his?-A. I do not suppose there was. Q. Well, now, at the time the resolution was passed, which. I will askyou, to look at, whereby it was authorized to investigate the Oakes Ames contract, was that your understanding of the relations between the contractor, Oakes Ames, and the stockholders in the two corporations, namely, that all profits that might be derived from the Oakes Ames contract would inure to the benefit of the stockholders in the Union Pacific IRailroad ( Company?-A. That was my understanding at the. time. I1 signed it some time after it was made. If it had not been so I should have considered that -somebody was cheating it. Q. That was just the question I was going to ask. You say that the CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 169 238 miles was included in the contract with Oakes Ames, which was then complete, accepted by the Government of the United States as completed, and which had cost, with the equipment, about $27,000 a mile would not the letting of that to Oakes Ames, at.$50,000 per mile, have been a very gross fraud as against the Union Pacific Railroad Company-A. osir; not by any means. Q. Well, why not-. Because they were the same owners. Q. But, had they not been the same owners, would it not have been; that is to say, if the stockholders of the Union Pacific Railroad Company did not get the benefit of the difference between $27,000 and 000 would not the company have been wronged out of that sum?A. It would, unless they consented to it. If they had not consented to it, it might have been a wrong. Q. Had they any understanding at the time of the letting of the akes Ames contract that they should have the benefit of it-the stockholders in the Union Pacific Railroad Company?-A. I stated before that if it hadn't been for their benefit it would have been a wrong. nQ. I ask you, had they a common understanding that it was for their benefit-A. I answered that once, that I supposed they had. I had not, becase I ad been left out in the cold. If they had not I should have considered it a very great wrong. ~~~By Mr. HOAR:P~,. Q. How were yo left out in the cold?-A. I had been in the railway bureau connectedwith the management of the Credit Mobilier, and I was left out of it. Q. But your interest had ot changed?-A. No, sir. Q. Will youstate whether that contract would have been approved by the Union Pacific Railroad Company, had there not been an understanding that he -was not to have the profits of the contract, bnt they -would have been divided among the'stockholders of the Credit Mobilierf -A. I should not suppose so. It was not approved until it was so understood. Q. It was not approved, then, until it was so understood? fA.- It was not approved by the individual stockholders until it was so understood. Q. Was it approved by thie company as a corporation'f-A. That I do -not know. Q. Was the contract with Oakes Ames so approved f-A. I suppose it was by their acceptance of it. They accepted it in October, dlid they not f? Q. Who do youl mean by "1theyf"-A. The Union Pacific Railroad Company. Q. Will you state whether a committee was appointed to investigate the Oakes Ames contract-the contract itself I1 mean, not the assignment f-A. It would be entirely out of my province. I do not know an~ything about it; never did. Q. Why was not the part of the road that was completed at the date of the Oakes Ames contract dealt with as completed work, and why did you not let contracts on separate surveys and estimates, for the uncompleted part beginning at the west end of the completed part and proceeding westward f-A. I cannot answer that question. I had nothing to do with the matter. Q. Can you state why they included this two hundred and thirtyeight miles, or whatever it was, of completed work in the Oakes Ames contract f-A. I had nothing to do with it. Q. You were a stockholder f-A. Only a stockholder, and assented to 170 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. everything they did, but I had nothing to do with the transaction, I mean in an executive character. I was not connected with either the Union Pacific Railroad or the Credit Mobilier as an officer or mager in any way. Q. Upon what facts d(lid you base your opinion at the time, nd the opinion you expressed a moment ago, that there was an understading at the date of the letting of the Oakes Ames contract, the same as there was when you took yours, that all the stockholders in the Union Pacific Railroad Company should have the benefit of the profits of the contract?-A. Because it was a common uderstandig, and nobody would have a right to make a contract for common benefit. Q. Then you heard no conversation or declaration that led you to that conclusion, but you base your conclusion merely pon te fact that it would have been just and proper to so do?-A. That is all. I was left out-not consulted. I wanted the contract ade forthe Credit Mobilier. I did not want this trustee arrangement; therefore I was not consulted. Q. Why would it have been unjust to make the akes Ames contract as it was made, had there not been an understanding that the stockholders in the Credit MAobilier and the Union Pacific Railway Company should have the benefit of the job -A. Becase we were acting together had always acted together from the start. No set of men had a right to go outside and make a contract for their own personal benefit. But when we were all acting together, there was wrong done to any one of us. Q. And that was the understanding fro the beginning, that you were to act together for the common benefit -A. So r as I know es sir. By the CHAlIR3IAN: Q. Do -I understand you to say that you considered the Union Pacific' Railroad Company and the Credit Mlobitier the same thiug,7-A. Yes, sir; so nearly identical that there was no divergence of inter~est.. Q. Did this road cost the Union Pacific Railroad Company more tha.n it cost the, Credit Mobilier?-A. It depends upon how yon look at it. if your right-hand pocket had more money than yonr left, and you took some from the right and put it in the left, you would be neither richer nor poorer., It was your own property, and you took it out of one pocket and put it in thie other. Q. The''Union Pacific Railroad corporation was one corporation and the Credit Mobilier another corporation, and yet you think they were substantially the same thing?-A. Yes, sir. Q. Now, was the cost of this road the same to the UinPacific Railroad Company as it was to the Credit Mobilier?-A. In one sense it was, and in one sense it was -not. Q. In what sense was it the same?-A. Because they were the same party. Q. How would it appear upon the books of these two corporationsthe books of the -Union Pacific Railroad Company and the Credit Mobilier; would they be alike in the cost of building the road?-A. They might or they might not. It depends upon what value the stock had. Q. So far, then, as dollars and cents were concerned, they were not?~ -A. They might or might not have been. You might take a million dollars of cash and a million dollars of bonds, and it would only represent twelve hundred thousand dollars. Q. Therefore, in order to make them alike in this particular case, it is necessary to add to the cost of the construction by the Credit Mo CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 171 bilier the amount of the dividends to the Credit Mobilier?-A. The amount of the depreciation of the bonds they were supplied with. Q. The bonds were the same all the time, were they not, whether they were in the Credit Mobilier or in the Union Pacific Railroad Copany -A. Yes, sir. Q. And the stock was the same?-A. Yes, sir. Q. And the money was the same.-A. Yes, sir. Q. Now, the cost of this road was represented by bonds, stocks, and money.-A. Yes, sir. Q. How, then, can you make them the same, other than by adding to the cost of the road to the Credit Mobilier the amount of bonds, stock, and money that was divided among the stockholders as dividends, divisions, or whatever you may choose to call it?-A. I will answer that question in this way: Suppose the actual cost to the Credit Mobilierfor constructing that part for which it received tinder the contract $62,000 per mile was $36,000 per mile; the Government bonds they received, 6,000 per mile,) selling at 90 cents, would amount to $14,400; the first-mortgage bonds to the same amount sell at 80 cents, and net 12,800, and the stock received, $30,000 per mile, sells at 293- cents ad amounts to $8,800, making the total of $36,000. This is an illus tration of how it becomes even. Q. Now, when the railway company comes to pay these bonds that the Credit Mobilier sold at 80 cents, they have to pay dollar for dollarA. All railroad companies when they commence to build their roads have to sell their bonds at a discount, and when they become due pay for them at par. Q. If the Credit Mobilier has these bonds at 80 cents and can comel the railroad companyv to pay dollar for dollar, how does that make it even.?-A. It is equal to the contractors. Q. I am. not talking about the contractors; is it equal to the corporations?-A. You never saw the railroad yet that didn't have to sell its bonds at a disc'unt. Q. Does that illustration make it equal; does it not prove that they are unequal? When the Pacific Railroad Company comes to pay these bonds, it has to pay dollar for dollar, does it not?-A. Certainly; all rail-road companies have to go through the same ordeal.,Q. Then, according to your construction of this, the railway coinpany sells its bonds to itself for 80 cents, and then pays itself dollar for dollar.-A. That is -one way of looking at it; that is not the way that I look at it. Q. State whether you have any knowledge. or information of either the -Union. Pacific Railroad or the Credit Mobilier, or any person con.nected therewith, either directly or indirectly, having paid any money to influence or procure in any way the election of any Senator tlo the Senate of the United States or of any Representative in Congress?A. I do -not know of any such. Q. Have you' any information of anything of that -sort~?-A. I do not remember of any When I was treasurer of the Union. Pacific Railroad Company there was no money paid for that purpose out of the treasury of the company. Q. Do you know of any person connected with either of those corporations paying money for the purposes alluded to?~-A. I have paid money for every election almost. Q. I am not talking about general contributions to a campaign, but I am speaking about the payment of money for the election of persons to either the Senate or the House of Representatives?-A. I think I can 172 CREDIT MOBILIER AND UNION PACIFIC RILROAD. give a general denial to that. I have no special informaton. I have paid money myself generally for campaign purposes. Q. Do you know of any member of Congress employed iretly or indirectly for either the Union Pacific Railroad Company or the Credit Mobilier?-A. General B. F. Butler was employed, but I do not know whether he was a member of Congress at the time or not. He came o with Mr. Alley, and the company paid him $3,000. I understood, however. that they paid him more. I heard that he received $5,000. Q. When was that $3,000 paid?-A. Either in the fall of 1863 or the spring of 1864. Q. Have you any knowledge of alnyother sum being paid to General Butler -A. No, sir. Q. What service did he render?-A. He gave advice about the Ames contract, and helped us at a meeting we ad for an election of officers. Q. Who drew the Oakes Ames contract-A. I do not know. Q. Wrho drew the assignment?-A. I do not know. I was not connected with any of those. I was opposed to them. Q. Do you know of any fees being paid to Mr. James F. Wilson?-A. I do not. If I heard of any it has passed out of my mind. I have an impression that he was in the.employ of the company, but I am not positive that any sum was paid to him. By Mr. SHELLABARGER: Q. Was any account rendered by General Butler to the Union Pacific Railroad Company for the service he rendered-A. I do not remember what the voucher was. Q. That service was rendered in New York at the time they arranged the tripartite agreement?-A. It was twice once at a meeting or election*of some kind or another and again at the signing of the agreemezint. I think they were both in the same year, or I may be mistaken. It was at, the time of the assignment in October, 1867, the latter service -was rendered. Q.Why did the Union Pacific Railroad pay for a s~ervice that was rendered the con tractor in his dealings with the Credit Mobilier 0?-A. I do not suppose it was rendered for the benefit of the contractor; it was rendered for the b~nefi of all. I understood that Mr. Alley took him to New York, but the company took his advice and paid him for it; I was not in the company then. I was left out, and the whole thing was against my advice. Q. The Union Pacific Railroad Company was not in the habit of paying Mr. Alley's lawyer for services rendered him, were they?-A. I think not. Q. On its face the railroad company had no interest as a corporation in the, question that was then adjusted between the. contractor and the Credit Mobilier f-A. I should think they had a very large interest. Q. Well, why?-A. Thley did not want to do anything that was illegal. Q. But their contract was made with Ames?-A. But the stockholders had not assented to it. Q. And that was the reason they paid a lawyer for getting up an assignment between their contractor and some one else?-A. They paid him, for his advice. Q. Did you see this $3,000 paid 0?-A. No, sir; I heard it was paid and I saw it on the books'afterward. Mr.-ALLEY,7 by permission of the committee, was allowed to ask the witness the following questions: CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 173 Q. Do you say, Mr. Williams, that I got Mr. Butler to go on there as y lawyer?-A. That I understood to be the case. Q. Who told you such a story as that?-A. I do not know, sir. Q. Have you any ground for such a statement?- A. It was generally understood so around the office. Mr. ALLEY. I was in New York City at the time and the president of the company sent on for General Butler. I had nothing more to do with his coming there than you had. The WITNESS. I heard he came with you. WASIHIINGTON, January 18, 1873. JOSEPI-I B. STEWART sworn and examined. By the CHAIRMAN: Question. Where do you reside?-Answer. In New York City. Q. How long have you resided there'?-A. My residence has been i the city of New York since 1864. I have had an office in WVashington City for twenty-seven years. Q. What.is your occupation?-A. I am a lawyer. Q. Do you practice law in the city of Washington?-A. I do. Q. In what courts?-A. In all the courts. Q. Have you at anytime, and if so when, rendered any service for the Union Pacific Railroad Company or the Credit Mobilier of America; and, if so, when did you render that service?-A. The scope of that question calls for a great deal. Q. I have not called for the character of the service-merely for the time.-A.- I will answer generally, yes,,commencing, within th' scp of this question, about February, 1864, and continuing until the close of that year. Now, in justice to myself as a witness here, aud as an individual-and I can perhaps thereby enable you to direct your further inquiries-I would like to say just a word here. For reasons which I have seen fit to entertain, I have for many years been a very earnest advocate of a railroad to the Pacific, and have done everythingr I could to -promote every Pacific Railway' project that has come up since 1855. Therefore, the subject was, not a new one to me, but one I sought to participate in. When the act of July 1, 1862, was passed, 1 took an active interest in that, and watched its progress up to 1864, when, at the instance of Mr. Samuel llallett, who brought me a let~ter from ExGovernor Hunt, of New Yorlf~ I started a more immediate connUectio),~ as I may term it, growing out of that stage of complications surrounding that particular portion of the enterprise provided for in the Pacific Railroad bill, known originally as the Leavenworth, Pawnee and Western Railroad, then known as the Union Pacific Railroad, eastern division, now -known as the Kansas Pacific. Now; the connection of a professional character commenced specifically about the period I -have indicated. Now, to go back again to May, 1863; I then had something to do as counsel, and something to do in the contract between Stone, Ewingf, Isaacs, and McDowelf, and also when they sold the corporation known as the Leavenworth,.Pawnee and Western Railroad to llallett and Fredmont; and it is very likely that the fact that I was interested in that matter professionally, as well as individually, caused my reconnectionwith the road in a miore active character at the period I have indicated, in 1864. Q. You say you took an active inlterest in these enterprises. In what 174 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. particular way was that interest manifested; in what way were you participating in these things?-A. At that stage of it, of course, when there was no corporation existing, it could only be by advocating it, occasionally by my pen and more frequently by my tongue, and constantly urging it before the public whenever I could. Q. Was it a part of your business in Washington to urge that thing upon members of Congress and Senators?-A. It was by no means a specific part of my business other than I made it a part of my business as any citizen had a right to do. Q. And when this period came around, when you became connected with the Union Pacific Railroad Company, did you participate actively in securing further legislation in that behalf?-A. I used my utmost endeavors to induce Congress-I speak of it as a body; of course I did not address myself to details-so far as I could, to foster, sustain, and favor the persons who were disposed to engage in and invest their private fortunes in building those roads, for reasons which I observed and were sufficient. Q. Did you use those endeavors of which you have spoken in this general way upon members of Congress and Senators for the purpose of influencing them or inducing them to pass this amendment of 1864?-A. As I had a pretty active part in getting up the amendment it may Well be supposed that I did all I could to procure its passage. Q. You did so, then.-A. I did so publicly and notoriously. Q. Did you do so privately with individual members?-A. As I had not the privilege of speaking on the floor of Congress, and, except when permitted, in the presence of committees, I had no other means of addressing members of Congress than through the press and personally; but it was not privately; it was not addressed to any particular member of Congress to the exclusion of the rest. Q. I want to know whether you were engaged in what is called lobbying in behalf of that scheme?-A. I disclaim the performance of that service within the terms indicated by the question at any time or on any occasion. I have had, during the last twenty-seven years, a good deal of business before Congress, as constituted to administer certain rules of justice appertaining to the Government, there being no other tribunal, and whatever arbitrary terms may be employed, calling it lobbying or what not, I am not responsible for that. Q. But you have had a great deal to do, as I understand you, within the last tweity-seven years in getting measures through Congress?-A. You have no right to understand that. Q. What did you mean, then, in answer to my former question?-A. I mean to say that during the last twenty-seven years I have had a great deal of business before Congress as organized- Q. Well, hold on; right there I will ask you a question, or make a suggestion in the form of a question. Is there any mode known to you by which Congress does' any business other than by acts of Congress becoming-laws?-A. I should regret if there were. Q. Was not, then, the mode by which you were accomplishing, or seeking to accomplish, the ends you desired by getting acts of Congress passed?-A. I will put my language in this way: It was to address myself to Congress as a legislative body, through its committees, submitting reasons why a law should be passed for the relief of my client, or to present his case, for instance, before the Naval Committee, Committee on Post-Offices and Post-Roads, and so forth. I speak now more particularly before the organization of the Court of Claims, the original draught of which bill I drew. There was a time when I had a calendar CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 175 evry winter and every Congress before the several committees. It was openly, not in the spirit of persuading any man or Senator, as a member or Senator, but to submit to him, as a member of a committee or member of Congress, reasons why it ought to be done. Q. Did you labor for the enactment of this Pacific Railroad act of 1864 as you did in these other cases to which you have refered A. ost actively and earnestly. Q. Was this labor you rendered in getting this legislation rendered ratuitously upon your part?-A. No, sir, not gratuitously upon mypart. Q. Who paid you for it?.-A. I was paid for my services by the copany, or those acting for and representing the company at the time. Q. What were you paid for the purpose of getting this legislation?A. For my individual services I was paid $30000 Q. On account of this railroad?-A. On account of the railroads. Q. Who paid you that $30,000?-&. Now the question you are asking is calculated to lead to a conclusion which I wish to prevent right here. Now, I will answer, and I will answer just as the facts transpired. I think the entire amount and all that was paid, with one exception, was paid through Mir. Durant and Mr. Hailett-through Durant mainly. The other payment was made by Mir. C. P. Huntington. Q. WVhat amount did he pay you?-A. Ten thousand dollars. Q6. Was that in addition to the 830,000?-A. Yes, sir. Q. Who is Mr. C. P. Huntington?-A. President of the Central Pacific Railroad. He paid me in stock of the Central PacifiRailroad. Q. When was that?-A. In 1864. Q. Was that in consideration of aiding and procuring the passage of this act of 1864?-A. It was. Q. Was the $30,000, of which youl have spoen, paid for services rendered in. aiding in' getting the same act, passed?-A. ft was; but that was not all that came into my hands. Q.'Well, go on.-A. A great deal more than that canle into my hands, a nd I received it in discharge of my duty and undertaking as attorney wherd the roads were concerned, and where parties having interests preceding 1864 had, or alleged that they had, a prior right, resting largely -upon the corporation which I have described, now known as the Kansas Pacific Railroad; some growing out of the Union Pacific main line. These matters were discharged in the course of my professional relations as counsel to the company and to the other parties, and as mediator, negotiator, and compromisor between conflicting interests, all of which I do not purpose to explain here to this committee, because the confidence reposed in me in these matters is the confidence of my clients, and they'refer to matters which were settled then, and which had no reference to any member of Congress, or Senator, or anybody else outside of the private interests involved. Now, for this purpose lI received a great deal more than $030,000 or $100,000 either. Q. From whom did youi receive this large amount of money that went through yonr -hands?-A. The bonds, you mean.? Q. From whom dlid you receive these bonds?-A. From M~r. Samuel Hlallett and Mr. Thomas C. Durant. Q. What bonds were they-railroad bonds or Government bonds?A. They were railroad bonds. Q. What railroad bonds were they?-A. Of the Union Pacific and the' Union Pacific, eastern division, now known as the Kansas Pacific. Q. What reason have you for declining to state what the subjectmiatter of these controversies -were that were settled by the use of these bonids?-A. Because they are the private interests of other people, who 176 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. have not the remotest idea of having them disclosed here and because I have no right to disclose them. Q. It is very hard for the committee to appreciate your motives without al more detailed statement of the matter.-A. I am the judge of that. No part of that fund was paid, either directly or indirectly, to a member of Congress or Senator. When you go outside of that I claim to have duties to observe and obligations to perform as well as you, and they cannot be disregarded. Q. What amount of money was at any time placed in your hands by r. Durant-A. That does not state the case as I thought I explained it a moment since. Q. Iwillat it as money, bonds, or stockl.-A. Nowthe willplce the proposition before you in this way: At the time these things transpired, there were disputes and demands, in some of which I was myself counsel for the parties; others were represented by different counsel. They gave rise to embarrassments and to controversies and treatened injurious, litigation-litigation which, if commenced or persisted in, would tend to discourage and certainly to seriously embarrass the objects of the road. Mr. Durant and Mr. Hallett together paid me a very large amount-to exceed $250,000. Q. Was that in money or in bonds?-A. I have said a moment ago all in bonds. Q. And bonds of the Union Pacific Railroad?-A. Not all of the Union Pacific. mQ. What aount of these were bonds of the Union Pacific-A. As nighas I can remember it, I think one hundred to one hundred and fift bonds. Whatever they were I could not get at specifically now. I must here do justice to say, a'dl it is proper to say-for these amounts sound large-that if -I laid before this committee all the reasons and all the matter involved which laid the foundations for that proceeding, it would notO look so disproportionate. I do not think there were over 10 or 15) per cent., so far as the claims being controvertedi were concerned, that were settled. They were claims for land, and bonds, and various things. Q. What did you do with the Pacifc Railroad bonds that camie into your possession' ~-A. That is the very thing I do not propose to disclose.,Q. What were those stipulations 1-A.- They were matters between clients and persons who were urging these claims, who submitted to have them settled, sometimes by me directly, sometimes by myself in connection, with others, sometimes at the end of serious controversy, some involving litigation-all of which enter into the very reasons that I do iiot propose to state to this committee. Q. Who were the parties interested in. these disputes of which You have spoken? A. They were a numiber of persons. The question iu my mi-nd, MN1r. Chairman, is how famr your inquiry proposes to lead me on. So far as you are interrogating me about this resolution of inlquiry-what-pertains to things done with Congress-that I ifeel called upon to answer distinctly and fully; but outside of it, into my profession, I come to a p~oint where I dlo not propose to ipermit myself to be interrogated, or answer questions. Q. I simply want to know who these parties were.-A. They were not members of Congress. Q. I have not asked who they were not.-A. I decline to allow any inquiry into my clients' business. Learning I was going to'be stunmoned, I got the resolution and read it. I was going away to-night, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 177 but not desiring to leave in the face of a summons, I read the resolution, and seem to understand its object. Having occupied the position of attorney and trustee, and participated in the settlement quietly of matterspreviousl unpleasantlycontroverted I should feel I was very recreant to my trust if I disclosed them now. Q. Well, Mr. Stewart, we have traced into your hands a certain amount of bonds of the Union Pacific Railroad A. Allow me to say, in the first place, that I object to the use of the language of having traced anything into my han-tds., Q. Well did you receive into your possession any of the stock or bonds of the Union Pacific Railroad and, if so, how much.-A. I have stated most distinctly that exceedin 25O0,000 of bonds passed through my ands. Now, to whom I aid them I decline to say. I say that no menmberofCogressreceivedany. paid the bonds to different persons who were my clients, or subject to my trust, whose private affairs I do not thik are involved in this resolution. Q. What bonds were those -A. The bonds issued by the railroad ucompany. They were the contruction bonds, convertible into the first min ~ ~ ~+Gortgaget bonds. cameinto my hands at all. Q. Did you pay any of these bonds to any officer of the Government?~~~~~A. ~~I never did. Q. Direc tly or indirectly f-A. I never dlid. Q. Do you know of any bonds being given by any other person with reference to this legislation A. No, sir. Q. Do you know of any money being given to members of Congress with reference to this legislation?-A. I do not. Q. Do you now of any bonds or money being paid to any officer of the Government with reference to this legislation?,-A. I do not. Q., Since the organization of the Union Pacific Railroad Company, doi you know of any bonds, stock, or mo ney being paid to any legislator or metnber of Congress, or officer of the Government, by said company f?-. A. No, sir. 1 answer that with great emphasis; 1 do not at all. QI-lave you any information. that anything of that kind was done?-. A. I have fortunately no such information. II would not allow myself to speak of such information, if I had. Q. Why would you not allow yourself to speak of it?-A. I would not allow myself to publish what others might say in matters so serious and detrimental to the character of gentlemen in public position, unless I knew the fact. In other words, I -would not retail gossip. Q. If you had been told by some one that so and so had been done, would you refuse to state the f>act that sonmebody had. told you so f-A-. if I hadl been told by some one, you ask-, a certain matter, would I refuse to state that somebody had told me it? I should be very nMuch disinclined to repeat what I heard in that ways when the person from whom Ii heard it might deny that he had told me. Q. Do Ii understand you to say that -nobody ever did tell you such a thing f-A. Nobody ever did tell me that they knew persoifally such a thing. Time step beyond that is to pick up Dame Rumor. Such storiesi have been in my ears day in and day out, but -nobody, has told -me abou t them whose word I believe, and. I never heard the rumor from anybody whose opinion I thought worth cherishing. Q. In what way were you'paid $30,000 for your services in aiding thi:4 legislation in 1864 f-A. For the labor I performed, I was paid the bonds., as agreed by Mr. Hallet and Mr. Durant. 12 c x~ 178 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Mr. Durant paid you the $30,000?-A. He paid me a much larger amount than that. Q. Did you have an accounting with Mr. Durant with regard to the rge amount that came into your hands?-A. Now I will answer that question just as it transpired, and you must bear with me, as my swer may, perhaps, save other questions. When the basis was determined upon which these matters in dispute should be settled it was reduced to a memorandum, the parties having this memorandum. A man claimed a hundred thousand dollars' worth of stock, or he would claim that equivalent, or some other equivalent, in land, that would possibly be settled for ten per cent. of the amount or fifteen per cent.-the best terms that could be effected to avoid litigation-all the clais having at least some color to maintain them, and sometimes very well-defined obligations. These memoranda-whatever the amount was ten fif teen, or twenty per cent., for in no instance did it go above tIwenty per cent. to any one person-were grouped together, and Mr. allett on the one part would approve them, for before I concluded the settlement I had consulted sufficiently close with him and Mr. Durant to know what would be acceptable to them. These were reduced to a general memorandu, upon which the bonds were to be delivered. If the party relin quished what he had in the way of a claim, he received this memorandum that he would get so many bonds, and when these were all brought together they were paid, and the memoranda taken in. There was no other mode of settlement. Q. Taken in by whom.-A. By Durant and Hallett. What time did you get these bonds?-A. The latter part of June, 1864. Now, as to my own employment; the records of Congress will advise you that when the -Kansas Pacific Railroad, as it is now called, was sold to llallett and Fredmont, it gave rise to a series of controversies between parties who we~re interested in the road previous to that,' who had certain claims upon it. During the fall of that year Mr. Hallett and Mr. Fredmont differed and separated, which eventuated in Mr. Du - rant coming into the Union Pacific, eastern division.' That is the road commencing- at Kamisas City and going back to Denver, and forminig a juinction with the main line at Cheyenne. That gave rise to contest and litigation between Hallett and Fredmont. After it had been well ascertained that the road could not be built under the act of 1862, and when, in 1864, they were seeking here to get further strength in their financial condition by the friendly legislation of Congress, among other emubarrassinents, there, sprung up a contest between llallett and Fredmont,,each well sustained by counsel, the quarrel having commenced in New York and found its way here and in the committee-room. Mr. Dudley Field and certain other gentlemen were brought here'as counsel, and what was known as the eleventh section of the act of 1864 was got into the bill as reported-mark you, as reported, for it never became a law.'1Then that eleventh section was'put in, iprvddtathLeenworth, Pawiiee and Western Railroad, commonly known as the Union Pacific,,eastern division, should have neither land -nor bounty until the controversies, represented as they were by two boards of directors, Frdmont president of one and Perry the other, should, be settled or determined by a court of competent jurisdiction; and in. that shape, with that clause in the bill, it was reported from the Committee on the Pacific Railroad. I was engaged more, especially to handle what was called the llallett and Durant Iside of the controversy, and it was our design to get the bill free from. that clause. It was in counnection with that that I took an active partand for that reason you will understand that the bonds CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 179 that were paid me for my services were the construction bonds of the Union Pacific Railroad, eastern division. There were five corporations embraced in one bill, and whatever embarrassed one embarrassed the w hole. Q. Was it not for the purpose of settling that dispute with reference to the Lawrence, Pawnee and Western road that those bonds of the Union Pacific Railroad were placed in your hands, and didn't they go into the settlement of that dispute?-A. They most certainly did. Q. Then all the bonds that were used by you wvere paid over in settlement of that dispute and for your fees?-A. Certainly, every solitary one of them. By Mr. HOAR: Q. In this transaction, whose agent did you consider yourself?-A. I considered myself the agent and attorney of all the corporations, because I was employed to endeavor to frame a proposition that wvould be acceptable to Congress, and, so far as I could, to aid and strengthen the financial condition of the roads. I am the author of the tenth section of the act of 1864. Q. Did you report to Dr. Durant how these sums of money were disposed of?-A. I most certainly did. Q. Have you any objection to stating what you then reported to Dr. Duralnt?-A. I have. Q. Do you understand the protection of counsel to extend beyond the confidential communaications of counsel and client?-A. I understand pretty well the rule. I understand the rule to extend to all relations that comle within the scope of counsel or adviser on one part or the other. I also understand it to extend where is rested in my bosom the conflicting controversies between two parties that I am arbitrator between, and that I have no right to state anything that would revive those oppositions. Q. What I want to know is whether you refused to disclose those facts which the chairmani inquired of you about, on the ground of your re lation or duties to your client, &r whether you based it on your construction of the resolution authorizing the committee to act.-A. Exclusively upon a sense of duty to mny clients. I would only resort to the resolution in certain contingencies. By Mr. SHELLABARGC-ER: Q. Did you furnish a written statement or account to Dr. Durant of the amounts that you had paid out, and for what purpose?-A. There was no other memnorandum than the one I have spoken of; no vouchers given or required or needed. Q. Do I understand that you had made a settlement of these conflicting interests of claimants before you received the bonds, and that you knew the amount that would be required to make the settlement, and obtained the necessary quantity of bonds to pay off the claimants?-A. That is it, exactly. Q. Then you got the bonds on your exhibit of what had been adjusted?-A. Extending to your question that these things were understood as they professed by Mr. Hlallett and Mr. Durant. Q. And they never received fromnt you any otter vouchers of what you had done?-A. Only the receipt for the bonds. 180 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. WASHINGTON, D. C.7 January 2 187. The committee met; all the members present. E. H. ROLLINS sworn and examined. By the CHAIRMAN: Question. Where do you reside — Answer. At Concord, New Hampshire. Q. Are you an officer of the Union Pacific Railroad Companyr -A. I am treasurer of the Union Pacific Railroad Company. Q. How long have you been treasurer of that company-A. SinApril, 1871. Q. Had you any official relations with that road before that time -A. I was secretary of the company from the time that the office was reoved to Boston in May, 1869. Q. Prior to that time had you any connection with it?-A. Prior to that time I had some connection with the company. Q. In what way -A. I was employed by the company to attend to some business in Washington toward the construction of the road; to secure the subsidy-bonds firom the Government in pursuance of la; and I attended to the adjustment of some of its claims with the Quarter master Department for transportation. Q. When was that -A. I think in 1868. Q. Have you with you now any of fhe books of the Union Pacific Railroad Company? If so, state up to what time these books show the transactions of the company.-A. Up to the time of the removal of the from New York to Boston. In addition to that I have records of the company to the present time, and many otherboonls covering the transactions of the company since, but not all of them. Q. Have you the direct ors' record which was kept in the city of New York?1-A. I have. Q. With whom was the first contract made for the construction-of this road, as appears by the records of the company?1-A. With H. M. iloxie. Q. On what page of the directors' record will be found the first entry in reference to that contract 1-A. On page 116. Q. Where is the next entry with regard to it -A. On page 1.39. This is the proposition of H. M. ]Hoxie to construct a p~ortion of the road. The heading is "Copy of' contract, but it seems to be only a proposition. Q. Was that contract approved by the board?1-A. It seems to have been approved on page 141 by a select committee. Q.. Was the iloxie contract assigned to the Credit' Mlobilier?-A. It was. Q. Is there any entry on the records in reference to. that assignment?-A. Yes; on' pages 142 and 143. Q. Is there anything on' the records of the board of directors in refere nce to what is known as the Boomer contract?-A. I think not. Q. Is. there anything on the records in reference to the contract with John M. S. Williams?1-A. There is. On page 206 will be found a proposal of John M. S. Williams. Q. Was that proposition' accepted, as appears by the record?-A. It was.; on pages 206 and 207. Q. Was there any further action in relation to that contract by the board of directors?1-A. There was. On page 208 is a resolution instructing a committee to prepare a written contract. Q. What was the next contract that was made for the construction CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 181 of this road a appears by these records?-A. The Oakes Ames contract. Q. What is the first entry that you find on the record with relation to e Oakes Ames contract -A. On pages 245 and 246 is a proposition of Mr. Gakes Amies for a contract.'to Was that proposition accepted by the company e-A. It was; the acceptance will be found on page 246. Q W there a committee appointed to settle details in relation to that contract -A. There was; the executive committee of the company. That will be found on page 250. Q. Does the contract appear on record?-A. It does, on pages 251 to 255 inclusive. Q. Is there anything further on the records of the company in relatio to that contract -A. There is, on page 256 the recommendation of the executive committee and the approval of the contract. Q. Look on page 258 an see whether the contract was approved by the board.-A. The contract was approved by the board by the approval of the records ofthe executive committee. Q. Was there anything further done in relation to it?-A. On page 259 the board consented to the assignment of the contract. Q. Is there anything further in relation to it on that record e-A. No, sir; that is all. Have you another book that shows entries with relation to this contract l-A. I have a book of directors' records from October 4, 1867, to March 13, 1869. What is that book entitled?-A. On the first page it is headed ~~~~~~oRough hMnd haven iin u-A. Q. Can you explain how that book happened to have an origin?-A. There was some difficulty in relation to the annual election of the board of directors, and it grew out of that. Q. What is shown on that book of rongh minutes in relation to the assignment of the Oakes Amnes contractf-A. On page 5 the executive committee was authorized to examine an assignment of the Oakes Ames contract, and was given full power to accept of such an assignment or to reject it. Q. Was it accep'ted as appears on that record?-A.'It was, on page 6. Q. Was- Oakes Ames released from the performance of it by the board?-A. On page 7. is an entry with relation to the Oakes Ames contin ct. Q. What was the next contract that was entered into l-A. The Davis co ntract. On page 57 of the executive committee records is found a letter from. Thomas C. Durant, viee-president and general agent. Q. What is the next entry?-A The next entry is on page 58; it is ai proposition from James W. Davis to construct the road;5 it is. dated November 1, 1868. Q. Was that proposition accepted as appears there?-A. There isa memorandum here "1accepted, subject to approval of all the stockholders of November I. Q.What is the next entry?-A. The next entry is on page 58, an assigument of the contract of J. W. Davis. Q.To whom?-A. To the trustees named; they are all named in the assignment. Q. Was that assignment approved?~-A. It was, on page 59. Q.Are you now or heave you. at any time been in any way connected witir the Credit Mobilier of America i-A. Not at all. Q. Neither as stockholder'nor in any way?-A. Never at all. 182 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. (The examination of the witness was here suspended.) The examination was resumed, as follows: Q. State what was the cost to the Union Pacific airoad Compay of the construction of that part of the road which is embraced in the HRoxie contract, under that contract.-A.'The only statement I ca make is from the books, which show the amount charged to the Hoxie contract; the amount paid under the oxie contract and charged to it was $14,550,278.94. The last entry in this book seems to be Mrch 30, 1867, and the last credit seems to be' September 30, 1867. Q. Do you know when the additional payments (not included in that book) were made?-A. They were made before I became treasurer of the company. Q. The whole amount shown to have been paid under the oxie contract is the amount you have stated?-A. Yes, sir. Q. Of that sum please state how much had been paid up to the 30th of March, 1867?-A. $12,550,278.94. Q. Between the 30th of March, 1867, and the final payment on this contract there seems to have been an additional sum of $2,000,000paidA. Yes. Q. Do you know when that $2,000,000 was paid -A. It was paid I should think, some time during the year 1869. Q. Have you ever seen the entries on the books of the payments costituting this $2,000,000?-A. Yes; I have seen the, entry on the ledger. Q. Is that a single entry of $2,000,000-A. It is. Q. Do you know on what account it was paid-A. The entry on the ledger is "bills payable." I do not know that I ever saw the entry on the journal. Q. Did you ever see the bills payable constituting that $2,000,000.A. 1 never did. Q. Do you know any of the circumnstances attending the giving of any such obligations as those, either of your owmi knowledge, or from information derived from othersf-A. As I understand it, a note of the company was given for $2,000,000, and charged, to the iloxie contract. Q. To whom. was. that note givenf-A. I do not know to -whom it was given in the first instance, but it was placed in the hands of Elisha Atkins, of Boston. Q. For what purpose f.-A. It was given him, as I understand the case, in trust, as collateral security for the indorsers of some bond, which was required in the case of the suit in Pennsylvania against the Credit Mobilier for taxes. By Mr. SLOCUM: Q. Who were president and treasurer at that time f-A~. Oliver Ames was president, and John M. S. Williams secretary. By the CHAIRMAN: Q. Do you know any consideration at all for which that note of $2,000,000 was given f-A. None except work on the Hoxie contract. Q. Had not the iloxie contract all been paid up to that time f-A. That I do n~ot know. Q. -The Hoxie contract covered 247 miles and a fraction, which, at $50,000 a mile, would amount to about $12,400,000, and, up to the 30th of March, 1867, there, had been paid on it $12,5050,7278.94, according to the showing of your book.-A. In justice to the books I should say that there is credited under the Hoxie contract $2,63,000 more than the amount specified here. I mean to say that there is still, according to CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 83 the books of the company at Boston, something due under the Hoxie contract. Q. Notwithstanding this $2,000,000?-A. Yes; some $23,000. Q. In addition to the amount you have given here-A. Yes. Q. So that, according to this, the Hoxie contract has cost the company some $263,000 in addition to the $14,550,278.94 that you gave a little while ago e-A. Yes. Q. Who holds the $2,000,000 note now?-A. Elisha Atkins of Boston. Q. Is that all the information that you can give us now in reference to the Hoxie contract.- A. Yes, sir; I think it is. Q. Is that all you know in relation to this2,000,000 note -A. Yes. Q. Do you know who made the entries on the books in regard to this $2,000,000 loan?-A. The book-keeper at the time, Mr. J. E. Fisher, I think. By Mr. SLOCUM: Q. Is this suit in Pennsylvania against the Credit MobiliersettledA. I understand it is. Q. Then why is it that this note of $2,000,000, which as given as collateral security, has not been recalled and delivered up to the coipany?-A. I do not know. I cannot explain it. By the CHAIRMAN Q. Have you any information in relation to that note, derived from others, other than what you have already given to the committee-A. iNo, sir. By Mr. SWANN: Q. Is it a promissory note or a bond?-A. It is a -note. Q. iRenewed from. time to time?-A. I have never seen the note myself. Q. You do not know who signed the iiote?-A. I have no doubt that it was signed by the president and treasurer of the company at the timle, Messrs. Ames and W illiamns. It never has been renewed, to my knowledge. By Mr. SLOCUM: Q. Was it a call-note or a timie-note?-A. I do not know. Q.When was that note datedl-A. August 4, 1809. By Mr. SWANN: Q. When would that promissory note be barred by the statute of limitation?-A. II do not know. I suppose in. six years after date. By the CHAIRMAN: Q. Has there been at any time, recently'an. order of the board of directors to issue a large amou nt of bonds of the Union Pacific Railroad Comipany?-A. There was an order passed at a recent meeting of the directors in New York to issue $16,000,000 of bonrds. Q. Of what class of bonds?'-A. They were to be denominated "1Sinking-fund mortgage, bonds."1 Q. Where is that order?-A. On the book of "1Records of thie stockholders and directors,"1 on pages 163,'4,'5,' 6. Q. Wh~at is the date, of the orderi-A. December 12, 1872. The order was put in evidence, as follows: "Mr. Morton presented preamble and resolutions as follows, which were adopted unanimously: 184 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. "NEW YORK, Deeebr 12, 1872. " Whereas it appears by the report of the finance committee, subitted this day, that the company will require about four millions of dollars for the payment of coupons and obligations maturing on or before April 1, 1873;. and whereas the income bonds of the company, amounting to ten millions of dollars, mature in 1874: It is therefore "Resolved, That a mortgage upon the land, land-grants, road-bed, appurtenances, and property of the company be made to the Union Trust Company, of New York, as trustees, to secure the payment of the bonds of this company for sixteen millions of dollars currency, or three millions two hundred thousand pounds in British sterling, in sixteen thousand bonds, numbered 1 to 16,000 inclusive, for the sum of 1,000 United States currency, or ~200 British sterling each, the principal of which is payable on the 1st day of March, 1903, in gold, unless sooner redeemed under the sinkingfund clause hereinafter contained at the office of the company, with interest at the rate of 8 per cent. per annum currency, or 7 per cent. per annum British sterling, at the option of the holder, interest payable on the 1st day of March and the st day of September in each year, said bonds to be called'a sinking-fund mortgage bond.' " Resolved, That a sinking fund of one per cent. per annum on the amount of coupon bonds actually issued and outstanding under the mortgage be created for the purchase, at par, and extinguishment of said coupon bonds issued under this mortgage, to be redeemed by annual drawings by lot, by the trustees for the time being, or some one of them, or by some person duly authorized by them, in the month of February in each year, beginning in the month of February, 1874, at the office of the Union Trust Company, or their satisfactory successors, in New Yorkin the presence of one of the officers of the company and of a niotary public, notice of said drawing to be announced thirty days prior to said drawing, both in New York and London, and notice of the nunibers so drawn to be posted, by the trustees for the time being, at the office of the Union Trust Company, in ~New York, and at the office of Morton, Rose & Co., in London, or their satisfactory successors, and also to be advertised, by the UnTion Trust Company and Morton, Rose & Co., in one or more newspapers in each of the "citie-s of New York and London. On the 30th day of August following the drawing, the bonds so drawn shall be paid, by' the trustees for the time being, to such Ot the holders thereof as may have, in writing, notified the trustees on or before, that day of their election, to have their bonds so redeemed or paid; that is to say, at the rate of $1,000 in United States currency in New York, or ~200 in British sterling money in London, for each bond, on. gelivery of the bonds with the unmatured coupons. And in case any of the holders of the bonds so drawn shall fail to notify th'e trustees, in writing, of their election to have their said bonds thus paid and redeemed, as aforesaid, then and forever thereafter such bonds shall cease to be entitled to be purchased and redeemed by means of said sinking fund shall be proportionately reduced. "Resolved, That ten millions of dollars, or two million pounds sterling, of the above bonds, known as the ten per cent. income bonds of thisI company, and for no other purpose whatever.'~Resolved, That the aforesaid coupon bonds may, at the option of the holder, be, converted into -registered bonds of the company, bearing interest at the rate of 8 per cent. per annum. in currency, said registered bonds not being entitled to share in the sinking fun~d or annual drawing Under said sinking fund. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 185 Resoed, That a committee, consisting of the president, ugsts Sell, John Duff, L. P. Morton, James E. Banker,. Atkins, and D. S. uddock, be, and they are hereby, authorized to have said mortgage and bonds prepared, under advice of the counsel of the company, and that the prident aid treasurer be, and are hereby, directed to execute said bonds and mortgage and attach the seal of the company thereto when and as the same shall have been approved by the executive committee." Q. Were you present at that meeting?-A. I was. Was there anything said at that meeting in reference to this indebtedness of $2,000,000 to the Credit Mobilier on account of this note A. I think not. )t,. Q. That matter was not mentioned?-A. I do not think it was. Q.Was there any purpose in ordering these $16,000,000 of bonds to be issed other than is spegified in the record which you have just referred to -A. Not that I am aware of. Q. Have any of those bonds been issued pursuant to that order -A. No, sir. Q Have they been prepared for issuing?-A. I think not. I have no information that anything has been done in regard to issuing those bonds. By Mr. SwANN: Q. What collateral security was to be pledged for the redemption of these bonds?-A. There was to be a sinking-fund for the redemption of the bonds and the mortgage. Q. That mortgage has never been made or executed-A. It never has been made or executed. By the CHAIRMAN: Q. Do you knDow' anything in regard to a lot of bonds having been lost about the time the office of the company was transferred from. New York to Boston?-A. I know that there were some bonds lost. Q. Do. you know the amount?-A. I do not know that I can give that information any better than to hand you -my report, which I made to the board of directors, on the auditor's thorough examination'of the matter. It is dated March 8,71 1871, and is found on. pages 117, 118, 119,120, and' 121 of the records of stockholders and directors. By Mr. SWANN: Q. What was the amount of the bonds that were lost?,-A. 254 firstmortgage bonds, making $254,000. By Mr. SLOCUM: Q. Was that the property of the U~nion. Pacific IRailroad Company or the Credit Mobilier?-A. I have n-o doubt they were the property of the Union Pacific IRailroad Company. Q. They were in the hands of whom?-A. Mr. J. J. Cisco was then treasurer of the company. By Mr. SWANN: Q. Who had the custody of them?-A. I suppose the treasurer or the assistant treasurer, Mr. Charles Tuttle. The assistant treasurer had the most active part in the transactions of the company.' Q. Were those bonds in the box where the archives of the company were kept, which were afterward sent to the North?-A. I do not know..Q. You never saw them therev-A. 0, no; I never saw them. 186 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By the CHAIRMAN: Q. Have you any information as to what became of those bonds-A. No, I have not. By Mr. SWANN: Q. Have any efforts been made to recover them by the board-A. Yes, a good deal of time has been spent in trying to discover what became of them. Q. You have not been able to trace them, and have never received any of them back from any source?-A. No, sir. Q. What officer was responsible for them as custodian -A. The treasurer or assistant treasurer. By the CHAIRMAN: Q. State the cost to the Union Pacific Railroad Copany of the construction of that portion of tts road covered by the akes Ames contract under that contract?-A. $59,381855.53. Q. At the time the Oakes Ames contract was made there seems b the reports from the Treasury Department, to have been 142 miles of that already completed and accepted by the Government; state what that work had cost the Union Pacific Railroad Company, as shown by the books of the company.-A. It is impossible for me to answer that question from any data I have here. Q. Is there anything in the books of the Union Pacific Railroad Copany anywhere, showing what the company paid for tht work-A. I have not examined the books through with reference to that matter, and I do not know whether it would be possible, from the books, to make up that account or not. I will not undertake to say, but I presnm that an approximate estimate can be arrived at. Q. After the completion of the iloxie contract do your books show any contract uender which the Union Pacific Railroad Company constructed that portion of the. line west of the one hundredth meridian, until the Oak-es Ames contract came into existence f-A. I do not find any. Q. Then from anything that appears upon the books of the company, in what way or by what arrangement did the company construct those 142 miles of road which was accepted by the Government at the time the Gakes Ames contract was made?-A. That it~would be impossible for me to explain. I know nothing about the transacti ons at that time. Q. Look at page 462 of the journal; do you find there an item charged to the Ames contract of $5,606,542.30?- A. I do..Q. Do you know on what account that charge was made f-A. Only. from the entry of the journal. Q. Read the entry?-A.: Amount to balance. J. G. Mitchell.......................$186,4Q1 26 W. C. Lindsay, cashier................ 3,509,120 82 Iron account —.....................,786,020 22 N. A. Gesner, Agent..125,000 00 5,606,5042 30 Q. Can you tell whether that represents the amount that was paid by the company, or which it had cost the company to construct the work that had been done prior to the Oakes Ames contract f-A. No, I cannot. I do- not know. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 187 Q. Is there any mode by which that can be ascertained from the books-A. The only possible way in which it could be ascertained would be by avin the parties who kept the books at the time, and who are familiar with all the transactions and entries, to make up the account. Q. The next contract after the akes Ames contract is the Davis contract. What was th e ost to the company, according to the books of the company, of building the portion of road which is covered by the Davis contract, pursuant to that contract -? A. The books show a charge to the Davis contract of $26,385,595.94. Q. And how much is he credited with. —A. $3,068,926.36. That would seem to leavea balance in favor of the company unpaid, on account of this contract, of $23,000,000. Is that the way the books show -A. I don't know how the fact is; it so appears from the books. Q. Have you had a statement made out by your book-keeper, showig the cost of the construction of this road under these various contractsv-A. I have. Witness produced the following paper, which was put in evidence: BOSTON January 18, 1873. Construction..Charged to June 30, 1..... 1... $93, 518, 982 69 Present fiscal year, five months.. —--------- 202, 663 54 93, 721 646 23 Credited, same period........5, 131, 969 11 Balance Dr................... 88,589, 67 12 Memorandum.-The credit is made up in part by amount fronfloxie contract.....$4071,000 00 Central Pacific Railroad Company........2,840, 00() Of Atlantic and Pacific Telegraph Company....... 178, 000 00 Ames Contract. Charged, prior to June, 1870............. 59,381,152 26 Difference in account.................. 703 27 59,381,8055 53 Credited............... —57, 633, 15 59 Balance Dr.................. 1,748,739 94 Nothiing since June, 1870. -Davis Contract. Charged.-....$26, 385, 595 94 Credited....................... 3,068, 926 33' Balance Dr....................23,316, 669 61 Principally prior to January, 1871. 188 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Hoxie contract. Charged -$12,50,278 94........... Charlged August 4, 1869; bills payable2000 00 14,550, 278 94 Credited14 83 8 0..... 7 Balance Cr......................20 13 Q. Did your book-keeper make&up the statement i reference to the Hoxie contract?-A. HIe did. Q. State what has been the whole cost of this railroad to the Unio Pacific Company, as shown by the books of the company-A. $88,589,697.12. Q. Does this paper which you have put inevidence show, as far as you can gather from the books, the cost of the construction of the whole road under the various contracts?-A. It does. Q. What amount of first-mortgage bonds were issued by the Union Pacific Railroad Company?-A. $27,237,000. Q. Has any other class of bonds been issued by the Union Pacific Railroad Corrmpany?-A. Yes. Q. What are they?-A. Land-grant bonds; $10,400,000. Q. How much of these land-grant bonds have been disposed of -A. All, I think. Q. When were they issued?-A. I will furnish the committee with a full statement, showing the amount issued and the amount redeemed. Q. Do the boofks show what amount of money the Union Pacific Railroad derived from. these first-mortgage bonds 1-A. Yes, sir. Q. State the amount.-A. I will cause to be made up a statement showing the exact amount which the Union Pacific Railroad Company received from its first-mortgage, bonds. Q. What. amount did the Union- Pacific Railroad Company derive from the sale'of Government bonds?1-A. I1 will furnish a statement of that also. It mnst have realized about their par. By Mr. SWANN: Q. I understand that these r.bonds, whether sold to a large or smc 11 amount, were regularly entered in the books of the company? -A. Yes, sir. -By the CHAIRMAN: Q. Has the Union Pacific Railroad Company anuy account with the Credit Mobilier of America on its books?-A. It has. Q. Does the -Union Pacific, Railroad Company, according to that accoimt, owe the Credit Mobilier anything?1-A. It does niot. Q. Turn to that acconnt.-A. [After referring to the books.] The Credit Mobilier st~luds charged with $992,466.37, as a balance due the Union Pacific Railroad Company. The last entry in that aceount is M1a~y 15, 1872. Q. flow stood that account of the Credit Mobilier with the Union Pacific Railroad Company, on the 4th August, 1-869 1-A. [After examinin~g the account.] The Credit Mobilier seems to have been in debt to the Union Pacific Railroad Company, on that date, $795,890.89. Q. Do you know of the officers of the Union Pacific Railroad Company having bought, any bonds of'other railroads?1-A. We have taken bonuds of other railroads as collateral security for loaiis. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 189 To what amont-A. We have $220,000 of the Utah Southern Railroad bonids. Q. State the transaction.-A. We furnished the iron and rollingstock for that road, agreeing to take in return for it the bonds and stock of the company. I think we also haye, as collateral, Utah Cen~~tr~~~al~ Railroad bonds and Colorado Railroad ods. Q. To what amounts -A. I would not undertake to fix the precise amounts. Q. Will not your books show -A. Not the books that I have here. Q. Has there been an actual outlay of money by the Union Pacific Railroad Company on account of those roads?-A. There has been on account of the Utah Central, because the Union Pacific Railroad id not succeed in placing those loans immediately after it furiiished the money and materials. Q. How much money of the Union Pacific Railroad Company is now invested in that way -A. It is but justice for me to say that it was not moneyof the company. The money was furnished by the directors of the company. Which of the directors did it?-A. Nearly all the present board of directors have done it. ho are the present board? —A. Horace F. Clark, Augustus Schell, James H. anker, Oliver Ames, John Duff, Elisha Atkins, akes Ames L. P. Morton, R. E. Robbins, James Brooks, G. M. Dodge, Sidney Dillon C. S. Bushnell George M. Pullman, F. G. Dexter. Q. Were those Utah Central bonds furnished during the progress of the work, or after its completion?-A. I think after the completion of ~~~fthe roadh nin Pifi ilr frnihd Q. if the directors or officers of the Union Pacific. Railroad furnished the money with which to take those bonds, what had the Union Pacific iRailroad Company to do with them 3-A. They furnished the money to the company, and the company furnished it to the Utah Central Railroad. Q. So that the, company now owes this money to its own directors 3A., Yes, sir. Q.And the company owns these bonds as its collateral security for -the redlemption. of the money 3-A. Yes, sir. Q. Why was that thing done?3-A. For this reason: It -was deemed very much to the advantage of the Union Pacific Railroad to have a ra ilroad constructed from Ogden to Salt Lake, and thence further south, as, by that means, they would have direct communication with Salt Lake City by rail, and with the mineral region below in the Utah Valley. All the freight arid passenger traffic between the Utah Valley and the East must go over. every mile of the Union Pacific Railroad Company. Q. Is there on the books of the company what is kno'wn as an item of special legal expenses?3-A. There are on the books of the company legal expenses; th ere is a legal expense account. QC Do you know an item of $125,000 for special legal expenses 3-A. I know an item of about that amount, but not exactly that amount. Q. Do you know what it was for?3-A. I think the record which I have here shows it. Q. Refer to it.-A. At the directors' meeting held in Boston, March 8, 1871, the following resolution was adopted: "4Resolved, That a' committee of three be appointed, to act with the president., to audit, Settle, and pay the special legal expenses of the company up to this (late.. This was at the regular meeting of the board, March 8, 1871., 190 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. On the 9th 3March the president, from the committee, reported standing committees as followsQ. Name that committee to settle speciallegalexpenses.-A. ThomasA. Scott, G.M1. Dodge, John Duff, Government Director J. Wilson. This committee made a report as follows: q"The special committee of the board to which was referred the matter of auditing and paying the special legal expenses of the company, report, that on examination they find the same to amount to the sum of $126,000; and authorize the same to be paid to the secretary of the copany as agent of the company for payment. "G. Ml. DODGE, Chairman,. "BOSTON, Mfarch 9, 1871." Q. %[ere you present at the meeting -A. Yes, sir. Q. Was there any statement made of the items of that account -A. No, sir. I was not present at the meeting of the committee, but I was present at the meeting of the directors. Q. Was any information given to the directors of the items of which that special legal expense was made up?-A. I did not hear any explanation of it. ~ Q. Had you any other information or knowledge of what that item consisted?-A. No; I had no knowledge of it. Q. When that vote was passed did you not ask for any explanation of so large and unusual an item?-A. I was secretary of the company, keeping the records, and it was hardly in y province to ask such a question. Q. Did no director ask for such information in our hearing, when the vote was passed or when the report was made -A. N sir. Q. And no explanation was given in the board either of the items or the character of that special legal service?-A. No, sir; none that I remember. Q. Was there any statement Miade-to the board whent the, serv ices had been rendered?-A. No, sir. Q. Had you no opinion about it yourself at the time, as to when these legal services had been ren dered h-A. The resolution covered all the legal expenses of the company up to that date. Q. All the special ones; not all the general onesh-A. All the special ones. Q. You have in your books, I suppose, outside of this one item whbich the secretary was authorized to pay, the usual accounts with the attorneys of the roadv-A. 0, yes; when we employ counsel they present their-bills and they are charged to legal expenses. Q. Have, you' the, general legal expense account of that year?-A. Yes. Q. Youbhave a general expense account of items to counsel for drawing contracts, giving opinions, making arguments, &c.?-A. Yes, sir. Q. Covering two or three pagesh-A-. Yes. Q. And there is an item- for special legal expenses?-A. Yes. Q. You were secretary to the company?-A. Yes, sir. Q. Who' usually paid the legal expenses of the companyh-A. The treasurer of the company. Q. Had you, at any other time, had the duty placed upon you of paying any lawyer of the company h-A. No, sir. Q. State, whether in fact the money was put in' your hands for payment, in accordance'with the report of the committee?-A. Checks an d drafts for the amount of $12(5,000 were drawn. by the treasurer and made payable to my order as secretary. Those check and drafts were CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 191 put on my des for indorseet. I indorsed them and returned them to the treasurer, or his cashier. Q. Did you make any report of your doings in that respect to the comipany f-A. Nothing further. Q. That report of the committee was accepted by the directors?-A. do ot think that a rertwas ever made to the board of directors. It did not require any furtheractior by the board. It was authorized to audit, settle, and pay. Q. Why id you return that money to the treasurer?-A. He handed me the cheks for ndorsement, and asked mre to return them. But the money was placed in your hands for payment?-A. I understood from the board of directors that the disbursement was to be madeuder the direction of the committee. Q. Did the committee direct you not to make the payments yourself?A. The committee did not give e any directions about it, except what is contained in. the resolution. Q. Checks and drafts to that amount were brought to you?-A. Yes; with the request that I would indorse tlhlem. Q. W did you not pay them, in accordance with the vote, to the persons who were to receive them-A. I did not know to whom to pay them. I followed the instructions of the committee, as I supposed. Q. In at way were the istrctions of the committee communicated to you, ha these checks were to go back to the treasurer, and that you were not to pay the oney in person?-A. According to my best recollecti some member of the board presented the checks and drafts to n. iue and asked me to indorse them. Q. What memberaccording to your best recollection?-A. I should not wish to swear positively. It may have been a member of thle committee, or it may have been Air. Bushnell. Q. Give us your best recollection who was the person?-A. I will not undertake to fix positively who it was. Q. Have you a person in sour mind as the person with whom you had that3 transaction?-A. I do not think I have. Q. Who was the treasurer of the company at that time?-A. John M. S. Williamis Q. Did you deliver these checks to him?-A. I either delivered them to him, or to his cashier. Q. Which do you suppose?-A. The balance of probability would be in favor of' the cashier, as his desk would be the one to which I would naturally go. Q. Your desk was in the same room?-A. No, sir. Q. Do you mean to say to the committee that you have no'k-nowledge, opinion, or belief, as to what was done -with that money f-A. I know what was done with the checks and drafts. Q.What was done with themf-A. They were delivered back. by me to the treasurer, or his cashier. Q. Had you at the time any knowledge, opinion., or belief as to the nature of the expenditure of that $126,000M)?-A. I suppose it was to pay the special legal expenses of the company. Q. What class of expenses did you suppose that this includled f-A. I do not know that any better description can be given of it than is given in the resolution. Q. This took place March 9, 1871 f-A. Yes. Q. About five or six days after the legislation of that winter directing the Secretary of the Treasury not to withhold the half of the expenditures for Government transportation f-A. Yes, sir. 192 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Was it not your understanding at that time that that expenditure of $126,000 had something to do with procuring the passage of that act.?-A. I supposed that some portion of it might have been for ex penses incidentally growing out of that matter. The company employed attorneys here and incurred some expenses. Q. Ordinarily, when the company has employed counsel, his name appears on the books, and his receipt is filed with the vouchers of the company?-A. Yes, sir. Q. Did you not understand that the method of conducting this transaction was for the purpose of concealing it -A. There was no explanation made to me by any member of the board, and by none of the coinmittee, as to the object at all. Q. You were the responsible officer of the company?-A. Yes s; not responsible for its finances, however Q. The directors of the comipany authorized three of their number to make an expenditure of $126,000?-A. Yes. Q. And that three signed a written report authorizing that amount to be put in your hands to be paid?-A. Yes. Q. That amount was brought to you in checks and drafts in pursuance of that authority?-A. It was. Q. And you simply put your name on the back of those checks and drafts, and handed them over to another officer of thecompany at his request?-A. I simply put my name on theback of the checks and returned them. Q. Did you not understand at the time that that unusual etod of nmanaging that transaction was adopted so that it should not appear in detail on the books of the company like other legal expenses -A. That would be the natural inference. Q. Now, I ask what at the time was your understanding of the character of that expenditure that distinguished it from ordinary legal services, such as appear on the books of the company?-A. I cannot answer youa any better than 1 did before. Q. Had -you no opinion at the time of the character of that expendi-. ture f-A. Possibly I had. Q. Possibly, what was it -A. I supposed that it was for the special legal expenses of the company. There was the vote in the board of directors that that money should be appropriated, and a report to that effect. Q. Did you not understand that a greater part of it, if not the whole, had been expended in procuring the passing of the act of Congress to interfere w"'ith the exercise of the discretion of the Secretary of the Treasury?-A. I do not believe it was. Q. On what do you, predicato that opinion?~-A. I think that some portion. of it may have been used in the employment of some counsel, and in paying the expenses which would naturally have been incurred in having some ac tion of Congress. Q. Why did you understand that that transaction was to be concealed?~ There was nothing to be ashamed of in getting a lawyer to argue your side of the law?~-A. Not that I know of. The mode of the transaction was soumewhat unusual. Q. In what particular i-A. In the- checks and drafts being made payable to my order. Q.You say that you understand that that was done for the purpose of concealing it. Why do you understand that it was desirable to conceal it?-A. I do not know whether it was desirable to conceal it. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 193 Q. You had some opinion at the time, had you not?-A. I may have had. I do not recollect what my opinion was. Q. Have you any opinion now-A. I suppose the parties who made the disbursements did otant all the details known. Q. Why not-A. I a sure I do not known. Who were the parties who made the disbursements?-A. I do not know. Q. Were you here in the city of Washington during the previous session. of Congress v-A. I was. Q. Who else of the officers of the company were here?-A. Mr. Bushnell, Mr. Duff, Mr. Alley, and Mr. Oakes Ames. Mr. Williams, I think, was also here for a few days. Q. As ar as you understand they were all here on that business?A. I presume they were. They may have had other business but they were all interested in the act of 1871. Q. Have you told the committee all that you know of your own knowledge or by information from other persons connected with that company, with reference to that transaction?-A. Yes, sir; I have told the conmmittee exactly what occurred, as near as I can recollect. Q. You have no other knowledge or recollection about it except what you have disclosed?~-A. No, sir. By Mir. SLOCUM~: Q. Have you ever heard it intimated from any quarter whether any ortion of that money went to a Senator or member of Congress.-A. Nog intimated at sir.?-A. o; I do not Q.You -never heard such a thing intimated at all?-A. No.; I do not think that I ever have. Q. Has the Union Pacific Railroad Company, got a contract with the Pullman Car Company?-A. Yes. Q., Have ypu got that contract with you?-A. I think I can produce a copy of it. Q.What is the -nature of that contract?-A. It is substantially the same as the contract the Pull man Car Company, has with other roads. I believe it was draughted from -the contract with the Pennsylvania Central, and is substantially in the same terms. Their contracts. are uniform. They have a printed form, and I think they are snbstantially the same with all the roads of the country. I have never examined them carefully but that is my impression. Q.Do you -know who the stockholders in the Pullman Car Company are?-A No; I cannot say that I do. Q. Who negotiated the original contract with the Pullman Car Company?-A. I think, originally,- there was a sort of Palace. Car Company connected with the road. Q. Was there -not a separate pa~lace-car organization that was owned by the stockholders of the Union Pacific Railroad Company?-A. I think there was. Q. And they sold out to the Pullman Car Company?-A. Yes. Q. Who were the stockholders in the original Palace Car Company?A. According to my recollection and best information on the, point, the great bulk of the stock was owned by the Union Paicific Railroad Com.pany. Q. Who were the officers in the fi rst Palace Car Company 0?-A. I do not know. Q. Do not the books show anything of the contract between the, Union 13 C lx 194 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Pacific Railroad Company and the first Palace Car Company?-A. Yes the office at home can furnish that information. Q. You do not know the nature of the contract-A. No; I should not undertake to swear to the details of the contract. Q. Do you know any stockholder in the Union Pacific Railroad Company who was a stockholder in the first Palace Car Company -A. I do not know really who were the stockholders. I never saw an of the stock. Q. When was the contract which was made by the first Palace Car Company sold to the Pullman Car Company-A. In 1870. Q. Who was president of the Union Pacific Railroad Company then A. Oliver Ames. Q. What memorandum have y ou there -A. A resolution of the executive committee. Q. Read it.-A. It is a resolution authorizing the president to sell 2,600 shares of the Pullman Palace Car Company stock for the sum of $400,000 cash, and also authorizing him to execute a contract, which contract might be assigned over to the Pullman Palace Car Company. Q. It appears that you were secretary at that meeting-A. Yes, sir. Q. And you were then secretary of the Union Pacific Railroad Company?-A. Yes. Q. And you do not know any of the stockholders in the Pullman Palace Car Company?-A. It seems that the Uin Pacific Railroad Company owned 2,600 shares. Q. How many shares were there in all-A. I do not know what the capital stock was. (The examination of the witness was here suspended, and Mr. akes Ames was called in and examined as follows:) By Mr. HOAR: Question. It appears that on the 9th of March, 1871, the board of directors of the Union Pacific Railroad Company appointed a committee with authority to audit an item of 1126,000, denominated special legal expeinses.; do you know what that item was made up of?-Answer. No, sir; I know nothing about it. I Q. Mr. Rollins states that that committee reported authorizing the sum to be paid to the secretary of the company, as agent for the company, for payment, and that all he did about it was to receive a number of checks and drafts from the treasurer, which he indorsed and gave back to the treasurer or cashier; do you know what was done with any of those checks or drafts?-A. No, sir.; I do not know anything about them. Q. Did you know that there was such an item in existencel-A. No, sir. Q. Neither from personal knowledge, nor information?-A. No, sir. I heard that there was money expended to that -amount. Q. For what purposei-A. I heard, for expenses, or something or another at Washington. I was here at Washington all' the tim~e, and did not know anything about it. Q., Did you hear the amount 0?-A. No, sir; I did not hear the amount. Q. Do you know from whom you heard it?-A. No; it was some time after. By Mr. SLOCUM: Q. Were you then a director of the company f-A. I do not know whether I was or not. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 195 Q. It was during the month that the law was passed. -A. I was here in Congress. I do not know whether I was then a director or not. By the CHAIRMAN: Q. What do you know, if anything, in reference to the payment of 10,000 to Senator Harlan -A. I do not know anything about it. Q. Did you ever hear anything about it?-A. I have heard the story. Q. When did you first hear of it?-A. That I cannot tell you. Q.Did you ever see th two checks?-A. No, sir; I was not a director of the company, and had nothing to do with it. Q. Have you ever been a director in the Union Pacific Railroad Company?-A. I am a director now, and have been for nearly two yearrs past. Q. Do you know anything of these checks being entered on the books of the Union Pacific Railroad Company in any shape or form?A. No, sir; I never examined the books. Q. Have you ever heard it discussed in your board at any time?-A. No, sir; it was never discussed in my presence. Q. Did you ever hear Mr. Durant say anything to Senator Harlan about these checks?-A. Only what I heard him say here. Q. Is that the first that ou ever heard of it? A. I heard the story, but -not from Durant. Q. From whom did you hear it?-A. I cannot tell you. It was a common report. Some of the newspaper reporters had it here two or three Lyears ago. Mr. Boynton made the statement in some of the newspapers. Q. Is that the first you heard of it A-A. I do not know whether it was or not. I heard Mr. Durant testify that he gave that amount to Mr. Harlan. Q. You have no knowledge or information about it other than what you have stated?-A. Only information at other hands. Q. Information from any other sources than you have named 0?-A. No, sir. Q. Did you ever hear Mr. McComb speak of it -A. No, sir. Q. Or Mr. Alley?-A. I do not know if I1 did; I may have heard so. By Mr. HOAR: Q. I notice on this book that on the 8th of March, 1871, at the directors' meeting of the Union Pacific Railroad Company in Boston, yourself being present, it was resolved, on motion of Mr. IDodge, that a committee of three be appointed to act with the president to audit, settle, and pay the special legal expenses of the company up to date. Was there no explanation to the board of directors of what that item was?-A. I cannot tell you. There might have been, but I have no recollection of it. Q. You have no recollection of the tranisaction?-A. No, sir. By Mr. SLOCUM: Q. Did you contribute money to carry the State of Indiana last fall?-~ A. I[ contributed money. Mr. Bou twell was out there, and he tele-~ graphed to Mr. Claflin that they must have more money out there, and I contributed $2,000. Q. Do you know of others connected with the Union Pacific Railroad Company who also contributed?-A. My brother gave $2,000. I, do not know of anybody else who gave any. I thought it a good use of the money, and I think so yet. 196 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. The examination of E. H. ROLLINS was here resumed as follows: By Mr. HOAR: Question. State, as nearly as you can, the present assets of the Union Pacific Railroad Company, and their vale.-Answer. I cannot tell that, with any sort of justice to myself or the company, without a careful examination of the books of the company at Boston. I have not got the data here from which I could make it up Q. You are one of the principal officers of the company -A. I am secretary and treasurer of the comrpany. Q. You are the legal custodian of the property of the company, so far as it is capable of being in individual custody -A. I am. Q. Wthen did you make your last report A. There has bee noreport made since the last annual election. There was no regular reort then, but merely a financial exhibit made up. Q. How long have you been treasurer-A. SinceApril18,1871. The law calls for a report. That was made and filed at the close of the fiscal year ending 30th June, 1872. Q. When you succeeded to your predecessor in office I suppose you had some knowledge of the property you ame into possession of -A. Yes; I took a careful inventory of it. Q. State as far as you can the nature and character of the property you came into possession of.-A. There was on hand Utah Central bonds as collateral security for loans, Uth Southern Railroad bonds, Colorado Central Railroad bonds, Atlantic and Pacific Teleraph stock, and income bonds of the company. That is all that now occurs to me, but it is a very imperfect list. Q. Had you in the office an account and estimate of the value of the road, its rolling-stock andmovable property, its depots, &c.?-A. Yes; the number of engines, and all the property of the company can be shown from books of the company. Q. Have you had no authentic statement made up to within a year which shows the amount of the property of the company on hand and its liabilities f-A. The statement that we make uip in our office does not include the operating department of. the road. Q. Is there -not in the head office of the company a statement in some authentic form which includes the entire property of.,the road, as well its operating property as its other resources?-A. The report of the sniperintendent would show the property. Q. My question is, have you not i n the central office of this great railroad company any authentic statement made uip within any time, of the past twelve months showing the entire property and its value on one side and its entire liabilities on the other f-A. There is such a report. Q. Where is it f-A. In the office at Boston. Q. Is there no copy of it here f,-A. Not to my knowledge. Q. What report is thatf-A. The report of the general superintendent. Q. That relates only to the, operating department'f-A. Only to the 0perating departmnent. Q. Is there not a statement which includes that, or a summary of it, and includes also all the p~roperty that is in the hands of the treasurer f-A. No, sir. I have -no custody of the property used in operating the road, and in any statement that I make up I never include that. Q. Does nobody make a statenment which includes that f-A. No;I do not think there has been any made; I have no recollection of it. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 197 Q. s it not usual for some reports to contain these items?-A. I suppose that the report of the superintendent would cover it. Q. That does not show the debts of the read? A. The treasurer's statement would show the debts of the road; the report of the superintendent would show the operations on the line of the road, and the report of the tresurer should show the financial operations of the coinmpany. Q. Is there any report which shows the entire financial condition of the company -A. Not at the present time. Q. lhen was the last on e?-A. The last statement was made at the annual meeting in arch last. Q. Did that contain a statement of the financial condition of the comnpany -A. There as a statement nmade up then of the financial condition of the company. ~Q'.~ Which, so far as you know, is full and accurate?-A. Yes. Q. ave you a copy of it here?-A. No, sir; but I will furnish it to the committee. Q. Is that ever reported to the Government?-A. Not in detail. Q. Are there any of those bojds which you have enumerated which are held asthe absolute property of the company?-A. Yes; the Utah Southern bonds are the absolute property of the company, also the income-bonds, and the land-grant bonds, and the Colorado bonds. All the bonds are the absolute property of the company, except the Utah Central bonds. What is the amount of the Utah Central bonds?-A. Something over $200,000. Q. That is collateral for a loan, loan and collateral both having now become the property of other parties -A. Yes; $150(,000( of it. Q. So that, i n these U~tah Central bonds, or the loan which they secure, the, Union Pacific Railroad Company has no property of value now?A. Only $510,000. Q. Now take each of the other items of assets which you enumerated and state the value of each as near as you can.-A. Before departing from this Utah Centrall matter, I should state that the company owns 5,000 shares in the Utah Central Railroad. Q. Is the Union, Pacific Railroad Company still uinder any responsibility as surety or guarantor for that road?-A. It is. Q. Is the security good for the loan, as far as you know f-A.A bandant. Q. So that you do not regard the Union Pacific:Railroad Company as nuder any substantial liability, or as having any substantial property in that transaction f-A. No, sir; only in the stock and loan of $50,000. Q. The Union Pacific Railroad Company has 5,000 shares of the stock of the Utah Centralf-A. Yes. Q. What is the par of those shares f-A. One hundred. Q. What is the market-value of those shares f-A. About 50, I suppose. Q. So that the U~nion Pacific Railroad Company has how much absolute property in them f-A. About $150,000. The examination of' the witness was suspended and the committee took a recess till half past seven. In the evening session the examination of E. HI. Rollins was continued as follows: By Mr. HOAR: Question. You had undertaken to state the amount of property of the 198 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. company in the hands of the treasurer, and you had mentioned in the first place some bonds of a Utah railroad, which you said they held only as collateral.-Answer. I want to correct that now, because, on reflection, I am satisfied that I was in eror $50,000-that we still have an interest of $50,000 in that loan. There are two notes that we have not parted with. Q. Are those notes well secured and worth their face?-A. Yes, ir abundantly. Q. Then you have as assets $50,000 in bonds of the Utah CentrlA. Yes, sir. Q. And in the stock of that company you hav how much?-A. Five thousand shares of stock, on which we owe just $100,000. It is worth 50 cents a share. The par value is 100. Q. So that the par value of the five thousand shares makes $500,000 -A. Yes, sir; but it is worth only $250,000. consider our interest in it worth $150,000. Then we have income-bonds of the Union Pacific Railroad that were included in the issue ad that have not been disposed of yet. Q. What do you mean by income-bonds How are they securedA. They are secured by a pledge of the income of the road to trustees. Q. Who are those trustees?-A. Bejamin. Bates. John. Duff, and F. Gordon Dexter. Q. How do you make them property of the compay?-A. In the statement of indebtedness of the road, the outstanding liabilities of the road, the whole issue of $10,000,000 is icluded. Q. How much of those bonds are not yet issued -A. The company hold eight hundred and eighty of the or thereabouts. They are $1,000 bonds. Q. What nextv-A. We have got a small amount of Washington County, Nebraska, bonds; I think some $15,000. Q. Has the county refused to pay those?-A. No; they pay the interest promptly. Q. How much are they -worth?-A. I do not know what they are worth. I don't know why they should not be xx orth par; but there is no market-value for them that 1 know of; they have never been for sale within my knowledge. The interest, I think, is 7 per cent. Then we have some Douglas County bonds, two hundred, valued at $200,000. Q. Do you think they would sell for par?-A. I see no reason why they are not a good investment at par, but I don't suppose that if they were put upon the market they would bring par, though I don't know. Q. Have you any idea of what their market-value is?-A. No, sir; I have not; but that is the counuty in which the city of Omaha is situated, and they ought to be good. Then we have two hundred and twenty Uta~hSouithern Railroad bonds; that is, $220,000 worth. Then we have five Omaha bridge bonds; they are wYorth par, $1,000 each, making $5,000. Then we have somne Omaha City bonds, $12,500 worth; those, I think, area aO per cenDt.bond. Then we have somnetwo huLndred and forty shares of Atlantic and Pacific Telegraph stock. Q. That is merely your form of holding your telegraph-line, is it not0? You do not regard that as valuable property?-A. The shares in the Atlantic and Pacific Telegraph Company are valuable. Q. I know; but it is merely a part of the operating stock of your railroad and telegraph company, under your act of incorporation, is it not 0? It derives its entire value from the income of telegraphing along the road, which is one, of your franchises, and that is the mode in which you get your proportion of the profits of the line 0?-A. No; we had a line CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 199 along the road, and an arrangement was made to consolidate that with the ytlantic and Pacific lssuine, they issuig in exchange for it these 24,000 shares of stock in the Atlantic and Pacific Company. Q. Have you anything ee-A. We have some notes of small amounts. I do not think of anything else of considerable value. Yes, we have also one hundred and ten Colorado Central Railroad bonds$1,000 bonds. The road is mortgaged for $15,000 a mile, and I think it Lt. is a good security for that amount.Q. is there anything else-A. There is an amount of money that we have invested in the construction of the Colorado Central Railroad, the bonds for which are printed but not executed and delivered; that will aount to between seven and eight hundred thousand dollars; the amount is $774,827.31; that is for material and money advanced for the construction of the Colorado Central. Q. Is that a debt, or something that you are to receive in stock of the company -A. Something that we receive in bonds and stock of the company. Q. Bonds at par and stock at par?-A. No; the bonds we have reived were received at 85, I think. This $772,827.31 is what we are still to receive. Q. Are you to receive it in bonds and stock at the market-value when you receive them so that you can immediately realize the cash on what you receive or are you to receive it in the bonds and stock at par?-A. In bonds at 80 or 85, I suppose. Q. What re those bonds selling at in the market?-A. They are not in the market at all. Q. What else is there-A. There has been delivered to the Utah Southern Railroad material to the amount of $213,298.61, which we are to receive in bonds and stock; and the U~tah Northern. Railroad,. $43 345.26. That is all, I believe. Q. If I have added this up correctly, it amounts, at its par value, to $1,854,000; is that pledged for any debts except so far as it is liable for the general indebtedness of the company??-A. Most of' it is pledged as collateral security for the various loans of the directors, and loans for which the directors are personally responsible. Q. Is it sufficient security foi those loans i-A. Well, ultimately we should hope so. Q. Do you think that if put into the market it would bring $1,200,000, all told?-A. 0, yes. Q. How much do you think it would bring, all told?~-A. That would be very difficult for me to say, but it would bring a great deal more than that..Q. Would it bring $1,500,000 f-A. I should think so. Q. Is that about your estimate of what it would~bring?-A. Well, should not undertake to give a close estimate. Q.- I don't know that it is fair to ask you..to give an estimate.-A. I,don't think it is. It is a kind of property that I could not estimate what it would bring at a forced sale. Q. You have now stated all the property of the road except what you would call its operating property, which is in the hands of the superintendents?-A. Yes, sir. Q. What was the net earnings of the company for the last yearx 7_A. For the year closing last December?~ Q. Yes.-A. We have not got the corrected earnings for the last month of the year, but as near as I can estimate the net earnings they were in round numbers, $4,000,000. 200 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. This 5 per cent. of the Government comes in when the road is completed or comes in at once?-A. When the road is completed. Q. Is the read yet completed?-A. It s not been recognized by the Government as completed. Q. Is it claimed by the company that it is completed-A. We claimed long since that it was completed, and we have endeavored to have the land-patents of the road issued as though it were completed, but the Government has insisted on holding them back as collateral security for the completion of the road. Q. Of that $47000,000 net earnings, how much is the claim against the Government for transportation for the past year -A. I cannot give you the exact figures, but it is a little rising $700,000. Q. Of which you concede that they are to keep back $350,000, and the Secretary of'the Treasury claims the right to keep back the whole -A. Yes, sir. Q. Leaving you about $3,300,000 net earnings for the year?-A. Yes, sir, if Governor Boutwell's position were correct. Q. Is not $4,000,000 a little high for the earnings of last year Is it not one or two hundred thousand above it?-A. No, sir I think not. Q. Will you now give us the debt of the company -A. The nearest I can come to that is a statement which I have at my room, made up o the 10th of December last. Will that answer yourprpose Q. We vill take that. Of course you would know of anycosiderable increase in the debt that had taken place since that time -A. Yes sir. By Mr. SHELLABARGER: Q. You have stated the net earnings at a certain sum. Will you now please state the gross earnings of the road for that same time for which you gave the net earniugs.-A. I have to estimate the ea n~ings for December, and for the purpose of answering your question I will estimate then- at $700,000. That would make the gross earuings $8,834,754.61. 1Q. IPlease. state the items that make up the difference between the net and the gross earnings.-A. Expenses of conducting transportation, motive-powr maintenance of carsoe maintenance of way-the track;. and then there is oin our returns an item of "1general expenses," which is not large, but which contains, I suppose, items not included in either of the others. Then ea ch of those items is subdivided- and reported -upon very much in detail. Q. What percentage of the gross earnings, as near as you can state in round numbers, is consumed in operating the road?-A. A little more than 50 per cent., I think. Q. In this statement of the difference between the gross earnings and the net there is not include'd any interest upon the debts of the compa-ny -A. Not any. Q. And -nothing for the g'eneral deterioration of the road, except that which is included in current repairs?-.A. That is all. Q. What is the length of life, as near as is yet ascertained, of rails upon a track such as yours is?~-A. I think perhaps seven years. Q. Your road was completed in 1-869. Has there been any considerable amount of new rails put down since your road was firs~t made?A. Yes; as fast as the rails give evidence of wear so as to be unsafe, old rails are replaced with new ones. Q. That merely applies to the replacing of an old rail with a -new one when it breaks or gives out;i but you have never relaid any portion of CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 201 your track with new rails?-A. I think they did relay a small portion of the eastern end of the line. Q. Owig to what fact?-A. Owing to the fact that the track was more worn there than elsewhere by the transportation of materials. Q. How long was that portion that was relaid?-A. I don't know. Q. What is the average lifetime of a set of ties, such as those upon yor road?-A. Not more than four or five years. Q. What per cent. per annum would you estimate for the deterioration of the rolling-stock of your road? In other words, how long, on the average, will a supply of rolling-stock last?-A. I should not want to answer that question withut further inquiry, but I could easily obtain for the committee reliable information on that point. By the CHAIRMAN: Q. I would like to know what were the gross and the net earnings of the year preceding this that you have given us?-A. The year preced~ing ~679753.11 ad the gronetss earnings were $7679 75311 an.$3,616,838.72.,. dthpeeangser Q. What were they for the year preceding that?-A. The gross earnings were $7,333,961.35 and the net earnings were $3,435,257.09. Q. Give the gross and the net earnings for the last year up to, but not including, the last month of the year.-A. Gross, $8,134,754.61; net, 686100.36. wish to supply an omission that I made to-day, when you asked the number of nd-grant bonds outstanding. The whole issue ws 10000000 and the amount outstanding is $9,928,000. Q. What interest do they bear?-A. Seven per cent. currency.'WASHINGTON, D. C., January 21, 1873.1 JOHN M. S. WILLIAM1S sworn and examined. By the CHAIRMAN: Question. Do you know anything of a note for $2,000,000, executed on the 4th of August, 1869, by the Union Pacific Railroad Company?Answer. lY remember that there was s-uch a note for two millions given as part of the balapce due to the Credit Mobilier. Q. What balance was due to the Credit IMobilier at that time?-A. It was an unascertained balance supposed to be about $2,500,000. Q. Who were present at the time that note was executed?-A. I cannot answer the question; I do not recollect. Q. Were the books of the Credit Mobilier present at the time the note was executed?-A. I cannot answer; I do -not recollect. Q. To whom was -that note made payable?-A. I do -not recollect. Q. Do you know who has possession of that note now? -A. No. I think it was given to Elisha, Atkins at that time. Q. For what purpose. was it given to him?-A. It was given to him as collateral for parties who signed the bonds to the State of Pennsylvania, in the suit then pending to collect taxes from the Credit Mobilier. Q. Does the Union Pacific Railroad Company owe the Credit Mobilier anything in addition to. that two millions? -A. I do not know how much it owes. It was supposed to owe the Credit Mobilier at that time an unascertained balance of two and a half millions. Q. Was there any investigation of accounts at that time, for the purpose of ascertaining whether there wa s any indebtedness on the part of the Union Pacific Railroad Company to the Credit Mobil er?-A. I do not recollect that there was. 202 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. On what account was this two and a half millions due to the Credit Mobilier from the Union Pacific Railroad Company?-A. I do not recollect. Q. What dealings had the Union Pacific Railroad Company had with the Credit Mobilier?-A. The Credit Mobilier were the contractors for building the first 247 miles of road. Theywere also entitled'to a commission for guaranteeing the Oakes Ames contract. By Mr. HOAR: Q. To a commission from whom?-A. From the Union Pacific Railroad Company. Q. To whom did the Credit Mobilier guarantee that contrat?-A. The Credit Mobilier guaranteed to the Union Pacific Railroad Company that funds should should be produced by the seven trustees. Q. I do not understand how that would make an indebtedness o the part of the Union Pacific Railroad Company. Mr. Ames agreed to give suitable guarantees, did he not? —A. Yes, sir; and the Union Pacific Railroad Company agreed to pay the Credit Mobilier a commission of 2k per cent. I do not know that that was merely for a guarantee; it may have been for an advance of money. By the CHAIRMAN: Q. Why should the Credit Mobilier make the guarantee to the Union Pacific Railroad Company that those trustees would furish the funds? -A. I cannot answer. I was opposed to the whole transaction and was not consulted about it all. Q. Why should the Union Pacific RailroadCompany pay a commission to the Credit Mobilier for the guaranteeing of funds which were to be furnished to somebody else to perform a contract for the Union Pacific Railroad.Company?-A. I1 cannot. answer; I had nothing to do with it; I was opposed to the whole transaction. Q. The Union Pacific Railroad Company did agree to pay 2k per cent. for that guarantee?-A. To pay 2k per cent. commission for somnething, I do not understand what. I never did understand it. It was either for a guarantee,' or for furnishing money. It was for a transaction which I was always opposed to. They did not let me into the matter at all. Q. Do you know what that 2k per cent. amounted to?-A. No, sir. Q. Can you state whether that 21 per cent. entered into this note at all or not?-'A. I presume that it entered into the calculations; I do not know. Q. Had there been any transactions between the Union Pacific Railroad Company and the Credit Mobilier, other than in connection with the iloxie contract?-A. Only that, and the tripartite agreement. Q. There had been- no other transaction between the two corporations? -A. None that I know of. Q. This iloxie contract was completed. early in 1867, was it not, before the Oakes Ames contract was let at all?-A. Yes, I think so. Q. And this transaction occurred in'1869, did it not? -A. I, do not know. Q. Can you explain why it was that this $2,000,000, for which this note was given, was charged back -upon this iloxie contract, on the books of the Union Pacific Railroad Company?-A. I cannot. It was done by direction of the auditor. Q. Had there been anything said,, between the early part, of 1867 and the time when this transaction occurred, about the'Union Pacific Railroad Company owing the Credit Mobilier on account of this Hoxie contract as much as $2,000,000, or any other sum?-A. It was always CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 203 supposed that the Union Pacific Railroad Company owed the Credit Mobilier a balance. I had no idea what the balance was. Q. Can you give any further explanation about this million-dollar note than you have given herein?-A. No, sir. Q. What were yor relations to the Union Pacific Railroad Company at the time that two-million-dollar note was given?-A. I was treasurer of the Union Pacific Railroad Company in 1869. Q. And also a considerable stockholder,-A. Yes. Q. Did you not understand the transaction at the time?-A. I understood it as I have just stated to the committee, that we owed the Credit Mobilier a balance rising two and a half million dollars. Q. On what-A. I had no definite idea on what. I supposed that it was made up of two different matters, one a balance for building the road 247 miles and the other some charge in connection with the Oakes Ames contract. Q. You say that you were opposed to the transaction of giving that note -A. No, sir; but to the Oakes Ames contract. I was not consulted in regard to it, and had no connection with it. Q. Had the stock of the Union Pacific Railroad Company been publily on the market during those two years?-A. I think not. Q. None had been sold or bought?-A. No, sir; it had no marketvalue. Q. It has been publicly on the market since?-A. Yes; I forget when it was brought upon the. market. Q. When did it begin to have a marketable value?-A. I do not recollect. Q. Has it a marketable value now?-A. Yes. Q. How much?-A. Thirty-six dollars a share. By the CHAIRMAN: Q. On the 4th of August, 1869, were you an officer of the Credit Mobilier v-A. No, sir. Q. Were you a stockholder?-A. Yes. Q. To what extentf-A. Sixty-two thousand dollars. Q. Was your partner also a stockholder?~-A. Yes. Q. To what extentf-A. Sixty-two thousand five hundred dollars. I had no doubt, at that time, about our owing the Credit Mobilier this money; the basis on which we had that supposition was on the evience of Mr. Ham, who had charge of the books of the Credit Mobilier. Q. You took Mr. Ham's statement for it?-A. Yes, sir;- he is a very correct man so far as we had any reason to suppose. Q. He was secretary of the Credit Mobilier at that ti'me,?-A. Yes, sir; he had ch arge of their books. Q. Is it true that the managers of the Union Pacific Railroad Com.pa-ny took his statement in reference to so large a transaction as this, without having the books before them to investigate it?-A Yes, sir. Q. What was the pressing necessity for giving a note of $2,000,000 without having the books of those two companies present, for the purpose of ascertaining whether the money was due or not?-A. The note was given as collateral to those who signed the bond in the Pen-nsylvania tax-suit; we had to give a personal bond in $600,000 there. Q. Who gave th at bondf-A. Oliver Ames, John Duff, John M. S. Williams, and others, whose names I do -not recollect..Q.Were the other persons who went on that bond persons who were -interested in the Credit Mobilier and also in the Union Pacific Railroad Companyf-A. Yes, sir. 204 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. All of you were interested in both corporations at the time -A Yes. Q. If the obligors on that bond had to payit, they would have resorted to the note of the Union Pacific Railroad Company, which wa gven to them as their collateral?-A. Yes; that is, they had that note as collateral. Q. Why should the Union Pacific Railroad Company give collateral security to persons to secure them against an indebtedness on the part of the Credit Mobilier?-A. Tlie parties becoming personally ible were entitled to a collateral. Q. But this, as I understand it, was a suit with the State of Pennsylvania, to test the question whether that StaLe could tax ividends made by the trustees of the Credit Mobilier to their stockholders, the ate of Pennsylvania claiming that that was in substance and efct dividends of the Credit Mobilier, and taxable there-A. Yes. Q. And the Credit Mobilier trustees claiming that it was not a dividend made by the company to its stockholders, but by certain trustees to certain individuals who happened to be stockholders; that was the point in the suit?-A. Yes, sir. Q. Now, in either event, whether the Credit Mobilier had to treat this as a dividend or not, these men were merely contractors with the Union Pacific Railroad Company, were they not-A. Yes, sir. Q. What obligation, therefore, was there on the part of the Union Pacific Railroad Company to save these bond-makers, these obligors, harmless -A. It was the obligation of the Credit Mobilier to do that. Q. And not the Unioin Pacific Railroad Company -A. The Credit Mobilier gave this collateral. The Union Pacific Railroad Company gave the note to t he Credit Mfobilier, as part of the amount which it owed to the Credit Mobilier. Q. Then, your statement of the transaction is, as if yon were desiring to give somebody security in some suit, and a person. owing you a sumn of money., you applied to him to give you a note representing part of that sum, that you might have something to turn to?~-A. That was the way with the parties -who were managing the Credit Mobilier at that time. I was not in the management. Q. But had not the contract account between the Credit 31\obilier and the Union Pacific Railroad Comipainy been closed on the, books before, that time?-A. I presume -not; it was very difficult to get -anything closed. Q. Did you see that statement which was sent to your company by Mr. Ham, on which you say that note was given?-A. I presume I did. I do not recollect. Q. Do you recollect whAt items the statement of account containe l A. I do not recollect any items. Q. -where -is that account now?-A. I do not know. Q. Did the company preserve papers of such value?-A. If ihere was* a regular account made it would be preserved, but the company would: probably take Mr. Ham's statement that so much was due, without an. account. Q. You are not able to say whether such statement was made l-A. I do not know whether it was or not. Q. Would astatement like that be likely to berecorded in any book~s?A. I do not presume there would be any account of it, except what Mr. Ham might furnish. Q. But Mr. Hlam was an officer of tize Credit Mobilier, and was not an' officer of the Union Pacific Railroad Companyl-A. Yes.'But the CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 205 Union Pacific Railroad Company only gave a note on an unascertained alance of account. Q. Do you know how much it was?-A. I suppose it was about two and a half millions. Q. You say that there was an account sent there by Mr. Ham, and on that account a note was given?-A. I am not certain of that. I also said that we would take MIr. Hamn's word for anything of that kind. If he said that the Union Pacific Railroad Company owed the Credit Mobilier that sum of money we would take his word. Q. Without investigation?-A. Yes. Q. Although you were an officer of a company whose interests were adverse?-A. We did not consider them adverse. Q. Were they identical?' A. They were so nearly identical that we did not think there was much difference between them. By the CHAIRMAN: Q. Have you in. your possession, or under your control, a statement of the affairs of the Credit MNobilier of America up to the 30th September, 1867, and a statement of the cost of the road east of the one hundredth meridian?-A. I presume not. I should not be likely to have. Q. Do you recollect ever having had any such statement?-A. I think I ad some memorandum of such a thing as that. Q. Do you know what has become of it?-A. I presume Mr. Ham has it in charge, or has had it in charge. Q. Do I understand you to say that you have no such statement now? -A. I have not. I would not be likely to have. I am entirely out of both companies. Q. I will read you a letter which was written to you: "NOVEMBER 15, 1'867. "DEAR SIR.: Inclosed herewith I send you a statement of the Credit Mobilier of America up to September 30; also, statement of cost of road east of the one hundredth meridian. I will send you in a day or two' statement of what the road has actually cost, being the amuount expended both by the Credit Mobilier of America and the Union Pacific Railroad Company. "B. F. II-. "JOHN M. S. WILLIAM8, Esq." Q. Do you recollect receiving any such statement as that i-A. I do not recollect. I probably may have received it. Q. Have you any papers in your possession or under your control of that character 6?-A. I do not know that I have. I paid no attention to them for several years; I have had no occasion to use them or refer to them at all. By Mr. SHELLABARGER: Q. You were asked by Mr. Hoar about the price of this stock at one time. Please to state when the stock attained its highest price in the stock-market and what that highest price was.-A. II cannot answer that precisely, but my impression is that it was in June, 1870, and $45 a share. Q. Now it is about $10 a share lowerv-A. Yes; it -is now 36. Q. When did it decline?1-A. At the time, that Mr. Boutwell. made that unlawful seizure of the funds of the company it went down to $10 a share. 206 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By the CHAIRMAN: Q. What official position did you hold in the Credit Mobilier on the 9th March, 1867?-A. None. Q. Did you hold any official position in the Union Pacific Railroad Company at that time?-A. Yes. Q. What?-A. Treasurer. Q. Have you any recollection of a special committee having been appointed for the purpose of settling special legal expenses-A. Yes. Q. Look at this record (already in evidence in r. Rollins's testimony) and see if it has reference to that transaction-A. Yes, sir. Q. Do you recollect that committee having made a report in regard to that matter?-A. No, sir; they did not report to me. They reported to the board. Q. Did you ever see the report that was made?-A. I do not recollect about that. Q. Look at this paper, (handing witness the report of the special committee already in evidence.)-A. I think I have seen that paper before. Q. That is the report of the committee on these special legal expenses?-A. Yes. Q. What do you know in reference to the payment of that $126,000 A. I do not know anything about it, except my paying it to Mr. Dodge. Q. You paid the money to Mr. Dodge -A. Yes sir; that is my recollection of it. Q. What kind of vouchers did you receive from him?-A. I do not recollect. Q. Where was that money paid to Mr. Dodge?-A. In the office of the Union Pacific Railroad Company, at Boston. Q.How long after this report was made, did you pay that money to Mr. Dodgev-A. I presume it'Was paid at the same'time. Q. Had you and Mr. Dodge been in Washington shortly before this money was paid to him?-A. Yes, sir. Q. For what purpose was that money paid to Mr. Dodge?~-A. I do not know anything about it, except the resolution. Q. Have you any. information on that subject?-A. No-ne at all. I had nothing to do wiithithe spending of it in any way, form, or shape, and was not consulted. Q., Did you hear any person say what use that money had been applied to or was to be applied tov-A. Nothing more than the resolution. Q. Was that matter not talked over?-A. I was not present when it was talked over. Q. Were you not present when this committee was appointed ~A I was in another room, and was not advised with nor consulted. Q.Had you known that that committee was to be appointed?-A. I did not know it until the record showed it., I was not consulted in the matter at all. Q. How long had you been in Washington at the time you spoke of?A. I do not recollect. I came here two or three different times to attend the meetings of the directors. A. You were here shortly before the committee was appointed, when Mr. Dodge was herev-A. Yes, but I was not here on the subject of the Union Pacific Railroad Company. Q. How long had you remained herev-A. I do not recollect; I came here on another matter. I had nothing to do here with the Union Pacific Railroad matter. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 207 Q. You had something to do with the Credit Mobilier?-A. No, sir nothing in Washington. Q. You were at that time treasurer of the Union Pacific Railroad Company?-A. Yes; but I was not here on those matters. Q. How long were you here shortly before this thing occrred?-A. I do not recollect. I was a few days attending to a claim which finally succeeded in getting through Congress. Q. Can you give any reason why the special services for which this $126,000 was paid were not specified in some way or other on the books of the company?-A. No, sir. Q. Do you know of no reason why this matter has been kept i this obscure way, so as not to show to whom the money was paid or for what services it was paid?-A. No; I know of no reason. Q. Do you not know that it was intended that the books should be so kept as that it should not be known for what purpose this money was expended?-A. No, sir; I know nothing about it. I only know that, as treasurer of the company, I paid the money on the authority of that nspecial committee. I had no responsibility beyond that. I was not consulted or advised with. Q. And you received no information from any quarter as to what this money was paid for?-A. I did not. Q. Have you ever heard any person connected either with the Union Pacific Railroad Company or with the Credit Mobilier say for what purpose that oney was paid?-A. I have heard hearsay evidence. Q. From whom did you hear it?-A. I do not know. Q. What did you hear?-A. I heard that it was spent to keep the bond of the company from going out of sight. Q. In hat way?- A. To help keep up the market price, and that money was lost in doing it.. Q. Why should that be called special legal expenses?-A., I do not know; I do not know that it was so. I stated that it was only hearsay evidence. Q. How did you pay it?-A. I don't know.. Q. You say you paid it to Mr. Dodge, I think; did you not pay it in checks or drafts? You'did not count out $126,000 in bills, I suppose?A. I presume I paid it in checkis. I suppose I drew checks and got the money and paid it part in bills and part in checks. That is how I presumne it was, but 1 am not sure. Q. Had you any voucher?-A. I have no donbt there was a voucher. Q. What sort of a voucher?-A. I presume, Mr. Dodge's receipt and that resolution. Q. The vote of the cohimittee required you to pay it to the secretary, Mr. Rollins?-A. I think I paid it to MIr. Dodge; that is my impression; lie was the man that came to me Q. Do you recollegt how it happened that it was not paid to Mr. -RollinIs, according to the vote? The vote is that the sum be paid to the secretary, to be by him paid.-A. That I don't know. Q. Your recollection is that it was paid to Dodge?-A. I suppose it was; he is the only man that comes to my mind, distinctly in connection with the transaction. Q. Mr. Rollins testifies that you or your cashier brought him the checks; that the treasurer or his cashier brought him the checks or drafts, and that he indorsed them, and that they were taken away again.-A. 1 have no recollection of it. I recollect the general fact of dealing with Mr. Dodge in connection with that $126,000. It might have been in a dozen different ways and I should not remember it. I 208 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. was full of care at the time; I had a very hard row to hoe just then and I used to work at my office every night until 12 O'clock. By the CHAIRMAN: Q. At the time you were here, that you have mentioned, was that legislation of 1871 in relation to the Pacific Railroads pending before Cogrss?-A. Yes; sir. Q. Were any parties here with reference to that leslation-A. think Mr. Dodge was here, and I think Mr. Bushnell was here. Q. Who else were here looking after that legislation?-A. I do not remember. Q. Were there not a number of persons who were interested in the Union Pacific Railroad here in W5ashington, seeking to get that slation through?-A. I remember only Mr. Dodge and Mr. Bushnell. Q. Do you recollect Mr. Duff having been here -A. I do not. Q. Do you recollect Mr. Rollins being here -A. I think he was; I forget whether he was here when I was here or not. Q. Mr. Oakes Ames was at that time a member of Congress-A. Yes, sir. Q. Do you recollect Thomas A. Scott being hee?-A. I presume he was here- I don't recollect meeting him here. Q. The ruling or action of the Secretary of the Treasury had had the effect, if I understand you, to knock the stock downl-A. Yes, sir. Q. How long before this time had the stock thus been prostrated? A. I do not remember the time when he made that decision. Q. Do you remember about what the stock was worth at the timewe have been referring to, before there was any legislation on the subject Congress, in 1871, and after the Secretary had made that order A. It fell to 10. Q. Was it worth about 10 at the time those gentlemen were here looking after that legislation?-A. Yes, sir. I do -not know whether it had got so low as that at that time, however. Q. But it was very low?-A. Yes; but I think it was about 20 at th at timei-from 20 to 10;~ it va~ried. Q. Do you. know -anything of any arrangements having been made to have no newspaper reports sent out with reference to what was going on here, pending that legislation?-A. No, sir; I do not know anything about it. 11Q. Do you know anything of parties having made large purchases of Union Pacific Railroad Company's stock prior to the passage of that bill?-A. No, sir; I don't know anything about it. Q. Did you ever hear of anything of that sort?-A. Yes, sir; I did. Q. When i-A. I do not have any distinct recollection of it, only I know it was the tal1k. Q. Was it not understood in private circles, among those who were engaged and interested in this matter, that such arrangements had been madei-A. I heard so; I did not know anything about it; I was not in it, and had nothing to do with it. Q. Did you. not hear of money heaving been paid to newspaper correspondents in order to induce them not to send out any reports from h-ere as to what was going On with reference to that bill?-A. I never heard of it, to my knowledge. Q. But you did hear that efforts were made to keep the reports from going out?-A. No, sir; I never heard of it. Q. You understood, that there were purchases being made ~?-A. Yes, sir; I heard that. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. But you did not hear about arlrangemnents being made to keep back tlhe reports f?-A. No, sir. Q. What was the effect of the legislation of 1871 upon the price of Union Pacific stock?-A. It went up to abou t 30. By AIr. SIELLABARGER: Q. Did you hear at that time that certain sums of money were paid to newspaper relporters for suppressing news of what was going on fA. I did not either lknow anything about it or hear anything about it. Q. Did you know of members of Congress being invited or induced to buy stock when it -was down to 10 cents on the dollar, when that legislation was pending?-A. No, sir, I did not; I was not consulted with reference to anything like that. Q. You were wholly disconnected from that matter?-A. Yes sir; I was attending to my own business here at that time and had nothing to do with the Union Pacific business. By Mr. HOAR: Q. I did not exactly understand your statement awhile ago about keeping the bonds up?-A. I stated that I had heard that this money hadl been used to keep the securities from. depreciating. Q. How?-A. I do not know how. Q. Do you mean by procuring legislation tending to keep. them from depreciating?-A. I don't know, sir. Q. Who would be likely to know all the facts about the expenditure of that $126,000?-A. Mr. Dodge seemed the head and front of it. Q. But they would not trust that all to one man?-A. Mr. Dodge and Mr. Bushnell seemed to be the leading minds. Q. Was Mr. Bushnell in any office then?-A. He was a director. Q. Who was president at that time f?-A. I think it was Oliver Ames. Q. Was he here during that legislation?,-A. I don't, remember. By the CIHAIRMAN: Q. Were you here on Union Pacific business in 1869?-A. Yes, sir. Q. Were you here on Union Pacific business in 1871, just prior to thetime that this committee was appointed on this special legal-service matter?-A. No, sir; but I was in Washington on some private business By Mr. HoAr: Q. You were not here at anly time during that session on Union Pacific Railroad Company's business?-A. No, sir; I was here on private business. Q. Were you in the confidence of the principal managers of the Union Pacific:Railroad Company at that time f —A. I was niot. By Mr. SHELLABARGER: Q. Can you give any explanation why there was no entry made on any of the books of the railroad company of that transaction, whereby it would appear what use was made of that money?-A. I can give no explanation of it, sir. Q. Is it usual in the book-keeping of that company that so large amounts are expended in one transaction?-A. No, sir; it is not. Q. When there is no entry anywhere to be found showing how it was expended?-A. There was no other such large amount entered at any time; therefore, there is no " usual" about it. Q. Was it usual, then, to have expenditures of any considerable 14 C M 210 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. amount made by the Union Pacific Railroad Company, without there being any book or paper to show what use was made of it?-A. I have no doubt there was a voucher for this, as in all other cases of expendi. ture of money. Q.'Was there any voucher explaining where the money was expended, and for what purpose, and by whom paid?-A. I presume not; I presume no voucher explains for what purpose; the vouchler would be the authority of that committee's report that was read, with the resolution. Q. Were the affairs of that company transacted usually and habitually in such a way as that a mere receipt from one officer of the railroad company to another officer of the railroad company, without showing anything about what the money was used for, or any items at all, was treated as a good voucher for so large a sum or for any considerable, sum of mnoney? —A. That of itself would not be; but with the authority of the executive committee it would be. Q. Did not that executive committee, in all their affairs, preserve some account, either in books or otherwise, showing how they disposed of the money of the Union Pacific 1Railroad Company?-A. I don't know whether there were other cases or not: there might have been; it would have been reasonable to have had them. Q. Cases where there was no indication furnished by any existing paper or book of what was done with the money?-A. I don't know of any cases; none come to my mind; but the authority of the executive committee was sufficient for the treasurer. Q. I am not.trying to get at the question whether you did right or Wrong; that is not the point at all; what I want to get at is, whether this transaction, which fails to show any use to which that money was applied, except that it was for " special legal expenses," was in accordance with the practice and the book-keeping of the Union Pacific Railroad Company, or whether it was unusual and exceptional?-A. 1 should say that it was so different fromnt any other paymenits that it would be difficult to place it under either of your heads. WASHINGTON, D. C., January 22, 1873. Testimony of E. H. ROLLINS continued. By Mr. HOAR: Question. State in detail the indebtedness of the Union Pacific Railroad Company so far as you know it.-A. I have with me a statement of the indebtedness of the company on December 10, 1872, which is the latest statement that has been made up. It was made up for the directors at that time. The footing is as follows: Currency $1, 412, 643 33 Gold-................................................ 120, 000 00 Q. That is what you call your current indebtedness as distinguished from your funded indebtedness?-A. Yes, sir. The detailed statement is as follows: A. —-Statement of notes payable Dccember 10, 1872. NOTES DUE IN DECEMBER. June 10., 6 mofiths, G. T. M. Davis, due December 10 to 13 -...........-................. $11,593 01 Sept. 2. No. 1337, 3 months, L. P. Morton, dclue December 2 to 5.......................... 25,000 00 (Paid.) Oct. 2. No. 1371,, 60 days, Oliver Ames, due December 1 to 4. 15, 000 00 Oct. 2. No. 1372, 60 days, Oliver Ames, clue December 1 to 4. 10, 000 00 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 211 Oct. 1. No. 1373, 60 days, John Duff, due December 3 --—. $25, 000 00 Oct. 1. No. 1374, 60 days, John Duff, due December 3. -.. 25, 000 00 Oct. 1. No. 1375, 60 days, John Duff, due December 3 ------ 25,000 00 Oct. 1. No. 1376, 60 days, John Duff; due December 3. ——. 25, 000 00 Oct. 1. No. 1377, 60 days, John Duff, due December 3. --—. 25, 000 00 Oct. 1. No. 1378, 60 days, John Duff, due December 3....... 25, 000 00 Oct, 1. No. 1379, 60 days, John Duff, due December 3...... 25, 000 00 Oct. 1. No. 1381, 60 days, John Duff, due December 3...... 18, 849 95 Oct. 26. No. 1257, 60 days, Oliver Ames, due December 25 to 28.. 10,000 00 Oct. 28. No. 1258, 60 days, Oliver Aules, due December 27 to 30 -.....-... 10, 000 00 Oct. 26. No. 1260, 60 days, Oliver Anies, due December 25 to 28 -'..-... 10, 000 00 Oct. 25. No. 1385, 60 days, E. Atkins & Co., due December 24 to 27 -. 5, 000 00 Oct. 23. No. 1386, 60 days, E. Atkins & Co., due December 22 to 2 —5 -.-.-.-.-.-.-. —---—. —------------- - 10, 000 00 Sept. 2. No. 1336, 3 months, Sidney Dillon, due December 2 to 5......... 25, 000 00 Deducted Sept. 2. No. 1340, 3 months, Augustus Schell, due December at foot. 2 to 5 2.......................................... 5i, 000 00 atfoot. $350, 442 96 NOTES DUE IN JANUARY. Oct. 5. -, 3 months, Harris & Foster, due January 5 to 8-.. —.-.-.-.-.............................. 10, 888 47 Nov. 14. No. 1415, 60 days, Joliet Iron and Steel Coulpaiy, due January 18 to 21............................ 11,000 00 Nov. 14. No. 1416, 60 days, Joliet Iron and Steel Company, due January 18 to 21......................... 11, 00 00 Nov. 14. No. 1417, 60 days, Joliet Iron and Steel Company, due January 18 to 21............................ 11,000 00 Nov. 14. No. 14t8, 60 days, Joliet Iron and Steel Company, due January 18 to 21................... 11,047 22 JNov. 11., 70 clays, Harriq& Foster, due January 20 to 23. 10, 514 68 Sept. 9. No. 1252, 4 months, Olver Ames, due January 9 to 12. 10, 000 00 75,450 37 NOTES DUE IN FEBRUARY. Oct. 1. No. 1366, 4 months, Oliver Ames, clue February 1 to 4. 25, 000 00 Oct. 1. No. 136, 4 months, Oliver Ames, due February 1 to.4. 25, 000 00 Oct. 1. No. 1368, 4 months, Oliver Ames, due February 1 to 4. 25,000 00 Oct. 1. No. 1380, 4 months, Oliver Ames, clue February 1 to 4. 10, 000 00 Oct. It. No. 1254, 4 months, Oliver Ames, due February 11 to 14. —..-. -............................ —-—. 15,000 00 Nov. 30. No. 1391, 60 days, G. M. Pullman, due February 1.. 25, 000 00 Nov. 30. No. 1392, 60 days, G. M. Pullman, due February 1.. 25, 000 00 Nov. 30. No. 1393, 60 days, G. M. Pullman, due February 1. 20, 000 00 Nov. 30. No. 1400, 60 clays, Oakes Ames, due February 1... 10, 000 00 Dec. 3. No. 1401, 60 days,.Oakes Ames, due February 1 to 4 25, 000 00 Dec. 2. No. 1405, 60 days, Oakes Ames, due February 3-.... 25, 000 00 Nov. 30. No. 1408, 60 days, Oakes Ames, due February 1. 10, 000 00 Nov. 30. No. 1394, 60 cldays, H. F. Clark, due February 1..... 25, 000 00 Dec. 2. No. 1395, 60 days, H. F. Clark, due February 1...... 25, 000 00 Dec. 3. No. 1396, 60 (lays, H. F. Clark, due February 1 to 4. 20, 000 00 Nov. 30. No. 1397, 60 days, Augustus Schell, due February 1'. 25, 000 00 Dec. 2. No. 1398, 60 days, Augustus Schell, due February 3.. 25, 000 00 Dec. 3. No. 1399, 60 days, Augustus Schell, due February 1 to 4................................,........ 20, 000 00 Nov. 30. No. 1402, 60 days, J. H. Barker, due February 1.. 25, 000 00 Dec. 2. No. 1403, 60 days, J. H. Barker, due February 1.. 25,000 00 Dec. 2. No. 1407, 60 days, L. P. Morton, due February 1... 25, 000 00 Dec. 3. No. 1419, 60 days, F. G. Dexter, due February 2.... 25, 000 00 Dec. 3. No. 1423, 60 days, S. Dillon, due February 2... 25, 000 00 Dec. 5. No. 1424, 60 days, S. Dillon, due February 4. 25, 000 00 Dec. 4. No. 1425, 60 days, S. Dillon, due February 3..... 20, 000 00 Dec. 3. No. 1414, 60 days, L. P. Morton, due February 4.. 25, 000 00 Dec. 3. No. 1413, 60 days, L. P. Morton, due February 4 —-- 20, 000 00 Dec. 5. No. 1427, 2 months, John Duff, due February 5 to 8. 25, 000 00 Dec. 3. No. 1404, 60 clays, J. H. Barker, due February 1 to 4'20, 000 00 -- 640,000 00 212 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. NOTES DUE IN MARCH. Nov. 1. No. 1382, 4 months, Oliver Ames, due March I to 4. $20, 000 00 Nov. 4. No. 1383, 4 months, Oliver Ames, due March 4 to 7.. 30, 000 00 Nov. 16. No. 1388, 4 months, Oliver Ames, due March 16 to 19 26, 000 00 Nov. 16. No. 1389, 4 months, Oliver Ames, due'larch 16 to 19. 20, 000 00 Nov. 16. No. 1390, 4 months, Oliver Ames, cldue MaIrchi 16 to 19. 26, 000 00 Nov. 30. No. 1421, 3 months, L. P. Morton, due March 3 -.... 25, 000 00 _14- ~147,000 00 NOTES DUE IN APRIL. Dec. 3. No. 1409, 4 months, Oliver Ames, clue April 3 to 6.. 25, 000 00 Nov. 30. No. 1410, 4 months, Oliver Ames, due April 2... 25, 000 00 Dec. 3. No. 1411, 4 months, Oliver Ames, due April 3 to 6 5, 000 00 Dec. 3. No. 1412, 4 months, Oliver Ames, due April 3 to 6.. 25, 000 00 Dec. 3. No. 1428, 4 months, F. G. Dexter, due April 3 to 6... 30, 000 00 110, 00 00 DEMAND NOTES. 1871. Dec. 14. Demnand No. 1138, Oliver Ames.................... 19, 875 00 Aug. 27. No. 1313, 60 days, John Duff, trustee..-...... 50,'000 00 Nov. 1. Demand No. 1387, Oliver Ames.. 19, 875 00 -89, 750 00 Total notes onut December 10, 1872.-.................................... 1,412, 643 33 Deduct two notes Nos. 1336 and 1340.................................. 50,000 00 1,- 362,643 33,,Ol4io0.on due Bank of Commerce................... 50,000 00 1, 412, 643 33 Due Janu-ay 17......... ~40, 000 Due January 17 r...... —.......... —-................. —-- ---------- 40,000 Due January 30.......... 40, 000 120,000 Q. Is that all the indebtedness of the company so far as you are aware, except its indebtedness for current expenses, such as salaries, wages, repair-accounts, &c.? —A. And the $2,000,000 note. Q. That is a statement of all the current indebtedness of the company except that growing out of the operating expenses for the year, and the $2,000,000 note?-A.'And the interest on the funded debt. Q. Be good enough to state the funded indebtedness of the company.A. The first-mortgage 6 per cent. gold bonds, interest and principal both payable in gold.$ 2..-... — 7, 237, 000 Land-grant bonds, 7 per cent. currency.......... 8, 928, 000 (The original issue was $10,400,000.) Income-bonds 10 per cent. currency.................. 10, 000~ 000 Government subsidy bolds........................... 27, 236, 512 Interest paid by the United States. $6, 981, 752 49 Interest repaid by transportation of mails, &c................................. 2, 296 875 90 Balance of interest unpaid.................. 4, 684, 876 59 Interest due and not yet paid...... 817, 095 36 Then there are Omaha-Bridge bonds issued under special act of Congress. The company is liable for the interest on these if the earnings from the bridge, do not pay it. The original issue was $2,500,000, and the amount at presetnt outstanding is $2,462,000. The interest is 8 per cent. in gold. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 213 Q. Has the interest been paid from the tolls collected on the bridge?A. It has been paid by the Union Pacific Railroad Company, but has been repaid by the bridge colmpany. The account has not been made up accurately as between the bridge company and the Union Pacific Railroad Company. Q. Do you regard the railroad company's security on these bonds as ample and sufficient?-A. Yes; I think that the earnings of the bridge are ample to pay the interest on the bonds. Q. Is that prospective, or do you speak of the present earnings?-A. I think its actual earnings would pay the interest now. Q. Has it done so in the past?-A. I think it has. Q. What is the Omaha bridge?-A. It is a bridge over the Mlissouri River between Council Bluffs and Omaha. Q. Where the railroad bridge and a public bridge are combined?-A. The design is to use it as a bridge for the public. The bridge company transports passengers over the bridge in street-cars, small cars with a dunmrly engine; and they propose to plank the bridge so that teams may pass over it. Q. Does not the railroad cross the river by this same bridge?-A. Yes. That is, we receive the freight and passengers from the eastern roads. They are transported over the bridge, and all business between the TEast and West is transported over that bridge: Q. Are there any arrears of interest unpaid on your first-mortgage bonds?-A. Yes, sir. Q. Have you cash enough in the treasury to meet all the interest not paid at maturity?-A. iNo sir. Q. State abont how much there is of interest overdue and not paid.A. I cannot do so without examining the books. Q. Then, according to your estimate, if I have footed it correct, the indebtedness of the company, not including arrears of interest on the first-moratgage bonds, is $78,903,083. Is there anly other obligation of the road which you have not stated? —A. I think not. Q. You have not included in that enumeration any claim of the Government for interest on the interest paid on the bonds, supposing that such a claim exists?-A. No, sir. Q. The claim of the company is, as you understand it, that the G-overnment is to receive, at the maturity of the bonds, with the exception of the 5 per cent. and the half of the sum paid for transportation, the capital of the bonds and simple interest, but no compound interest?A. I suppose that would be our construction of it. The question has never been raised as to whether it is to be computed at simple interest or compound interest. I do not feel authorized to speak as to the position of the company on that point. Q. Has the Government received any portion of the 5 per cent. of net profits which it was to have in a,ertain contingency? —A. It has not. The Government has never recognized the road -as completed. Q. Do you regard it as very greatly to the interest of the company that the Government should recognize the road as completed?-A. That is a pretty nice question. Q. What is your answer to it? —A. I should be in favor of its being recognized. Q. I ask you wvhether you regard it as greatly to the interest of the company that it shoulId be? —A. Not greatly; but I regard it as for the interest of the company. Q. Do you know of any official statement of the Government position 214 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. as to what amount of money should yet be expended to make the road complete? —A. Yes, sir. Q. Where is it?-A. In the Interior Department. Q. In what form?-A. It consists, I think, of the report ot five eminent citizens appointed under the law of 1869. Q. What amount of money do they represent as necessary to complete the road according to their claim? —A. $1;586,100. Q. I have omitted one item of your assets, I think, and that is the amount of public lands which you have received and disposed of, and the amount of public lands which you have yet to receive, supposing that you comply with the conditions of the act of Congress.-A. I suppose there are upwards of 11,000,000 of acres yet unsold to which we are entitled under the law. Q. Are not these 11,000,000 acres the least valuable portion of the public lands to which the Union Pacific Railroad Company is entitled under the act of Congress, being situated in the barren portions of your route — A. I think -not. There is a good deal of very valuable land yet nndisposed of on the eastern end of the route. Q. Do these land-grant bonds entitle the holders of them to receive a certain portion of the lands absolutely, or are they bonds by which you have undertaken to create a security or lien on the lands?-A. They have undertaken to.mortgage the lands to the bondl-holdclers, and the bonds are redeemable in land. The owner of a bond can purchase land with the bond at the valuation. Q. What is the valuation?-A. The value is fixed by the company. Up to the 1st of January, 1873, the whole number of acres sold was 651,598.54 acres. The average price per acre was $4.25C,. The number of purchasers 3,814, and the total amount of sales is $2,857,554.90. The amount of contracts outstanding on that (lay for land sold was $1,466,453.59. That money, when collected, will be used for the redemption of additional bonds. Q. In your judgment, can the road go through next year and meet its obligations in the course of business without assistance from outside credit? The WITNESS. What do you mean by outside credit? Mr. HOAR. I mean any credit other than that of the corporation itself. A. I think the road'will need, to carry it through next year, with its present floating debt, the same assistance that it has had in the past. Q. What do you mean by the same assistance? —A. The loans of the directors or other parties. Q. To what extent?-A. To the extent of the present floating indebtedness. ~ Q. About how much ill round numbers?-A. Probably something over $2,000,000. Q. You do not understand that the directors are under any legal obligation to extend to the company that assistance?-A. No, sir; I do not. Q. If that obligation should be withheld, either by the death of those directors or by any change of purpose, then you think the company would fail and become insolvent, do you? —A. I do not. I think the road can now earn money enough to pay its running expenses and the interest on its funded debt. By Mr. SLOCURI: Q; Do you mean the interest on all its funded debt?-A. Yes, sir; esti CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 215 mating as receipts the moiety which we now receive from the Government, the half of the earnings for Government transportation. By Mr. HOAR: Q. But it could not do it if the Government should withhold the other moiety? —A. No; I do not think it could at present, and still it might be able to do it; it is very difficult to determine. Q. Is your road in a condition in which the diminution of its revenues to an amount of some $400,000 or $500,000 by the Government withholding the other half of its charges for transportation, and the withholding of outside aid to the extent of $2,000,000 by the directors, would cause it to become bankrupt? —A. I do not know whether the money could be borrowed on the credit of the company; it might be very difficult and very expensive; but lI should hardly like to swear thut the company would become bankrupt, because a more skillful treasurer, a better financial man than myself,:might be able to borrow the money. Q. Your judgment is that it would require a more skillful treasurer than yourself to manage it? —A. I mean to say that a more skillful financier might borrow the money at a better rate.. Q. Do you see any way yourself to do it? —A. In the present condition of the money market of the country it would be very difficult. Q. In round numbers how much has the floating debt increased since the 10th of December, 1872? —A. About half a million, to pay coupons on first-mortgage bonds maturing January 1. The floating debt of the company had been reduced half a million from current earnings just prior to the date of the statement, so that during two months the debt was not increased, while a considerable saving of interest was effected. Q. No more? —A. I think not. By the CHAIRMIAN: Q. State how much of this iadebledness of'which you have furnished a statement is now in overdue notes;-A. A very small proportion of it, which has never been presented. 3Mr. HoAR. If Mr. Rollins desires, on reflection, to add any explanation to these answers, he will be permitted to do so within a reasonable time. By Mr. SwANN: Q. State whether it has been the habit of the company to put aside a sinking-fund for the renewal of the iron of the road?-A. No, sir. Q. What is your estimate of the length of time that rails will last on a road of that character?-A. I suppose fromn seven to ten years. Q. Are you in the habit of putting aside a fund for the purpose of reproducing the rail at the expiration of that time?-A. No, sir; we put in a very large, number of ties every year; (Is fast as the ties wea~rout we replace them; that is part of the operating expenses of the road. Q. But you have not done that with reference to the rails? —A. Yes; the same course is pursued with reference to the rails; we have no fund set apart, but as fast as. the rails wear out we replace them with new iron. Q. But still you have no sinking-fund provided in case the receipts of the road dlo not enable the company to renew the iron? —A. No, sir. Q. Do you not think that that ought to be a charge on the net profits? -A. We have only deducted for such iron as we replaced last year. Q. What would be a fair estimate of the cost of the iron required to 216 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. relay the entire line of the road? —A. Iron is worth fronm 8$5 to $90 a ton. Q. What would be the cost of that iron in money at the present rates for the whole road? —A. I have not the data here; I will supply it. Q. So that the net proceeds of the road are tile net proceeds less this sinking-fund, which you ought to provide?-A. Yes; if current repairs do not equal depreciation. Q. Did you say that you had in the employment of the company permanent counsel?-A. Yes, sir. Q. Who are the permanent counsel of the company? —A. We employ as counsel,.at Boston, Mr. Sidney Bartlett. Q. How much does the company pay him? —A. At the commlencement of the year we give him a general retainer of 81,000, and then we pay him, from time to tiame, according to the services rendered. He has no fixed salary. Q. What is the average of those salaries which you have paid to the permanent counsel employed by the company?-A. I should think about $5,000 a year. Q. What others have you employed?-A. A. J. Poppleton, at Omaha, Nebraska. He has been our counsel for some years. I think we pay him 810,000 a year; he devoting all his time to the interests of the road. He has an assistant who receives, I think, $3,000 a year. Q. Wha!t other counsel have you?-A. We have counsel in New York who are attending some special cases there, among others the famous Fisk suit. It is the firm of'Emmett, Hammond & Pomeroy. They charge for services rendered. Q. What is the aggregate that you have paid them in a single year? — A. (Referring to the book.) The entries are so made that I cannot tell what their services would amount to, but I think it would be about $5,000, or perhaps more. Q. As nearly as you can guess it would be about $5,000 a year?-A. Yes; I think it would amount to that. A. And not to any more than that? —A. Probably not. Q. Who else besides these counsel are regularly employed by the company?-A. I do not think we have any others. Q. I understood you to say that the counsel employed in Washington, or who received that amount of 8126,000, were oittside of the regular counsel of the company. They had nothing to do with the routine of the company's business? —A. I do not know to whom the money was paid. I do not know that any of the money was paid to the regular counsel of the company. I think it was not. Q. This was an outside operation?-A. Yes, sir; I think so; outside of the regular counsel of the company. Q. And you know nothing about that transaction at all?-A. No, sir. Q. It did not pass under your supervision, except in the way you have stated, merely to transfer the money to others?-A. No, sir. Q. Do you know what was done with that money? —A. No, sir. Q. The money amounted to 8126,000, and it does not appear in any shape or form on the books of the company?-A. No, sir. Q. It was used in outside transactions of which you know nothing?A. I know11 nothing. Q. And you do not know that the gentlemen who received that money were here in Washington?-A. No, sir; I dco not know who received it. Q. And there is not the stroke of a pen on the books of the company CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 217 for any part of this $126,000 0 —A. Tlere is a general entry on the books of the $126,000. That is all. Q. Have you a general superintendent on the line of this road?-A. Yes. Q. Vhen hle submits his reports lte gives you a schedule and account of the rolling-stock?-A. I think so' Q. Everything relating t to tle general transportation of the road?A. Yes. Q. You are in the hab)it of actitlg on these reports on the disbursemelnts made from month to month, growing out of transportation. W~hen cars want repairs the disbursements are made on the estimates of the general superintendeunt.-A. The disbursements for that purpose are made on the line of the road. Q. By whom?-A. By the disbursing-officer at Omahla. Q. Who is he? -A. N. Shelton, who is called the cashier. Q. Is he an engineer?-A. No, sir. Q. How does he know the accuracy of these demands made upon hiia by the general superintendent? —A. If a car breaks down it is taken to the shops and repaired by our ordinary force. Q. Under the report of' somebody — A. Yes, sir; of the man who has charge of the car department. Q. The matter of transportation is under the general supervision of a general superintendent?-A. Certainly. Q. I want to know how these disbursements for repairs are made; whether on the order of the chief engineer or of the general superintendent; and, if under the order of the general superintendent, whether those estimates are sanctioned by the chief engineer or any other officer?-A.. The ordinary repairs of cars and engines are all made in our shops on the line of the road at various points. The men working in them are on the pay-rolls, and the pay-rolls are made up monthly. Q. Who malkes up those pay-rolls?-A. We have clerks for that purpose under the supervision of the chiefs of each department. Q. It is under the control of the division engineers?-A. The car department would be under the control of the chief of that department; and the locomotive department under the control of the chief of that department. Then the vouchers go to the auditor, who carefully examines the whole. No payment of money is made save on vouchers approved by the auditor after careful examination; and even the check for the payment of the money is approved by the auditor. The bills for materials purchased are all audited at Omaha, and a draft is made on the treasurer at Boston in favor of the party from whom the purchase is made, countersigned by the auditor. Q. The cross-ties are a part of the expense account.?-A. Yes, sir; all supplies. Q. They are supplied as needed, along the line, from time to time?A. Yes. Q. And I understand you to say that the iron is not? —A. All iron supplied is supplied in the same way. Q. But there is no general iron account providing for the renewal of the rail? -A. No, sir. Q. So that 1 understand you to admit that that would be a fair deduction from the next returns?-A. If, for instance, the life of a rail is ten years, antd we do. not replace in a given year to the extent of 10 per cent. of the iron, the difference between what we do supply and that 10 per cent. would be a fair deduction from the net receipts. Q. And you have not made that deduction in the exhibit which you 218 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. have made — A. No; I have not made an estimate. I do not know whether we have supplied 10 per cent. or not. By the CHAIRMAN: Q. Have you had any special attorneys outside of those whom you have denominated as the regular attorneys of the company?-A. Yes; we have employed various attorneys at various times. Q. Have you ever employed any person who was, at the time of his employment, a member of Congress ora Senator of the United States?A. I should have no means of knowing except by looking at the books and seeing to whom money was paid. Q. If you have paid money on account of attorneys' fees, will the books of the company show it? —A. Yes, sir. Q. Have you the books here that will show such a showing — A. Yes, sir. Q. Turn to them and see.-A. (After referring to the ledger.) I find a payment on the 2d of December, 1869, to Benjamin F. Butler of $3,000, and on March 4, 1871, a payment to J. A. Jenckes of $4,500. I think Mr. Jenckes left Congress that same day. Q. Did you find any others — A. No, sir. Q. For what service was that $3,000 paid to General Butler?-A. I do not know, only as I gather from the records and from information that I have received from the directors. I learned that he was employed as counsel in New York; I think about the time that the controversy was commenced in the board of directors. Q. You mean at the time that there was a controversy between the two different boards of directors -A. Yes. Q. A controversey as to the control of the road — A. Yes, that was what I understood. Q. What service did Mr. Jenckes render for the company? —A. That I do not know. Q. State your best information on the subject.-A. From my best information I should say that it was for services rendered in connection with the Durant and Hazard suit in the State of Rhode Island. I understood that he was employed in that case. Q. That was a controversy in the courts of that State — A. Yes, sir. Q. Do you know of any member of Congress or Senator having been employed as counselor for the Union Pacific Railroad Company? —A. N'o, I do not. Q. Do you know of any other sums of money having been paid to persons who were members or Senators? —A. I do not know of any Senator or member of Congress who received one dollar except the parties whom I have named. Q. Do you know of any bonds or stock having been transferred to any member or Senator?-A. No, sir. By Mr. SLOCU'I: Q. Do you know of the Union Pacific Railroad Company ever having paid anything to the Government directors — A. No, sir; except their legal expenses. Q. Has not the company ever paid any regular salary to any of these directors?-A. Not to my knowledge, not since I have been connected with the company. The Gavernment directors are paid a per dient and traveling expenses, and( at each meeting of the board they make out, their bills and are paid by the company. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 219 By the CHGAIRMAN: Q. Do you know of any money having been paid to any officer of the Government for the purpose of securing the acceptance of any portion of this road by the Government — A. I do not. Q. Have you any information of any moneys having been paid on that account? —A. No, sir; only the information that I got from the newspalpers. By Mr. SWANN: Q. Had Mr. Brooks any connection with that firm of lawyers you have spoken of — A. Not that I am aware of. I do not believe that Mr. Brooks is a lawyer. Q. Do you know of any moneys having been paid to him?-A. I do not. Q. With the exception of the gentlemen that you have named, there was nobody else connected with the permanent law corps of the company — A. No; no other occurs to me. The CHAIRMAN directed the Witness to furnish to the committee the documents and information required in the following statemeiit: 1. Annual list of stockholders on which elections are held. 2. An accurate statement of cost of road to Union Pacific Rlailroad Company. 3. An accurate statement of the amount paid under each contract. 4. An accurate statement of the amount expended west of the one hundredth meridian up to the date of the assignment of the Oakes Ames contract, October 17, 1867. 5. Cost of 138 miles west of the one hundredth meridian as accepted by the Government. 6. All the estimates of engineers as to cost of construction. 7. Also a full and detailed statement of the present indebtedness of the Union Pacific Railroad Company, including income-bonds, landgrant, Government, and first-mortgage bonds, stock, and floating indebtedness. 8. Also the full amount realized from sales of Government bonds, and dates of sales thereof. 9. Also the full amount realized from sales of first-mortgage bonds, and dates of sales thereof. 10. Full amount of assets of the company, exclusive of road, rolling? stock, &c., used in operating, &c. 11. The original issue of stock, date, and persons to whom issued, &c. The witness, under the permission given by the committee, revised his testimony, and proposed to alter it in the following particulars: To the question,; Have you cash enough in the treasury to meet all the interest not paid at maturity?" he proposed to make the answer read:;" No, sir; but current receipts for business will pay it." To the question, " You do not understand that the directors are under any legal obligation to extend to the company that assistance?" he proposed to make the answer read:;" No, sir; I do not think that they are legally bound to make themselves personally liable for the' debts of the corporation." To the question, " If that obligation should be withheld, either by the death of. those directors or by any change of purpose, then you think the company would fail and become insolvent, do you?" he proposed to make the answer read: " I do not. I think the road can now earn money enough to pay its running expenses and the interest on its funded debt. Its earnings have largely increased, and I believe that the 220 CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. receipts for the currentcyear will arnmount to, say, 10,000,000, which will, if there is no h:lostile action on thel part of the Governlent, firmly establish its credit, and enable it to pay the interest on its funded debt, and reduce materially its floating liabilities, so that hereafter it can go forward without difficulty." To the question as to whether the road was in such a condition that the withholding of the earnings for Government transportation would cause it to become bankrulpt he proposed to make the answer read: "1 I do not know whether the lnoney could be borrowed on the credit of the company. It imight be v ey difficult and very expensive. But I should hardly like to swear that the company would become banklrupt under any circumstances." Also to strilke out the rest of the answer to that question; also, to strike out the question and answer immediately succeeding. To the question, "In round numbers how munch has the floating debt increased since the 10th of December, 1872?" he proposed to make the answer read: "; About half a million, to pay coupons on first-mortgage bonds maturing January 1st. The floating debt of the company had been reduced half a million from current earnings just prior to the date of the statement, so that during two months the debt was not increased, while a considerable saving of interest was effected." WVASHINGTON, D. C., January 22, 1873. WILLIAM B. SHI-IA sworn'and examined. By the CHAIRMAN: Question. Where do you reside?-Answer. In Washington City. Q. How long have you been residing here?-A. Twenty-two years. Q. ~What is your occupation — A. Newspaper correspondent. Q. How long have you been engaged in that business? —A. Ever since I came to Washington. Q. You were here during the spring of 1871, when the legislation was pending with reference to the Union Pacific Railroad Company? —A. Yes, sir. Q.'Do you recollect the circumstance of the Secretary of the Treasury having taken some steps looking to the withholding from the Union Pacific Railroad Company certain moneys on account of transportation? -A. Yes; I was aware of that fact before anybody else. Q. How did you ascertain that fact — A. From the Secretary himself. I went up to see Secretary Boutwell, and while in there, I saw lying on his table a statement of the public debt, and I saw a statement particularly in reference to the Pacific Railroads, showing an indebtedness of between six and seven millions of dollars. He was looking particularly at it, and I inferred from that that he had his mind made up about that interest question; and inasmuch as I was interested in it, I asked him what he was going to do'about it. Said he,'"What do you want to know forf" " IMr. Secretary,"7 said I, " I am going to be frank with you. I have some of the bonds and stock, and if you are going to take any steps to collect this interest from the roads, I would like to know it, so that I can unload and get out."7 He laughed, and said, " Well, you are very frank about it." "That is my only ideaY. I said,'" I do not want to publish it." Said he, ~ I do not know what I might do." Said I, " Do you claim that you have the right under existing law to CREDIT MOOBILIER AND UNION PACIFIC RAILROAD. 221 collect this accrued interest from the roads, and compel theim to pay it l"7 Said he, " I tllink there is sufficient law already existing." Said I " I do not think you have.' Waell, said he, " I have written to the several railroad companies, notifyting them of the fact of this accrued interest that they owe, and only in one instance have I received a reply, and I arih inclined to let them understand that I amn going to take hold of this matter and do somnething." I went out and talked to one of my friends about it. Said I,' Boutwell means mischlief in regard to this matter; I think wve had better get out." Said he,' He cannot do it, he dares not do it; he has no right to do it." Said I,: Suppose he does do it "' " Well," said he, " he would not dare to do it."? Said I, "' That has nothing to do with it; baut suppose he does it, what then?' Said he " It wouldl le very disastrous." I waited a couple of days, and then I went up to the Treasury again, feeling great interest in the question, and I discovered that lMr. Boutwell had issued an order to the warrant officer not to pay any more of this 50 per cent. accrued interest to the:road. I sat down and telegraphed that tat to my papers at Boston and New York. The next day or two after that the stock began to tumble. I went up to see the Secretary again, and he told me that he had referred the subject to the Attorney-General, and that until he had a decision he would pay no more of their warrants. I followed the thing all along, keeping watch of it all through a-rnd trying to ascertain what the Attorney-General was going to do. Finally, the Attorney-General rendered his decision confirming the construction of the Secretary of the Treasury. Then the question came up in Congress. Q. In the mean time had you unloaded? —A. I had. Q. Had you unloaded before you telegraphed to your Boston paper? — A. I think I had. I always do these things before I let anybody else know. Q. Hor far did it tumble? What was it worth when you unloaded?A. I think it was worth about from 36 to 38; I am not positive about it. It went down to nine. You could not sell the income-bonds at any price. They were quoted in Boston, where they were most held, at 29, 39, 35, 40, and such figures. They were oscillating in that way. Q. What kind of securities was it that you were loaded with?-A. It was the stock I had. Q. It walrs the stock that went down to nine I?-A, Y es, sir. Q. Then the question came up in Congress?-A. Then the question came up in Congress. I had boulght sone of the stock under the impression that Congress would not confirm the action of the Secretary of thle Treasury, which I regarded as being in direct violation of the aglreement between the railroad companies and the Government. Q. What induced you to come to the conclusion that Congress would not confirm the action of the Secretary of the Treasury?-A. I had seen several lawyers and talked with them on the subject, and 1 think I had also talked with a good many Senators and members of Congress about it, on general principles as to what they thought of Boutwell's decision; and they geerally they generally ht toug ht tat le was not warranted entirely in doing it. I followed it up very closely, and went to the Judicialy Committee of both Houses, and inquired wherever I found anybody who knew anything about it. The question was also before the Committee on Appropriations. Q. After your many interviews with members of Congress, you came to the conclusion that Congress was going to disagree withthe Secretary of the Treasury?-A[. At first I did not think it would, because there was an impression prevalent that these companies had made a 222 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. large amount of molley, and that Congress was not going to help them out of the scrape, but that they must take care of themselves. I afterward changed my mind. Q. What induced you to change your mind? —A. From. the general impression that the Secretary's opinion was wrong, and that Mr. Ackerman was a mere tool, and did not know anything about law. They regarded him as a rebel, who was acting against the interests of the people of Massachusetts who held this stock. Q. Did these interviews that you had with members of Congress influence you in coming to the conclusion that Congress was going to disagree with the Secretary — A. I was looking about for news, and I had two purposes to serve in getting all the news that I could.,[ told members whom I spoke to that I wanted to know it as a matter of news, but I really wanted to know because I had an interest in it. I had loaded up again when the stock was down. Q. Had you loaded up before you had pretty strong assurance that this legislation of 1871 was to be carried l-A. No, I did not. That was my judgment. Q. You satisfied yourself, in other words, that that legislation would be enacted — A. I did not know what Congress would do, but I thought it would relieve the company, as the enterprise had ruined all those gentlemen who were in it, and I thought that Congress would probably step in and relieve them. Q. Did you make any arrangement looking to the prevention of sending out from this city information to the different newspapers of the country as to what was likely to be done in Congress with reference to that legislation? —A. No, sir; not- a particle. I gave my information, after I had used it, to anybody who wanted it. Q. Did you pay any money to any newspaper correspondent, or any person connected with any newspaper,'for the purpose of inducing him not to send out news in relation to what was transpiring here in regard to that legislation?-A. No; not particularly for that. Q. What was it for.- A. I had an interest in this thing, and I did not want any adverse criticism. A gentleman came to me and wanted me to loan him some money. He told me that he was hardlup. I think he said that he owed Senator Pomeroy some money. He asked me if I would not loan him some, and he kept at me till I finally gave him a couple of hundred dollars. Q. For what purpose?-A. To aid me in my purpose. I told him that if I made what I expected to make, a nice profit on this thing, I would be willing to pay him. Q. How was he going to aid you?- A. I asked him what he thought of this legislation. He said he did not know; and we talked about it a good deal. I do not recollect exactly what occurred between us. Said I, "Have you any convictions about it." He said he had not. I said, " If you have not got any convictions about it, and if I make anything out of this operation, I do not object to giving you something out of it. If you can help me in any\ way in creating an impression in the papers and keeping the stock up, I would not object to giving you a little dividend out of mine."' Q. Did you pay him some money? —A. I gave him two hundred dollars.. Q. Was it not for the purpose of preventing him sending out news as to what was likely to transpire in regardto tohis matter?-A. I do not think so. He was rather disposed to help me. Q. For a consideration? —A. He was insisting on my going on his pa CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 223 per, and asked me repeatedly; and I did not like to, because I knew he was rather impecunious., He asked me repeatedly, and I could hardly get out of it. Q. Who was it? —A. Mr. R. J. Hinton. I have known him for many years. He is a very clever fellow, but is generally hard-up. Q. Did you pay money to anybody else — A. No, sir. Q. Do you know of any being paid to anybody else?-A. No, sir. Q. Have you heard of any being paid to anybody else e A. No, sir. I should not have paid hiln if he had not pressed me to borrow the money. Q. Was there not an understanding among certain persons about the city that that legislation was to be had, and that that was a good time to buy the stock; that it was down low, and that as soon as legislation was had it would immediately rise in the stock market, and that there might be a handsome speculation made?-A. There was no understanding. We talked about the thing, and everybody who had spare money was anxious to make something in stock speculation. Q. The matter was talked about that it might be a good speculation? -A. The general impression was that it was a dangerous thing to meddle with. Q. WVhy? —A. On account of the uncertainty of the thing. Q. It was considered a certainty if they had the legislation? The stock would go up, and be considered a good speculation? —A. Of course; that was a dead sure thing. Q. Those who were talking about this thing were anxious to get this legislation i-A. Of course. Q. And those who were talking about it, were they engaged in buying, up the stock — A. I cannot tell you. Q. Do you know of any member of Congress buying stock at that time — A. No, sir; not of my own knowledge. I heard that members were buying. I do not know who they were. Q. Did you advise any member of Congress to buy about that time? -A. No, sir: 1 suppose they kept their own counsel, and I know that I kept mine. Q. To what extent had you loaded at that time — A. I was carrying a few hundred shares. I am always more or less dabbling in stocks. Q. Do you recollect what you paid for what you purchased at that time -A. I think it was something between 18 and 19. It had rallied a little. It had rallied a little after the Union Pacific Railroad Company had made an arrangement with the Pennsylvania Central to take care of the floating indebtedness of the company; and when I saw that Edgar Thomson, of the Pennsylvania Railroad Company, had lent his credit to the Union Pacific Railroad Company, I made up my mind that the thing was coming out all right. I went on my judgment more than anything else after that; but I made myself very busy in finding out all the points, which I used for my papers after I had used them for myself. Q. You got the first benefit of the information?-A. I had at that time an arrangement with houses in New York to furnish them with information touching financial matters, esliecially in regard to this and in regard to other matters, which information was communicated to the brokers in New York. Q. What did the Union Pacific Railroad stock go up to after that legislation —A. It went down. I made up my mind that the thing had been discounted already, and on the evening of the day when the bill passed I sent my order to sell immediately as soon as it was known on the street that the bill had passed. I discovered that others who had 224 CREDIT MOBILfER AND UNION PACIFIC RAILROAD. doubted that Congress would pass the bill were buying the stock while i was selling. They all of them got badly,taken in. They were lame ducks. Q. From whom did you acquire the original lot that you had?-A. I had purchased it. I was carrying it on speculation. Q. From whom (lid you purchase it?-A. From one of the brokers in New York; 3Mr. Clews, I think. There were three or four men buying stock for me. I do not recollect from whom I bought it. Q. Did you get any of it from- any of those managers of the Union Pacific IRailroad Company?-A. No, sir. Q. Did you get any of it that you did not get by purchase?-A. There n ay hlave been some carried for me. For instance, I furnish information to a gentleman, and he says, " If you give me this information, I will carry for you one, two. three, four, or five ihundred shares and pay you whatever it appreciates fromu the time I buy.7" I may have had, and probably had some stock of that kind at that tinme. Q. Who was carrying stock -for you at that time? —A. Several brokers. Q. Give us their nanes. —A. I am not going' to disclose to the committee my private transactions in New York. They do not relate to Con gress. The CIAIRIAN. That is for the committee to determine. The VTIfTNESS. There is nothing' in them relating to Congress in the slightest degree. I do not choose to have my private transactions and operations in TNew York inquired into, and therefore I decline to answer the question. I will say to the col1mittee that nobody connected with Congress in any shape or form had anything to do with my transactions, directly or indirectly. The, CIIAIR3I1AN. BUt we have something to do with others besides members of Congress. I -will vary the form of the question a little and ask you to state whether any person who was connected with the' management of the Union Pacific Rlailroad Comlpany was carrying' any of the stock for you — A. No, I think not. Q. Was Mr. Durant carrying any for you — A. No. Q. Was Mr. Bushnell? —A. No. Q. Wtas Sidney Dillon?-A. No. Q. Oakes Amres?- A. No, sir. Q. Was Oliver Ames?-A. iNo, sir. Not one of these men had I any transaction with. By MINr. HOAR: Q. What is there in the transaction of carrying stock for you a short time by a Newv York broker that makes you unwilling to disclose his name? -A. I do not think it is part of the business of this committee to inquire into my private transactions. Q. But what is there in the fact that you should be unwilling to disclose? -A. I would rather people should not know what I am doing. That is all. I cannot discover why I should disclose my private business when it has no relation to anything that this committee is authorized to inquire into. Mr. HoAR. I want to know what there is in it that makes you unwilling to disclose it. The WITNESS. I do not want to disclose any of my private matters. I prefer not to let other people know what my private business is. Mir. HoAR. You have stated what your business is, and the question is as to the names of the brokers. The WITNESS. I have stated that MIr. Clews has done a great deal of business for me. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 225 The CIAoIRInAN. You stated that persons had been carrying this stock for you. What objection have you to stating the names of the persons ~? The V WITNEss. I have given you the name of;,r. Clews. If I had all the documents and papers I mighl t inform the committee, but JI have had transa-ctions with a great many people in New York at various times., By Mfr.o HOARx Q. You spoke of having some persons, who, at the time of your interview with the Secretary of the Treasury, were carrying shares of the Union Pacific iailroad Company. Do you recollect the names of those persons or any of them?-A.:Not at that time. I said I had some of that stock. I told the Secretary I had some of that stock. Q.- The question is of whom you bought it — A. I bought it on speculation. Q. From whom e?-A. I thinDk I bought it of Mr. Clews. I do not see why the committee wants to drag in my private transactions here, that have not the slightest concern with the subject. It is not because I am afraid to communicate any information to the comnmittee. By the CHAIRMAN: Q. From whom did you acquire the second lot — A. I bought it in the market. I think Mr. Clews carried some for me. Q. To whom did you make payment for it. —A. I did not make any payment. You put up a margin, or they carry it for you on account of the information you furnish, just as you can make arrangement with your broker. Q. Did you put up a margin or did you furnish information?-A. I had a margin there, I think. I think I had a margin on some'speeulation that I had made. I think I have one now with Mr. Clews. By MIr. o AR: Q. Did you acquire any of the stock which you held at the date of your conversation with Secretary Boutwell, or any of the stock which you afterward purchased, from any person then in Washington, or through a bargain or transaction with any person in Washington at the time of your acquiring it.-A. Not a dollar's worth. Q. Was it all acquired in the New York stock-market, in the regular course of such business? —A. Yes. I never had a dollar's worth of stock at that time that was not bought on speculation. Q. Bought in the New York market i-A. I never had a dollar's worth of this stock from Mr. Ames or any other parties. Q. You never had a dollar from anybody who you understood was connected with the Union Pacific Railroad Company or the Credit Mobilier — A. No, sir; not a dollar. I never had any connection with the Credit Mobilier or the Union Pacific Railroad Company or with that concern. By the CHAIRM~AN: Q. Do you hold any of that stock now f?-A. No, sir; I do not. I did have some a little while ago that I had bought at 34 and sold at 361 or 37. I made a nice little turn on it. Q. I should like to know how much of that stock you held at the time this legislation was pending on account of information or news that you furnished.-A. I cannot tell you. The thing has passed out of my mind. When an account is sent to me of a transaction, and I make my 15 C nv 22 6 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. percentage on it, I always tear up the memorandum and throw it away. I do not keep records of these things. Q. Do you studiously avoid keeping any record of these transa-t tions — A. When I am going away for the summer, after Congress adjournsi I go through my papers and any that are important I keep, and any that'are not important I tear up., Q. When you reloaded how much did you get on account of information furnished?-A. I cannot tell that. Q. You say that sometimes persons carried stocks for you on accountb of money and sometimes on account of information that you furnished. Now, when you reloaded how much did you have on account of information I -A. I do not know. I had three or four hundred shares. Q. How much did you realize on the stock which you got for information that you furnished I-A. I think the profit was from 9 to 10 per cent. Q. And what did it amount to in all — A. I cannot recollect. There were several transactions in my account, and I may have had some losses. I bought some Rock Island stock and lost on it. When my broker makes out my account there is so much lost and so much gained; and he pays me the difference. I had two hundred or three hundred shares of lRock Island stock. I always look to see that I make something on the whole transaction. Q. Did I understand you to 8ay that in one case you made an attempt to withhold from the public information of that which was transpiring in connection with this legislation?-A. On the contrary, I did everything that I could to send it as fast as the wires would take it, for I was sending information to Mr. Abbott, in New York; and one or two other parties were also sending information. He charged me particularly to give him the earliest information in regard to that matter. Q. That was private information?-A. He published it instantly as quick as he got it. He threw it out to fifty. or sixty brokers in Wall street. Q. I am speaking about giving it to the general public. Was not that information which you were sending out information to be used by private individuals, for the purpose of handling these stocks?-A. I did not know what they wanted it for. All that I did was to send it to them. Q. Was there not an agreement that you were to furnish information. -A. I was to furnish information at so much a week, or so much a month, with some, and with others I was to furnish information, and, if it proved successful, they were to give me a dividend. Q. Did you send this same information to the newspapers? —A. Yes. Q. At the same time — A. I guess there was not twenty minutes difference. After I got the information and shoved it off, I went right up stairs and sent it to my afternoon papers. Q. But these parties did get it in advance of the newspapers — A. Of course. That was my agreement-that I should send them everything I had in regard to these matters, and in regard to the finances, railroads, &c., that took place in the Committee of Ways and Means or the Committee on Appropriations. Q. To enable them to use this information for their private benefit and for your private benefit — A. Yes; it was mutual. My paper publishes editions at 1 o'clock, 3 o'clockl, and 4 o'clock. Q. What paper is that — A. The Boston Transcript; and I had a paper in New York, the Commercial. I was also sending to the Chicago Journal, and to Cleveland, and I think about that time to Cincinnati. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 227 Of course, these papers published my dispatches whenever they pleased. If the dispatch was important they would sometimes keep it out of the early edition, because if they published it in the early editions the papers that did not get specials Would steal it and use it. Q. But the broker was always a little ahead?-A. Always a little ahead. WASHIING'TON, D. C. eJa.nu^Cary 22 1873. JAMI IES F V:ILSO1N sworn aSnd examined. By the CAI 3M AN: Question. Where is your residence l —Answer. Fairfield, Iowa. Q. Have you been coinnected with' the Union Pacific iRailroad Company in any capacity, and,if so, in what and for what length of time?A. I have been connected with the Union Pacific Railroad Company since some time in 1869. 1 was in the first instance appointed as one of the commissioners to examinzne the last accepted sections of the road in connection with General Warren an.d ir. Isaac N. Mo'rris, of Illinois. Subsequently I[ was waappointed by the President one of the Government directors of the -Union Pacifc Rt tilroad Company, and have been re-appointed, I think, three times. The appointments are made annually. Q. When were you first. ap-pointed i-A. On the 14th of July, 1869, then on the 8th of MIarch, 1870,:ext on 6th >March, 1871, and lastly on 11th of March, 1872. Q. Are, you still a Governiennt director?-A. I am. Q. Were you in the city of Washington at the time the legislation of 1871 was pending wThich grew out of the controversy between the Secretary of the Treasury and the railroad companies, in regard to paying them for Government transportation?-A. I do not recollect being here a,t that time. I believe I must have been in the city some time during that session, but I am quite certain that I was not during the penrdency of that legislation. I have been here more or less every year since 1861, and possibly I may have been in the city at that session. Q. Do you recollect being in the city of Boston soon after the passage of that law in 1871 — A. Yes, I must have been there soon after that, because there was a meeting of the board of directors soon afterward, and I think that I have attended all of the meetings of the board. Q. Look at this record (in the testimony of E. LI. Rollins) and state whether you are the James F. Wilson who was appointed on that special committee — A. I am the James F. Wilson who is named in that record. Q. You were then a menamber of a special coammittee for the examination of the matter in reference to special legal expenses?-A. Yes, sir. Q. Did you meet with that committee?-A. I did not; I declined to act with them. I will state the reason why a Government director was appointed on the committee. There is a rule which requires that a Government director shall be appointed on each committee; therefore the board could not make that committee without appointing a Government director on it. I mean, that it could not be properly constituted without a Government director. Q. It was necessary to have a director' o n this commrnittee?-A. Yes, sir. Q. Why did not yo1a serve on that conmT-ittee?-A. I will tell you' very frankly why. I had heard a good deal said as to there having been great efforts made here to pass the law in question, and I came to 228 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. the conclusion that if there was anything of that kind, involving any person, I did not want to know who it was. Q. Then it was currently rumored that there had been improper influences or appliances used for the purpose of accomplishing that legislation?-A. I think I saw that in the papers during the pendency of the legislation. I was at home at the time. Q. When you were appointed on this committee you were cognizant of the fact that the nmatter which you were to examine, as a member of that comrmittee had reference to what had transpired at Washin'gton?-.A. I cannot say that I was cogniza: t of the fact. This was for special legal expenses. Q. Tere you suspiciou s that it had refIrence to it?-A. I was suspicious that if anything of that kind had been done it was involved in this account, and I did not want' to know anything about it. I therefore declined'to act on the committee. Q. State whether, although youar name appeared as a menmber of that committee, the fact was that the Government had no member of that committee to examine that account?-A. Yes, sir; that is true. Q. IDo you know, either from personal knowledge or from information, what was examined by that committee?-A. No, sir 1I do not. Q. Did you ever see the report that was made by that committee?-'A. I cannot recollect whether I did or not. Q. Look at this report, (in the testimony of E. II. Rollins,) and say whether you ever saw it before?-A. I do not think I ever saw it before I recognize the signature to the paper. Q. Whose signature is it?-A. General Dodge's. Q. He was then the chief engineer of that company, was he?-A. No; imy impression is that he was not the chief engineer at that time, but was a director. I think that the action accepting his resignation as chief engineer of the company had been had before that time; although I am not positive about the date. Q. You being a Governmnent director at that time, what reason was there why you should not appear and act with that committee in the investigation of that account?-A. The only reason was this, that, as I have said, I had noticed the reports to which I have referred, and during my services in Congress for eight years had often heard of charges or read of charges in the press affecting the reputation of gentlemen connected with public life, and I did not want to have any knowledge whatever about any transactions of the kind having been had, if any hlad been had. For that reason I declined to act on the committee. Q. If any improper appliances or means had been resorted to, to affect the interests of the Government, was it not important that the Government should know that fact? —A. That is probably true; and the only reason that I give for it is the one I have stated, that if anything of a suspicious character had transpired, I did not wish to know anything about it. Q. Were you apprehensive that you might ind out something of that sort in the event of your acting with that committee? —A. I was apprehensive that if anything of that kind was involved in the account, I lwould find it out if I acted with the committee. Q. Have you any information as to what this $126,000 was paid for?A. I have not. I will state here, in justice to General Dodge, who, I think, was in this city when the legislation was had, that lie always insisted to me that there had been no money used improperly. Q. Genra,! DodgrlTe is in Texas now, I blieve -A. I believe his head CREDIT MOBILIER AND U There are names connected with that raid which perhaps were unjustly connected with it. That I cannot help. I investigated it so far as to become satisfied that the gentleman who brought the details of the scheme to break down the stock before me was not in the conspiracy to injure, but wished to put me on my guard. I became satisfied on that point. On the 5th of April I received a telegram in these words:' WASHINGTON, D. C., April 5, 1872. " To HORACE F. CLARK,'"President Union Pacific Railroad, New York ~ 4' Get very important letter in morning. Act on it without fail or delay. " GEORGE B. COWVLAM, "Care General Btttler." In answer to that telegram I telegraphed as follows: ":NEW YORK, April 6, 1872. "; To GEORGE B. COWLAM, "Care General Butler, Washington, D. C.: " Message received, but letter has not yet arrived. Had you not best telegraph me in fill to No. 10 East Twenty-Second street? "H. F. CLARIK." This was on Saturday. On the same day I received another telegram,. as follows: "WASHIUNGTON, April 6, 1872. " To HORACE F. CLARK, 10 East Twsenty-second Street, New York: "Two very important letters, addressed Horace F. Clark, president Union Pacific Railroad Company, New York, went in last night's mail. Get them at once. It is of utmost importance for you to be here tomorrow morning if any way possible. Legislation ruinous to Union Pacific will be introduced in Congress on Monday unless prevented. 412 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Telegraph if you will come to-night, and will meet you at Arlington in morning. "' GEO. B. COWLAM."' The letter referred to came in the evening —one of them —and this is a copy: " VTASHINGTON, April 5, 1872. "MY DEAR SIR: Since writing you earlier in the day I have, telegraphed you. On further examination I find the matter to be worse even than I then thought, and the combination stronger. Unless immediate action is taken to head off and defeat this movement, it will result in a loss of many millions to the Union Pacific Railroad. It can be headed of, but to do it you or some one who can act for you promptly and fully should be here on Sunday morning to meet me. It will be a hard fight, but must be a short one, and there is not an hour to lose. You do not know me. I am private secretary of General Butler, of Massachusetts, but have said nothing to him, nor to any one, of the matter, and shall not until I see you. I find the measure has been engineered very carefully for some time by one of the most indefatigable workers in the House, and he has behind him a money power and influence and interest in the success of the plot that is more powerful than anything else here. Prompt action, however, can defeat, punish, and cower them so they won't waiit totry it again. I cannot too much impress on you the importance of immediate action here. " In haste, "GEO. B. COWLAM." And here let me say that at this stage I considered the question as to my duty. It was Saturday night. I determined that I would not call together the executive committee of the Union Pacific Railroad Company, and that, let whatever might be the hazard, I would not spend a dollar. I did not know how much had been previously spent, but I thought it was time to call a halt. On Sunday, the 6th of April, I connected the wires at the Fifth Avenue Hotel with Washington, and sent this dispatch, which I will read to the committee, because it states the position which the Union Pacific Railroad Company, under its present administration, took in regard to the matter: " NEW YORK, April 6, 1872. "' To GEORGE B. COWLAM, " Care of General Butler, Washington, D. C.: " I telegraphed you this p. m., informing you that the letter mentioned in your dispatch of yesterday had not arrived. " On reaching my house, at six o'clock this afternoon, I found one letter from you, dated yesterday, which came through the carriers' delivery. At about the hour of seven this evening your telegram of to-day was received, in which you inform me that two important letters, addressed to myself as president of the Union Pacific Railroad Company, had been placed in last night's mail. "'The letter received by me refers to one addressed to me by you earlier in the day. " I regret that the first letter has failed to arrive, as I presume it must have contained a more specific statement of the impending calamity. "My engagements here on Monday prevent me from going to W~ashington.' I am not informed of the character or the' ruinous legislation' of the CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 413 introduction of which in Congress, on Monday next, you advise me, nor does it occur to me how' it can be headed off,' unless by the purchase or bribery of the indefatigable worker in the House to whom you refer. As you do not name him I cannot juge of his intention, and should not, if in WTashington, attempt to influence the vagabond to withhold his ruinous proposition, whatever it may be; and if it be that the mere introduction of a proposition in Congress can result, as you say, in' a loss of many millions to the Union Pacific Road,' it is quite as well that the owners of the property should be now informed of its precarious condition. I do not believe that the directors of the UInion Pacific Railroad Company would sanction th" expenditure of one single dollar to avert a blow of the kind you designate. "You are not, perhaps, aware thati in some of our. State legislaturespropositions of an exceptional character, of dangerous tendency to rail road and other great interests, are sometimes introduced on resolution days to affect the stock-market. False reports are sometimes resorted to to the same end. 1 have not supposed that the House of Representatives could be made available for enterprises of this description; but however this may be, I knlow of no way in which the mischiefs resulting from such transactions can be averted except by securing the election of respectable men to represelt positions in legislative bodies. " No property can be more secure than the character of the Government, to the jurisdiction of which it is sulject, will permit. To attempt to buyyour peace from strikers of this class is to encourage the very spirit which impels the attack. " A rumor has prevailed in VrWall street this afternoon that some resolution of fearful impnort to the Union Pacific Railroad Company was to be offered in the House on Monday, and the market price of the stock has been thereby considerably depressed. Whether this is or is not the identical scare to which your attention has been called, I cannot determine from the facts before me. " If you feel at liberty to inform me by telegraph of the precise nature of the catastrophe to avert which you are kind enough to offer your aid, the executive committee of the company shall be informed, to the end that they may consider their duties in the premises; but, without more definite information than I have already received, we must abide the result, not unmindful that the authors of these conspiracies themselves sometimes become the only victi-ms. "An answer to this telegram, addressed to my house, will reach me at any time.. 1" If you can forward by to-morrow's mail a copy of your first letter, or the substance of it. if a copy was not retained, I shall be glad to receive it. " HORACE F. CLARK." I sent that telegram to that gentleman. Mr. Poppleton, the counsel of the company, was in New York or the neighborhood, and was sent for to go to Washington. He left New York on Sunday evening, came on here, and undertook to place the correspondence in the possession of some member of the House, so that, if a resolution were offered attacking the Union Pacific Railroad Company, the whole thing might come out. On the same day I received the following answer to that telegram" WASHINGTON, D. C., April 7, 1872. "To If. F. CLARIC, 10 East Twienty-second street, New York: "Your long message just received. I cannot understand your failure to get my first letter, and still less the misapprehension and discourtesy 414 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. of your telegram; but, as it seems to me'the emergency is very great, if you can suggest any one here with whom I had better confer, or, if you desire to talk over the wires to-day, I will come to the telegraph office. I will write to-night, addressed to No. 10 East Twenty-second street, but fear letter will be too late to be of much account. " GEO. B. COWLAM." To that I sent this reply: "NEW YORK, Apgril 7, 1872."' 44 To GEORGE B. COWVLAM, "Care of General B. F. Butler, Washington, D. aC.: "Your telegram of this morning received. I regret that you deem mine of yesterday discourteous. It was not so intended. I have assumed that your intervention was friendly in its character, and I felt no embarrassment in freely expressing my views relative to legislative stock-jobbing transactions. As the emergency seems to be, as you state, considerable, I have requested Mr. A. J. Poppleton, of Nebraska, who is the friend and adviser of the Union Pacific Railroad Company. and who has our entire confidence, and who is now in this city, to go on to Washington to-night and meet you there to-morrow morning. He will stop at the National Hotel. You are at liberty to say to Mr. Poppleton whatever you would say to myself. lie is filly authorized to represent the Union Pacific Railroad Company in the matter referred to, and will take such course as under all circumstances ha shall deem expedient. " Please inform me by telegraph of the receipt of this, and add any further suggestion which may occur to you. " HORACE F. CLARNK." Mr. Poppleton, by my directions, came on to Washington that evening. He will inform you as to what my instructions to him were in regard to expenditures. I said to him that the Union Pacific Railroad Company would not spend one cent to head off any resolution or any action; that if Congress chose to destroy the property they might do it. Q. What was the result; was anything done on that Monday?-A. Mr. Poppleton informed me that a motion was made in the House to suspend the rules for the purpose of introducing a joint resolution in reference to the Pacific railroads, but that a member had this correspondence and objected. Q. Who made the motion?-A. I do not know. Q. What day was it? —A. Monday, the 7th day of April. The member in whose hands Mr. Poppleton put those papers offered to permit the resotion to come in if he might introduce the correspondence. Q. You have never had any conference with the member who introduced the resolution — A. Not one word. I said not one word to any member of Congress on the subject of the Union Pacific Railroad till yesterday, when I called upon Senator Edmunds, who had offered an anendment to an appropriation bill in the Senate which, I thought, invaded the rights of the Union Pacific Railroad Company. I called and made to him an explanation of the subject. I do not think I have ever spoken to any member of Congress on the subject with that exception. Mr. SLOCUM, referring to the proceedings in the Congressional Globe of the 7th of April, 1872, read as follows: " GOVERNMENT FREIGHT ON PACIFIC RAILROAD. "M Ir. NEGLEY. I ask unanimous consent to introduce, for reference to the Committee on the Judiciary, a joint resolution in relation to pay CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 415 merits to the Pacific Railroad( Companies for transportation of Government freight. "' Mr. BROOKS, of New York. I object, and call for the regular order of business. "' Mr. NE6LEY. Then I move to suspend the rules, so as to enable me to introduce the joint resolution and have it referred. "The SPEAKER. A previous motion to suspend the rules comes over from Monlnday last. "Mr. NEGLEY. Then I make the point of order whether it is proper for a stockholder in the Pacific Railroad Company to object to my introducing a joint resolution. M6 Mr. BROOKS, of New York. Is it in order for an instrument of Wall street, a speculator in Pacific Railroad stock, a mere tool and agent of Wall street, to prepare and introduce a joint resolution of this character? 1"'Mr. NEGLEY. I deny all and every statement the gentleman has malLde.'" Mr. BRooKRS, of New York, (holding up some papers,) I hold the proofs here in my hand. I knew this was coming, and had this proof sent me by telegraph; I would like to have these proofs read. M' Mr.'NEGLEY. 1 have no objection at all.'The SPEAKER. T)uring the morning hour of Monday, the States and Territories are called audibly and at length for the introduction and reference of bills and joint resolutions. After the morning hour is over those gentlemen who were not in their seats whenl their States were called are permitted by unanimous consent to introduce bills for reference. "3M r. IKENDALL. I ask unanimous consent to introduce a bill for reference. "'-The SPEAKER. The gentleman from New York (Mr. Brooks)- has called for the regular order of business.:AMr. BROOKS, of New York. I will withdraw that call to let the gentleman from Nevada (Mr. Kendall) introduce his bill.'" The SPEAKER. Does the gentleman withdraw his objection to the joint resolution of the gentleman from Pennsylvania?. (Mr. Negley.)' Mr. BROOKS, of New York. I will withdraw it, if he will permit me to introduce these documents I have in my hands. " Mr. ~NEGLEY. 1 have no objection. I have no interest in the Pacific Railroad. I have never owned a dollar bf its stock, and I am not a tool of anybody, nor am I an instrument of Wall street. "The SPEAKER. The Chair cannot permit debate upon it; it is a matter of unanimous consent. "Mr. BANKS. I object to any debate of any character, personal or otherwise. "' The SPEAKER. The question is, shall the gentleman from Pennsyl-ania (3Mr. Negley) have leave to introduce the joint resolution he has indicatedcl " MIr. BROOKS, of New York. I will not object, if he will permit me to have read all the documents I have in my hand. " Ar. NEGLEY. I do not object.' The SPEAKER. The Chair cannot entertain conditional objections. It is the absolute right of any gentleman to object.' "Mr. HIooPER, of Massachusetts. I object, and call for the regular order of business." The WITNESS. I do not think that there was any further raid, as rwe call it, at,that session, (Congress adjourned early that year;) but not 416 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. one shilling was expended, except, perhaps, Mr. Poppleton's expenses to Washington. He was sent here because it might be necessary for him to have gone before a committee and represented the effect of any resolution that might be introduced in Congress, on the public and private.interests involved( in the Union Pacific Railroad. By MAr. SLOCUM: Q. It is inl evidence here that the board ot directors met on the 12th of December last and adopted a resolution for the issuing of sixteen million dollars of new bonds. Explain the purpose for which those bonds were to be issued, and the reason why you refrained from issuing them.-A. TWe have falling due in 1874, if my memory serves me right, or in 1875, as some of my colleagues in the board say, (but I think in 1874,) tell million dollars of ten per cent. income bonds. That is a rate of interest which it seemed to me and my colleagues we ought not to pay. Within two or three months past a large number of forged coupons of that class of bonds have appeared upon the market, I think 180 or upwards, showing that there are forged bonds out to the amount of at least $180,000. Many of those coupons have been paid. The circumstance of there being forged bonds out, of that class, led to a discredit of the bonds and to a fall in the market. Under these circumstances and with these bonds miaturing so soon and at such a high rate of interest, we thought there was no time to be lost in providing means for their withdrawal. These are printed bonds und easily counterfeited. Any man in the country who can print a newspaper can counterfeit them. There beinlg a demand by the board of brokers of New York, where these securities are bought and sold, that an engraved bond should be substituted, which, by the high order of its art, protects against rude counterfeits, we resolved to issue a new debt of $16,000,000, the purpose being to provide means to exchange with those income bonds, if the holders will exchange them, or, if' not, to redeem them at maturity. Those who hold them till maturity will, of course, demand payment at par. The amount of discount on the negotiation of the new loan would depend, of course, on the credit of the company, which might be affected by just such questions as this interest question. But the company cannot repudiate, and must provide the means to pay that debt. It may require thirteen millions of new bonds to do it, or twelve millions may do it, or ten millions may do it, it' the credit of the company be good: These bonds were then ruling in the market at about 88. The proceedings in Congress in reference to the interest question have reduced them to about 71. They were 72 yesterday. They were then about 88. We proposed, when the new bonds were ready for issue, engraved in the highest order of art, so that there should be no more counterfeiting, to exchange them at par for the income bonds; or if not to set them aside to meet those income bonds at maturity. The rate of interest that we fixed for the new loan was 8 per cent. currency and 7 per cent. gold, with the sterling rate adjusted and fixed in the bond. We provide a sinking fund of I per cent. on the amount issued, and we embrace our lands in the mortgage. That is the new class of bonds. Q. Why have you not issued them?-A. They are being engraved. It takes a long time to engrave them in the highest order of art. We are going on with the work, bf course, and a good malny holders of income bonds have consented to make this exchange. There is a good deal of distrust about these income bonds, They are sent to the treasurer's office at Boston and are there examined and stamped as genuine, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 417 but jt is just as easy to counterfeit that stamp as to counterfeit the bonds. The balance of the sixteen millions was intended to extinguish the floating debt, so as to relieve the company from the necessity perhaps of paying high rates of interest. The company has paid its interest always, and paid the interest on these counterfeit bonds in the first instance, but where responsible parties presented the coupons we collected back from them. Q. Is there any difference of opinion among the directors as to the propriety of that act — A. N/ot the slightest. The resolution was -adopted by a unanimous vote. I think that the matter was up for consideration two days. I think that the first day there was a division of opinion on the question, because of the want of some statement which had not been formally presented to the board. On the next day there was no division. By Mr. HOAR: Q. You stated that the sales of the stock of the Union Pacific Railroad Company had been very large during the past year, so that you think that an amount equal to many times the entire capital changed hands during the year? —A. Yes. Q. Can you form an opinion as to how largely the present holders of the stock are persons who had no interest in or connection with the road more than twelve months ago? —A. I have no doubt that the great bulk of them are. I will say that three-fourths of the bonded debt, and perhaps more, are held by innocent purchasers and innocent parties who had no connection with the road when it was being built. The great bulk of the stock is held by innocent third parties, who had no more connection with the Credit Mobilier than any of you gentlemen. Some gentlemen who were interested in the Credit Mobilier have always been, to a greater or less degree, holders of the stock. The stock is saleable; you can sell it in a minute, and people sell it in view of a raid, or they buy it with conditions of confidence. Q. Can you obtain for the committee a list of the holders of the stock at the end of the last month, and the number of shares held by each person — A. Let me remark, in respect to a speculative stock: take Erie, or take any non-dividend-paying stock, in respect to the value of which there are uncertain elements. The stock is not transferred; it is only the dividend-paying stocks where you can find, at aliy particular time, the owners. This stock fibats like a bank-bill, without reference to the name of the party who is the registered owner. We could close our books, but even then people would not transfer their stock. A gentleman living in Washington, or a woman living in the interior of the country, may own a hundred shares of Union Pacific Railroad stock, and it may stand in my name, or in your name, or in anybody's. There is no mode by which you can put an ear-mark on stock current as a speculative stock in Wall street. But I feel it my duty to say to this committee, that the great bulk of the bondholders in the Union Pacific Railroad Company, and the great bulk of its stockholders are innocent in respect of all the matters alleged, touching the Credit Mobilier, or touching any effort to bribe Congress. They knew nothing about it. The Union Pacific Railroad bonds have been rather a favorite investment, because they were cheap bonds, and at a high rate of interest. In respect of the stock, a very large majority of it is owned by parties who have had no relation of any kind with its previous history. They are what may be called innocent third parties. Those people I represent. 27 CM 418 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By Mr. SHELLABARGER: Q. How do you, on the election of officers of the Union Pacific Railroad Company, ascertain who are entitled to vote on its stock — A. We give notice of the election in advance. We keep the books open to a day certain, to permit transfers; then we close the books. On the record, as it stands at the close of the books, the vote is taken. A person who owns stock looks at his certificate, and if he finds it standing in the name of a gentleman in the direction in whom he has confidence,' he does not transfer it. Then there has been, heretofore, a stamp-tax of twenty-five cents on each transfer. That stamp-tax is now removed, yet, the result is that stock is not transferred, except where the stockholder is dissatisfied with the administration and desires a change. Then, by transferring the stock to his own name, his proxy is the one that votes. Adjourned. WASHINGTON, D. C;, January 31, 1873. Examination of HORACE F. CLARK continued: Mr. SHELLABARGER, (to witness.) I wish to ask a few questions, addressed to you both as president of the Union Pacific Railroad and as a person expert in matters relating to the construction and management of railroads. In order to ask the questions intelligently, I wish to make a statement to you in relation to some things that are disclosed by the testimony before the committee. It appears by the testimony that on the 16th of August, 1867, a contract was made with Oakes Ames by the Union Pacific Railroad Company for the construction of six hundred and sixty-seven miles of road extending westward from the one hundredth meridian. That contract stipulated for the payment to Mr. Oakes Ames of certain amounts per mile-for the first one hundred miles, $42,000 per mile; for the second division, one hundred and sixty-seven miles, $45,000 per mile; for the third division, one hundred miles, $96,000 per mile; for the fourth division, one hundred miles, $80,000 per mile; for the fifth division, one hundred miles, $90,000 per mile; and for the sixth division, one hundred miles, $96,000 per mile. Then, on 15th October, 1867, there was made what is called an assignment of the contract, which is also sometimes called the tripartite agreement, in which Oakes Ames composed the first party, the seven trustees the second party, and the Credit Mobilier the third party. Among the stipulations (and the only one that I care to call your attention to now) is the fifth one, as follows: "PFitth. To pay over, on or before.the first Wednesday of June and December in each year, or within thirty days thereafter, his just share and proportion of the residue and remainder of the said proceeds and avails as shall be justly estimated by the said trustees to have been made and earned as net profit on said contract, during the preceding six months, to each shareholder only in said Credit Mobilier of America, who, being a stockholder in the Union Pacific Railroad shall have made and executed his power of attorney or proxy, irrevocable, to said several parties of the second part, their survivors and successors, empowering them, the said parties of the second part, to vote upon at least six-tenths of all the shares of stock owned by said shareholders of the Credit Mobilier of America in the capital stock of the'Union Pacific Railroad Company, CREDIT MOBILIER AND UNION PACIFIC RAILROAD 419 on the day of the date hereof, and six-tenths of any stock in said Union Pacific Railroad Company he may have received as dividend, or otherwise, because or by virtue of having been a stockholder in said Credit Mobilier of America, or which may appertain to any shares in said Union Pacific Railroad Company which had been so assigned to him at the time or times of the distribution of the said profits as herein provided; and this trust is made and declared upon the express condition and limitation that it shall not inure, in any manner or degree, to the use or benefit of any stockholder of the Credit Mobilier of America who shall neglect or refuse to execute; and deliver unto the said parties of the second part his proxy or power of attorney, in the manner and for the purpose hereinbefore provided, or who shall in any way, or by any proceeding, knowingly hinder, delay, or interfere with the execution or performance of the trust and conditions herein declared and set forth." Now there is testimony tending to show that at the date of the Oakes Ames contract in August, 1867, and prior thereto, the parties, stockholders of the Credit Mobiiier, had an understanding with Mr. Ames that they were to share in the benefits of his contract. Among these statements of that character is this one. Mr. Alley testifies: "The contract was not given to the Credit Mobilier on'account of the feeling against it on the part of the chief men and managers of the Union Pacific Railroad Company; but they gave it to Mr. Ames, and all the parties interested had perfect confidence in him that he would do what was right, and would give to every man an interest such as belonged to him." Further, Mr. Bushnell makes this statement: " You ought to know that, although there was no written contract, it was a distinct under-.standing that a contract should be made, and that the contractor, if not the Credit Mobilier, should be some one who would give the benefits of the contract, any profits to be made from it, to the holders of the Credit Mobilier stock. That was a distinct understanding." Mr. John M. S. Williams had a contract for making part of the road, which was afterward embraced in the Oakes Ames contract. He testifies: " It was understood that we were dealing with ourselves to get the control in the right hands. We were identical in interest. The Credit Mobilier and the Union Pacific Railroad Company were the same identical parties. We were building it' for ourselves, by ourselves, and among ourselves. There was not $20,000 outside interest in it."''Further on, in the examination of Mr. Williams, this question is put to him: " Q. Do I understand you to say that, when your contract'was taken in January, 1867, already at that time there had come to have been an understanding between the Union Pacific Railroad Company and the Credit Mobilier that any profits that were made on your contract wduld inure to the benefit of the Credit Mobilier, and that, therefore, they would inure to the benefit of the stockholders of the Union Pacific -Railroad Company, because they were substantially identical? —A. Yes, sir. Q. Was that also true at the time of the letting of the-Oakes Ames contract, that all benefit and profit that could be derived from that would inure to the benefit of the stockholders in both corporations? —A. I was not a party to that until a long time after it was made. That was my understanding of it, however."'Now there is another feature. It appears that at the letting of the contract for six hundred and sixty-seven miles to Oakes Ames, extending from the one hundredth meridian westward, there was about one hundred and thirty-eight miles of the road completed and accepted by the Government, and that when the work was afterwards let to Oakes Ames, this completed and accepted part was embraced in his six hun 420 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. dred and' sixty-seven miles, and that those prices which Mr. Ames was to get, which I have stated to you, were paid and allowed for the entire line let to him, including that which had already been so completed and accepted-which I understand to be about one hundred and thirtyeight miles. There is testimony before the committee tending to show that this one hundred and thirty-eight miles thus completed had cost, including the rolling-stockl, about $27,500 per mile. Now, in relation to that matter this question is put to Mr. Durant: " Q. To strip this thing of all verbiage and circumlocution, is it not the fact that the difference between what these two hundred and thirty-eight miles had cost the Union Pacific Railroad Company, and the amount which it was let for under the Oakes Ames contract, composed the assets out of which this dividend was declared.-A. It did certainly. Q. You call it profits; is it not just simply the increased price that was paid under the Oakes Ames contract over the cost of construction?-A. Yes, sir." Now, the only other additional testimony to which I desire to direct your attention relates to the dividends that have been declared as profits under the contracts. On the 12th of December, 1867, a dividend of 60 per cent. in first-mortgage bonds of the Union Pacific Railroad Company was declared, amounting to $2,543,208. On the same date a dividend of 60 per cent. in stock of the Union Pacific Railroad Company was declared, amounting to $2,543,208. On the 3d of January, 1868, a dividend was declared of 20 per cent. in first-mortgage bonds of the Union Pacific Railroad Cormpalny, amounting to $748,000. On June 17, 1868, a dividend of 60 per cent. in cash was made, amounting to $2,201,204. On the 8th of July, 1868, an allotment was declared of 30 per cent. in cash, amounting to $1,112,768. On the 3d of July, 1868, an allotment was declared of 75 per cent. in first-mortgage bonds, amounting to $2,804,050. On the 29th of December, 1868, there was an allotment of 200 per cent. in stock of the Union Pacific Railroad Company, amounting to $ 7,500,000. That foots up $19,352,474. To that is to be added a dividend of 12 per cent. for the years 1866 and 1867. Now, my first question, based upon the history of this transaction, is to know of you as an expert whether that dividend of the assets of the corporation is in accordance with sound usage and business transactions in the construction of the railroads of this country?-A. In many respects I should say that that dividend was unprecedented. In some particulars, perhaps, it was not. In the early history of railroads, going back forty years, the usual course was to obtain subscriptions to capital stock, or to obtain money on loans on the bonds of the railroad, and then to have the money thus subscribed and borrowed disbursed in the construction on account of stockholders. That was the case, I think, in respect of all the roads up to, say, fifteen years ago. The result was that in most instances the stockholders lost all their money. As a general rule, the first set of stockholders, the first contributors, lost all their money. Of late years this plan of forming construction companies to take to themselves all the stock and all the securities, and to build the road, has been resorted to, and has not been regarded as any violation of sound business principles. The great distinguishing feature of this case is, that the gentlemen who formed this constructioi company were themselves the directors of the corporation with which the company dealt. I have known within the last five years of construction companies in the case CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 421 of several railroad projects, but this is the first case I ever knew where the parties were identical. The' construction companies, as a general rule, were composed of parties who dealt with the railroad corporation at arm's-length; and it has not been uncommon for those construction companies to take all the securities of every description of stock and bonds, and turn over the road finished according to their contract; but when the construction company becomes the judge of the completion, and when the dealing is between the same parties, then it encounters a principle of equity jurisprudence with which lawyers are familiar. I think that at the present time it is almost impossible to raise the capital to build any railroad by the ancient methods. There were peculiar circumstances in this case, which perhaps rendered it impossible to raise the Capital by those ancient methods to build this road. But I speak irrespective of the question of the relation of trustee and cestui que trust that existed in this case. Q. Is it the opinion of the present administration of the Union Pacific Railroad Company that the transactions which I have described in the question are such as do not entitle the Union Pacific Railroad Company to call upon the gentlemen who procured this division of profits to account to the Union Pacific Railroad Company for any part thereof; and, so far as you know, is it the purpose of the Union Pacific Railroad Company not to call upon them so to account — A. This question has not been considered by the board of directors of the Union Pacific Railroad Company since my administration; the facts have never been fully developed; at all events never until now. To what extent the subject has been considered by individual directors, I cannot say; it has been agitated more or less among the stockholders. I have, myself, considered it under the lights presented, although I still think that all the facts are not as yet fully developed. It is alleged, from the developments. in the course of this examination, that the Union Pacific Railroad Company, as a corporation, assented to this Credit Mobilier arrangement under its corporate seal, and it would be, perhaps, urged that the company is estopped from setting up the wrong. It is also asserted, whether true or not, that every stockholder in the Union Pacific Railroad Company assented to the transaction. To-day you assert that all assented, with the exception of the holders of $20,000 of stock. Assuming that every shareholder in the Union Pacific Railroad Company assented to that arrangement, and cannot complain of it, because of special frauds in its consummation, there might be urged an estoppal, and the question that would be left would be, whether it is competent for parties owning the stock to give an assent, and then to dispose of their stock to innocent third parties shorn of those equities; that, perhaps, is a new question. There are difficult legal questions which may arise in the matter. There has been no formal consideration of the case, and will not be until the facts are so far developed that all the legal and equitable rights can be ascertained. Q. I will now read a part of the eighteenth section of the act of Congress of 1862, which has not been modified by subsequent legislation, and whichgois as follows: "And the better to accomplish the objects of this act, namely, to promote the public peace and welfare by the construction of a railroad and telegraph line, and keeping the same in working order, to secure to the Government at all times, particularly in time of war, the use and benefit of the same for postal, military, and other purposes, Congress may at any time, with a due regard for the rights of said companies named herein, add to, alter, amend, or repeal this act." 422 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. I ask you now, in view of the principles of equity jurisprudence, and also of those provisions of the charter, whether' it is the opinion of the government of the Union Pacific Railroad Company that it is not the obligation of that company to enforce the collection of those assets which have been divided in the way described in my question; and this, especially in view of the rights which the Government of the United States has in the premises. And, I add, is there any estoppal that would prevent the Government and your company, as its representative, from so enforcing such collection? —A. We recognize the fact that this is a public franchise, created by eminent domain, and subject to the. control of the sovereign power, as are all franchises. The franchise was not only to build and maintain the railroad, but to secure to the Government, in time of war as well as in time of peace, the use and benefit of the road for postal, military, and other purposes,, and we recognize the power of the Government that created, to destroy; we have not raised the question as to the powers which may rightfully be exercised by the Government under the provision of the charter, authorizing additions, alterations, amendments, and repeal.The State charters of railroads reserve the same powers, and it is perhaps an open question whether the prohibitions of the Constitution of the United States against States impairing the obligations of a contract apply to the Government of the United States at all. I do not recollect any provision of the Constitution of the United States which prevents the Federal Government from impairing the obligation of contracts. The moral question is still left open, whether the Government of the United States could make such an addition, amendment, or repeal, as would violate the private rights of third parties who have reposed on the faith of Government acts. Your question involves another point to.which I have given some consideration. What is the right of the Government in this property, irrespective of the public franchise? The Government made no gift to the Union Pacific Railroad Company except of lands and *right of way; the term " subsidy" is used in connection with the loan of the credit of the Government. The Government lent its credit, and took a lien in the nature of a second mortgage on the road for the amount of $27,000,000. The Government paid no money; it merely lent its credit. It gave every alternate section on account of the valuable consideration which inured to it of rendering the sections retained of some value. The relation of the Government to this company in respect of its property is nothing more nor less than that of a creditor with a lien. I have never been able to see how the Government is injured, provided the road is maintained and the Government debt is paid. But it is said that that debt has not been paid. We allege, and I think with great; reason, that it was the contract that this credit should be lent for thirty years; that interest should not be exacted, except by withholding onehalf the transportation money, (I mean under the law of 1864.) Now, I do not concede, nor do I think that any right-minded lawyer will claim that under the authority to alter, amend, or repeal the act, the Government can change the bargain. The 5 per cent. derivable by the Government under another section of that charter, after'the completion of the road, does not, on a fair construction of the charter, put the Government in the position of an interested party in the profits. The 5 per cent. to be paid in each year upon the net profits was to be credited on the debt; it was to go to reduce the debt. The interest, therefore, of the General Government in the profits of the road does mot exist except as the lien of a creditor. If the debt of the Government was actually paid off, then the Government would stand toward this company CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 423 in the precise relation in which the State governments stand to railroad companies created by their jurisdiction. The Government reserved the right (and it was, I think, a most unfortunate circumstance for this company that that was part of the arrangement) to appoint 25 per cent.'of the governing body. The transactions in the past have been approved by those Government directors, and it seems to me that the Governnient is estopped from setting up, as against the rights of innocent third parties who have dealt with these properties and these securities on the faith of its enactments, the claim that it can make such amendments and alterations as to affect the rights of such parties. In relation to the subject of recovering these moneys. If recovered, to whom would they belong? Assuming that the Credit Mobilier scheme was a violation of the established rules of equity jurisprudence, and that the profits, if any, can be brought into the treasury of the Union Pacific Railroad Company, to whom would that money belong? Not to the Government, because the Government is only a creditor, and when its debt is paid its lien is extinguished. The Government is not a stockholder. The Government is not in the position in which it would have been if it had embarked capital in the enterprise and at the risk of it. The Government did not choose to build this road with its own capital, but simply volunteered to lend its credit secured by a second-mortgage lien. It is true that the Government is interested in the maintenance of the road, and in its having sufficient strength to enable it to do the Government service; and that perhaps would be a very proper subject of inquiry. I think that even State legislatures may very properly exercise jurisdiction over railroads chartered by them, and by such amendments and provisions as do not impair the obligations of the contract get adequate and reasonable security that the franchise shall be maintained. But the money divided among the stockholders of the Credit Mobilier cannot, it seems to me, be grasped by the Government except as an act of spoliation. These questions have not been considered by the board of directors, and I am not authorized, and do not undertake, to express any but my individual opinions. Q. Do I understand you to say that so far as your own individual opinions go, as a director of that corporation, that that corporation does not deem it any part of its duty to the Government of the United States to'collect those assets that have been divided in the way described in my first question from those who did participate in these divisions of assets — A. I said nothing of that kind; I spoke of the question of the title to these moneys if recovered by the Union Pacific Railroad Company; and I will say, in more direct answer to your question, that it is the duty of the Union Pacific Railroad Company to recover back from any of its directors or agents any money or properties which they have received, and to which they have not a good title. What disposition should be made of it is the point to which I supposed you addressed your inquiry. Q.:No. I will repeat my question. It is whether, so far as you know, it is the purpose of the Union Pacific. Railroad Company to enforce against those to whom these divisions were made re-imbursement to the treasury of the Union Pacific Railroad Company from the men who were responsible for those divisions? —A. It is the duty of the Union Pacific Railroad Company, and it may be regarded as its purpose. I am now assuming that a state of facts exists subjecting them liable either in a court of law or in a court of equity. Q. Assuming the state of facts to be substantially such as is described in the question I first put to you, is it your opinion that that state of 42 4 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. facts under the light applicable to them would require such duty on the part of the board? —A. It is. Mr. SIELLABARGER. State what your board proposes to do about it, so far as ypu represent the opinion of the board. The WITNESS. We will endeavor not to deal unjustly, not to act in mad haste, nor under excitement, nor in accordance, perhaps, with the demands of popular prejudice. It is not my habit to lie down before a storm; but assuming that this company has been despoiled bky reason of these transactions, and that it is not barred in such a way that recovery in a court of law or of equity cannot be had, it is my judgment that it is the duty of the company to look after the property that has been lost. But you will permit me to say that I cannot assume that everything which has been stated is necessarily true. Mr. SHELLABARGER. My question, you understand, is carefully confined to the statement of facts as set forth in my former question, and, assuming that statement to be substantially true, is it, then, your opinion, and, so far as you know, that of your board of directors, that you ought not to enforce collection of those distributed assets from the men who participated in and were responsible for that division? The WITNEsS. On the statement of facts presented by you, it is my opinion that the technical relations, or the actual relations, that existed between some of those gentlemen and the Union Pacific Railroad Company precluded them from an acceptance of a profit which should inure the cestui que trust on established rules of equity jurisprudence. What the case may be as to those who do not sustain that technical relation I will not speak. For instance, I know of no impediment in your way, if you had seen fit to enter into the contract with the Union Pacific Railroad, to build the road according to that contract, and turn'it over to them as an arm's-length dealing. I know of no principle of law that forbids that. Of course every transaction is open to the allegation of actual fraud, but I know of no disability in such case. I think that here there was a disability, and I think that the ordinary rule which compelled a party dealing with himself in respect of the subject-matter of his trust to surrender the profits, if he makes any, and to bear the loss, if a loss accrues, applies to the case. But I shall not, so far as I am concerned, do anything which I do not think just and right, in view not only of the facts developed, but of all the facts in the case. I never could see the principle (referring to the resolution of the House authorizing the employment of counsel to sue stockholders of the Credit Mobilier) on which a creditor, with a debt not due, can strike through his own debtor at parties who may be illegal holders of his debtor's property. Q. State whether your board has considered the question of the propriety of instituting a proceeding looking to re-imbursement of those funds by those who are responsible for the division of them.-A. I stated at the outset that our board had not considered this question; the developments in regard to this matter have been made since the last meeting of the board; the subject has not been considered by the board as a board; it has become the subject of general discussion, and I do not think that any inference can be drawn that the directors of the company will be unjust to themselves or the public. Mr. HOAR. I put some questions to you the other night with the view of helping to satisfy the committee of the justice of certain steps, supposing the power to take them existed, the object of which was to learn whether, in your judgment, the road would have been better off if this money that was expended in the construction of the road or in dividends CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 425 to stockholders of the Credit Mobilier had been paid into its treasury as capital stock, and if, then, with that stock, the company had proceeded to make contracts with strangers in the ordinary way. I infer from some of your answers at the time, and from some comments which 1 have seen since, that the purpose of my question, which was to bring out a strong statement, which, it seems to me, the gentlemen engaged in this transaction would desire to have prominently presented, is somewhat misunderstood. It is with a similar view that I purpose to put the questions which I have in my mind now. I wish to learn from you, as representing the railroad, and as having occasion to consider the legal effect of these transactions, whether, in your view of them, certain possible proceedings on the part of Congress would be just or unjust in any particular.'Now, in the first place, I want to ask you in reference to the view, which you have already stated in your last answer to Mr. Shellabarger, as to the relations of this corporation to the Government. Assuming, for the purpose of all the questions that I am about to put to you, that the decision of the questions in dispute between the Union Pacific Railroad Company and the Government shall be made most favorable to the railroad, that is that the company is not bound to make full payment of interest, and is liable only to a withholding of half the Government dues, I suppose that at some time after the expiration of thirty years, if not before, there will be an obligation on the part of the railroad company to re-imburse the Government for something; do you not? Mr. CLARK. Unquestionably; that is, when the debt is due according to the contract. Mr. HOAR. Yes; at the end of thirty years. The WITNESS. I do not understand that it is in the power of one of those contracting parties to change the contract. By Mr. HOAR: Q. Do you not understand in the next place that for this obligation, such as it is, (perhaps not to exist till thirty years hence,) the Government has a second mortgage or lien on the full value of the property of the company — A. Yes. ~Q. Now you understand, do you not, that it is the duty of the corporation, acting through its board of directors, to manage that property for the interest of all persons concerned — A. Yes; including the lienholders, and I recognize the right of a holder of.a lien to prevent waste. Q. So that it would be true in your view, would it not, that something more than the mere relation of debtor and creditor exists between the Government and the railroad company; that the relation of trustee and cestui que trust exists so far as it is the duty of the corporation to preserve the Government security against waste — A. Precisely; with this qualification, that I think the relation of trustee and cestui que trust does not exist between the Government and the company. I recognize- the duty of the Government to take a course to prevent waste of the mortgage security, but not of the general estate of the debtor. Q. Do you not understand that an obligation rests on that company so to manage the property that the security for the debt of the Government, to accrue in thirty years hence, shall not be impaired — A. I do, and to that end the present administration has resorted to economy and to the cutting off of abuses which previously existed. I recognize to the fullest extent, not only the legal principle to which you have referred, but the moral obligations of the company. Q. I suppose, of course, that you would very properly claim that that 426 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. relation did not prevent a reasonable regard for the interest of the stockholders of the road, including a right to make reasonable and suitable dividends, if in the course of their business management it would be proper to do so.-A. I shall answer your question in the affirmative, simply saying, however, that no dividend ought to be made that should impair the security or that might be a waste, or that might interfere with the maintenance of the road. Q. Now these transactions in the Oakes Ames contract with the stockholders and the Credit Mobilier may be considered in either of two aspects, to both of which I wish to call your attention as a lawyer and as a person skilled in the management of railroads. First, suppose the Union Pacific Railroad Company had found themselves able to construct that road out of the proceeds of the Government bonds loaned to them, and out of such capital stock as had been actually subscribed in cash, do you conceive that'they would have had a right to borrow the twenty-seven millions, more or less, which they were authorized to do on their first mortgage, and to subordinate the lien of the Government to that?-A. They did not subordinate it; the Government.did that. Q. But if they had not borrowed the money the Government lien would not have been subordinated?-A. No, sir. Q. Do you conceive that they would have had a right to do that for the purpose of immediately dividing that twenty-seven millions as a dividend? —A. There is no use in disguising the fact that here was a construction company, the purpose of thesorganization of which was to make money out of the contract and to divide it; there can be no dispute about that. Now, assuming that the money could have been obtained in the ordinary way by stock subscriptions or by the negotiation of a first mortgage with the Government lien subordinated, I think the dealing was improper; but you will permit me at the same time to say that I do not believe that could have been done. I do not recall the answer which I made to you the other day, that I believe if the ordinary course had been resorted to there would have been no road built. Q. The Government, your idea is, might say in looking at this thing, "These gentlemen did not exactly comply with the law, but as far as we, the Government, are concerned, we are as well off as if they hlad? "-A. And better. Q. "And therefore we do not propose to deal severely with this transaction." That was the object of my inquiries the other. night. —A. I did not so understand you; but let me say that this very day, applying the rules of honest, fair dealing, the Government is indebted to this company, and has derived greater advantage from it than the whole amount of its loan to the company. Q. Leaving out now the question whether you think the road could not havebeen built, (and that question has been put to nearly a dozen of those gentlemen, who all say that they do not think they could have got anybody to subscribe that capital,) do you not concede that if that had been done, it would not be a fair dealing with this trust or power or franchise, to have borrowed this money and made a division of it among the stockholders?-A. I do. Q. So even if you treat the Credit MIobilier. and Mr. Ames and his successors, as having obtained the assent of every stockholder in the Union Pacific Railroad Company, and if you assume that the obtaining that assent bound everybody interested as a stockholder in the corporation for the future, still you would concede, would you not, that their duty to the Government did not permit of their borrowing money under CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 42 7 that power to make it a first mortgage for the mere purpose of making a dividend?-A. I can hardly assent to the proposition as you state it. They would not have been at liberty to do anything that would impair the lien of the Government as a creditor, they would not have been at liberty to do anything that would defeat the purpose of the franchise, which was to have this road maintained for postal and military purposes. But I think it can be demonstrated that the Government cannot complain of any act which does not infringe on its right of eminent domain, or obstruct or interfere with the purpose for which the act was passed. The Government made the bargain. It may have been wise or it may have been unwise. I think the object of the Government was to get a road fit, and the Government got it. I do not think it could have got it in any other way. The Government, instead of advarlcing its own capital, instead of building the road itself, saw fit to make a contribution of its credit to a limited extent, and to call upon citizens to furnish the balance in one shape or other. They did it —our predecessors did it, and we succeeded to their rights. We now say to the Government,' Perform the contract and we will." Q. The Government, however, reserved to itself, did it not, the right to a mortgage or lien upon that property? —A. It reserved a lien for the sum for which it loaned its credit. Q. Assuming now as a fact that that money had been borrowed on the first mortgage, not for the purpose of constructing the road, but for the purpose of making a dividend, do you not concede that to that extent it was a violation of the rights of the Government by impairing the value of its security, for a purpose for which they were not authorized to impair it?-A. Treating the Government irrespective of the question of sovereignty, and as a mere creditor, I do not understand the principle on which the Government can complain of these dealings, provided its ultimate security is not impaired. Q. But is not the security of a second mortgage impaired by every unnecessary increase of the first mortgage — A. The security stipulated was a second mortgage, subordinated to a lien of $27,000,000 to which preference was given. This was the bargain. Q. Was not the security stipulated, a security on the whole property of the road, subordinate to a lien of so much of the $27,000,000 as should be necessary for its construction e Was not that the case — A. I have not examined the act specially with reference to that point. If that be so, and if the Government lien was made subordinate, not to $27,000,000, but only to such portion of $27,000,000 as might be necessary for the construction of the road, then there has been a dealing unjust to the Government. Q. Do you not concede that it would be the duty of the managers of this road to apply, subject to the right to make proper and reasonable dividends to the stockholders, its resources during that thirty years, to pay off the first mortgage, and thereby to increase the security of the Government for its second mortgage?-A. I never considered that the creditor had a right to anything more than his pound of flesh, and the right to stay waste, in respect of his specific security. Now, assuming that the company had money in its treasury to-day, and the question was before us, whether we should make a reasonably moderate dividend to the stockholders, or pay to the Government a debt not due, and the payment of which the contract postpones for thirty years, I should have very little respect for the Government that would complain of our making the dividend, provided its own security was not impaired. Q. That is not my question. My question is, supposing you had in 428 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. your treasury to-day the proceeds of this first mortgage, they not being necessary for the purpose of constructing the road, do you conceive that your fidelity to the duty imposed upon you by the Government would permit you to divide these entire proceeds, beyond the amount of a reasonable dividend, and to put them in the pockets of the stockholders.A. Certainly not. Q. Or do you think you should pay off the first debt? -A. Unquestionably. Of course, by paying off the first lien you make the second lien the first. Q. Now I come to my next question. Suppose it should turn out that in violation of that duty the managers of the road, your predecessors, had put that money into their own pockets without right, and were now held by a court of equity to restore it to you to be applied as it should be, could it be any possible injury, either to your road or to the present stockholders, in their capacity of present stockholders, if those predecessors of yours were compelled to do that — A. No, clearly not. Mr. HOAR. I speak, of course, of a judicial proceeding, not ofthe exercise of any arbitrary legislative power. The WITNESS. Of course; I do not take Cossack legislation into consideration. Mr. HOAR. I do not assume by my questions that any legislation could compel a man to pay it up, unless he was already liable in law and in equity to do so. But you do not see that your road would be in the least injured by such a thing V The WITNESS. Not the slightest. Mr. HOAR. But on the contrary would be benefited? The WITNESS. Greatly; and I hope you did not understand me as saying the other day that it was not the duty of the company to pay its debts, if it had the money. MIr. HOAR. Now I wish to take the other alternative. The act of.Congress, as you understand it, requires the original capital stock to be paid in cash. Now, supposing that it should turn out, that instead of paying in that capital stock in cash at par, the then subscribers to that stock who had bound themselves so to pay it in cash, at par, had gone through a proceeding, the substance of which was that, instead of paying in $36,000,000 of capital in cash, at par, they paid in only 30 per cent. of that amount in road building. Suppose that to be the transaction, do you see that any injury could accrue to the road or to any person in interest in it as a stockholder, by compelling those subscribers now to make good their obligation to pay that amount in cash into the treasury of the road, to be applied either in the payment of its debts or in strengthening its resources, developing its other property, or in such other way as should be judged proper V My question assumes not that those persons are to be called upon to do this by legislation, which I do not suppose possible for a moment, but it assumes that it shall turn out that Congress should simply provide in what court such a proceeding should be brought, and that the judge should decide that the parties were already liable to it. That is my proposition. The WITNESS. When I spoke of jurisdiction, I meant not imperial power, but judicial power. Assuming that there be judicial power that can be invoked to that end, why, of course, no harm can result to the stockholders. But the case, it seems to me, is an ideal one, because the property has changed hands. If there were an original valid subscription for say $36,000,000 of stock, and if that subscription was a subscription by responsible parties, and the stock had been issued without payment, there would undoubtedly be a legal liability on the part CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 42 9 of the subscribers to pay in the unpaid portion. But, when you put the case to me of a road accepted in lieu of a cash subscription, or of rolling-stock worth perhaps $7,000,000 accepted in lieu of a cash subscription of $7,000,000, whether the transaction was wrong or not depends upon the question whether the property put in was or was not equivalent to the money. Assuming what I believe to be the truth, that it was not utterly impossible to have obtained the subscription in the ordinary mode to carry out an enterprise as wild as this was, assuming that you could find somebody wild enough to build the road and turn it over, the question whether that was a wrong to anybody or not depends upon the question of the value of what was turned over. But to require an impossible amount of money to be raised, to be then disbursed in any particular way is, it seems to me, form without substance. Q. Suppose it should turn out that your predecessors, for the balance of what they received for the, construction of this road, had paid in only, in performance of their obligation to take the capital stock at par, what was equivalent to thirty per cent. of its par value in road building, as Mr. Oliver Ames, the then president of the road, says was the substantial understanding on both sides, have you considered the question of the power of your company, by a bill in equity, to compel the balance of these subscriptions to be so made good?-A. I have considered the case in that respect, but I have assumed that no imperial power exists to change the contract in order to meet the exigencies of that particular case, and I have not come to a conclusion as to the particular form of remedy. If the stock had been issued, 30 per cent. paid, and 70 per cent. unpaid, you could call in the 70 per cent. But here the company has recognized this as full-paid stock; it is distributed in a commercial community as full-paid stock; every man who took it knew that he could not be called upon to make any new payment in respect of it; and I should be very unwilling myself to be put in the position of asserting so absurd a claim as to ask a woman, or an infant, or a guardian, who had purchased this stock as full-paid stock, to come in and make a payment which the original subscribers of the stock had failed to make. Q. You do not understand the point of my question. I do not assume by my question that a person who has made a contract to pay for stock in cash, and has not made the payment, he being a director in the road, and covering up the transaction or excusing himself, and who then sells the stock, can impose the obligation on his successor to make the payment. I am only speaking of the obligation of the individual himself. Suppose the Government to be a cestui que trust in regard to its security for its debt, and not a mere creditor, have you considered the question of the power of the Government by a bill in equity, making both the corporation and those persons parties, to compel them to make good their original obligations to take the stock? —A. I have considered that question. Q. Can you conceive any posssible injury that could accrue either:to the road or to the present stockholders, if such a proceeding were to be maintained l —A. No; but, at the same time, I must be permitted to say that it occurred to me, in considering the question, that it would be a disastrous failure to attempt to assert a claim against any other than the original contracting parties. The remedy, if any, is a remedy against parties who, by actual fraud, or by a fraud which the law presumes because of the technical relations of the parties, did the wrong. The redress must be sought from the parties who did the wrong, and must. bUV L~-VL' e~v IL~UI~flN II-LV I97 430 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. be sought on the part of the Government through its own debtor. I now speak, of course, of the administration of a government bound by the ordinary rules, and not exercising imperial power. In this very connection I will say that I have learned, since I became president of the company, facts which satisfy me that, among the spoliators of the property, the Government itself occupies a very prominent position. Q. Leaving out now your opinion as to the possibility of such a remedy by were judicial process, and looking only to the question of its justice on the part of a Government desiring to be just with all its citizens, in your opinion as to whether the Government ought to exact a strict penalty, if -it can be called a penalty, for a violation of the law on the part of the directors of this.company, you would be considerably influenced by inquiring into the fact, whether the men who did it took corrupt means either to bribe the agents of the Government or to lull them to sleep, and close their eyes so as to prevent them being in a mood to investigate the transactions and to break them up as they were going on — A. I should, undoubtedly. Mr. HOAR. Having called these matters to your attention with the object of hearing your views on the practicability of this remedy, the main object of my calling attention to them was twofold-first, that I might be certain that every suggestion as to the justice of it which occurred to you should be presented in all its force to the committee; and second, that I might also be certain that it did not occur to you that it would work any injustice to the innocent parties, whom you now represent, and one of whom you yourself are. The WITNESS. I am; but, at the same time, as one of the stockholders of the company, I am unwilling that injustice shall be done to the men who may have made mistakes under former administrations. Mr. HOAR. NoW, I wish you to state to the committee any considerations that you have in your mind, tending to show the advantages that have been reaped by the Government by having this road built in the manner it was built, instead of not having it at all, which you think would have been the other alternative, either in the form of saving its money on transportation, or in any other mode that you can think of, and which you think ought to be presented to this committee. The WITNESS. I will present a few. All that the Government gave, as I stated before, was these alternate sections of land. By giving that, the Government made the sections retained valuable. Without the road they would have been valueless. The Government did no more in that than any private individual would do in giving a small piece of worthless land to somebody who would make the adjacent land valuable; and while it is very common in the newspapers and in Congress to talk about a subsidy, there was no subsidy irrespective of the land. There was a loan of credit, and, on the theory now insisted upon, it was a cut-throat loan —a loan payable before it was due-the most fatal loan that anybody can make. Now, the advantages derived by the Government are, first, that there has been already saved to the Government a larger sum of money, in my judgment, than the whole amount of its credit loan. A standing army almost has been dispensed with, and a domain greater than that occupied by marfy of the great governments of the earth has been brought into civilization. Take the transportation. There has been saved every year in transportation a sum almost equal to the whole interest on the Government loan. I have not with me the statistics. A report has just been made from the Post-Office Department, to which I wish to call the attention of the committee, and from which it will be apparent that there has been saved CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 431 in mail transportation to the Government, every year, an enormous sum. At this very moment this singular state of things is presented. The mail service is increasing. Congress passed a law, last winter, authorizing express-packages to be carried in the mails-freight transportation. The amount of mail-matter is increasing, while the amount of transportation of men and materials is decreasing. The amount of transportation of troops and munitions of war decreases. The Union Pacific Railroad Company really has a standing army, and pays it out of its own resources, which protects the country and protects the travel. A few years have wrought this change of things. During the process of construction half of the working force of the company had to be armed to protect the other half, while our engineers in charge of working parties were in some instances scalped. Now there is no sort of interference from Indians, and the Government will very soon have its interests protected as safely along that great line as it is to-day protected in Ohio and Indiana. This enterprise was peculiarly a child of the Government. The Government set it on foot, made promises, held out representations, and made pledges which invited the investment of private capital. It made pledges, in my judgment as a lawyer, and in my opinion as a man, as clear and specific as the pledge which it made to pay its ordinary public debt. And it led the people, it led me, into an investment in that property. To be sure, I had another motive, which was traffic in connection with other railroads. The Government has attained its end in full, which was to have a first-class road, a better road than was contracted to be built; and the present company finds itself in possession of a road the cost of which has been enormously increased by governmental intervention. Let me give an illustration. By the original charter of the company, the Government was to appoint commissioners to inspect and accept various portions of the road as constructed. The company had no voice in the appointment of these commissioners. The Government used it as a means for the distribution of political patronage. It appoints a commissioner to examine a piece of road at a time when there were five or six hundred thousand dollars in bonds withheld by the Government, and he makes a strike upon the company for $25,000. Unless the company will pay him that sum he will not sign the report. Take that case. Whose fault is that? The Government made that appointment. And in this particular instance it appoints a man who it must have known would take just such a course. Well, you may say the company paid the bribe; but this is no fault of the company. When the Government appoints a man who it must be known would have done just such a thing, perhaps it was a mutual fault; but that $25,000, which was one of the items increasing the cost of the road, is as much the fault of the Government as it is of the company; and is more the fault of Government than it is of the present innocent third parties, who own the property. Mr. SWANN. To what commissioner do you refer? The WITNESS. I knew the gentleman well when I was a member of Congress, and I would rather not mention his name. It many be that others made like demands. I hope the whole truth will come out, but I hope you will excuse me now from naming him. Take another case. Government commissioners go over the road on a particular occasionmen unacquainted. with railroads, men knowing very little of their necessities, and in my judgment perfectly incompetent for the position-and they make a suggestion that a machine-shop, as good as to-day exists on any of the great eastern trunk lines of road, should be built, two hundred and ninety-one miles west of the Missouri Rliver, to cost two 432 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. or three hundred thousand dollars. They make that demand. The company yields, because it is in the power of these commissioners, and it builds machine-shops at the crossing of the INorth Platte river, costing perhaps three hundred thousand dollars, and which are not worth three cents to-day. They are of no value; no railroad man would have them, but there they stand. The company lost the money. The shops are there, and we do not use them. Take another instance. It has cost us a half a million of dollars to raise the grades at certain places where the snow obstructions take place, which grades were depressed by the direction of those Government commissioners for the purpose of making a dead level instead of having a road conforming to the natural surface so far as practicable without undue elevation of grades; and now it has cost us a half a million of dollars to fill up these snow-holes,which the commissioners insisted upon, or they would not certify so that the money due the company could be obtained. The Government has used its power over this road for the purpose of distributing political patronage; and if the history of the dealings between this road and the Government-I mean the administration-ever becomes known, it will be, in my judgment, the most melancholy exhibit of human fallibility of which any great business transaction affords a record. I should like to state some reasons. Mr. HOAR. I think that the object of the committee is to get that history out, The WITNESS. I will state some of the circumstances. You will recollect, gentlemen, that the position in which I find myself is the defender of the rights of one hundred millions of capital now owned in foreign countries and by citizens of the United States, who have dealt on the faith of the Government, and are in alarm lest the Government should repudiate the very acts on the security of which the investment was made. The Government loaned its credit in the form of bonds. These bonds were receivable as a basis for the currency-issue of the national banks, and I am informed they were accepted as such for a considerable time. Suddenly, without any act of Congress-without any reason that has ever impressed my mind as respectable-the Treasury Department refused to permit them to become a basis for banking purposes. That threw a discredit upon the bonds, and down they went. They were as much bonds of the Government as any other part of the public debt. The Government has never repudiated them; but by refusing to let them be a basis for banking, a large sum of money was lost to the company, because of the resulting depreciation of their value. The next thing that the Treasury Department did, if relation to the bonds, was that they did not count them as part of the Government debt, and they thus discredited them. They treated them as the debts of the Pacific railroads. WVell, true, they were, thirty years hence; but they were the debts of the Government at that time. That has been a fatal discredit. Perhaps a loss of ten per cent. resulted from that. Furthermore, the Treasury Department has published the company as defaulting debtors in reference to these arrears of interest-begging the question that the interest was due. That was the treatment in reference to the bonds. And now go further. The road is finished. The company does the service without any complaint. Suddenly, in 1871, the Government stops paying altogether, but demands that the service shall be performed. Without an act of Congress, without the assertion of the power of Congress to amend the charter or repeal the law, the Government stops paying for its transportation. That was an arbitrary act of a Department or a clerk in a Department. I do not know who did it. CREDIT MOEBILIER AND UlNION PACIFIC RAILROAD. 43t3 Congress then intervenes and directs the payment to proceed. New parties come in, and, reposing on the faith of that settlement of the question, I, with my friends, become a purchaser of over twenty thousand shares of that stock, when I supposed that the question was set at rest by the enactment of 1871t-by the mandamns given by Congress to the Secretary of the Treasury to Qbey the law of 1864. While I acknowledge that that tere may be a difference of opinion among legal gentlemen as to the fair construction of these acts, there is not a railroad man in the country, nor a woman or child, seeking an investment, who, reading this act, would not say that the Government had pledged itself, in the act of 1864, to require only one-half of the interest. We took control of the company last spring; we commnenced economlies; we cut off abuses; we stopped leakages, and the very moment that reform commenced assailments began. Millions were lost by that action, and every time that these raids have been made in Congress fortunes are lost or won. The, misfortune is that these losses sometimes fall upon the poor, who cannot afford them; the rich canl prot-ect themselves. In March, 1872, the present administration took possession of the road and comnmnenced the reformation of abuses which had long existed. Instead of seeking to subsidize Congress or the lobby, they cut it all off, and set the lobby at defiance, and said,'; If you. mean to destroy this property, destroy it now." This Credit AMobilier exciterent grows out of the political canvass; and under the cover of it, under the cloud and darkness that result from it, an assailment is made which has depreciated the securites of this company nearly half of the whole amount of the Government loan. One class of securities of ten million dollars has fallen from 88 to 72. Every one of its securities has fallen, and a general distrust enters the public mind and the mind of parties dealing in these securities that after all there may be here no security at all. Now it never has been inti mated to me from any Department, since I became president of the Union Pacific Railroad Company, that that company has not fulfilled its contracts to the letter. No request has ever been made from any Department that has not been complied with. No complaint has been made, but legislation has run through Congress which puts the Government in the position of saying to the Union Pacific Railroad Company, "' You shall do this work, and we will not pay the money for it. We insist that you keep the road in order, and if it is necessary to spend another half million of dollars to keep it open against the winter storms, and if additional locomotives are rendered necessary by the increase of the mails, we demand that you supply them, but we will withhold the compensation." Now these are samples of the dealings between the Government and the company. If that account is adjusted on principles of equity, the Goverament would be largely indebted to the stockholders of the Union Pacific Railroad Company. I would call upon the committee to have laid before it the reports of the different Departments, showing the actual saving to the Government, by reason of the constrnction of the road, and the committe will find that the Government has had all its money paid back to it, and more too, while it is now engaged in confiscating the property of citizens invested in the enterprise. Mr. HOAR. If you think proper, you had better take those reports, and cause to be made up an exact statement, as nearly as you can on this point, and present it to the committee at an early day. The WITNESS. I will have it done. I have said these things for the purpose of calling your attention to the abuses of the Government practiced upon the owners of this property; and I ought to have mentioned 28 c Bi 434 CREDIT MOBILIER AND UNIO~N PACIFIC RAILROAD. the fact that, while this company was allowed till 1876 to finish the road, it finished it within a few years at enormous expense, with, as I said before, the most wasteful extravagance, a very considerable portion of which was caused by the intervention of the G overnmlent com missioners themselves. But there was this compensation, that if this loan made by the Government was, as is now contended, to be paid currently by the Union Pacific Railroad Company, the interest would have ruined it if the construction had been slow. Mr. HoAR. MIr. Alley was asked, during his examination, how much the Oakes Ames contract of 667 miles cost the persons who constructed the road; to which he replied that in round numbers it cost them thirty millions of dollars, in his judgment. He was also asked what were the proceeds of the amount of Government bonds, and of first-mortgage bonds, which the contractors were entitled to receive and to apply to that construction; and he made a computation that it was $30,015,000. Then he was asked what in his judgment was the average length of time between the actual advances of money by the road-builders for the purpose of expending it on the road, and its re-imbursement by reason of their obtaining and disposing of these two classes of bonds; to which he answered that he should think it was about three months; he was certain it was not as much as six; he did not think it was four months, although it might be; but it was not, in his judgment, more than three months. Now with reference to your answer the other night in regard to the possibility of having built that road cheaper and better if the company had had in its treasury the thirty millions of capital repre. sented by its stock, I wish to attract your attention to those answers of Mr. Alley, and to inquire of you, whether in your judgment they are true; and whether, if they are not true, you would suggest any modification of them; and whether, if they are true, that would not occasion you to modify your answer given the other night; in other words, was there anything needed, with the resources which the Government had put into the power of the Union Pacific Rlailroad Company-first, by the loan of its bonds; secondly, by giving it the right to mortgage its right of way, franchise, &c. —to bridge over the period that that construction was going on, wasteful and costly as it was? The W~ITNESS. Thle hazard to the constructors was, in my judgment, not that they could not build the road; but that, when the road was built, it would be worth nothing. I always supposed that, if the Government would send out an armed force to keep off the Indians, the company could lay the track and build the road; but I would not have agreed to give eighteen pence for it after it was finished. These gentlemen seem to have so regarded it, and to have attempted to make their money out of the construction of the road, on the assumption that when it was built it might be valueless. I was somewhat cognizant of railroad matters at the time of the construction, but I did not invest a dollar in it. I was told that there would be a very large profit; but still I thought the money invested would be a total loss.' You are aware that there are very few gentlemen who can be tempted by any profit, if they think they will lose the principal. Now you could get no money from the Government uhtil you built twenty miles of the road, and the risks of dealing with the Government are very great; the history of this road has proved them so. I do not believe to-day, that if this road were not built and -finished, you could to-day raise the capital to build it again. The Government would have to do it itself; the experiences of the last two years have shown that there is no security in this kind of dealings. I do not think that it would have been possible to get the money into CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 435 the treasury wherewith to build that road. Railroad directors do not build railroads; that is done by another class of men-a class of men who spend the money of other people, and that of course engenders extravagance. I do not think that anybody can tell what that road would have cost if the money had been in the treasury. Now, as to the profit. I do not hnow what the profit was; but I do feel at liberty to say that a very large profit ought to have been derived by men who risked their money in such an enterprise-assuming that they sustained no such technical relations as that their dealings were on account of their principals if a profit accrued, and on their own account if a loss was sustained. Mr. SLOCUM. You can foot up the absolute profits derived by these gentlemen from their dividends. The WITNESS. Inasmuch as the prices at which these bonds were disposed of varied from time to time in the market, I cannot tell what the profits were. I have figured from the newspaper accounts as near as I could get at them, and I have never heard the figures stated as large as nineteen millions till Mr. Shellabarger stated them to-day as the dividends in stock and bonds. The CHAIRMAN. In addition to the nineteen millions mentioned by Mr. Shellabarger, you will recollect that when the Credit Mobilier increased its capital stock from $2,500,000 to $3,750,000, a $1,000 bond of the Union Pacific Railroad was distributed to subscribers for these additional shares-for every ten shares —which would amount to $1,250,000 in bonds. In addition to that, I call your attention to the fact that there was one dividend in cash of $2,201,240; and that there was one dividend in cash of $1,112,768; so that there was nearly. three and one-half millions of dollars in money divided. Can you now give us, approximately, what the whole of these dividends amounted to, taking the stock and bonds at what they were selling at? The WITNESS. The stock commanded a higher price than 30 at one time. I cannot give you the market price of the stock at those several dates. I do not think that the stock was on the market then. There were never very extensive dealings in the stock until after the legislation of 1871 gave it strength. Q. What was the amount of money expended by these men in construction?-A. In the neighborhood of seventy-five millions of dollars, as I am informed. Q. Have you been engaged in building railroads yourself —A. Yes, sir; I have been engaged in construction companies in building lateral roads connected with trunk lines in several of the States, and while I have invested capital in the construction company, it has assumed the risk of building the road and dividing all the securities. The cases differ from this, because I never sustained anhy relations as director to the company for which the road was built. Q. What do business men consider a fair profit on the work in these construction combinations?-A. Remember that construction companies with which I have been connected are companies which furnish all the capital and take all the securities for better or for worse. The amount of a fair profit depends upon the extent of the risk. A man who furnishes $2,000,000 to build a road connecting with great trunk lines would not think he made too much profit if he made 100 per cent., and that is a case where success is almost certain. Take any dry-goods merchant or grocer on Pennsylvania avenue, and he thinks he does a poor business if he does not make 25 per cent. a year. Railroad enterprise is about as hazardous a business as can be, because you are dealing with 436 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. an uncertain future, and in such adventures a large profit ought to be realized. Q. Your idea is, then, that, barring the objection that these men were dealing with themselves, their profit was not any greater than it should have been. Is that your idea?-A. I would not take my chances in the enterprise. If a man puts down his money in a faro bank, he may lose it all; and he ought to have a large profit in view of the extraordinary hazard. By -Mr. SLOCUM: Q. I want to ask a question about this mat-ter of economy. flow do the operating expenses of your road compare from its commencement to the present time?-A. We are reducing them all the ti me. All extravagance and waste is being cut o.: Q. Have you cut down salaries since you beca me president?-A. The salaries or compensations paid by this company were at one time pretty much upon the principle of the dividends in the Credit Mobilier. Take, for instance, the salaries of the four presidents. John A. Dix was the first; Oliver Ames was the second; Thomas A. Scott the third, and myself the fourth. I take no salary. I will not take comp1ensation from a road that cannot pay dividends. Q. What was General Dix's salary?-A. There is a salary attached to the office of president. I believe it is eight or ten thousand dollars. The very moment that economies began, and that extravagance was cut off, that very moment Government began a war upon the company. The very moment that the road ceased to be used for the distribution of political patronage, that very moment these processes of attempted destruction commenced. Q. What was General Dix's income from the company when he was president of the company?-A. Eight thousand dollars. General Dix, I think, resigned the presidency of the company to take the mission to France. He went to France and there he rendered some service, I think, in regard to the bonds. Q. While he was minister to France? —A. Yes, sir, I think so. That is my impression, and a compensation was paid to him. Q. What was paid to him for his service rendered while he was minister to France? Mr. HOAR suggested that the witness could have no personal knowledge of it, unless from the record. Mr. SLOCUIM, (to the witness:) Q. Is that a matter of record? —A. Yes, sir. Q. Then I want to know how much money was paid by the Union Pacific Railroad Company to General John A. Dix while he was minister from this country to France?-A. I will not say that the money was paid while he was minister, because I was not a party to its payment; it was not paid during my administration. Of course my knowledge of it is not personal. I have no personal knowledge of the $250,000 bonds that your contemptuous witness got, or of the $400,000 in the suspense account, or of the $126,000 which was given for special legal services. Not one shilling of any of these sums was paid under my administration. Q. aWhat do the books show was paid to Geheral Dix while he was minister to France,?-A. The sum, I believe, is $50,000; but I. do not know that the money was paid while he was minister, nor do I know that it. was paid for services rendered during his mission. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 437 Q. I want to know the amount that was paid to General Dix by the Union Pacific Railroad while he was minister abroad?-A. You will understand that I have not said that payment was made to him while he was minister; I do not know the actual date of the payment. Q. What was paid to him by the company after he left the presidency of the road? —A. Fifty thousand dollars in addition to his salary is what I have been informed. That is the tradition; that is the statement of the company; that is one of the items in the coast of the road. Q. What service was that in compensation for — A. I have been informed that the services were in connection with an attempted negotiation of the bonds. Q. But no bonds wTere negotiated in France — A. I think not. This was a very great enterprise, and the expenses of every description have been on the largest scale of extravagance. We have endeavored to check them and to razee them down to ordinary proportions. Mr. HoanR. I want to see that there is no misunderstanding as to Mr. Clark's precise knowledge of this matter of General Dix. It is entirely proper that fact should appear. The WITNESS. I did not introduce it. Q. Be good enough to state exactly the extent of your personal knowledge about the transaction with General Dix as distinguished from what has been told you by others?-A. I have no personal knowledge on the subject; and the first time that the matter was ever called to my attention was during the political campaign just passed; and half the slanders and half the falsehoods current at the present hour sprung into life during the late political canvass. Q. Have you seen on the books, or can you find on the books of your company, what appears in reference to any transactions with General Dix?-A. (Referring to the ledger.) I am not familiar with these books. A ledger is placed before me which I have never seen before, and which contains an account. Q. It purports to be the ledger of the Union Pacific Railroad Company, does it not?-A. It does; I never saw it before. In this account General Dix is charged with $24,000, received at various times between the 24th of May, 1865, and the 1st of November, 1866. He is credited with $19,000 and $5,000, as expense account. The details of that account I cannot ascertain without referring to the blotter. I am not an expert as a book-keeper. Q. You say that you heard of the matter during the campaign of last fall?-A. Yes. Q. Do you recollect from whom you have derived any information on the subject — A. From my colleagues in the board. Q. Do you recollect from which of them?-A. I see some of them here present. Mr. Duff was a director at the time, and he spoke to me about it. I do not see any other gentlemen present who was a director at the time of these payments. Q. What I want to get at is the official statement made to you. I want to have it exact on paper what the information is. WVhat statement have you received from officers of the road in relation to that matter, so far as you can recollect — A. From time to time facts are stated. It is not my practice to accept statements without verification. When they are material in the interest of the company I verify them, but no man becoming president of the Union Pacific Railroad Company in 1872 could have a personal knowledge of the previous transactions of the company. Mr. HOAR. I understand that. I wantu to distinguish, first, what you 438 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. know of your personal knowledge, and next what you have learned from officers of the company, and then I suppose you may give the general current company stories, such as you deem necessary for the present investigation. What have you learned from officers of the road in relation to the money paid to General Dix? —A. I have learned from officers of the road that $50,000 was paid him. I do not know anything about this $24,000 which I see on the book. The $50,000 was paid, as I was informed, for alleged services touching the proposed negotiation of some twenty millions of bonds; but I am not the witness by which any facts can be established. Q. Was'the statement made that this sum. was paid to General Dix while he was minister abroad -A. I have said that I never heard the specific date mentioned when this payment was made, nor have I ever been informed of the particular period'at which these alleged services were rendered. Q. You state, then, that you have not been informed, so far as you know, that the services were or were not rendered while he was minister abroad, or that the payment was or was not made while he was minister abroad?-A. If you ask me for my information on the subjectQ. Yes; for your information derived from officers of the road? —A. I abhor and detest the defamation which seems to me to be the order of the day; but if you ask me for my information on this question, I will give it. I have no secrets, and shall not withhold any facts. Q. I want to know whether those statements that you have received from the officers of the company showed that General Dix rendered this service or received this money while he was minister abroad? You say they did not point to a particular day.-A. At which the payment was made? Q. I ask you whether they pointed out that it was during his mission abroad? The WITNESS. When the alleged services were performed? Mr. HOAR. Yes. A. It has been so stated —the alleged services. Q. Now in relation to this ledger which you have just looked at, will you be kind enough to look at it again, and see if there is not a precisely similar account with Mr. John J. Cisco, on the same page l-A. (Referring to the ledger.) Here is an account with Mr. J. J. Cisco-a precisely corresponding account on page 646, covering $24,000. Q. Who is Mr. J. J. Cisco? -A. A banker of high respectability residing in the city of New York. Hie was then treasurer of the Union Pacific Railroad Company. By Mr. SLOCUmI: Q. I want to hear something about this Wyoming coal contract. I have seen it stated that the contract had been made by the board of directors. Are you still acting under that contract?-A. There are fallacies afloat in regard to that Wyoming Coal Company contract. If you want the facts you shall have them. Q. That is what we want.-A. The facts are these: There was a contract made, I think, in 1868, between the Union Pacific Railroad Company and two men named Godfrey and Wardell. Let me say, in this connection, that the document which the chairman of the committee laid before me yesterday led me into an error on one point. On referring to the Wyoming Coal Company contract, a date is given in it which shows that I was in error in assenting to a question which was put me yesterday in reference to the time of discovering coal. It was CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 439 after the VWyoming coal contract that there was the first practical development of coal west of Cheyenne. That contract has been the subject of criticism and of local complaint. It was made during the administration of Oliver Ames. When I became president of the company I found it in existence. WVe examined in relation to the facts, and called before us Mlr. WVarlell, who was a party beneficially interested in one-tenth of the contract. The contract was substantially this: The coal mines of the road were leased for a term of fifteen years to those two gentlemen, who were practical miners. They were partners, under the arrangement, it being part of the scheme that they should incorporate as the Wyoming Coal Company, under the' act of either the State or Territory of Nebraska, and that the Uinion Pacific Railroad Company should own nine-tenths of the stock and these gentlemen should own one-tenth. I have made inquiries in respect of the state of facts in respect of the fuel question, at the time that that contract was made. This contract stipulated certain fixed prices that should be paid for the coal during this term of fifteen years, on a descending scale. I think that we are now working under the four-dollar rule, which was the price fixed for the second term. There was a clause in that contract which gave the parties with whom the company contracted a drawback of,twenty-five per cent. on all other coal transported; and it was represented that the practical effect of such a contract was to create a monopoly. On examining the question I found that we could control the Wyoming Coal Company, because we were owners of nine-tenths of the capital stock, and this provision which had been obnoxious to some, and to which some of the Government directors had objected, was, by resolution of the Wyoming Coal Company, struck from the contract, and does not now exist. By _Mr. SHELLABARlGER: Q. What is that obnoxious provision?-A. It is a provision giving WVardell and Godfrey 25 per cent. bounty upon all coal mined by other parties. The practical effect of it would be to give to them out of the treasury of the Union Pacific Railroad Company 25 per cent. of the freights on coal mined by other people, andl would enable them to undersell, or would favor them in the competition. That was the point that was struck out. By the CHAIRMAN: Q. That was the practical effect of it?-A. There never had been anything done under it. The practical effect of it would have been that, and that would have discouraged the mining on other lands of the conmpany; that provision, however, was struck out. By Mr. SLOCui I: Q. I wish to ask you one or two questions bearing upon the remark that you made about Government ldirectors. - Are the Government directors oppressihg the road now in the manner which you have described that they have done heretofore?-A. Mly remark related to the Government commissioners. The present Government directors, with some differences of opinion on some questions, and such differences as would naturally arise in, a board of directors where twenty-five per cent. of them do not own stock and have no interest in the property, are in entire harmony with the other directors of the company. And there is the best of faith, and, so far as I know, the best of feeling between them. The present Government directors, I believe, do their duty to the Government in all respects. They do not conceive that they have in charge 440 CREDIT MOBiLIER AND UNION PACIFIC RAILROAD. the interest of bondholders and stockholders as much as the.r have t he interest of that great outside public, whose interest is against railroads. By Mlr. SwANN: Q. This road has been spoken of as a finished road. It has been accepted by the Government and looked upon by the public as a finished road. I wish to know whether you consider it as a finished road?-A. You know very well that there is no such thing as a perfectly finishe road; and that because the work of decay begins as soon as the work of construction ends. I should say that this is a finished road with the exception that there is some heavy work. to be done. There is some trestle-work where there should be filling. The Governlnmet says that it is a finished road when the payment of the 5 per cent. on the net proceeds is claimed, and the Government says it is not a finished road when we ask for a patent for the land. The commissioners appointed by the Government have reported that we have got to fill up where this trestle-work is before the road is finished. So it seems to be finished or unfinishede according to the interest of the parties considering the question. I should say that it was a new road finished, with the exception of some heavy work that will require a good deal of mloney, There are somevery deep fillings to be made where there is now trestle-work, which trestle-work will last from seven to ten years, according to the timber of which it is built. Q. I understand that the road has reached a point where it is necessary to have it relaid speedily, and from year to year? —A. It is not necessary to relay the whole of it;, but to make extensive repairs. Q. I wish to know what amount of iron you,'as president of the company, propose to contribute from year to year toward the necessary repairs of that road, so as to keep it in good condition throughout the entire line? —A. We intend to put enough iron in to keep it in a first-class condition adapted to its traffic. That must be regulated somewhat by our means. If the Government withholds one-half of the transportation money we certainly shall have so much less money to expend for iron. Q. Has not the road reached the point now where these repairs are absolutely necessary, and where you will be necessitated to contribute a very large amount of iron from year to year?-A. That is true; and ties also. Q. Can you estimate the amount that will have to be contributed in either monthly or yearly installnents?-A. I cannot; because it depends a good deal upon traffic. There is a large growing traffic. Q. I speak of the present traffic?-A. We have got to appropriate a very large sum for iron.'WTe propose to build a rolling-nill so that we can make our own iron, provided this coal that we have on the road will mRake iron. Q. Can you approximate the amount that will be necessary to appropriate to relay the road from year to year, until you. have completed the operation?-A. I cannot; because we do not know in what condition we will come out in the spring. hMr. SWANN. That is material to this committee, because I take it for granted that those outlays will come out of thle net proceeds of the road. The W7ITESS. Of course. Mr. SWANN. So that your net proceeds -will be redurced by tha1ct amount? The WITNESS. They will. I can ascertain by telegram, and cani inform you in the course of the day, what iron will probably be needed between now and next fall.'WTe look for the -necessity of extensive re CREDIT MOBILIER AND UNLION PACIFIC RAILROAD. 441 pairs of iron. And therefore it is that we think that the withholding of this money at suchG a period as this is inauspicious. Q. And this amount of iron, I presume, will be increased from year to year; that is, you will need a smaller appropriation this year than will be required some five or six or seyen years hence.-A. I think we cannot afford to use steel, and that there is no actual necessity for putting steel on a road where the freight trains and passenger trains all run as slowly as we think it is in the interest of the company, and of all concerned, to run our trains. Q. What amount do you expect to set apart as a sinking-fund, or to expend immediately to relay the whole line of this road?-A. We expect to expend half a million dollars perhaps between now and next fall. Q. And you hink that that will be increased from year to year, as you go on? —A. I think so; and you must recollect that it is very expensive for us to get iron there, unless we can make iron; and I do not know yet whether the coal we have will make iron. Mir. SWANN. My object is to ascertain what draughts will come upon you that will encroach upon the net proceeds of this road; and, therefore, it is important for this committee to know what amount is to be deducted from the net proceeds of the road for this specific purpose. I understand you to say that at least half a million dollars will be required for this coming year. The WITNESS. Yes. Mr. SWANN. Which, of course, must come out of the net proceeds of the road. The WITNESS. Certainly; it may came out of the gross receipts. It must be done, at any rate; and if we cannot get it from the net profits, it must come out of the gross receipts. 3Ir. SWANN. I want to know what amount you expect to realize fromn year to year under your present traffic.-A. By no possibility can any dividend be made to stockholders until a very large amount shall be expended for iron. Q. And you consider that that amount will have to be deducted fromn the net profits of the road?-A. Unquestionably. Q. A-nd can come from no other source — A. From no other source, unless gentlemen see fit to lend money to the company. Q. But it would not be legitimate on the part of the company to borrow money to relay their track.-A. I think it would be legitimate to borrow money to keep the road safe. The first necessity for the road is that it shall be kept in a condition to do the Government service and the public service. Q. What amount did youl state to be the floating debt of the conmpany? —A. Treating that two-million note as a nullity, and not as an obligation, the floating debt is in the neighborhood of two million dollars; but as collateral security for loaans made by directors individually, there have been hypothecated certain assets of the company which I do not regard as a very extraordinary security. Q. What assets of the company have been hypothecated — A. All its available assets; for instance, all the investrments in the Utah roads, the Colorado Central road, the Atlautic and Pacific telegraph stock, soime city bonds, and some income bonds belonging to the company. All of the available securities of the company are hypothecated. Q. What is the total amount of the assets of the company that are hypothecated — A. The amount is one thing and the value another. For instance, we acquired an interest in the Utah roads. We purchased 5,000 shares at 50 cents on the dollar. The amount of that would be 442 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. half a million at par, but its value is only $250,000. These securities that are hypothecated are securities that cannot be disposed of in the interest of the road, and therefore directors have consented to carry them until the company, by permanent loan, or in some other way, can become the absolnte proprietor of these securities. If these securities should pass into the hands of strangers it would be disastrous to the company. Q. My object is to ascertain what amount you have left available for the purpose of the company in meeting its obligations, or in conducting its operations, deducting what you have hypothecated?-A. I should say nothing. I should say we have no available securities beyond those hypothecated for the floating debt. Q. So that you cannot calculate upon any of those securities as yielding you a single dollar toward carrying on the legitimate business of the'road? -A. I think not. Q. Have you no other floating debt that would be pressing on the company? —A. We have no floating debt except this sum. of two million dollars, which I have named. But of course I do not refer to this controverted question with the Government about the interest. If this is an arrearage of interest, then that should be added. Q. In case of a contingency that might curtail the receipts of the road, I want to'know what you could calculate upon, outside the earnings of the road, to meet such contingency?-A. Nothing, Q. You know of no other resources beyond the earnings of the road, on which you can rely, without resorting to outside loans?-A. There are none. Q. So that in case you are overtaken by aniy unforeseen contingency, you know of no other reliance than to resort to outside loans from the directors — A. I do not; and I think that that is the practical condition of every railroad in the United States. Q. In the event of any trouble of that sort arising in the future operations of this road, can you rely with,confdlence upon such outside aid as will carry you through without embarrassment, and without affecting the solvency of the company?-A. Permit nme to say that that depends entirely upon our relations to the Government. If the Government is hostile to us it would weaken the confidence of those who are aiding the company. Q. Without reference to the Government, unless you get this large outside aid, of which you are not confident, you consider the company in rather a delicate position — A. I should. I have already stated that I thought that, without the aid that has been futnrished by the directors-some ten in number, I think-wve could not have met all our payments. Q. And that aid may break down at any moment?-A. I do not see how you can say so. Q. I look upon the road as standing now upon its own basis; and my inquiry is, whether that road, on that basis, would be self-sustaining without this outside influence — A. I do not think the company could pay that floating debt in a brief time and maintain itself. If we were crowded for the debt we could take the money and pay it; but that might impair the efficiency of the road, and might affect the safety of the )public. Q. Wvhat is your policy in reference to those lands when they come into your possession, if the Government turns them over to you — A. I did not mean to say that the Government had withheld the whole of the land. We have patents for a good deal of land. We fix a low price CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 443 for the land, with a view to the rapid settlement of the country, because that makes the traffic. Our policy is to sell to actual settlers as fast as we can. We receive our land-grant bonds in payment and we give credits. Q. What amount of those lands has the compaily now at its disposal? —A. I cannot answer that question except by inquiry from the land-department. We have sold about 2,900,000 acres of land. We have received in payment about $1,000,000 in bonds, and there is some $2,000,000 remaining due to us. I cannot tell, without inquiry at the Interior Department, what extent of land has been assigned to us. I have been informed that, from a failure of some appropriation, the Government surveys are not all made. Q. So that you cannot calculate upon realizing anything upon those lands within a reasonable time?-A. No, sir. The settlement on them is increasing the traffic of the road. WTe are thrown on the resources of the road. Q. All that you have to rely upon is the net profits that you are receiving from year to year? —A. That is all. Q. With that amount of debt hanging over the company, you are unable to calculate on the feeling that may be manifested by the directors who have been disposed hitherto to help the company, and there is no other resource on which you can rely to meet those obligations pressing on you from day to daye —A. I do not quite assent to your statement that we cannot rely upon that feeling. The experience of the past makes a very good assurance for the future. Q. But I understood you to qualify that by saying that if the Government interferes that resource will be cut off?-A. If the Government withholds the money due on transportation, somebody has to fill up the gap. I do not know who will do it. Q. If the Government should see fit to put that road under a different administration, all those resources would be cut off-?-A. Of course. Q. In that event would there be anything to sustain the company so that it might not be driven into bankruptcy? Is there anything upon which the company can rely?-A. I think not, unless the earnings increase fast enough to make up the vacuum caused by the withholding of the pay for Government transportation. Q. Have you any reason to believe that the revenue of the road will increase to such an extent as to relieve you from that embarrassment?A. The revenue is increasing rapidly. Q. What was the net revenue of the road last year? — A. Between four and five millions. The gross receipts were about nine millions. My impression is that the gross receipts this year will go over ten millions. How low we can keep the ratio of expenses depends a gdod deal upon the iron question and depends a good deal upon the snow-storms. Q. What is your present organization in regard to the working of the road and keeping it in repair? Have you a chief engineer?-A. Yes, sir; we have a superintendent, who is a good engineer; we have not a separate engineering organization. The superintendent of the road is engineer. Q. Have you resident engineers on the line of the road who supervise these repairs?-A. Yes, sir. We have all that well cared for, under his direction. He, however, has an assistant, who has charge of the working operations of the road. Q. Have you a master of transportation?-A. I think we have. I do not know whether he is called by that name or not. Q. You have a master of the road also? —A. Yes; we have all the ordinary organization of the eastern roads. 444A CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. What do you pay your chief engineer f —A. I think we pay himn $10,000 a year. He is the superintendent and chief engineer. Q. What do you pay your master of transportation — A. I do not think we have an officer known by that name. That I think is peculiar to the Baltimore and Ohio and some other roads. Q. Who discharges those duties — A. They are discharged under Mr. Clark, the assistant superintendent. I think his title is that of assistant superintendent. I think he discharges the class of duties which on the Baltimore and Ohio road is discharged by the master of the road. Q. And to whom do those officers of the company report?-A. To the president, and also to the principal office. They report to both. Then we have a local auditor, who is charged with the duty of reporting. By the CHAIRMAN: Q. In connection with this floating debt I understand you to say that it is about $2,000,000. if this two-million note should be regarded as null and void? —A. Yes, sir; I have treated that note as a nullity. Q. But if it should turn out to be the fact that there is two millions due by the Union Pacific Railroad Company to the contractors of the Hoxie contract, then your floating debt would be $4,000,000, with the interest added on?-A. There are a good many set-offs independent of the main question. I cannot conceive of a state of things on which, from the facts existing, the Credit Mobilier can recover against the TUnion Pacific Railroad Company on that note. Q. I show yon a record of the board of directors of the Union. Pacific Railroad Company, and call your attention to an entry made at the meeting of March 28, 1867, and ask you to read it to the committee.A. (Reading.) "March 28, 1867. The board met pursuant to adjournment; present, Durant, Bushnell, Tuttle, Ames, McComb, Sherman. The minutes of the last meeting read and approved." "Mr. Sherman reported as follows: "The committee to which the account of the Credit Mobilier was referred, report: that vouchers for the items which, at our last report, were not furnished, have been now produced, and we have examined them and found them satisfactory. We therefore report that there was, on the 31st of January, 1867. due on the Hoxie contract the sum of $1,944,769.96, which, when paid, shall be a full and complete settlement of that contract for the construction and equipment of the road from the initial point to the hundreth meridian." That is new to me. but it may not be improper to suggest that there may be the same disability attaching to this class of dealings that there was to the other. Q. If that action of the board of directors of the Union Pacific Railroad Company is valid and based upon facts, then at the time that that note was given the Union Pacific Railroad Company did owe more than $2,000,000, including interest, under the iHoxie contract.-A. I do not see the relation of that to the note. Q. MIr. Ham has testified before the committee in substance that this note was given pursuant to that order which was made bythe board of directors.-A. I think he is mistaken. Q. Then, what was the note given for.-A. I have stated that I am satisfied that that note was given as an indemnity to the obligors in a certain bond executed in the State of Pennsylvania, involving the interests of the Union Pacific Railroad Company. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 445 Q. Was it not given for the consideration that is mentioned in that order? -A. I think not. Q. Has this $1,994,769.96 e'ver been paid to the Credit AMobilier by the Union Pacific Railroad Company — A. I do not know that it has been. - It may be that the Credit Mobilier had it before. Q. The directors of the Union Pacific Railroad Company admitted at that time that they owed that much money to the Credit Mobilier?A. Yes, but the board of directors were under disabilities. I never paid that money, and I do not know that it has been paid or has not been paid. The Union Pacific Railroad Company claims to be the creditor of the Credit MlIobilier to the extent of a million dollars. Q. One of the officers of the Union Pacific Railroad Company, however, who was familiar with the operations of both companies, has testified that this money never has been paid, and that it was on account of it that the $2,000,000 note was given. The reason why I call your attentioni to this is simply to enable you to say inl the light of it what you think is the floating debt of the Union Pacific Railroad Company?-A. That does not chang'e my view at all. I do not believe that the Credit Mobilier can recover one dollar against the Union Pacific Railroad Company on the note account or on the book account. Q. Can you give any explanation of the fact that the board of directors of the Union Pacific Railroad Company acknowledged at that time that amount of indebtedness to the Credit Mobilier?-A. You can form a conjecture as well as I can. By Mr. STIELLABARGER: Q. Why should the Union Pacific Railroad Company give a, bond to operate as a collateral for an obligation of the Credit Mobilier?-A. That is a question which I have asked myself, but which has never been answered to my entire satisfaction. But this explanation has been given, that the suit involved questions affecting the liability of the Union Pacific Railroad Company to the Credit MAobilier under alleged contracts between the two corporations. Q. That explanation is a little cloudy, is it not?-A. No; but it begs the whole question. But you will not forget what I said, that this note, an unstamped note, is in the hands of a director of the Unioiy Pacific Railroad Company, who holds it in the interest of that company, and who, I think, would give it up, but says that no object would be accomplished by doing so, for it is not to be denied that there are unsettled accounts between the Union Pacific Railroad Company and the Credit Mobilier. By Mr. SLOCUrM: Q. That note has been charged up to econstruction account — A. That is mere book-keeping. That does not alter the facts or liabilities; nor do I think that any book-keeping, or any resolution changing the form of the transaction, or charging it to any particular account, can change the status of the parties, or affect their legal rights. By iMr. HOAR: Q. Is that embraced in the cost of the road, as reported by yourself to the Government this year V?-A. Very likely it is. I have reported the cost of the road as it appears on the books. I cannot ascertain it, except by the books. If you think that the president of a railroad conmpany can go behind in the history of the past, and verify such statements, then perhaps it is my duty to do so; but I should like to know whether I should charge that $25,000, which a Government commissioner " struck" the company, as part of the cost of the road. 446 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. I understood that your suggestion is that the vote of the directors to which the chairman has called your attention was a vote of directors who were, or might be, under some disabilities as the original contractors to build the road — A. Perhaps so. Mlr. HOAR. I was calling attention to the question whether the subsequent rendering that as a part of the expense-account of the road under oath to Congress, by a president and board of directors who were not under that disability, would, in your judgment, have any weight as an estoppal or recognition binding the company? The WITNESS. Not the slightest. I recognize this fact that a note, given by the company, if duly stamped and not outlawed, would, prima facie, be the subject of recovery.'The assertion of a claim by the Credit Mobilier on that note would throw the onus of proving its invalidity on the Union Pacific Railroad Company, and would involve the whole of those transactions. I should prefer to have the note canceled, so that the onus need not be thrown on the company. By the CHAIRMAN: Q. Do you think that you would get rid of the dificulty in that way?A. I do not think that note worth a straw. Q. Suppose the Credit Mobilier should see fit to bring suit, not upon that note, but on an account, or on the acknowledgment of an account, or on an account stated, and then should introduce this record as evidence, where would the onus of proof rest?-A. It would have to come up in a cross-bill, but the onus would be then on the Union Pacific Railroad Company, and would involve every transaction of the Credit Mobilier, ab initio. Q. Can you make a first-class road with a 48-pound rail to the yard?A. I should think that would be light iron. Q. You could not make a first-class road with it, could you?-A. I do not know what -you mean by a first-class road. The CIAIRMxAN; You have been speaking as an expert.The WITNESS. I speak of a first-class road under this act. Q. State whether you could make such a road as is contemplated by this act with a 48-pound rail?-A. I should doubt it, with the present traffic. Q. You are contemplating a large increase of traffic?-A. There is an increasing traffic. I think that that is light iron for the traffic of this road to-day; but you do not understand me as asserting that it is 48-pound iron. Q. The office of this company is in Boston?-.A. Yes, sir. Q. Is there any one at the eastern terminus of the road who has authority to make arrangements on account of freight — A. Yes, sir. Q. Has he the right to make special arrangements in regard to freight without consulting the office in Boston? —A. He has the right to make current arrangements. He has no right to bind the company beyond the present. Q. That is to say, if somebody wished to ship a car-load or ten carloads of freight over the road westward or eastward, he might make special arrangementg — A. Yes; governed by a tariff which is prescribed for all. Q. But suppose he wished to make special arrangements outside of the tariff, has he the right to do so without consulting the heads of the company at Boston?.-A. He confers with the superintendent. That is a power too dangerous to confide, and it is not confided without limit CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 447 ation. He can make a special rate for current business, but he cannot make an agreement to carry freight at a certain price for a year. Q. You say that, since this Wyoming Coal Company was organized, and this contract made with it, that that obnoxious feature in the contract has been eliminated from it by the consent of the coal company?A. By the consent of both parties. Q. Do you know whether your agent at the eastern terminus, who has the power to make special rates, is making special rates in favor of that Wyomiang Coal Company for the transportation of coal? —A. I think not, because the Wyoming Coal Company complains that he treats others better than he does them*. The complaint is just the other way. Q. You think that nothing of that kind is being doneL-A. I am quite confident of it, because the Wyoming Coal Company complains that they are not very well treated. Q. The original effect of the contract with the Wyoming Coal Cornpany was to give them 25 per cent. advantage over all other shippers. - A. No, sir. Q. They were entitled to a drawback of 25 per cent: on the coal that they shipped?-A. Yes; and the effect of that was to discourage competition. Q. If the Wyoming Coal Company were shipping coal over your road at the general rates, and if it got a drawback of 25 per cent. from your current rates, it would give them just that much advantage over all other shippers, would it not. —A. Yes. Q. Unless you made the same arrangement with other shippers?-A. WTe should do so; we make no discrimination between one class of shippers and another. Q. Would you not have done so under the Wyoming coal contract?A. I rather think that that would be its practical effect. Q. Where does the Central Pacific Company get the coal that it uses?A. It gets a good deal of its coal by our line, and a good deal by the Horn. Q. Then the effect of this contract was to enable this Wyoming Coal Company to develop its coal mines and to prevent others from developing coal mines along the line of the road, simply because it gave them the advantage in the way of underselling? —A. That might have been the effect, and it was alleged to have been the effect; and therefore the provisiou was abrogated. Q. If your agent at Omaha or Council Bluffs, at the eastern terminus of the road, is carrying into effect the provisions of that contract, notwithstanding it has been abrogated by the company, then the effect would be the same precisely as though the contract had never been abrogated?-A. He could not do so; freights are payable in advance. Q. You spoke of what would be a reasonable profit on construction of this road under all the circumstances-what did you fix it at?-A. I did not fix it. I said that an ordinaryT dry-goods merchant or grocer would want 25 per cent. per annum on his capital, but I did not attempt to state a reasonable profit here, because it is beyond the range of ordinary business transactions, as being a risk and a chance. I spoke of building roads in Indiana or Ohio where the result is certain, and where it is not uncommon for the builders to make 100 per cent.; but they take the risks of the future. Q. If you were making an estimate as to what would be a, reasonable profit for parties to make under such a contract as this, would you make your calculation of percentage on the whole cost of the road?-A. That 448 CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. depends upon another state of facts. I did not express an opinion as to what was a fair compensation in this case. I said I thought it should be large, leaving aside the question of disability. Q. You said that the road cost about $114,000,000; did you mean to say that it cost that amount in money, or that it cost that amount in the securities of the company, estimating those securities at what they were considered to be worth at the time by the parties?-A. I did not mean to go quite as far as that; I mean that that is the record on the books. I have stated that that is the cost of the road appearing on the books. It seems to be the amount of the debts and the stock of the company, but as to the real cost of the road I do not know what it was; I have never been able to make the investigation. Q. Do you not know as a fact that that one hundred and fourteen millions was swelled to that amount by letting the work at a higher price in consequence of the fact that it was to be paid for in the securities of the company which were at a discount?,-A. Of course. If you take at aI hundred dollars a bond that is only worth fifty-five you have got to charge somebody the difference. The constructing company increases the price to that extent. That is human nature. Q. The $114,000,000 is made up substantially by the capital stock, the two mortgage loans, the land-grant bonds, the income bonds, and the floating debt?-A. Yes; the company evidently gave that for the road. Q. I understand you to say that contractors when they agree to take the securities of a road in payment for their contract increase the contract rate so as to make up the difference between the value of the securities and the par of the securities?-A. If they are sensible men they do. Q. Do you know whether that was done in this case or not — A. I know nothing of that; but it may be supposed that the contractor estimated the value of the securities he was taking in lieu of money when he was fixing the price. Q. Then, can you tell how the Union Pacific Railroad Company got par for its stock, as required by the law under which the company is organized?-A. I did not say that it did. The company got a road which it accepted at such a price which covered the par of the stock. Whether it got that road too cheap or not you do not want me to express an opinion. Q. The practical effect of this was that the Union Pacific Railroad Company did not get par for its stock? —A. The practical effect of it was that these constructing companies got all the securities, stock and all, as full-paid stock, and gave the road. The practical effect of it is that' the Union Pacific Railroad Company paid that for the road to the contracting parties; and somebody made a profit equal to the dffference between the actual cost and the amount realized from those securities. Q. You have in your testimony called in question the action of the Government A. Of the Departments. 1 do not know of any unfriendly action on the part of Congress. I spoke of departmental action. I do not know that Congress has passed any law that was unfriendly. Q. You have said, I believe, that as soon as the road ceased to be a means of dispensing political patronage then the raids upon it began?A. I think so. Q. I would like to know the persons to whom you referred when you spoke of those Government commissioners who had been betting funds fSren the company in the manner which you have indicated by your CREDIT MOBILIER A;D UNION PACIFIC RAILROAD. 449 testimony? —A. These commissioners have been different at different times. Q. You have somebody in your mind? —A. I have in my mind the demand of payment, followed, as I have always understood, by the payment of $25,000 to a commissioner, Mr. Wendell, who was appointed during Mr. Johnson's administration to accept a certain portion of-the road. Q. Have you any other commissioner in your mind who treated you in the same way — A. I have never heard that any other commissioner demanded money, and I have never heard that any other commissioner made a personal profit. The allegation made to me is that they required expenditures on the part of the company which greatly increased its actual cost, and were damaging to its real interests. Q. Who were those commissioners to whom you now refer — A. I cannot name them; it was before my time. Q. I think it is due to the commissioners and to those who appointed them, that the names of these commissioners should be known, so that we may see whether they made anything out of the company.-A. I do not think they made any actual profit. Q. Who are the parties who have thrown obstacles in the way of the company? —A. I did not assert that. I said that they made requirements. Q. Who are, the persons who made these requirements — A. I will furnish you the names; I cannot give them to you now. Q. Don't you know, from the records of the company, that the Government has been exceedingly prompt in the acceptance of this road and the issuing of bonds? —A. I think it was. I think the course of dealing by the Government at first wasgenerous. Q. HIas not the Government been prompt all the way through in the acceptance of the road and the issuing of bonds?-A. I think the Government was prompt and liberal in the issuance of bonds. It is the subsequent dealings that I refer to. Q. The subsequent dealing? Is that what you call these raids?-A. By raids upon the stock I meant, for instance, the withholding of money by the Treasury Department. Q. That is what you call a raid? —A. Yes, sir; that is a raid. Q. Is that the raid you referred to? —A. When I referred to raids, I meant first the raid of 1871; second, the raid of last winter, which did not amount to much Q. Stop. What was the raid of 1871?-A. By a raid the market value of the securities is depressed. Q. Was the raid of 1871 the assertion of the right of the Government to withhold the amount due the company for transportaiton and apply it to the interest paid by the Government on the bonds?-A. When I used the term'" raid," I used it as a market expression. Q. What was this first raid of the Government?-A. I didn't say raids of the Government; I said raids upon the stock; the first raidusing the word " raid " as a technical term —was the assertion of the Secretary of the Treasury that he would apply all their earnings for Government transportation to the payment of interest, instead of one-half, according to the law of 1864. Q. That is what you refer to, then, as a raid. What was the next raid?-A. The next raid to which I referred was last winter, at the time it was proposed to re-open this question. Q. (By Mr. SLOCUM.) That is the one to which you. alluded in your testimony yesterday?-A. Yes, sir. 29 C X 450 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. What was the next raid — A. The next is the one that re-opens again this question of withholding the money. I used the term raid as applied to the stockholders. Secretary Boutwell, of course, didn't go on the road and make a raid. Q. You hold the Department responsible for this raid?-A. I think so. The Department is responsible for the assertion and re-assertion of this alleged right which causes a raid upon the market. Q. In other words, any claim that the Government makes-that is, any legal claim-upon the Union Pacific Railroad which requires the payment of money by them which you think you ought not to pay, you call a raid — A. No, sir; I don't mean to say that; that is your own language. I say that it is any assertion which the Government makes in respect to this vital point-that is all; only on this vital point. You put me in the position of saying that any claim for money which the Government might make would have this effect. Q. Well, then, if the Government makes any demand for money which you think you ought not to pay in law or equity, and the result of which is a depreciation of the value of the securities, that is a raid.-A. No, sir; what I call a raid is the assertion by the Government of an alleged right like the one I have referred to. the enforcement of which would probably lead the road into bankruptcy. When the Government construes the act of 1864 in a way so totally different from the well-known intent and meaning of it, the assertion of that claim makes a raid on the stock, because it affects the market-value. Q. Well, there are two sides to that question -A. Undoubtedly, sir. Q. Do you know a tract of land in Omaha called the " initial point" land? —A. I have heard it spoken'of. Q. Do you know how much there is of it?-A. No, sir. Q. Do you know who owns it — A. No, sir. Q. Have you ever had that matter investigated as to who was the owner of the land I-.A. No, sir. Q. Is tChat the land upon which it is proposed to erect depots — A. No, sir; the land upon which it is proposed to erect depots was donated to the company by the city of Omaha. Q. Is not this the land upon which it is sought to have the company erect its depots V-A. There never has been any effort made to my knowledge, during my administration, to have the depot erected upon any land except that donated by the city of Omaha; I never heard of any other. No such application was ever made to me. I ought to say, however, that there have been parties who desired the Union Pacific Railroad Company to build their depots in Iowa, on this side of the Missouri River, and treat that as the terminus of the road. Q. Who owns the land over there V-A. Well, sir, I am afraid you will bring me into the domain of scandal again. Q. We can hardly get out of the'domain of scandal in these inquiries.-A. That seems to be the order of the day, but I do not want to introduce it. I determined, so far as the Union Pacific Railroad corporation -was concerned, that its eastern terminus was the western bank of the Missouri River; and I decided also that, without an enabling act by the State of iowa, the Union Pacific road had no sta,tus in that State. I decided this against the views of some of my colleagues in the board, and against, a very large interest in Iowa, which sought to make the eastern boundary of the Missouri River the starting-point. Q. Did the Government directors all decide against you on this question? —A. At the time I made the decision, Mr. Wade, of Ohio, was a Government director, and I think he differed from me, as did the other CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 451 (Government directors, with the exception of Mr. Miller, of Nebraska. That was a fight between Nebraska and Iowa, and I tried to keep out of it as much as possible. Q. I desire to know whether the Credit Mlobilier owns some land on either side of the river?-A. I cannot say. Q. Did not the Credit Mobilier claim to own land on the east side of the river? —A. I have heard it alleged that individuals connected with the Union Pacific Railroad had landed interests on the eastern side of the river which affected their position on this terminal question. I had no ]and onl either side of the river. Q. You say that the city of Omaha has donated land for a depot?A. Yes, sir; and has donated bonds also, and we have agreed to build one. Q. Have you built the depot? —A. No, sir. Q. When was that?-A. A year ago. The question has been in controversy-the question as to where our terminus is. Q. You have got, however, the land and the bonds? —A. Yes, sir; and we agreed to build the depot, and we have committed no wrong by not doing so, because they acquiesced in it. The extent, value, and character of the structure must depend upon the course of business, and the course of the business that comes over the Iowa roads. The Iowa roads at one time would not recognize anything west of the Missouri River. Q. Who built the Omaha bridge?-A. I think that was built by the Union Pacific Railroad Company under the act of Congress. Under the act the bonds were issued and the interest on them paid by the Union Pacific Railroad Company out of the tolls of the bridge, and the deficiency the company pays out of its own earnings. Q. When a car of freight is to go over the Union Pacific Railroad and it reaches this Omaha bridge, how do you manage? —A. We send an engine over to the other side and take it over, charging a toll for it. Q. What do you charge for toil?-A. -I don't know what it is under the present tariff. I think we take pro rata of the freight upon some agreed basis. Q. Can you not give some general idea — A. We charge tolls upon the bridge at the lowest rate which experience shows will maintain the bridge and pay the interest on its bonded debt. Q. Suppose a car-load of freight was started from the city of New York to San Francisco, how would you manage?-A. It would be waybilled at the combined rates of all the companies, including the bridge. Q. How much is embraced in it on account of the bridge?-A. That varies according to the general rate of transportation, and that depends upon the competition between the road and the Horn and the isthmus. I think the bridge in respect to freight takes its pro rata share, counting it by some particular rule which is adjusted by the freight agents of railroads from time to time. Q. What becomes of the money received?-A. It goes into the treasury of the Union Pacific Railroad Company, and it is all applied on the bonds. Q. Then you treat the Omaha bridge as belonging to the Pacific Railroad?-A. Well, sir, that is the disputed question. If we decide that it is, then the road begins in Iowa; and if it is not, then the road beg inli in Nebraska. Q. If it does not belong to the Union Pacific Railroad Company, why do you put the tolls into the treasury of the companyi —A. Because the Union Pacific Railroad Comptany guaranteed the sterling bonds of 452 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. the bridge, and out of these tolls it pays the interest on them. There would be no use in keeping up'two fiscal agencies, so they are paid right into the treasury of the company. Q. Is this bridge built on what is called the "' initial point?' —A. Some might assert that it was, and some might assert that it was not; that is the disputed question. The Union Pacific Railroad Compatny has not intervened in this Iowa and Nebraska quarrel. By Mr. SLOCUM: Q. Government Director Wilson, the other day in his statement here, alluded to some conversation that he had with you about becoming counsel for the Union Pacific Railroad Company; I wish you would state your recollection of that conversation.-A. Among the reforms that the present administration thought they might properly introduce, was one touching the employment of counsel and the immense disbursements for counsel fees. The amounts were very large, and I deemed them extravagant. Mr. Wilson was a Government director, and I knew him to be a good lawyer and an able man. I stated to him that I thought we paid too much money to lawyers, and I suggested that, as he understood well the character of most of the questions in controversy, he should render his services as counsel to the company, because I knew that he would accept compensation greatly less than what we were paying for the same class of services. Mir. Wilson declined, alleging that he might be compromised by it in his position as Government director. I differed from him as to his opinion, and I thought it rather his duty if he could serve the country in that way; but he thought not; that it would subject him to criticism, and he declined it. That is since I became president. The only service which Mr. Wilson has rendered of a professional character, is the compilation of that document now before you, which he prepared at my request and for the convenience of the company, embracing all the statutes applicable to it.' By M3r. HOAR: Q. You gave the committee last night some correspondence by telegraph and to some extent by mail, and in prefacing your statement you said that you rmade some personal investigation which satisfied you that the person who had applied to you had applied in good faith and was not personally concerned in any attempt to extort money from the road. It seems to me that justice requires that you should state a little more fully on that point. —A. Mr. Cowlam, who addressed to me all the communications upon this subject which are before the committee, was a stranger to me. I had never heard of him nor did I know the relations which his friends bore to the road. I never saw him until after the Monday when the project failed, of which he gave me warning. He came to New: York and I saw him. My conversation with him satisfied me that while he was cognizant of this intended raid he was not a party conspirator, and that his object in bringing the miatter to my attention was that I might guard the interests of the bondholders and stockholders who would be affected by the transactions of Congress. I came to' the conclusion, and I meant to have stated it on yesterday, that he communicated information of which he had become informied, but that he was not a particeps criminis. Who the conspirators were I was anxious to know, and inasmuch as the newspapers have charged that there is a gigantic conspiracy to defraud the Government of their $27,000,000 by letting the road pass into the hands of the first-mortgage bondholders, and as I myself with other gentlemen whose only wronog is that we loaned the road -half a million dollars upon inadequate security to keep CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 453 it up, are charged with being parties to this conspiracy; and as I an constrained to think that, it is not impossible that such a conspiracy exists, I thought that those fomenting it should not charge it upon innocent parties, and as I had not the power to make such an investigation as to who these conspirators are, and you have, I thought it best to lay the whole matter before you. But lest this young man might think that injustice has been done him, I prefaced my statement by saying that I did nlot think he was a conspirator. Q. What were the facts that you learned in that interview that induced you to form that opinion on the sublject?-A. I am bound to say that I did it upon his statements, exercising my best judgment. Q. You stated just now something about his friend being interested in the road l-A. No, sir; I did not say that. He stated in one of his first communications to me that he was private secretary to Genefr-Al Butler, and before I saw him I had become satisfied that General Bfi'ler did not occupy an inimical position to the road. He had been eoufinsel bfor the road in earlier (lays, and I haid not been informed that he W-as unfriendly to it. I came to the cormlusion that the real truth was tlhis: that parties who wished to make money by stock operations by revivinig this question, had made somebody their confidant who had given the information to Mr. Cowlam, and that he in good faith made the colyiiunication to me, thinking tlat the conspiracy, as he called it, might'e headed off and that he would probably receive some compensati(nI from the company. That was the impression that I derived fro'v iRV conversation with him. IHe was very explicit in his statements ilnt-hie letters, giving the character of the combination, their influence, &d.' By MIr. SLOCUM: Q. In what letter did he give that?-A. In one of the letters-:1 ubmitted yesterday. Q. Does he give any name — A. He gives no names. In the letter: refer to he refers to indefatigable workers, &e. I thought thatiif there is a conspiracy, a gigantic conspiracy, as the newspapers call iit, to deprive the Government of the money it has put into this road, it vas right that the matter should be thoroughly investigated, so that thel public should not think that the innocent bondholders and stokhlolde'rs of this road are engaged in that conspiracy, and that this c-"Omminttee should find out who are engaged in it, and let the responsibiht;r;et where it belongs. We protest against any interference with:the rrad, and assert that we have not done any5-thing to aid in any waythe cfu:ds'ing of this alarm among the bondholders and stockholdero-fi, -the 6oiilparty. I think it grows out of political agitation, and as the repres:entativxe of nearly one hundred million dollars of property;f A';;:leridan citizens and of foreigners invested in this enterprise, I oiildr like:.to suggest to this committee whether the alleged frauds of the Credit Mobilier, the alleged transactions of former directors, whet' her any prdfigate waste of money, any bribery of legislators, any im)propet -oxniership of stock by miembers of Congress, that may have takenplacae-prior to the road passing into the hands of its present owners iffeit Ite equities of a class of innocent third parties whom I represent, an ic wuose interests it is my duty to take care of. By Mr. HoAPn: Q. Will it be in your power to procure for the committee a haist of the names of the stockholders of the road at some recent i-lte~a.d:of the number of shares owned by each? —A. We can do iti;, t would require the action of the board to order the books to be closed. 454 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. I don't care about that being done.-A. ~Well, sir, you have a list of the stockholders, as they then were, in the report of the road to the Governmi-ent. Q. But it don't give the number of shares owned by each?-A. That is impossible to ascertain of a current speculative stock. Q. The fact which you wish to establish is that the stock has changed hands since certain transactions occurred, and that the persons who now own the stock are innocent of those transactions. Now, although a man may have bought stock since the Ist of March that does not appear on the books, yet so fCr as the transactions are recorded and show change of ownership. To that extent you have proved your point. If-, on the 1st of March last, your books show that a Mr. John Brown who was not in the Credit Mobilier transaction, and who was not a stockholder at the time of the legislation of 1871, has bought one hundred shares of stock, you have to that extent established your argument, although Mr. Brown may have sold the stock since that, date?-A. Yes, sir, that I can do' but I would like to explain to you, because the point of your question is llaterial, as to the extent of the bonca-fide ownership. Our books will not, in fact, show you whether these parties own it. Suppose Mr. Oliver Ames had some stock transferred to him yesterday. Hae might sell it again the same day, and there would be another purchaser, whose name would not appear on our books. Property of this description, subject to speculative dealing, and enormous transfers dtaily, has nol settledt ownership. Suppose a member of Congress wanted. to go 1" short" or "'long"; on this stock, and he thought it proper not to show his namne he could buy and sell the stock through his broker, without his name appearing on the record. Q. You didn't own stock at the time of the Credit Mobilier transactions?-A. I never owned a share of stock previous to 1872. Q. Well, to that extent the books will show one innocent holder of stock at least.-A. Yes, sir. By Mr. SHELLABARGER: Q. State what you paid for the stock you boughlt.-A. I have no secrets; I will answer that question. I bought a large amount of stock at prices varying from 30 to 35. Q. When was that purchase nmade? —A. In 1872. 1 never bought a share before that year. I bought nothing lower than 30. Q. Was that original subscription to the stock of the company, or was it stock owned by other parties and which you bought — A. I could not say. The stock had lost its ear-marks, and 1I could not tell its origin. When a stock is once transferred it passes fromn hand to hand and it has no ear-mariks. We have but one kind of stock, and that is common stock; we have no preferred stock. Q. The twentieth section of the act of 1864 provides that the corpora tion thereby created, and the roads connected therewith under the provisions of that act, shall make to the Secretary of the Treasury an annual report, wherein he shall set forth first, the names of the stockholders. and their places of residence, so far as the same can be ascertained' second, the names and residences of the directors-and all other officers of the company; third, the amount of stock subscribed and the amount thereof actually paid in; fourth, a description of the lines of road surveyed; fifth, the amount received from passengers on the road; sixth, the amount received from freight thereon; seventh, staternent of the exxpenses of the said road and its fixtures; eighth, the indebtedness of the said company, setting forth the various kinds thereof; which report shallt CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 455 be sworn to by the president of the company, and shall be presented to the Secretary of the Treasury on or before the 1st day of July in each year. That act has been changed so as to require those returns to be made to the Secretary of the Interior. It also requires that the Secretary of the Treasury shall transfer to the Secretary of the Interior these reports theretofore made, and requiring also some additional things to be returned. Now, the question I desire to ask is, whether these requirements of the law have from year to year been faithfully complied with up to this time, by the Union Pacific Railroad Company?-A. I cannot answer that question of my own knowledge. The report of the treasurer, as adopted by the board of trustees during my admlinistration, has been filed. I have no doubt it has been in former years, but I have no knowledge on that point. Q. Have you ever made any such report yourself? You see that the law requires it to be sworn to by the president of the company.-A. I made oath to the report that was filed with the Secretary of the Interior in July last. Of course it related to a prior administration, and embraced only two months of mine. Q. Did that report show the stockholders and their places of residence so far as could be ascertained?-A. Yes, sir; so far as could be ascertained from the books. I made no inquiries outside. Q. Did the report that you made show the amount of stock subscribed and the amount thereof actually paid in?-A. I think it did. I think there is a paragraph in it covering that point. It didn't state how it was paid in, whether cash or otherwise..Q. Has the company received the whole amount of bonds authorized to be issued under the acts of Congress?-A. I think it has. I think the Government bonds to the full amount stipulated have been delivered to the Union Pacific Railroad Company. Q. The act of Congress requires, before the issuance of those bonds, that there should be certain certificates filed, as provided in the fifth section of the act of 1862, showing that the road was completed as required by law; andcthat requirement is that the road should be made ready for the service contemplated by this act, and supplied with all necessary drains, culverts, viaducts, crossings, sidings, bridges, turnouts, watering-places, depots, equipments, furniture, and all other appurtenances of a first-class road, the rails and all other iron used in the construction of the road to be of American manufacture of the best quality. That was all required to be done before you became entitled to these bonds?-A. Yes, sir. Q. And to be done upon every part of the road upon which these bonds were issued?-A. Yes, sir. Q. And you say you have received bonds for the entire line? —A. Yes, sir. Q. Then the road has been dealt with, on the part of the company and of the Government. as a completed road?-A. If you will note the exception made by the commissioners appointed by the Government to report upon these fahcts, they did report that certain heavy work was not completed-that we had used trestle-work in the construction, which we were replacing as fast as we could by solid masonry; but they dlid not withhold their acceptance of it on that account, but treated the road as substantially done, treating us, in fact, with great liberality. Q. The Government treated the road, in issuing you all the bonds you would be entitled to. as a completed road?-A. Yes, sir; and treated us with great liberality. It has not, however, given us a title to all our lands. 456 CREDIT MOBILIER AND UNION PACIFIC RAILROAD, Q. Now, then the inquiry I desire to make was especially this: whether you have paid to the Government the five per cent. of the net earnings that is provided to be paid upon completion of the road?A. We have not, because we have not treated the road as completed. AVe have not done the acts which the commissioners required of us to do before it was a completed road. We have accepted the determination of the Government that it is an incomplete road until this work is done, and we have acquiesced in their withholding our land. I halve been informed that appropriations have not been made for the surveys of some of these lands, and for that reason the patents have been withheld. If the road is completed, and we must pay the five per cent., we would be entitled to our lands. Q. How is it that you are entitled to be paid all the bonds, which could only be paid upon the entire completion of a first-class road in every particular, and yet not to be required to pay your five per cent.?-A. TWell, sir, for the reason that it was liberal dealing. It is d(ifficult to say when a road is complete. Every road, especially in a new country, is built in the first instance with trestle-work over deep gorges, and is not made secure with solid filling until afterwards. The Government did not withhold the bonds, but stated at the time "' We require you to do so and so, to finish the road." The Government has lost nothing, because it had the lands, not having given us the patents, and it treated us with the same liberality which any individual would whene dealing with a contractor doing a valuable service to him. But all these bonds were delivered before the present administration came into power, and we have not been called upon by the Government to do this specific work. Q. What would that work cost which you have got to do to entitle you to your land and to pay the five per cent. of the net earnings of the road?-A. I should think a half a million dollars, perhaps. Q. What is about the proportion, as near as you can state it without looking at the books, of the lands to which you will be ultimately entitled, and that have not been patented to you? —A. I cannot say. The committee of the board of which Mr. Wilson is chairman have charge of the question, and MIr. Poppleton, counsel for the company, is contending in the Land-Office about the matter. WTe have supposed that we were fairly dealt with in respect to the land, because we cannot get the lands until the surveys were made, and the surveys cannot be made until they have an appropriation for it. The amount of morgtage debt covering all the land, sold and unsold, is about $10,000,000; about $1,000,000 has been practically extinguished, and there are assets in the land department to extinguish $2,000,000 more. Q. What assets? —A. When a man buys a farm he makes a payment on account, and we take his note for the balance, agreeing to take payment on the note in any bond of the company; the lower the price of the bonds, of course the better for him. The outstanding debt uni der the land-mortgage bonds in November was $8,94S,000. The lands of the company remaining unsold amount to 11,430 948-$-o-2 acres. W,~e have got on hand notes for land sold, not counting interest, to the a molint of $1,377,233.27, and when these notes are paid we shall give a title for the land to the purchaser free from any lien of any kind, and the mortgage, so far as it is unpaid, will remain a lien upon the lands unsold. Q. What proportion does the mortgage bear to the probable market value of the land unsold? —A. That depends upon the settlement of the road. If the road is not interfered with, and is permitted to go on and CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 457 develop the country, I think the land will pay the debt; but if we are interfered with, or any trick played upon us, and our money ke)pt back, of course the settlement of the road will be retarded and we won't be able to pay it. Q. Then you cannot rely upon the land unsold as available assets, beyond the extinguishment of the land-grant mortgages? —A. That is all. Q. You think if one squares the other it will be all right? —A. That is what we are depending upon. W~e have sold 649,000 acres to actual settlers, at an average per acre of $4.20. WVTe sell in small lots, hoplaing by this means to increase the traffic on the road. There is no danger to the purchaser, because there is a trust created, by which, when he pays for his land, he gets a, title from the company and from the trustees, freed from the lien of the general mortgage. Q. Can you tell, approximately, how the lands that have been sold compare in value with the unsold lauds, taking both classes in the aggregate?-A. There is a good deal of this land that is good for nothingthe alkali land. Two hundred miles of this land I don't suppose wouldl be worth two cents, yet there are some who say the land will be worth something for some purposes. Q. How do the lands sold compare on an average in value. as lands are now estimated by purchasers and by the company, with those unsold? -A. We have as good lands unsoldlas sold. We have not received the price that other railroad companies have, because we have felt that we had better sell our lands cheap and get settlers in, andi make money ouit of the traffic. We have as good lands unsold, and in fact unsurveyed. You cannot tell the value of unsurveyed lands, but we have the hlope that the lands will sell for enough to redeem that debt, and that, too, before a great while. There is about one-third of the land-grant debt paid. We have. got eleven million acres, and have sold a little over half a million. WTASHINGITON, D. C., January 31, 1873. ALEXANDER HAY sworn and examined. By the CHAIRMAN: Question. Where do you reside?-Answer. In Philadelphia. Q. HIow long have you resided there?-A. Well, sir, I live there iln the winter, and in the summner I go to York, Pennsylvania, where I was born and have always resided, except in the winter, when I live at No. 1939 Spring Garden street, Philadelphia. Q. What is your occupation f-A. At present I am not engaged in any business except that of farming.. I have retired entirely from busiless. Q. Were you in the city of Washington during the time that the legislation of 1864, in reference to the Union Pacific Railroad, was pending? -A. I was. Q. Were you taking any interest in the passage of the act of 1864 fA. I was. Q. Did you receive into your. possession, from any person connected with the Union Pacific Railroad Company, any of the bonds or stock of that corporation during that time? —A. I did. Q. What was the character of the securities that came into your possession f-A. Late in the summer of 1865 458 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. I am talking about 1864.-A. Then I answer that I did not. Q. Did you, after the pendency of that legislation, receive any of the bonds or stock of the Union Pacific Railroad Company?-A. I did. Q. When did you receive it?-A. Late in the summer of 1865. Q. From whom did you receive it? —A. An order was sent me by Joseph B. Stewart on Thomas C. Durant, of New York, to deliver to me two hundred and thirty construction bonds, as I think they were called, of the Pawnee and Leavenworth Rtailroad Company. I presented that certificate to Mr. Durant, who honored it and referred me, I think, to my friend Mr. Bell, or to Mr. Crane, although they do not appear to remember it now, and one of them delivered me the bonds called for in the order. Q. What denomination were the bonds?-A. One thousand dollar bonUds-two hundred and thirty of them. My impression is that I received these bonds from Mr. Crane or Mr. Clark Bell. I know very well that I receipted for them, and I also know that I have somewhere a copy of the receipt I gave. Q. W~hat other bonds did you receive at that time?-A. None other. Q. Did you never receive any bonds of the Union Pacific Riailroad Company?-A. Not under your question. Q. Then I will put the question so broadly that there will be no misapprehension. Will you state whether at any time you received from any person any bonds of the Union Pacific Railroad Company, and if so, when, and what amount?-A. No, sir; I did not. Do you mean in exchange for the bonds 1 brought, here? Q. I ask you whether at any time you received from any person any bonds of the Union Pacific Railroad Company — A. Yes, sir; I did. Q. When was that, and from whom dlid you receive them — A. I received them from Ashbel Green, counselor-at-law, of New York, and from Mr. Palmer. Q. How many of these bonds did you receive?-A. About 54. Q. One thousand dollar bonds?-A. Yes, sir. Q. When did you receive them?-A. Late in March, 1866. Q. Where were you when you received them a_ —A. I was in New York, on Nassau street. Q. How came you to get these bonds?-A. Seventy-six thousand of those bonds that I brought to the city for 2Mr. Stewart were handed to mne for the purpose of exchange under a contract or agreement made between parties to take up these construction bonds and issue firstmortgage bonds on lands west of Fort Riley, I think. Q. What was the class of Union Pacific Railroad bonds that you received?-A. Land-grant first-mortgage bonds of the Kansas Pacific Railroad. It was special mortgage and secured on this land west of Fort Riley. Q. I am talking to you of the, Union Pacific Railroad.-A. I mean the Union Pacific. The Kansas Pacific was a branch of the Union Pacific, and the bonds I received were issued by the Kainsas Pacific branch. They were land-grant bonds, and were secured upon 100 miles of landl west of Fort Riley. I believe I amn right in the description of them. Q. I don't know that I understand you, and I will therefore aisk you whether Joseph B. Stewart ever gave you an order on Thomas C. Dur4ant for some bonds?-A. He did. Q.'What bonds did you receive on that order -A. I believe t hey were teimporary construction bonds iss-led by tlhe Pawnee and Le aveworth Ralailroad Comnpany. I could refresh my mlemory on this poiet if' you will take the trouble to send to the Treasury Department and get CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 459 my affidavit, filed there late in November, 1865, where I set out these bonds in full. I have not seen one of them since, and it is not to be supposed that I will remember them; but in the communication made by me to Mr. McCulloch, I set out the character of these bonds, and clairmled that under the act of 1861 he had no right to issue Governmeint bonds until the company took up this outstanding indebtedness-these very construction bonds. Q. What did you do with these bonds that you received -from 3tr. Durant?-A. I brought them here and deposited them with the president of the Merchants' National Bank of this city to the credit of J. B. Stewart, from which $76,000 was paid to me, and by me exchanged as I have already stated. Q. Then of these bonds that you deposited in this bank you receivedL back 876,000?-A. I did. Q. What did you do with these bonds that you received back? —A. Part of these bonds belonged to me, and part to other parties who asked me to take possession of these construction bonds, so that when the time came to exchange them I could do so and pay over to them the proceeds, which I did. Q. How many of them did you hold on your own account?-A. Between twenty-five and thirty of them. Q. Who were the other parties who were interested in these seventysix bonds? —A. I held for my fiiend, Colonel Silas Seymour, of New York, five or tien, I cannot tell which. He was a civil engineer and connected with the Union Pacific Railroad Company. I held, I think, ten -I am speaking now of the construction bonds that were afterward exchanged-for a Mr. Keeler, who was a civil engineer connected with the Pawnee and Leavenworth road, and I held, I think, fifteen for Robert Latham, who was also connected with that road. I held ten tor Oscar H. Stevens, of Michigan, now of this city. The balance belonged to me. Q. Did you exchange those bonds?-A. I did. Q. What did you get in the place of them — A. I got, the bonds of the Kansas Pacific Railroad, called the Eastern Division of the Union Pacific Railroad. They were land-grant bonds, as I have already stated. Q. What did you do with the bonds you thus received in exchange?A. I had made advances to Colonel Seymour, and I purchased the bonds from him. I purchased a part of Mr. Keeler's bonds. I had made advances to Mr. Lathamn, but lie paid me and I gave him the bonds. I delivered all the bonds due Oscar Stevens to him in this city. Q. I repeat the question that I started out with awhile ago: Did you ever receive any bonds in your possession of the Union Pacifiec ailroad Company?-A. I did not, but I received money. Q. Did you receive any money from the Union Pacific Railroad, and if so from whom?-A. Now I can explain that part of it. I did receive from Mr. Stewart the acceptance of Thomas C. Durant for $60,000, which acceptance was placed in my hands for collection. I collected it after a long, long time. I think when the acceptance matured I was paid $10,000 on it, and MAr. Durant gave me tweinty boands, which I took for $20),000. I cannot remember now what the bonds were. I placed them in the York TNational Bank, York-, Pennsylvania, with which I w1as connected and was director. They lay there quite a while and one da8y the cashier asked nme what I would take for those bonds; I ntswered hastily tihat I would take 90 cents. A few days afterward he called my attention to the fact that $ 18,000 was placed to my credit, 460 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. and that was the end of that transaction. I could not say whether they were the bonds of the Union Pacific Railroad Company or not. Q. Did you collect the balance of the acceptance?-A. After a g(ood while my impression is that Mr. Durant gave me twenty bonds of $1,000 each, of what are called the " five-year bonds," of the IKansas Pacific Railroad, and $10,000 in money, in settlement of his acceptance. That is the way, I think, it was paid. The bonds matured, I collected the interest on them promptly, and the nioney was paid nme in 1871. Q. ~What did you do with this $60,000?-A. The $60,000 was the property of Mtr. Stewart, less any charges I had for services. I paid it and settled with Durant. Q. Do you know of Mr. Stewart receiving a large amount of bonds of the Union Pacific Railroad Company? —A. I do not, and never heard of such a thing. Q. Have you ever been connected with him in any other transaction in relation to railroad bonds of the Union Pacific Railroad Company other than rwhat you' have stated? —A. I was not; no other transaction. Q. What were these bonds and moneys that you hlave spoken about placed in your hands for? —A. I have no more idea of that than any other gentleman in this room. For sixteen years I doubt whether there has been a fortnight that I have not used, or discounted, or cashed paper with Joseph B. Stewart's name on it. Q. You and he, then, are very intimately associated?-A. Yes, sir; I consider him nmy personal friend. Q. Do you knoTw anything about the transactions out of which the delivery to IMr. Stewart of these bonds and moneys grew? —An. Nothing more than any other gentleman whom you might meet on Broadway would know. Q. Did he ever tell you anything of the nature of the transactions?A. He frequently told me that they were indebted to him largely, and he often got advances fromi me. I was connected with hlilm then. I believe I owned the railroad between the Baltimore depot and Alexandria at that time. I came here in 1863, and Congress granted inme the privilege of bridging the Potomac. I did bridge it, and I paid for it. Mr. Stewart was connected with me in that transaction. He was secretary of the company, and undertook to raise the money to pay for it, and we did pay for it. I had had many money transactions with MIr. Stewart from a time previous to the granting of the charter for the bridge, and continuing up to day before yesterday. Q. Do you wish the committee to understand that you have no recollection of the character of the transaction on account of which you received these bonds — A. No, sir, i do not. Q. What, then, was it? —A. Do you want hearsay? Q. You can state what MIr. Stewart told you.-A. He told me frequently of the large interests the different parties that came to see hilm had in the Union Pacific Railroad Company, what a terrible struggle they were having' here, and he asked my assistance and to join himn as a peacemlaker to get a bill reported satisfactory to the different parties, a-Clnd I had conversations with him about it daily. Durinig the slhort session of tihe preceding Congress we had had a very warm. contest about bridging the river. Q. Do you know the consideration for which MIr. Stewart received those bonds — A. I do not; I know what he told mie. Q. Do you know anything of the negotiations that were going on; were you not present at any of the negotiations that were going on in relation to which these bonids Nwere applied?-A. No, sir. CREDIT MOBiLIER AND UNION PACIFIC RAILROAD. 461 Q. No information in. regard to them? —A. None except what I derived from Mr. Stewart. Perhaps I may have heard other persons mention it. I had my office then in the same building with 1,r. Stewart. I was president of a company to bridge the river, and I saw the people that were coming in almost hourly to see him in relation to railroad matters. By Mr. HOAR: Q. You say you took an order to Mr. Durant from Mr. Stewart?-A. Mr. Stewart sent me an order on Mr. Durant to deliver to me 230 bonds. I have already stated that I have forgotten the character of those bonds, but I can furnish you that hereafter. Q. You think they were not the Union Pacific iRailroad bonds?-A. I think not; they were the temporary construction bonds of some road. Q. mhat did you do with those bonds?-A. I brought them to this city, walked with Mr. Stewart up to the Merchants' National Bank and deposited them to his credit. Q. Had you any interest in these bonds, or were you merely a messenger?-A. I was merely a messenger at that time. Q. Was there any delay in the delivery of these bonds when you called for them?-A. I cannot get the circumstances in my head, but I think not. I think they were delivered to me within twenty-four hours. Q. Did you have any conference with 3,fr. Durant about the character of the bonds — A. None whatever. He gave inme an order, or somebody went with me and I got the bonds. Q. You had no interest, then, in those bonds?-A. At the time i brought them here? Q. Yes.-A. I had not, unless I had made some advances which AMr. Stewart had said he would pay me out of these bonds. Q. Did you?-A. I cannot recollect. I had almost daily transactions with him. Q. Did you go to New York on purpose for those bonds?-A. I had an office in New York, and was there a great deal of my tihme. Q. Did you go there on purpose to get these bonds~?-A. 0, no, sir. Q. Where was Mr. Stewart when he gave you the order?-A. I think he sent it to me. Q). Sent it to you where?' —A. Sent it to me in New York, or perhaps I was in Philadelphia, at my home. Q. Have you any books or memoranda of your transactions with Joseph B. Stewart e-A. I have not. Q. Have you any book where your business loans or advances are recorded?-A. I have not. Q. Are you in the habit of keeping a cash-book in your business?A. I am.not; I don't go in debt. Q. I understand other people go in debt to you? —A. Yes, sir. Q. Do you trust to your memory when these debts become due?-A. When notes are discounted I send them to my bank or put them in my pocket. Q. What was your business in Washington aside from the construction of the bridge?-A. In the winter of 1864? Q. Yes, sir.-A. I had no special business here. Q. Did you take any interest in the passage of the act of 1864?-A. I did; very great interest. Q. In what capacity did you take an interest in that matter?-A. In endeavoring to get a bill reported to Congress that would mleet the approval of the different parties here who were asking Congress for relief. d46 2 CREDIT MOBILIER ANI) UNION PACIFIC RAILROAD. Q. Were you in the employ of these parties — A. No, sir. Q. In whose employ were you?-A. Mr. Stewart sometimes called on me, and so did many of the gentlemen whom I see in this room now. I don't know that I can recall their names. Q. Were you working gratuitously?-A. A good deal of it was gratuitous. Q. How much was gratuitous, and how much not?-A. Well, Mr. Stewart paid me handsomely for what I did do. Q. How much did he pay you?-A. Twenty-three thousand dollars. Q. What were the services you rendered for which you received that amount? —A. For advances of money paid to him. Q. I am talking about services.-A. I didn't refer to that service. Q. Confine your attention now to to the passage of this act of 1864. You say you took an active interest in getting that act passed; at whose instance did you take that interest?-A. At Mr. Stewart's instance. Q. Anybody else's?-A. Thomas C. Durant. Q. Antybody else's? —A. John D). Perry. Q. Aniybody else's?-A. A California gentleman- Jr. Huntington. Q.'Who was Mr. Huntington? —A. I believe he was vice-president of the Central Pacific Railroad Company. Q. What relations did Mr. Durant have toward the Union Pacific Railroad Company?-A. I think he was vice-president. Q. Did anybody else solicit your services?-A. A great many others. Q. Who were they?-A. I don't remember. I think almost every person I see here nowr has spoken to me about it. Q. A great mainy persons interested in the Union Pacific Railroad asked youl to assist them e-A. Yes, sir. Q. Did you do so?-A. To the best of my ability. Q. Did you do it for nothing?-A. I did. 2. Did it for nothing?-A. I didl, except the payment by BMr. Stewart. Q. How much did Mr. Stewarit pay you oi account of the services yon rendered at the request of these gentlemen? —A. I am unable to answer that question. I cannot begin to say whether it was $5,000 or $30,000. I had made large advances to Mr. Stewart, and I cannot now separate the two. Q. Did you get these bonds on that account — A. Part of them. Q. How many did you get for your services?-A. Ten or twelve thousand dollars of them. Q. Is that all you received of them? —A. No, sir. Q. How much more?-A. I got a considerable part of the draft for: $60,000 for services and advances made. I cannot separate them. Q. Can you not give the committee an idea of how much you received for services? —-A. No, sir. Q. Were you paid any sums of money for your services rendered to the Union. Pacific Railroad in this behalf. —A. I think so. Q. How much?-A. Perhaps $4,000. Q. Who paid you that money?-A. It was not paid to me. It was paid for my stockl subscription in this wise: Mr. Durant asked me to become- a subscriber to the Union Pacific Railroad. I told him I would do so. and I cdid subscribe for twenty shares, at $1,000 each, which I held sntil the fall of 1867, when I sold my stock. Q. To whom? —A. I think to the Credit M3obilier. I declined taking any interest in the Credit -Mobilier to the amount of my stock, declined to htve anything to do with the arrangeiment that was about beiug( CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 463 made, and I took steps in New York to enjoin them and they bought:me out. Q. How much did they pay you to get rid of you?-A. They paid me what I asked; I think it was $4,000. Q. Who bought you off?-A. I don't know. Mr. Crain paid me. I know I got my pay. Q. When dlid that occur — A. I think it was the fall of 1867. Q. You cannot tell the committee, then, the amount of money you received for the services you rendered at the request of these gentlemen?-A. I cannot. I would do it if I could. Q. Will you tell the committee the character of the services you rendered? —A. Yes, sir. They arose from the great desire to fix up a bill, as I said before. I spoke to several members of the committee-I knew almost every Senator and Representative at that time-and they assisted me in getting a bill framed. Q. The service you rendered was in assisting in the preparation of a bi3lt that was to be presented to the committee — A. Yes, sir. I was assisting in preparing the bill and endeavoring to talk to members whenever I had an opportunity. We wished certain clauses put in the bilb. There was a great effort made here in regard to the Govermnent directors —a great desire to get them taken out. I don't know but what thly were in one or two of the roads. Q. Were you employed to get the bill so shaped as that there would hie no opposition in Congress to it?-A. No, sir. My only employment grew out of my acquaintance with Mr. Stewart. He was very well known to me, and frequently called on me in regard to it. Neither Mr. Durant nor anybody else had any dealings with me in connection with the road. Q. You say they had nothing to do with you?-A. Not so far as the payment of money was concerned. Q. rlWho did you get the money from?-A. From Mlr. Stewart. Q. Did AMr. Stewart merely employ you, and these parties talk to you about it;?-A. There was no employment about it. lMr. Stewart alnd nmyself were warm personal friends; we were constantly together; our offices were adjoining. I was president and he was secretary of a comparny to build a bridge above here, and he asked me for my assistancee to see that man and do this, and I did it cheerfully. He said I would be well paid, and he clid pay me all I asked for. Q. How much did he pay you? —A. I cannot say. Q. Have you any books or papers throwing any light upon these transactions. A. I think there is a copy of the receipt I gave for the 230 bonds in my safe. I think also I have a memorandum of the different parties that I gave these bonds to and what I advanced on them. I will say here that when the messenger found me in Baltimore on Monday night, 11 had then a case on trial in the United States court, and I urged him to let nme go to lNew York and look for these papers, but he declined, I have been anxious up to this hour to go there. By the CHAIRMAN: - Q(. When did you leave the city of Washington?-A. What do you mlean? Q. Did you leave the city of Washington since this committee began the investigation?-A. I left Washington for New York last Sunday iAght a, week ago, and went to Philadelphia. I left Philadelphia for 464 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. -New York on Monday night, and returned to Philadelphia fromt Nzew York on the following Saturday evening. Q. Did you and Mr. Stewart leave this city together?-A. No, sir; MIr. Stewart met me in Baltimore to try my case there. I saw him also in New York. Q. Did Mr. Stewart and you register in Baltimore together? —A. I met Mr. Stewart in Baltimore Monday, and asked him to breakfast with me; after breakfast we went to court, and returned to the hotel in the evening. I went to bed, and they brought me out of bed here. Q. Did you leave your baggage in Baltimore? —A. I had only two shirts with me, and I brought thema here. I have been urging them to let me go back and get some more. Q. I will ask you to state whether you and Mr. Stewart did not leave here in order to avoid a subpoena from this committee? —A. We did not. Q. I will ask you whether you didn't leave your baggage here and go to Baltimore in order to avoid a subpwena?-A. I did not; my bag'ggage, consisting of a trunk full of papers of a case in the Supreme Court, I left here. Q. Do you know anything of the deposit of $169,000 of bonds of the UITnion Pacific Railroad, in this bank of which tyou have spoken, by Mr. Stewart? —— A. Never heard of such a thing. Q. Do you remember the investigtgation which was had once into the affairs of that bank l —A. I know there was an investigation, and I have good reason to remember it. By Mr. HOAR: Q. I understand you to say that you had received from Mr. Stewart, about the time of the passage of this legislation of 1864, a saum of money or bonds partly for advances and partly for services; is that so?,-A. Yes, sir. Q. How much, according to your best judgment, was the value of all you received from him?-A. I cannot begin to name it. Q. I do not speak now of the payment of debts contracted in the course of business, but I speak of money which you received either as compensation for services or as a compensation for business advances?A. I could not say, and I will tell you whyQ. It is not necessary to tell me why. Did you receive from M3~r. Stewart in that year, either as a compensation for services or for advances made to him, an amount equal to $50,000?-A. No, sir. Q. Did you receive $30,000?-A. No, sir. Q. Did you receive $20,000 — A. Possibly $20,000; I think Mr. Stewart paid me $15,000 or $20,000. I discounted and bought a great many bonds fromn him. Q. 1-Tow much of that do you think was for services? —A. I think that M r. Stewart paid me at least $10,000; I would say more than $10,000. Q. For services in connection with the legislation of 1864?-A. I shall not place it exactly on that ground. I was doing him many services; I was raising money for him continually. Q. I am speaking now of the services you rendered in securing the legislation of 1864.-A. I cannot state that; I put no value on those services. If he had never paid me anything I shoujld not have said a word about it. Q. Were those services merely those conversations with members o' Congress? —A. That is all. Q. What was your occupation in life at that time —A. I had retired from manufacturing at the breaking out of the war. Just before that I CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 465 was connected with the India-rubber litigation with Horace 13. Day and others. Q. ~Were you a lawyer or a merchant? —A. I was not a lawyer. I was raised a hatter and worked as a hatterQ. What was your occupation in 1864. Be good enough to confine yourself to the questions asked, unless there is some good reason for not doing so.-A. Well, sir, I was a gentleman. Q. What were these clauses in the act of 1S64 which you had special interest in? -A. I remember there was great controversy over the eleventh section of the act of 1864. Q. What did it relate to?-A. It was in relation to allowing the company to issue first-mortgage bonds. Q. WTere not your services in regard to the act of 1864 mainly to secure the subordination of the Government lien to the first-mortgage lien?-A. Partly they were. Q. What else were they for?-A. To speak to members of Congress and urge them to vote for the bill as reported. I believe I knew almost every member at that time. Q. Were the advances you made to M'[r. Stewart nmade to him direct, or were they made to other persons at his request? —A. To him in all cases, unless to Avlr. Oscar A. Stevens, who was assistant secretary of our railroad company. Q. Were you charging Mi3r. Stewart for these loans?-A. They were only for ten days or two weeks. I don't know that I was. Q. You say TMr. Stewart paid you an amount equal to fifteen or perhaps twenty thousand dollars for services and advances. Now, did you make these advances in all cases to Mr. Stewart in person?-A. Always, unless it was to Mr. Stevens to pay the contractor for the bridge. Q. Do you wish to state and affirm as a fact that, out of the fifteen or twenty thousand dollars, or whatever the sum. was which Mr. Stewart re-imbursed to you, $5,000 was compensation for advances of money?A. I think a heap more than that; but I am unable to state more fully than I have already stated. Q. Do you think it was equal to $5,000 — A. I do. Q. Did you take Mr. Stewarts note?-A. No, sir. WhYat was the use of his note? Sometimes I did and sometimes I didn't. Q. WTas Mr. Stewart in 1864 a person of responsibility and solvent?A. He was in 1864. Q. A person who would be able to borrow $100,000 on his own security?-A. I would have given him 850,000 without any other security than his word. Q. W~hat did you mean by asking W: That's the use of his note?"-A. He never had any real estate. If he didn't want to pay he wouldn't pay me whether I had his note or not. Q. Your confidence for being re-imbursed in those loans was in Mr. Stewart's integrity and not his property?-A. I am speaking of Mr. Stewart's integrity. Miy confidence was unlimited in his integrity, commencing back 16 or 17 years ago, when he had the ability to meet it. He had my confidence then; he has it now; that is, as to his integrity. Q. W as he a man of general credit in the community for pecuniary responsibility; I do not speak about his personal character, but about his general credit in the community?-A. I believe it was as good as any one's. Q. Do you know or were you at that time i nformed of the payment to any member of Congress, of either House, of any sum of money or thing of value, or the promise or engagement to pay to any member of Con30 c X 466 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. gress of either House, of any sum of money or thing of value, directly or indirectly, to aid or to procure the passage of the legislation in relation to the Union Pacific Railroad Company — A. I do not. Q. You fully negative all that question -- A. All of it. I do not know that I can say any more. I do not know of any such thing. Q. Do you know of the payment or were you informed at the time of any payment to any person connected with the press, either as proprietor, correspondent, or reporter, of any money or thing of value, or the promise of any such payment, directly or indirectly, to obtain their influence or to withhold their influence in regard to the passage of the act of 1864 — A. I do not; unless this Mr. W. J. Keeler was writing for the press, although I do not know. Q. Were you informed that these persons for whom you received some bonds, as you have described, received them in compensation for services in aiding this legislation? -A. I know they were all interested in getting the act through. Q. What consideration did these parties give for these bonds f-A. I do not know. I asked no questions. By the CHAIRMAN: Q. WTere any moneys or bonds paid you by the Central Pacific Rail road Company?-A. No, sir. Q. Or anybody connected with it? —A. No, sir. Q. Did you get anything from Mr. Huntington? -A. No, sir. A short time before the passage of the bill in the House of Representatives he stopped at my room, and I said to him that the vote was so strong for that bill that they would not call the yeas and nays on it on the final passage. He slapped me on the shoulder and said if the bill passed in that way he would make me a present. I met him in New York a day or two afterward, the bill having passed in that way, and I reminded him of his promise, and he said he would see me in the afternoon. I didn't see him in the afternoon and I haven't seen him since. Q. You didn't get anything from Huntington?-A. No, sir. Q. Or from anybody else on that account?-A. Not one dollar; not even a cigar. Q. How did you come to exchange those bonds that you received in New York?-A. Myself and others were notified that the bonds were to be exchanged. Q. Was it a part of the original understanding that they were to be exchanged? —A. No, sir. Q. How was it that one set of railroad bonds were exchanged for another?-A. That was a very complicated matter, and I will endeavor to explain it. These bonds I brought from New York were exchangeable on their face for something, I don't know what. When the first section of the Kansas Pacific Railroad, which had been called the Pawnee and Leavenworth road, had been accepted, the owners and holders of these certificates claimed that under the act of Congress of 1864, before the Government issued its bonds, the road should be required to take up its temporary construction bonds. Mir. Perry and his secretary were on here for the purpose of getting the Government bonds on so much of the road as had been accepted, and had filed the necessary affidavits with the Secretary of the Treasury. Learning that fact I immediately went to Mr. McCulloch and stated to him all the facts in relation to these construction bonds. He asked me to write him a letter setting forth all the particulars, I did so that afternoon and made affidavit to it. That had the effect of stopping for the time the issuing of the Govern CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 46? ment bonds, and brought about an arrangement between the parties in. terested in the Kansas Pacific road and the holders of the construction bonds by which those bonds were exchanged, as I have heretofore stated. WASHINGTON, D. C., _February 17 1873. WEESTER SNYDER sworn and examined. By the CHAIRMAN: Question. Have you been at any time in the employment of the Union Pacific Railroad Company; and, if so, when did your employment begin, and in what capacity — Answer. My employment began in October, 1865, as general freight and ticket agent, and I was employed in that capacity till the year 1867. Q. Had you any other employment under the Union Pacific Railroad Company? —A. From MIay, 1867, to July, 1869, I was general superintendent of the road. Q. Where do you now reside — A. In Jamaica, Long Island. Q. Do you know of any money having been paid to any Government officials by the Union Pacific Railroad Company?-A. No officials'that I know of, except the Government commissioners. I used to pay them, Q. What Government commissioners did you pay money to? —A. I;think I paid them all. Q. Give the names of those to whom you made payments?-A. I:think all the commissioners who acted in accepting the road; I paid -them mileage, &c. Q. Did you pay anything except mileage to any of them.1 —A. I never paid anything except for mileage and services (whatever they were entitled to) but to one. Q. W~ho was that one?-A. That one is dead. Q. What was his name? —A. Cornelius Wendell. Q, How much did you pay him — A. Twenty-five thousand dollars. Q. For what purpose or on what account did you pay him that $25,000?-A. He was appointed Government commissioner, and declined to act. Q. In what respect did he decline to act?-A. He declined to take any action as Government commissioner. Q. Where was he when he declined to act? —A. I think it was at Bryan, in Wyoming Territory. Q. Had he gone there pursuant to his appointment?-A. Yes; I presume so. Q. When was this -A., In November or December, 1868; I have forgotten which. Q. State to the committee what interview or interviews, conversation or conversations, you had with Mr. Wendell on this subject?-A. Mr. YWendell was there several days, and looked over the road, but did not appear to pay much attention to it, or to anything else connected with the road. Q. What did you do?-A. I did not do much; I talked with hira when I met him. Q. What did you say to him in that connection?-A. That I should like him to take action or to do something. We had applied at that time for the acceptance, I think, of eighty miles of the road, and the other commissioners were there ready to act. I said that the company 468 CREDIT MOBI-IER AND UNION PACIFIC RAILROAD. had spent its money in good faith, and that he was delaying us and keeping the company out of millions of money, which I thought was unjust and unfair. Q. Did you make any proposition to him with relation to this matter in order to induce him to act?-A. I did not. Q. Did he make any proposition to you?-A. He did. Q. What was that proposition?-A. To pay him $25,000. Q. How much of the road had you desired to have accepted at that time? —A. Eighty miles, I think. It may have been but sixty, but my impression is that it was eighty. There had been some delay in appointing a successor to Dr. White, and Mr. Wendell arrived some days after the other commissioners. Q. Are you quite certain that it was eighty miles of the road that you desired then to have examined and accepted?-A. I amz not positive, but that is my impression. Q. I will show you a statement from the Treasury Departmient showing the dates of acceptance of the road and of the issuing of the bonds. On the 21st October, 1868, there was twenty miles accepted, and $640,000 of bonds issued; on the 19th of November, 1868, there was twenty miles accepted, and $640,000 of bonds issued; on the 5th December, 1868, there was forty miles accepted, and on the 7th December there was $1,280,000 in bonds issued, and on the 12th December there was twenty miles accepted, and $640,000 in bonds issued. If you are right in stating that tllis occurred in November or December, 1868, is it possible that this statement from the Treasury Department is correct, or is it possible that there could have been either eighty or sixty miles of road then to be accepted — A. I think we had sixty at the time. I am pretty positive we had sixty, and my impression is we had eighty. Q. Do you recollect whether there was more than one report made by the commissioners favoring the acceptance of this road about that time? —A. Yes, sir; I think there were two reports at the same time. Q. From this statement by the Treasury Department it seems that one report was made on the 5th of December for forty miles, and another on the 12th of December for twenty miles. FWas it with reference to the forty miles or to the twenty miles that you were asking to get the report of acceptance by these commissioners?-A. I wanted to get a report for what work was done at that time. I cannot say that it was; for forty miles, or for sixty miles, or for both. I think it was for both. I think we had more than sixty miles completed when Wendell came out. Q. Then, four days thereafter, on December 16th, twenty miles more were accepted? —A. Yes. Q. And then, seven days after that, on the 23d of December, 1868. twenty miles more were accepted. WTere there separate reports for each acceptance?-A. I think so. Q. You say that Wendell proposed to you that if you would give him $25,000 he would act?-A. Yes, sir. Q. Did he say that he would make a favorable report? —A. No, sir. Q. He simply proposed to act?-A. Yes, sir. Q. Did you take a receipt from him for the $25,000?-A. I did not. Q. Did you make any private memorandum with referene, to it to show to your superiors?-A. No, sir. Q. You said a moment ago that you had paid money to all of those commissioners. Did you pay to any commissioners, other than M[r., Wendell, any sum of money in exceess of mileage and services?-A. Tot to my knowledge. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 469 Q. In what way did you compute the mileage e-A. From their resib,dences. Q. At what rate? —A. Ten cents per mile. Q. At what rate did you compute their services? —A. Ten dollars per day. Q. Did you take receipts from all other commissioners for the mileage and services?-A. I did. Q. And returned them to the office?-A. Yes; to the office at Omaha. Q. Do you know of anything of value, either bonds, stocks, or anything of that kind, being given to any other of these commissioners.A. No, sir. Q. Have you any information that anything of that kind was done - A. No, sir. Q. Did you never pay any money to Dr. %White, or deliver to him any bonds or stocks, on account of the acceptance of the road, other than for mileage and services.-A. No, sir. Q. Did you ever pay, or cause to be paid, indirectly, any sum of money, or deliver anything of value to any Government o cial, other than you. have stated here in your examination 0?-A. No, sir. Q. Have you any information that anything of that kind was doneA. To, sir. By Mr. toA.' Q.'Where was this payament to rdr. W endell made. —A,-. The palyment was made at Omaha. Q. You and he had, both of you, been in that vicinity for some time before the payment? —A. No, sir we were at Bryan, at the western end of the road. Q. How long had you been in Mr. Wendell's company before that payment was made?-A. I do not know; probably two weeks. Q. What officials of the road, or persons active in the management of its affairs, had been with you during those two weeks — A. Mr. T. OC Durant was there part of the time. He was vice-president and general superintendent. Q. Had you authority to pay out money on your own discretion to the amount of $25,000.?-A. I think so. Q. By what authority did you make this p aynment to Itr. Wendell? — A. On my own responsibility. Q. Did you have any other authority bult your oAn for doing it?-A. No, sir. Q. Name all the persons with who-m you conversed about the same before you made the payment.-A. I do not think I conversed with anybody except Dr. DIurant. Q. Did you converse with Dr. Duraut? —A. I did. Q. He was vice-president of the company?-A. Yes. Q. Who was then president?-A. Oliver Ames. Q. The vice-president was performing the active duties of the president, so far as giving directions about the construction of the road, was he not? —A. He was the general manager. Q. What conversation did you have with Dr. Durant concerning that payment before you made it?-A. I cannot remember the exact words, I told Air. Durant that Mr. Wendell had declined to act, and had made this proposition to me. That is the substance of it. Q. What did Dr. Durant say - A. Dr. Durant said he would not 7authorize it. 470 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. What then — A. That is all I remember, particularly. Q. Did Dr. Durant forbid it? —A. I think he did. Q. If Dr. Durant had forbidden you to make such a payment as that would you have regarded your authority as superintendent to have warranted you in doing it in defiance of his objection? —A. There was a particular exigency in the affairs of the road at that time. Q. That is not an answer to the question. Had you authority as superintendent of the road to expend $25,000 of its money against the emphatic objection of the vice-president? -A. Mr. Durant objected to it, and I assumed the responsibility. Q. You do not answer my question.-A. I think that if he had positively forbidden it, I might have conferred further with somebody else. Q. Be good enough to answer the question, whether you considered you had authority which warranted you in paying $25,000 of the money of the company for such a purpose against the emphatic and serious objection of the vice-president?-A. I cannot answer it more definitely than I have done. Q. Did you consider that you had authority to pay $25,000 of the money of the company for such a purpose against the emphatic and serious objection of the vice-president?-A. Hardly. Q. Did Dr. Durant say anything other than that he would not authorize it?-A. We had some conversation. I have forgotten what he said. That was the substance of it. Q. Did you understand him to forbid it, or prohibit it, if you chose to do it without his authority? —A. No. I did not understand him as absolutely forbidding it. Q. Were you ever called to account and rebuked for that payment by your superiors in the administration of the road? —A. I had some conversation with Mr. Durant in relation to it, and I had a letter in relation to it from Mr. Oliver Ames, the president of the company. Q. Have you got that letter — A. I have not. Q. Do you know where it is?-A. I do not. Q. Can'you state the substance of it?-A. The substance of it was, as near as I can remember, that I had done wrong in paying that amount of money. Q. Were you removed from your office as superintendent?-A. Not at that time. Q. How long did you continue in office after the payment of that money? —A. I think this was in November or December, 1868. 1 was removed from office in July, 1869. Q. By whom?-A. By General Dodge and C. S. Bushnell. Q. What cause was assigned for your removal?-A. I do not know that any was. Q. Had you any reason to believe, at the time, that you were removed for making the payment to Ir. Cornelius Wendell?-A. It was never so intimated to me. Q. Who was present besides you and MIr. Wendell wthen you paid him this money? —A. Nobody. Q. State the names of all the persons connected with the company to -whom you reported that payment after you had made it, —A. I cannot do that. Q. In what form did you make your report of the payment, or to what account was that $25,000 charged? —A. I think it went to the account of contingencies, or possibly to the account of construction. Q. Did you inform Mr. Durant that you had made the payment immediately after you had done it?-A. I cannot say. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 471 Q. Have you any doubt that Mr. Durant knew at the time you did it?-A. I do not think MIr. Durant was at Omaha at the time I made the payment. Q. Have you any doubt that Mr. iDurant knew it was done, at the time, or immediately after?-A. The matter was pretty notorious why Mr. Wendell came out to that country. Mr. Durant probably heard of it. I do not think he heard of it directly from me. Q. Did you report it to anybody connected with the road? —A. That I do not recollect. Q. Where did you get the money that you made the payment with?A. I borrowed money from the Omaha National Bank, in a draft on New York. Q. In your own name?-A. Yes, sir; they let me have it. Q. Did you give the credit of the company, or of anybody connected with it, to the Omaha bank —A. I did subsequently. At the time I got the money I gave my own name. Q. You had no indorsement or security from any quarter?-A. Not at that time. Q. You borrowed $25,000 from the Omaha National Bank, on your sole account, in the form of a draft on New York l. —A. Yes. Q. What contract was it charged to, if it was charged to construction?-A. I cannot say. I was not employed in the construction department. Q. Under whose contract was the construction then going on?-A. I presume under the Oakes Ames contract. T do not know. By MIr. SWANN: Q. Who authorized you to borrow this money from the bank? —A. Nobody. I told the cashier of the company to arrange with the bank. Q. You did that on your own responsibility, too?-A. Yes, sir. Q. fiad you any conversation with Mir. Wendell at the time of this transaction as to his reason for withholding his assent at the acceptance of the road. Was there any objection on his part to the manner in which the road had been completed?-A. No, sir. Q. He stated to you flatly that he wanted 825,000?-A. He did. Q. And he gave you no reason why he wanted that moneyT?-A. No, sir. Q. Or whether the completion was satisfactory to him or not?-A. No, sir. Q. He wanted the money in consideration of his coming to your arrangement?-A. He wanted it as blood. Q. And you gave it to him as blood?-A. I did. Q. Did he tell you what he was going to do with the money?-A. He did not. Q. How could you reconcile it to yourself as an officer of that company to hand over that large amount of money to a person who had no right to make the claim. How did you justify yourself to your superiors when it was objected to by the vice-president?-A. It was absolutely necessary that something should be done. Q. And you considered yourself the judge of that?-A. Yes, sir. Q. So that he could have taken $50,000 or $100,000 from the treasury if he had thought proper?-A. I assumed the responsibility of the $25,000. Q. Would you have assumed the responsibility of a larger sum if necessary?-A. It would have depended on the situation. Q. You considered yourself authorized to spend just as much money 472 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. as was necessary to accomplish your purpose'O-A. I cannot say that it was my individual purpose. Q. You were acting on your individual responsibility?-A. I was acting on my responsibility as an officer of the road. Q. But without reference to the instructions of the company — A. The president and directors were in Boston and New York, and I was 800 or 900 miles west of the Missouri River. Q. And you considered this simply as blackmailing? -A. Precisely; nothing more or less. Q. When he got that money he came promptly into the traces and did what he stipulated to do? -A. He did not stipulate to do anything9 except to take some action. I did not have the money at the time, and could not get it till I went to Omaha. By 5Mr. SHELLABARGER: Q. Who were the other commnissioners who were there along' with IMr. Wendell?-A.. FP. Blair and N. P. P. Buford. Q. Did they show any reluctance in the dis-charg'ge of their duty on that occasion?-A. Not a particle. Q. They were ready to make a report without any influenee? —A They had been ready to make their report several days before BMr. W~endell got there. Q. What ti-me did this transactlio n take place f-A. In Novemarber or December, 1868. Q. Is there not any entry on any book or any memorandum, to which you could apply to fix the exact date?-A. None in my possession. Q. Can you fix in your memory the exact dlate of the payment of this 25,000? —A. I cannot. Q. Can you tell which of these two months it was in?f-A. I cannot tell positively. I think it was in December. Q. Can you say whether it was before or after the holidays f —A. Be. fore, I think. Q. Can you state what part" of the line it was that this work was completed upon which Waendell declined to report upon? —A. I think it was between the eight hundred and eightieth and nine hundred and eightieth mile-post, or there somewhere. Q. Where did these mile-posts start?-A. They began at Omaha. Q. That would take it very near to the west end of the Oakes Ames contract? —A. I am not familiar with the Oakes Ames contract I know nothing about it; it would run about nine hundred miles west. Q. Then this was under the Gakes Ames contract? —A. Part of it may have been. 2My impression was that it was between nine hundred and nine hundred and eighty miles. Q.'Where were you located at the time of this transaction?-A. I think at Bryanl Wyoming Territory. Bryan is about six or eight miles west of where the road crosses Green Rhiver. Q. WTas that where the work was that you wanted Wendell to accept?-A. It was either immediately east or immediately west of it; that was our western business terminus. Q. ]Did the work which you wanted him then to accept inTclude the point where Bryan is?-A. I have forgotten. Q. What railroad structures are now on that road that were not there in December, 1868? —A. I have no idea; I have not been there for four years. I was there about a month after the cotmmissioners examined that roadc, and I have not been there since. Q. Do you not k mow, as a matter of fact, that thlere lha e been addi CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 473 tional works made along that part of the road since its acceptance by Wendell in order to complete the work?-A. No, sir, I do not-not to any extent. Some little work was done out there while I remained on the road. Q. What was that little work? Describe it.-A. W^& may have put up an engine-house and some section-houses, and probably an eatinghouse. Q. How many engine-houses have been put up there since that transaction, and where were they put up — A. I cannot say. Q. What increase of equipments has been made since that acceptance?-A. I have no idea. Q. What besides engine-houses have been put up since f —A. I cannot say. Q. Have there been any drains or culverts made since?- A. I cannot say as to that. I have not been there for four years. I presume that a good deal of work has been done; but I do not know. Q. Can you state whether that road was then so completed with all permanent structures, including drains, culverts, viaducts, crossings, sidings, bridges, turnouts, watering-places, depots, equipments, furniture, and all other appurtenances, as to constitute it a first-class road at that time?-A. I think it was. Q. In all these respects?-A. Yes, sir. Q. Then why has work been done sinlce?-A. Worik is coustantly done on every road. Q. I am speaking now of permanent structure s so as to complete the road. An engine-house is part of the requirements of the law. You say that some have been made since?-A. The equipments and buildings of that time were adapted to the business necessities. Q. WTere they'not temporary structures?-A. The side-tracks, bridges, &c., were all good, permanent structures. Q. Did not Wendell say to you that that roaLd was not furnished as a first-class road at that time?-A. No, sir. Q. Did neither of the other two commissioners say so?-A. No. sir. Q. The lawv requires that there shall be a certificate of the commissioners to the eect t that the road is completed as required by law, before these subsidies shall be issued to the company. Were you not advised that the certificate of two commissioners would do without the signature of the third-that a majority of the commissioners was enough?-A. I did not so understand it. Q. Did you consult with the other commissioners about that time, as to whether it was necessary to buy over the third one?-A. I did not. Q. Were the other two willing to sign. a certificate of completion?A. I think they were. Q. Did you ask them?-A. do not kn ow that I did ask them. The road was built as a first-class road. There was no reason why they should not sign a certificate. Q. Did you report to the Preseident of the United States,, or to the Government, or to any department of it., the fact that this man refused to act?-A. I did not. Q. How soon after you Ipaid this -man did you report the fact to your s-uperiors in the government of this road?-A. I cannot say. Q. About how long -A. I cannot say; I have no idea. Q. Did you do it within a month? —A. I think probably. Q. Did you make an entry of it in any book; and, if so, what account was it charged to?- A. The voucher was made in favor of the cashier for thvat amonnt of money. I think it was charged on to construction, 474 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. but I cannot say. I told the cashier to arrange the matter with the bank, and I gave him a voucher for the money. Q. In squaring your accounts as an officer of the road. this element of your transaction had to appear somewhere in the account in order to make your acconts square — A. Yes. Q. And it was set down to the score of contingencies?-A. That would be naturally the account to which it would be charged. I cannot say. By the CHIAIRMIAN: Q. Look at this entry on the ledger.-A. (After examining it.) That would not show the transaction. It is in the cashier's book, or the directors' book at Omaha. Q. You say that from MIay, 1867, to July, 1869, you were general superintendent?-A. Yes. Q. What were your duties as general superintendent? —A. Acting for the company in operating the road. Q. Did your duties include looking after construction? —A. Not directly. Q. Did you have anything to do with superintending the construction of the road?-A. No, sir. Q. Were you very often on the road between these two dates?-A. Yes, sir. Q. How frequently?-A. I was on the line more than half of the time, I should say. Q. Were you very much along the line of the road where the work was going on? —A. Yes. Q. Have you had any experience in railroad construction as a superintendent of construction — A. Not previous to that. Q. Are you able to state to the committee what it cost to build that road?-A. I have no idea. By 3ar. SWANN: Q. After this transaction lbecame known to the directors of the road, of your having paid thislarge fee to this Government commissioner, was there any formal objection to it, or any protest against what yon had done, as having exceeded your authority? —A. I think there was. Q. How does that protest appear; was there any note of it made on the books?-A. Not to my knowledge. Q. So they permitted you to carry that fee of blood to the construction account, and nothing was put on the record showing disapprobation of your course? —A. I was in Omaha and the directors were in Boston, and I cannot say what they have on the minutes. Q. Of course the transaction must have been k-nown to them all?-A. I judge so. Q. And still there was no protest, and no objection to your action?A. Some months afterward I received a letter from 3ir. Oakes Ames protesting against it. Q. What did he say in that letter-that he was representing himself or the board; did he represent to you that the matter had been brought to the notice of the board, and that the company had disapproved of it?-A. I think not. I think he wrote himself, as president of the com-any, without stating anything in reference to the board. He might have mentioned the board of directors. Q. So that you considered thetm as recognizing the principle that you had a right to pay this money for such services, and that there was no power to interfere with you?-A. No, sir; I did not think so. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 475 Q. And the whole transaction was tacitly acquiesced in by the board? — A. The transaction was past before the board knew anything about it. Q. But after the board did know something about it, there was no protest of any sort, no formal objection, and nothing of that sort was entered on the minutes of the company? -A. Not iffticially, to my knowledge. Q. And you considered that as a tacit acquiescence in what you had done? —A. No, sir; not necessarily. Q. That was the fair inference, if they did not object? —A. It was too, late to object.. Q. I want to know their opinion of the transaction, whether or not they considered it a legitimate one?-A. They did not consider it legitimate that the company should be obliged to pay that amount of money in order to get what was its due. I suppose they appreciated my position, while thinking perhaps that I had done wrong. Q. What sort of appreciation of your position had they; was it that you had the right to take the funds of the company and pay this corruption fee; is that the position they appreciated?-A. They appreciated the fact that the company was entitled to consideration. Q. What sort of consideration-that you were permitted to put your hand into the treasury and spend $25,000 to bribe a commissioner; de you think they appreciated your position in that respect?-A. I do not know that they put it on that ground. Q. There is no other ground that I am aware of on which they could have looked at that transaction. So that it was a tacit acquiescence on the part of the board in what you had done. There was no protest against it, and nothing on the books to show that they disapproved of your Course.-A. Not to my knowledge. By the CHAIRMAN: Q. ~When you settled your accounts with the company, were you allowed this $25,000? —A. I never had any formal settlement of my accounts with the company. Q. Have they ever presented any claim against you. for the $25,000 thus used by you?-A. Never; nor for 25 cents for any other purpose. WAnSHINGTON, D. C., February 1, 1873. CHARLES C. VAN ZANDT sworn and examined. Byv the CHAIRMAN: Question. Where do you reside? —Answer. Newport, PRhode Island. Q. Were you at any time an officer of the Union Pacific liailroad Company?-A. I never was. Q. Have you had any connection with that company i —A. I was counsel for it in some suits pending in the State courts in Rhode Island in the years 1868 and 1869. Q. Had you had any employment from that company prior to that time -A. Never. ~Q. Were you in the city of Washington in the spring and summer of 1864, when legislation was pending before Congress with reference to the Union Pacific Railroad Company? —A. I very likely may have been here at those times, but not in connection with that legislation. Q. Have you any knowledge or information as to any expenditures of 476 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. money by the Union Pacific Railroad Company with reference to infik. encing that legislation? —A. No personal, definite knowledge. Q. What knowledge or information have you with reference to the matter?-A. I may have heard, during the time I was acting as counsel for these gentlemen, some loose conversation with reference to it, which left a very uncertain impression on my mind. Q. To what gentlemen do you refer?-A. It is impossible for me to state. It was a matter entirely outside of my professional employment. I was thrown in constantly with those gentlemen in the progress of these suits in 1868 and 1869, and perhaps 1870. Q. Give us the best impression you have as to the gentlemen with whoml you were thus thrown in contact, and with whom you had conversations.-A. To arrive at that, I shall have to narrate one feature of the case in which I was retained. There were bills in equity filed, in Rhode Island, by MIr. R. G. Hiazard, and several other parties, against Mr. T. C. iDurant, the Union Pacific Railroad Company, and the Credit Mobilier of America. These bills, among other allegements, stated that considerable sums of money had been expended by Mir. Durant; and Mr. Hazard, and the parties associated with him, (Iqr. tRoland GHazard was really the moving party,) alleged that they had repeatedly requested the corporations to recover this money-to demand a recovery from Mr. Durant; but that the corporations having declined to do so, they filed their bills, making them parties with Mr. Durant. Mr. Durant, in answering these suits, retained me, and I was subsequently retained by the Union Pacific Railroad Company, and by the Credit MIobilier of America. These suits were pending for some time in Rhode Island, and during that time I heard the matter discussed, more or less, among those gentlemen. MIr. Durant utterly denied that any such expenditure had been made. IHe denied it in his answer, and stated, further, that whatever money he had expended for the Union Pacific Railroad Company had been subsequently passed upon by duly-appointed committees of the t vo corporations, and that the accounts had been audited and settled. That was a portion of his defense. That seemed to be agreed to by those gentlemen. The bills were never pressed to an ultimate hearing. They were pending for a long time, and are, in fact, still pending in Rhode Island, but there is no probability of a hearing. The officers of the Union Pacific Railroad Company, %when the suits were first commenced, retained Mr. Thomas A. Jenckes and myself; or rather I retrained Mir. Jenckes, at their request, to act for them. Subsequently, they receded from their action, and disavowed the fact that they had retained us. After that they took the first ground again that we were their counsel; and then again they receded from that position. During the course of these proceedings I heard a good deal of conversation, but really TI am unable to state definitely what it was. I was thrown in with Mir. Oliver Ames, Mr. Oakes Ames, Mr. Duffl Mr. Dillon, and Mr. Alley. I do not know that I ever heard anything stated definitely enough that I can repeat it. Some of these gentlemen were in the habit of talking pretty loosely. Air. Durant invariably stated to me that there was no suLich money expended, and he so set up in his answer. I do not recollect MIr. Dillon's ever making any remark in relation to it and I cannot sayw hat the other gentlemen did. Q. Was the matter out of which this litigation grew what they called a suspense-account?-A. Yes, sir; it was really that matter. Q. Do you recollect the amount of it " —A. Not definitely; I should say very nearly $200,000. Q. W~ras it not between $40i0000 and $50000O0?-A, I do not think it CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 477 was so much as that. The entire amount claimed of Durant in the bill was more than that, but I do not think that the suspense-account was so much as that, although I may be under misapprehension. Q. Was it claimed by any of those parties that any portion of this money had been expended for the purpose of procuring that legislation or for corruption purposes? —A. I do not think I heard that stated definitely, and I scarcely think it proper that I should state a mere vague impression of my own, which is very vague. Q. I simply desire you to give your best impression. —A. My own impression was very decided that there had been a good deal of mismanage-ment of the whole matter. The inconsistent manner in which they treated their counsel, assuming one position one day and another day assuming another position, gave me that impression. I did not hear any of the gentlemen say that there had been any bribery. Q. What did those gentlemen who were opposing Dr. Durant in this matter claini had been done with this money?-A. The parties were desirous that these suits should be carried into the Federal court, and Mr. Jenckes and myself moved for their removal, under instructions from the corporations and Mr. Durant. It was necessary to obtain some bondsmen, some sureties in Rhode Island, and these gentlemen procured to be executed to me, individually, a bond for quite a large amount-larger than was necessary. I procured the necessary security, becoming responsible for it myself, and holding this bond as collateral security. Mlir. Durant recognized that I was their counsel. The other parties assumed that I was not, and ignored the fact that they had ever given a bond. That was comparatively a few months afterward. I do not recollect the amount of the bond, but it was larger than was necessary. My impression is that it was 850,000 or $100,000. Q. Have you any impression now as to what it was that these gentlemen were claimingthat Dr. Durant had used the money for?-A. There were a number of complaints in the bill. Mr. Roland G. Hazard was really the moving party. Mr. Isaac Hazard, his brother, was associated with him, and quite a number of ladies. There were difficulties between Mr. Durant and'Mr. Hazard, growing out of matters with which I was not cognizant. Mr. Hazard claimed that Mr. Durant had appropriated a large amount from the company, including this suspense-a~c count, and had never properly accounted for it. The officers and di. rectors of the two corporations agreed with Mr. Durant at that time that the suspense-account had been audited, investigated, and settled. I suppose that there wTere vouchers, and that that was a finality, and that the account was no longer open. Jir. Durant assured me that no portion of that money had been applied illegitimately. Mlr. Hazard did not allege in his bill that it had been. He merely alleged that it had been appropriated by TAr. Durant for his own purposes, and that nothing of it had been expended at all. There was no allegement in the bill that there had been any corruption. There was a vast amount of crimination and recrimination constantly going on among these parties. They were friendly one week and quarreling the next. They would agree on one statement one day, and would disagree the next. I do not mean to include the whole of them. ar. Durant's course throughout the whole matter seemed to me consistent and proper. He staid in one position. Sometimes they would agree with him, and back him up, and sometimes they would disagree with him, and assail him. Q. Did they give you any information as to the manner in which they had audited and settled'this suspense-account? —A. They said there was a committee appointed by the board of directors. 478 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Did they give you any details as to the manner in which that committee had audited and disposed of that account? —A. Not to my knowledge —merely that such committee had been appointed, and that the account had been duly audited and settled. Q. Have you any information in reference to this matter other than you have already given to the committee?-A. Not any that I think would be of any value. The general impression made on my mind is pretty well formed, but specifically I can scarcely speak. By Mr. SHELLABARGER: Q. Can you give us the substance of the declarations of the officers of this company, or of any one of them, as to whether any of this money called the suspense-account was used in procuring favorable legislation in Congress? —A. No, sir; I cannot. WASHINGTON, D. C., February 1, 1873. JOHN DUFF sworn and examined. By the CHAIRMAN: Question. Have you been connected with the Union Pacific Railroad Company at any time? —Answer. I have been connected with it since 1866, as a director. Q. When did you become a stockholder?-A. In 1866, I think. Q. About the time that you were elected director, did you first become a stockholder — A. Yes; I think so. Q. Have you had any other official connection with the Union Pacific Railroad Company but as director? —A. As vice-president. Q. When did you become vice-president? —A. In the spring of 1869. Q. And continued how long? —A. I am vice-president still. Q. Have you been at any time connected with the corporation known as the Credit Mobilier of America?-A. I subscribed for stock in it at the time it was re-organized. Q. Did you hold any official position in that corporation?-A. I think not. Q. Do you still hold your stock in the Credit Mobilier — A. No, sir. Q. How long is it since you disposed of it? —A. Three or four years ago. Q. Did you dispose of it before or after the dividends were made by the Credit Mobilier?-A. I think there were two dividends made before I disposed of it. Q. Did you dispose of it before any dividends were made by the trustees under the Oakes Ames contract?-A. I did. Q. Did you receive any dividends from the trustees under the Oakes Ames contract or the Davis contract?-A. No, sir. Q. How many dividends did you receive as a shareholder in the Credit Mobilier?-A. I think it was two. Q. Do you recollect the percentage of those dividends?-A. I think there were two 6 per cent. dividends in stock of the Union Pacific Railroad, at 30 per cent. on its par value. Q. What else did you receive beside those dividends?-A. I think I received bonds as a bonus at the time of the increase of the capital stock of the Credit Mobilier. I cannot say whether we received the stock or the dividends as a bonus. Q. How much stock did you hold in the Credit Mobilier?-A. Eighteen hundred shares, I think. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 479 Q. Of $100 par value each? —A. Yes. Q. And if you received bonds, then for every $1,000 on the increased stock that you took, you got a $1,000 bond?-A. I either got the bond or the railroad stock, but I do not recollect on what basis. If we subscribed for bonds, we got the stock as a bonus. Q. When the stock of the Credit Mobilier was increased did you take your proportion of the increased stock?-A. Yes, sir. Q. And received whatever accompanied that stock?-A. Yes. Q. Do you know anything in relation to an item of $126,000 paid out on the 9th of March, 1871? —A. Nothing but what I have heard since this investigation commenced. Q. Were you on any committee to investigate that matter? —A. I was appointed on the committee, but I declined to serve, and did not serve. Q. Were you present at a meeting of the board of directors on the 8th and 9th of March, 1871, when action was had by the board with reference to this $126,000?-A. I do not recollect any action being taken by the board about it, but I was informed that I had been appointed upon a committee to adjust and settle. Q. When were you informed of that — A. Probably I was not in the room when the board passed the order appointing the committee, but shortly afterward the president of the company and General Dodge and MAr. Bushnell came into my office, just across the hall, and said I was appointed on the committee. Q. You were there in the building at the time the meeting was held?A. Yes. Q. To what office do you refer that they came to — A. It was a part of the office of the Union Pacific Railroad Company, the land-officethe office that I occupied there. Q. And you were there in the capacity of an officer and director of the Union Pacific Railroad Company — A. Yes, sir. Q. Were you informed of your appointment on that committee?-A. Yes; the committee came into my office, and informed me that I was appointed on the committee. Q. Had you been in the city of Washington shortly prior to that time?-A. Yes. Q. What was your business here — A. I came here to see what Congress was going to do in reference to this order of Mr. Boutwell's. Q. Was your business here to aid in getting congressional action that should operate as a reversal of the action of Mr. Boutwell in connection with withholding the amounts due for Government transportation to pay interest? -A. I came here on the invitation of Mr. Ames by letter. He said that I had got to come on here. I came here on the 2d or 3d of March. Q. For what purpose?-A. To see whether we could do anything in relation to it. Q. Did you take any steps of any kind to influence the passage of the act of March 3, 1871? —A. No, sir. Q. When you were notified of your appointment on this committee to audit or examine this account of $126,000, you say you declined to serve on the committee f-A. Yes, sir. Q. Why did you decline to serve f-A. Because I knew nothing about it. I was not aware, until the committee was appointed, that there had been such an expenditure. I knew nothing about it, and refused to act. Q. If you had served on the committee you might have found out something about it — A. Yes, sir; that is very true. 480 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Why, then, should you decline to make use of the means to find out something about this item of $126,000, which was to be passed upon by the committee — A. I was not aware of any sum, or what the form, shape, or fashion of it was. Q. What were you informed that you were appointed on the comn rnittee to do?-A. To adjust legal expenses at Washington. I think that was it. Q. What legal expenses had you in Washington? —A. I did not know of any. Q. You had been here as one of the officers of the company?-A. Yes. Q. Were you advised of the employment of any attorney here?-A. No, sir. Q. Do yon know of artny counsel of the Union Pacific Railroad Comn pany having been here with reference to any special matters relating to the company?-A. I do not think we had any here; not to my knowledge. Q. Then the calling on you to act on a committee to adjust legal expenses at Washington was something that was a little unusual, was it not -A. I am often called to serve on committees. Q. Are you often called to serve on committees to adjiust legal expenses?-A. No. sir. Q. Then this was an exceptional case?-A. Yes; I think it was. Q. The adjustment of accounts involving the expenditure of the moneys of the company was a matter, I presume, of some consequence to the company, in your estimation as an o3feer? —A. Yes, sir; of course. Q. Then why should you decline to act on the committee which would give you information with reference to the adjustment of an unusual account?-A. As I said before, I knew nothing about it. The president of the company and General Dodge, and, I think, one or two others, hadt been in WVashington for several months, and must have known all about it, while I did not. I knew nothing about the circumstances. Q. Did you not feel it your duty, as an officer of the company, having been appointed on that committee, to look after the pecuniary interests of the company and the expenditure of its moneys, and especially when those moneys had been expended in an unusual way?-A. I beg your pardon. I do not think that I said that. I do not know that they weuca spent in an unusual way. Q. You say that this was not an ordinary expenditure f —A. Yes. Q. Well, here was an extraordinary expenditure. —A. I hardly thiink I even said that. Q. What would you call it?-A. Yoaur question, I think, was whetherL~ I had been in the habit of serving on committees of that character fo>legal expenses, and I said I had not been. I do not know that there ever was another committee appointed for that purpose. Q. Then this was unusual?-A. I would not say that. I do not know, for I have been often absent from the meetings of the board. It wa, nnusua1 as far as my knowledge extended. Q. Can you give the committee any reason why youl declined to act on that committee, and thereby to inform yourself as to the character of tint account, whiclh was, as you say, unusual in its character?-A. I did not say that the account was unusual, but that a committee for thait purpose was unusual. Q. YWhat reason had you for declining to act with that committee, and thus to inform yourself with reference to that account?-A. As I CREDIT MOBILlER AND UN-ION PACIFIC RAILROAD. 481 said before, because I did not know anything about it; and because the other meInebers of that committee had all been at Washington, I thilnk Q. By acting witlh that committee you might have informed yourself about it — A. Yes.: Q. But you did not do so? —A. I did not. Q. Is it or is it not a fact that you were apprehensive that you minhrtb make sonme discoveries there that might be unpleasant in their ch;-racter?-A. N0o, sir; I had no s.Iuch apprehension or thought about iL1; I hadl no reason to apprehend that there was any such thing in it. The CITAIRtiAXN. The conmmittee desires to give you, you having beea one of the officers of the company when 812,000 was paid and chull'ei up to legal expenses, the fullest opportunity to explain anything t1lat you know, or to give any iznformatiou of which you may be in possession relative to this expenditure. The WITNESS. I know nothing about it excepting the fact that I said before, tlhatl there was that am.ount of money expended, and that I heard since this investigation commienced. Bly [Mr. HoAR: Q. You were asked why you did not act on that committee, and you answered tuhat you knew nothing about the transaction. I should like to ask you, if in making that answer to that question you think you have alnsweredl the whole truth according to your oath.-A. I do. Q. Ho)w 1ong were you here in Washington at the time of the passage of that legislation?-A-. A day or two. Q. W hen did you comle here?-A. I left Washington on the 4th of M3-a1rch; I c anme here a (lay or two before. Q. At whose request did you come f-A. At the request of Mr. Oliver Ames, the president of the company. Q. Was that request) verbal, or ia writing, or by telegraph? —A. I forget; I think it was verbal. Q. What reason did the assign for your coming? -A. To see what was going on here. I asked him what was doing, and he said I had better go on. Q. Did you not know that you could learn of the action of Congress rnom the papers in Boston, publishing three or four editions a das y, as promptly as if you were here?-A. No, sir, I did not think I could. Q. And you made that journey for no other purpose than to see what Congress was going to do?-A. Yes, sir, for no other purpose. Q. How did you expect to find out what Congress was going to do before it lid it.?-A. Because there were a good many of our large stockholders here, and they would probably know. Q. Why were you so anxious to know as that you took that journey both vways early in March? —A. Congress adjourned early in March, and th~at was why I calme early in March. Q. I ask you why you were so anxious to know that you made that journey from Boston to Waslhington early in March?-A. I have told you that my purpose was to know what Congress was doing. Q. Could you not have learned by having some of those gentlemen telegraph to you as soon as anything happened? —A. I do not know whether I could have or niot. Q. And you think you have answered the whole truth to that question also according to )your oath — A. I do. Q. From whom did you inquire what Congress was going to do when you got here —A. From a good many. 31 c M 482 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. From whom? —A. 3Mr. Robbins, one of the directors, was the first I nlet, I think. Q. Who else? —A. General Dodge. Q. What did he tell you that Congress was going to do?-A. He thought that the thing would be right; that the Government transportation would be paid as usual. Q. Did he tell you the reasons why he thought so? -A. No, I do not recollect that he did; I think he said that it would be all right. Q. What did Mar. obbins say?-A. About the same. Q. Whom else did you see?-A. I thinkl I saw the president of the company, Thomas A. Scott, and he told me the same when I asked him. Q. Is that all you got from Mr. Scott? —A. That is all. 3My conversation was very brief. Q. Did you have conversation with any other person?-A. Yes, perhaps with twenty. I saw Mr. Bushnell. Q. What did he tell you? —A. About the same. Q. Anybody else?-A. I met some of the Central Pacific Railroad people. Q. Who are the persons whom you met from the Central Pacific 1Railroad Company?-A. I think I met General Fanshaw. Q. Did you charge your expenses here to the company, or did you pay them out of your private pocket — A. I paid them out of my private pocket. Q. You never were re-imbursed?-A. No, sir. Q. Did you pay out any surm to any person for information while you were here?-A. No, sir, not a dollar. Q. You traveled from Boston to ~Washington early in March; staid here two or three days; met sundry gentlemen connected with these two railroads; askeed what Congress was going to do; was told that it was all right, and went home again?-A. Yes, I went home after Con. gress adjourned. Q. Anda you say that; your sole object in coming here was to put that quiestion?-A. No, not to put that question, but to see what was going on. Q. Did you do anything to help it going on?-A. No, sir, I did not try to. Q. You caine on to see fair play? —A. No sir; I could not see it probably, if I did. Q. Were you consulted by any of the other officers of the road as to the proper measures to be taken?-A. No, sir. Q. Did you hold any office at that time, except as director? —A. I was vice-president. Q. What were the duties of vice-president? —A. They are not defined, except to act in the absence of the president. Q. What duties did the vice-president actually perform at that time? — A. Any of the executive duties in the absence of the presidcut. Q. Having a general oversight and superintendence of the affairs of the road?-A. TNo, sir. In the absence of the president, the vice-president can act in his place, or the board of directors can assign him to certain duties. Q. Has not that always been the custom in that company for the vicepresident to aid the president in the performance of his general duties? -A. Yes, when he is required to do so; but not by the charter or by the by-laws. Q. I am asking what has been the habit in point of fact.. When IMr. Durant was vice-president under General Dix's presidency, did he not CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 483 perform a large part of the duties in supervising the road and in general affairs? —A. Yes. Q. You being vice-president of the company and a director, were appointed on a commnittee to audit a bill of $1.26,000 for special legal expenses?-A. I did not know anything about the amount of it. Q. But you were appointed on a committee to audit a bill for legal expenses in Washington — A. Yes; I understood that the expenses were in Washington. Q. And your only reason for declining to perform the duty with which you were charged by the board of directors, as a member of that comnmittee, was, that you did not know anything of what the expenses were for?-A. Yes, sir. Q. That is your answer — A. That is my answer. By 2Mr. SHELLABARGER: Q. I understood you to say that your reason for declining to go on that committee was, that you knew nothing about the subject-imatter of the inquiry-that you knew nothing about the thing which the committee was expected to inquire into — A. I suppose it was the subject mentioned in the resolution. Q. What was your reason for declining to serve on that committee?A. As I have given it. Q. How have you given it — A. That I knew nothing about it. Q. About what 1-A. About the legal expenses at Washington. Q. Is it the practice of the officers of the Union Pacific Railroad Company to decline to go on committees merely because they personally know nothing about the subject, and that they only act when they themselves know about the subject-matter to be investigated?-A. I do not know what is the practice of others; it has been my practice very often, and 1 know that it has been the practice of a good many directors, whelz appointed, to decline and not act. Q. Is that not rather a reason why your board should have committees and why you should go upon them; is not the fact that you know nothing about the matter rather a reason that it should be investigatedl-A. Not to my nmind. In this case, knowing that the gentlemen who were appointed on that committee had been all here, I knew. that they were the proper persons to attend to it. Q. Was there anything to prevent your finding out all about it a!t that time by resorting to the source of information -- -A. No, sir; I could have gone on the committee, and( found out all about it, I suppose. Q. You were here at Washington during part, at least, of the time of those expenditures?-A. I do not know anything about when they were expended. Q. I understood your answer to be that, when you were notified that you were appointed on the committee, you understood that tlhat committee was to investigate legal expenses that had been incurred at Washington?-A. Yes, sir. Q. You had been at Washington during, at least, a, part of the time of those legal expenditures?-A. I do not know when they were expended here. I do not know whether they were expended during the two or three days that I was here, or months before, or years before. Q., Did I not understand you to say to the chairman that you knew of no legal expenses incurred here at that time, and that you did not think there were any lawyers employed here — A. I did not know of any, and I did not know of any lawyers being employed here. I have no knowledge of it, and I do not think I ever heard of any. 484 CREDIT MiNOBILIER AND UNION PACIFIC RAILROAD. Q. You have given the names of a large number of gentlemen who were here, connected with that affair9 and whom you inquired of. —. I do not know that they were connected with the matter; they were gentlemen whom I inquired of. Q. Were not these the gentlemen who were prominently interested and active in the matter at that time?-A. I supposed they were. Q. Were your conversations with them frequent during the time you were here?-A. Nt, Sir. Q. Do joun thinkl that they might have employed lawyers who renderedl imzportant services, amounting to 8126,000, and that you would n:ot have hea~rd anythll-ig about it, while you were here with them? —A. I did not hear anlything about it. Q. Is it likely that, you would have heard about it if there had been such ezm-ployment as that, doing such a large armount of business? —A. I think it is likely that I should not have heard of it. Q. WhAty should you not have heard of it?-A. In the first place, I should not want to have heard of it, and I did not inquire. I supposed the thing was all done when I camne here. Q. Was there anybody here whose duty it was more than yours to kDnow about arn employmentlt so imnportant as that?-A. Yes, sir. Q. Wfho -? A. The president of' the road the executive officer. Q. You were the vice-president, however, at that time?-.A. Yes, I think so. Q. And you think it likely that they would not have let you know about it, had that thiong occurred?-A. No, sir; I do not think they would. I maLde no inquiries at all upon the subject, except to askI how tlhey were getting along, and they said that it was all right. I w'as here a very short time when the bill passed. By Mr. SLOCuM,%: Q. What is your position in the company now? —A. I a m vicepresident. Q. Do you liknow how the stock of the company is held now; about how rmuch of it is held abroad?-A. The transfer ag,3ents, MI5[orton & Bliss7 told m!e a, few days ago that there was about 40,000 shares of the stock held in, Germany and on the continent. Q. W7Vhen did that stock go over there?-A. It has been going over there for the last two years. A good deal has gone lately, and a good deal went about two years ago. Q. WVlhat is your opinion as to the amount of Union Pacific Railroad stock chalging hbands from lay to day?-A. It is very large indeed. I saw a stateelnt in the papers, taken from the reports of the board of brokers: that the stock had changed hands fifteen times over within the past year; that fifteen tines the amnount of the capital stock had been sold. Q. Can you state how much of the bonds of the company is held abroad — A. No, I cannot; it is a large amount, ho^wever. Q. What classes of bonds are held abroad? -A. The first-mortgage bonds and the land-grant bonds. By the CHAIR MAN: Q. You say that you -were requested by Mlr. Oliver Ames to come to Washington f-A. Yes, sir. Q. To see what was going on here — A. Yes, sir. Q. The Secretary of the Treasury had already taken his action with reference to withholding the transportation-money — A. Yes, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 485 Y. Lou were not apprehensive, then, that Congress would pass any legislation unfriendly to you in that behalf?-A. No, sir; I understood that it was going to be friendly. Q. Your purpose was to secure friendly legislation?-A. No; I was pretty well satisfied that the thing was accomplished a dlay or two beibre the third of idarch. I dlid not come here with any such expectation or hope. Q. You were not here for the purpose of preventing Congress from legislating against your company?-A. I had no purpose of the kind. Q. The company was seeking for legislation to set aside what the Secretary of the Treasury had done?-A. I suppose so. Q. So thaL the initiative in reference to that legislation which you were here lookinf after was by the company, and in the interest of the company?-. Yes, sir. Q. Did you ever hear anything about what has been spoken of here as the suspense-account?-A. Yes, sir. Q. What position did you occupy at that time in the company? —A. I think that that was long before I had any official connection with the. co01iw p a nS. Q. YTou mean to say that the expenditure was before that time?-A.'Yes, sir. Q. Were you here in 1864, when the legislation in reference, to the Union Pacific BRailroad Company was pending before Congress -A. I think not. Q. Were you on any committee s'absequently, to investigate that suspense-acceount?-A. No, sir. Q. Had you ever connection with it in any way? —A. None at all. Q. You know nothing about it?-.A. I know nothing about it except the reports made by the different commlittees appointed. Q: Did you attend the meetings of- the board of directors generally?A. Generally. Q. I show you a record of the meeting of 11th September, 1i8.8; were you at that meeting?-A. (After examining the record.) I suppose so,. from this record. The record states so, and I suppose it is correct. Q. I call your attention also to the record of 4th January, 18~)7. State whether you were present at that meeting.-A. (After evxamcining the record.) Very likely; the record shows it. I have some doubts, ho wever ibout he other one. Q. ead the resolutio1n o1'ered by Mr. Lambard at the meeting of January 4, 1867 —A. (Reading.) M l,'1r. uLambard ofi red the followvli1g resolution w1hich was adopted: Resolved, That Mr. Oliver Amies, presid emit pro tem.r,'Md J. J. Cisco, treasurer, be a committee to inform themlselvels in reference too he details of the so-called suspense-account of this,9' co'nmittee; also to audit any further claims on this account, and that their statement t to this board that the facts in the premises are satisfactory to them, shall end all further discussion, and that the account shall be closed and charged to construction.' Q. Now, I call your attention again to the meeting of 11th September, 1868, at which you say the record shows that you were present. I aTsk you whether you recollect that suspense-account being under consideration by the board? —A. I do not. I have no recollection of it at all. I have a recollection of that resolution being passed. Q. Have you no recollection whatever of that suspense-account? —A. No, sir; I never saw it until I saw it here the other day. Q. Then you can give the committee nio information in regard to the, 486 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. matter, or on what account those items of the suspense-account were usedl?-A. No, sir. Q. Has this matter never been the subject of inquiry or controversy in the board of directors since you have been a member? —A. Except that it has been talked about by the directors, and except that action of Mr. Lanmbard's referring it to the president pro tern. and Mr. Cisco. Q. You never made an inquiry into it yourself, and you can give the committee no information in reference to the purpose for which this sum of money was exp ended? —A. No, sir; all these are charges before I had any connection with the road. I was elected director in October, 1866.i and this account ends in TMarch, 1866. The CHAIRMiA AN. There is evidence before the committee which seems to make it necessary that explanations shall be given of this suspense-,account, and the committee desires to afford you and all other gentlemen who have been connected with the management of this road at any time the fullest opportunity to give an explanation of the mannler in which this money has been expendced. That is the reason why I put these questions to you; and I now give you tee opportunity to make any explianation that you imay deeim it your duty to give. Thle WVITTESS. I told you that I know nothing about it. That expense vas incurred long before I had any connection with the road. Q. W11ere you at an timne one of the trustees under what is known as the O'akes Ames contract?-A. I was. Q. Wtere you one of the original seven?-A. No, sir. Q. WVhose place did you take? —A. Mr. Alley's. Q. At what time did you become a trustee?-A. I cannot give you the date. Q. I shlould like you to give it as near as possible. —A. I cannot give you the (late. Q. Were you a trustee before or after the dividends were declared undler the Oake. Ames contract to the shareholders o6 the Credit Mobilier?-A. It was after. Q. Ever before?-A. o,.sir. Q. The Oakes Ames contract was made in August, 1867, and assigned to the trustees in October, 1867. 1 call your attention to the record of *the board of trustees of 3d July, 1868, and ask you to state whether you were then a member of the board, and whether you wereo present at that meeting.-A. (After examining the record.) Yes; the record shows it. Q. Fix the date of your appointment from the record.-A. (After examining the record.) Mr. Alley resigned 11th March, 1868, and on that day I was appointed, as appears by the record. Q. Were you present at the meeting of the board of trustees 12th MIarch 1868?-A. (After referring to the record.) It seems so. Q. Read the resolution offered by 3Mr. Bushnell on that date.-A. (Reading..) " Mr. Bushnell offreed a resolution that Mr. Ames vote the stock in the Union Pacific PRailroad Company for which the trustees hold the proxies for the adoption of the by-laws, as reported by the committee appointed for draughting the same." Q. Were you present at the meeting of the board on the 4th January, 1868? —A. (After examining the record.) Yes, the record shows that I was there. Q. Read the resolution offered by Mr. Durant at that meeting. —A. (Reading.) "Mr. Duranlt offered resolution that the treasurer be authorized to loan the iunds of the trustees, not required for immediate use, to the Union Pacific Railroad Company, payable on demand, and CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 487 take such collateral security therefor as first-mortage bonds and Government bonds Cat the market rates." Q. Was that resolution adopted? —A. It appears so by the record. It says " carried.7 Q. Were you present at the meeting June 17, 1868?-A. (After examining the record.) It seems so by the record. Q. Read the resolution offered by Mr. Durant on that occasion.-A. (Reading.)'"Mr. Durant offered resolution that the treasurer, Mr. B. E. Bates, be instructed to subscribe fifteen hundred thousand dollars to the stock of the Union Pacific Railroad Company at par, and nmakle payment thereon. Carried unanimously." Q. Read the next resolution that was offered and adopted at that meeting.-A. (Reading.) "Mr. Baltes offered resolution that, in accordance with the provisions of the trust, a dividend of 60 per cent. in cash and 40 per cent. in stock of the Union Pacific Railroad Company be paid to the holders of the stock of the Credit Mobilier of America who have complied with the requirements of the trust, payable on and after this date. Yea and nay vote, taken, and carried unanimously." Q. Then, after you became a trustee, there were dividends made by the board of trustees to the shareholders in the Credit AMobilier?-A. Yes, sir. Q. WVere you present at the meeting of July 2, 1868?-A. (After examining the record.) Yes, sir. Q. Rea'd the resolution offered by Mr. Bushnell at that meeting.-A. (Reading.) "Mr. Bushnell offered resolution that the treasurer make demand on the Credit Mcobilier of America for an advance of two millions. under agreement of October 15, 1867. Carried." Q. Were you present at the meeting held in New York July 3, 1868? — A. (After examining the record.) Yes, sir. Q. Read the resolution offered by Mlr. Bushnell on that occasion.-A. (Reading.)'"MAr. Bushnell offered resolution that the treasurer be authorized and directed to subscribe for $2,500,000 of stock of the Union Pacific Lailroad Company, and make payment therefor. Carried uuanimnuously.' Q. Lead the next resolution.-A. (Reading.) "Mr. Bushnell offered resolution that the treasurer be authorized and directed to pnrehase $2,500,000 first-mortgage bonds of the Union Pacific Railroacl Company, alt 101. Yea and nay vote called; carried unarunimously." Q. Wrere you present at the meeting July 8, 1868? —A. (After examiuing the record.) I appear to have been by the record. Q. Lead resolution offered by Mr. Bushnell on that occasion.-A. (Reading.) "'Mlr. Bushnell offered resolution that the treasurer be authorized to sell 28,125 shares of Union Pacific Railroad stock at not less thai 40 per cent., first offering it to the parties interested in contracts by the road." Q. Read the next resolution of the same date.-A. (Reading.) Mr. Bushnell offered resolution that we make an allotment of 2(0 per cent., in cash, to the parties interested in the trust, payable as fast as the trustees receive the profits on the sale of stockl of the Union Pacific Railroad Company. Carried." Q. Read the next resolution.-A. (Readingc.) Mr. Bushnell offered resolution that the treasurer be directed and authorized to subscribe for 3,000 shares of stock of the Union Pacific Railroad Company, and pay therefor. Yea and nay vote called; carried." Q. By some of those resolutions to which I have called your attention, the treasurer was authorized to subscribe for a large amount of 488 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. stock of the Union Pacific Railroad at par, and to make payments thereon. In what way was the subscription nmade, and in what way -as it paid for? Just describe how the thing was done.-A. It was paid by moneys due from the Union Pacific Railroad Company for building the road. It was paid by their check, probably. Q. Do you mean to say that it was paid for in money at par, or that it was taken on account of road-building?-A. It was paid for in checks of the Union Pacific Railroad Company, received by the trustees for wortk done under the contract. Q. It was just so mluch stock taken frorm the Union Pacific Railroad Cormpany in payment for work done unnder the contract? —A. The check w-as taken for the work done and the check was paid back for the stock. Q. But that is just what it amounted to?-A. That is just what it amounted to. Q. Taking payment for work in stock?-A. I have not said that. I said that the trustees got the comnpany's check fir work done under the Oakes Ames contract, and with that check of the company the trustees subscribed for stock to pay for it. That is the record, I believe. Q. Is that the way in which the bonds were )purchased, also, that are referred to in this resolution?-A. Some of them, probably. Q. Can you tell how many of them were procured in that way? —A. I cainnoUt. Q. Were any bonds procured that were not procured in that way?A.That I am not able to say; I suppose not, however. Q. Do you'know of any case in which these trustees took money and purchased bonds of the Union Pacific Railroad Company as trustees? — A. I dco not recollect any. I suppose they were all purchased in the same way. Q. Did you have any connection with Ihe letting of the Oakes Ames contract?-A. I was at the time a director in the Union Pacific Railroad Company. Q. That was the understanding ant the time the Oakes Ames contract. was let, with reference to who' should execute that contract so far as the eonstruction of the road was concerned; whether it wfas to be done by Oa1kes Ames himself, or whether it was to be assigned b1y him for the benefit of the, shareholders of the Credit Mobilier?-A. I was opposed as a director to mnaking the Oakes Ames contract, and.I was not ftirniliar with the general understanding at the time 7 but I understood that the road was to be built, as it was, by trustees. I was opposed to the contracet originally, and consequently I was not in the trusteeship. Q. Was the faet of your being opposed to it one of the reasons why you were not a trustee?-A. I think it was. Q. \What were the grounds of your opposition to the Oakes Ames contract?-A. I thought there might be a simpler and better method of doing it, and I thought that he was not the proper person to build a railr'oad, being a member of Congress. I opposed it to that extent that the majority would not have me, in the management. T'here were sundry other reasons that I had. Q. Then your attention was directed to the subject of the trustees? — A. Yes, sir. Q. Did you make known that objection at the time -A. I think I did. Q. What other reasons had you?-A. There were some parties connected with it who I did not think were efficient railroad men or understood the construction of railroads. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 489 Q. Had you any other reason? —A. There may have been other reasons, but I cannot recollect them now. Q. State who the other parties were who you thought were not good railroad men.-A. Mr. Oakes Ames. At the time the contract was made with Mr. Oakes Ames, I did not know the disposition that was going to be made of it. I understood afterward that it was to be assigned to trustees. Mr. Oakes Ames had no experience in building railroads. [Mr. Oliver Ames had no experience, neither had Mr. John B. Alley nor Mr. B. C. Bates. I do not think [Mr. Bates knew anything at all about it. Hle told Mr. Alley that he had no experience in constructing railroads; lhe was a merchant and politician. Q. When was it that you first got the understanding that this contract was to be executed in the interest of the stockholders of the Credit Mobilier, as it was afterward executed?-A. Shortly after the contract was signed. Q. How long afterward?-A. A few days. Q. You refer to the signing of the criginal contract, do you?-A. Yes, sir. Q. Then a few (lays after it was executed?-A. I understood that that arrangement had been made. Q. Did you, a few days after this contract was executed, get a'n understanuding that it had been the.arrangement at the time it was executed tllhat it should be perftormed in the manner that it subsequently was? —A. As I said before, I was opposed to it, and I was not on very intimate relations with the people who -were discussing the matter. They all favored. it, I believe, but myself. I got an intimation that it was to be assigned to trustees. Q. Did you get the information that that was tahe understanding whena the contract was executed? —A. Yes, I suppose so. It would not have been made with Oakes Aines without that understanding. Q. At the time that contract was executed there were about 138 miles of road which haad been already accepted by the Governmlent? —A. It was so stated, and I presunme it was so. Q. Did you not at that time know the fact?-A. I knew that thlere was a large portion of it running, and I supposed that it was acce-pted by the Governmento Q. Can you give the reason why this Oakes Ames contract was made to cover the road which had already'been built and accepted by the Government? —A. I suppose it was that the profits would make the whole thing better and more desirable. Q. Was that a device in order to get larger profits on the whole work?-A. I suppose so. Q. Did the trustees get the benefit of those profits?-A. I suppose they did. Q. Do you know what the road that had already been accepted by the Government had cost the c ompany'.-A. I do not. Q. Did you ever hear any officer of the comnpany state what that portion of the road already accepted had cost the company at the timne the Oakes Ames contract was made~?-A. No, sir, I do not think I did. I have since seen it stated that it cost 827,000 or.28,000 a mile. Q. Do you think that is about right? —A. Yes, I suppose so, if it was for cash. Q. I a-m speaking about the cost of the road to the Union Pacific Railroad Company. Was that portion of the road west of the one hundredth meridian built under any contract prior to the Oakes Ames contract?-A. There was some little of it. 490 CREDIT MOBILIER AND UNION'PACIFIC RAILROAD. Q. How mnuch — A. I do not recollect. Q. Under what contract was it built?-A. I think it was built by the company. Q. The, company didn't make a contract with itself, did it?-A. No, sir, of course not; but it was an extension of some other contract. I think it was an extension of the Hoxie contract.' Q. Are you not aware of the fact that in the first place a proposition was made by Mr. Durant to Boomer, and accepted by Boomer, to build this road at $19,500 a mile for a part of it, and for $20,000 for part of it — A. I never knew the details of that contract. Q. Was the Hoxie contract ever extended beyond the one hundredth meridian?-A. I do not know.- I think they had the right to extend it, but I do not know whether it was done or not. The record will show. I do not recollect. * Q. Was the next contract that was accepted by the Union Pacific Railroad after the Hoxie contract, the Oakes Ames contract?-A. I think it was, so far as I know. Q. State whether the Union Pacific Railroad Company, after the road had been completed under the Hoxie contract to the one hundredth meridian, continued right along in the construction of the road without any contract other than the Boomer contract'? —A. I have no recollection of seeing any report made about the Boomer contract. Q. IHfow was the road constructed west of the one hundredth meridian prior to the execution of the Oakes Ames contract?-A. I was under the impression that it was done by the Union Pacife Railroad Company. Q. At the time the Oakes Ames contract was let, had the Union Pacific Railroad Company informed itself, or had those who were managing its affairs informed themselves, as to how much that work had cost the company at the time?-A. I suppose so. Of course they had their estimates. Q. Can you tell Awhere those estimates can be found?-A. In the office at Boston, I suppose. Q. Do you know whether those estimates were made with reference to a particular contract-price, or whether they were estimates made as to the actual cost of the work.? —A. I suppose they were made as to the actual cost of the work to the company. Q. Then the company ouglft to be able to furnish the conmmittee with the exact cost of that road west of the one hundredth meridian up to the time the Oakes Ames contract was made?-A. Yes, sir. Q. Have you any recollection whether those who were managing the affairs of the company looked into the matter to ascertain the amnount of that cost? —A. No, sir; I was not an officer at that time. I was in the direction, but not an officer. Q. Do you know what it cost this board of trustees to construct the road under the Oakes Ames contract?-A. I only know what the trustees' books show. Q. Have you ever examined those books to know what the cost to the trustees was?-A. No, sir. Q. Have you ever had it stated to you, or had you any account or balance-sheet presented, showing the cost of construction to the board of trustees? —A. No, sir. Q. Has the board of trustees never considered that matter?-A. They may have considered it, but I do not recollect. Q. You are still a trustee?-A. Yes. Q. Has the board of trustees ever at any time gone into an investigation to find out how much profit was made on the road west of the CREDIT BMOBILIER AND UNION PACIFIC RAILROAD. 491 one hundredth meridian?-A. I do not think the accounts have been closed up. Q. What assets has this board of trustees?-A. That I am not able to answer. Q. Have they anything excepting those they derived from the Ames contract and the Davis contract? —A. Nothing else. Q. What they have distributed, either in money, bonds, or stock, has been derived from what source?-A. From profits on the contracts. Q. The Oakes Ames and the Davis contracts?-A. Profits on the contracts. Q. Had they any other contracts than those? —A. Not that I am aware of. Q. They had no other source from which to make any dividends among the shareholders of the Credit AMobilier?-A. No, sir; not that I am aware of. By Mr. SILLABARGER: Q. I find this statement made by Mr. Durant before another comumittee. In speaking of the risk which Mr. Oakes ADmes incurred in taking the contract, lie says: "' The risk would have been somewhat modified by the fact that between two and three hundred miles of this roa(d, embraced in this contract, had been actually completed, the difference in price between the actual cost of which and the contract price amounted to upward of 83,000,000.79 Now, if you have any defense or justification of the transaction described there to make in behalf of the board of directors of the Union Pacific Railroad Companly, of which you were a member, the committee will be glad to hear that explanation.-A. I was opposed originally to the contract with Oakes Ames, but the understanding was that it was nlecessary to include that in order to get Mr. Ames to take the balance of it. He would not take the contract unless that was included. Q. Is there not this also to be said in justification of it, that at the time that Mr. Ames got this contract, it was understood that all the stocklholders of the Credit Mobilier, which included also all the stockholders substantially in the Union Pacific Railroad Company, were to share in the profits that were to made out of that contract, and that therefore no fraud was worked by the transaction?l-A. Yes, sir. Q. That was understood at the time of the Oakes Ames contract, or about the time?-A. I think it is em bodied in it. Q. It is not embodied in the contract, but is in the assignment. WVas it understood. at the time that Ames took the cont.ract, that this division should be made to all alike?-A. Yes. I think the acceptance of the Oakes Amies contract provided that it should be so. Q. Whether that acceptance was so written or not, do you know it to be the fact that it was so understood between you all?-A. Yes, sir; undoubtedly. Q. By this Oakes Ames contract it is provided, among other things, that part of the pay shall be taken in stock of the Union Pacific Railroad Company; you recollect that, do you not?-A. Yes. Q. That part which the two classes of bonds failed to pay was to be taken in stock of the Union Pacific Railroad Company at par? —A. Yes. Q. Was the price of the letting put up on account of the kind of pay which he was thus to get?-A. Undoubtedly; I suppose it was. Q. What was the stock estimated at in your transaction at the time; 492 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. about what did you consider it as worth in cash — A. I did not consider that it had any warket-value at all. Q. Do you mean that it had no intrinsic value, or do you siinply mean that it was not quoted( in the market?,-A. I mean that you could not borrow money upon. it or you could not sell it. Q. It was not considered worth anything?-A. You could not sell any considerable portion of it, except to people who would take a risk as they would at a faro-bank. Q. So it was estimated really in the letting of this work as of no appreciable value l?-A. At that time we looked f-orward to thle time whaE: the road wouild be completed, and the country settled, and whent the stock would be of value. By the CHAIRMAN: Q. Was there no price of the stockl talked about at that time t —.A. I do not recollect; I had nothing to do with the details of the contract. By Mr. HoAIR: Q. WAere you anl experienced person in railroad construction or rmanagement at the time you went into that direction.u-A. Yes, sir. Q. What had been your experience; was it in railroad finances, or in railroad building, or in both?-A. In both. I have been in te11 HaiLnnibal and Saint Joseph Railroad Company, and got ${)00,{0() in sto ck, which I oitbred to take 10 per cent. for rather tlhan take the stoctk; so that the value of railroad stock betfore the road is built is not luch. Q. You, as a director and a party in interest i: the Union Pacific Railroad Compcany, knew somlething, of course, ot tle nature of the route over which the road was to be built at the time the Oalckes Ames contract was made? —A. Not; fully; only as to a p)ortion of it. I had been through the Platte Valley, and knew something of the character of the country there. Q. Yon statel, in answer to MAIr. Shellabarger, that the price of the work was put up on account of receiving part of the pay in stockl.-. A. I dcid not say that the price was put up, but the price was larger onl that account, of course. Q. The price of the road was greater, because the paynlment to the contractor was made in stock, and not in cash I-?A. Yes. Q. In your judgment, was the amount of the two classes of bonds received from the company by the contractor enouogh to pay a fair price for the construction of the road, without counting in the stock at all?A. No; I think it was not. Q. How much do you think it would fall short,? —.A. I ca-nlnot tell you exactly; there was no market at that timnle for the first-mortgag'e bonds. The miarket had to be created, and the bonds popularized. Mr. HOAR. I am not speaking merely about their price in the narket, but about their actual value. WITNESS. The market price is the actual value. I estimrate what a bond or stock is worth by what it will bring inl the New York stockmarket. Mr. HoAR. I am asking about what you regard as the actual, intrinsic value of the two classes of bonds. WITNESS. At that time I would not have considered the first-mortgage bonds worth more than 50 cents on the dollar, and the Government bonds 80 cents. I think that the Government bonds were sold at 85. I know that I bought a good many for 90, and had them a long time. Q. Leaving out now any question of legality or illegality, or of the CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 493 propriety of the president of the road dealing with his brother in so large t transalction, buit suptlposinig thlt Mr. Oakes Aimes had been an entire stranger to the manaTecs of' the road, and had been looking out solely for his own interests as contractor, and supposing the managers of the road had had no interest with him, and had been looking out solely for the iiterest of the company, and to get'a contract as cheap as they could, do you think that the price agreed up)on betNween them and Oakes ~Ames was a fair price, supposing the contract had been made under such circumstances? —A. Yes, sir; I do. Q. State whether in your juldgement it could or could not have been done cheaper by any other contraetor, and, if prudence required it, by cutting up the work into sections instead of taking it in one long contract? —A. I do not believe that we could have got responsible parties to take it at that price, outside of the parties who hadput their money into it. Q. That is a point to which the committee -would likfe you to give some careful reflection. I should, therefore, like to have you state any reasons within your knowledge bearing directly on the answer to that question. What ea,1 nyou tell us on thalt point? —A. The objections which outside parties would Ihave had to taking the contract were the character of thie c(ountry, the poor quality of most of the land, the difficulty anid expense of getting lumber and materials there, the Indians, the alkali plains, and the itocky Mountains. These were all reasons why you could not get responsible paities, except the parties who took tihe contract, to take it at t-lhe same pay. I know that I solicited good menl, sonie of the first contractors of the country, len of material1 and means, to take the contract, and that they declined and Irefused to touch it at all. Q. Were there alny efforts made within your knoowledge to induce contractors who hltad no inte'-est in the Union Pacific Railroad Cormpaly to talke that contract' -A. Yes. Q. What efforts were nmade?-A. I spoke to a great many contractors. I wanted to know if thlhey would not go ouit and take some contracts. They were experienced menl and men of capacity to execute contracts, and who had been enlga-ged in building railroads, but they would not touch it at all, not one ot thlel. Q. Do you klnow all the efforts that were made, by bringing the desire of the company to obtain contractors to the attention of the public, by advertisemlent, or by personal application to experienced contractors, or in any other way, such as are ordinarily made by railroad companies to procure bidders for contractts? —A. I was not in the directioJ at the counmenecement, but after I became interested in the Credit Aobilier I solicited a great many mIen to become contractors. Q. You x were also in the direction of the Union Pacific Railroad Comnpary as early as 1866 — A. Yes.. Q. Anld hlave continued down to the present time? —A. Yes. Your question was whether the conipslany had taken measures to see whether the work could not be let. out in small contracts. I did manke several effoirts in that direction. I had done a: great deal of work in this coulntry, and had had a great many sub-contractors, but I could not get one of them to go out there. Q. What was the reason that they would not go there? —A. On account of the wild country. The cactus grew there within two hundred miles of the Missouri IRiver. The Rocky Mountains were a barrier, and so were the lndians. The Indians scalped some of our men within a 494 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. few miles of where the work was going on. Our men had to take rifles with them when they went to work. Q. How many men in the employment of the company were killed or wounded by the Indians?-A. I cannot tell you; there were a great many. Q. Give us the best information you have on the subject. —A. I suppose there were several hundred. The surveying parties were escorted by United States troops. The engineer who made the surveys for two or three hundred miles on this side of Cheyenne, was scalped and murdered after he got through, and his notes taken, and we had to get up another surveying party. The two engineers Hills and Brown were both killed. We have now got conductors on the road with their scalps off. Q. Can you give any other facts (which I should be glad to have you give with some detail) that tend to justify the opinion which you have expressed that it would have been impossible to have got from a stranger a more favorable contract for the Union Pacific Rtailroad Company than it had from the Credit Mobilier or from Mr. Oakes Ames? —A. Those were the reasons, I believe. The country was considered by all those who had thought about it as the American desert, and the lands were considered of little value. The president of the road, Mr. Oliver Ames, went up the line two or three hundred miles with me, and said that he would not take the lands as a gift, and that if anybody would give himt twenty-five cents he would move a resolution in the board of directors to reject the land; and I am sure that I would not have accepted it. Q. One of the witnesses testified that the cost under the Oakes Ames contract to the persons who actually built the road —that six huIllred and sixty-seven miles-was about $30,000,000; that the Government bonds and the first-mortgage bonds, which were actually received in payment for that construction, amounted to $30,015,000; (that includes the net value of all the stock, but, of course, nO profits;) and that the average time between the expelnditure of money by persons who built the road for the purpose of completing it, and the re-imnbursemlent of the money so expended by realizing the proceeds of those two classes of bonds, would be about three months. Now, can you give the committee any information that will enable the committee to deterline whether that opinion was or was not correct? -A. I can only give you as a matter of opinion that it is not correct. It would take some figuring to see what the market price of the bonds was, &c. It is a question of detail. 3Mr. HOAR. I will give you time. It is a pretty important question, because it would seem to follow from that answer, if it were true, that all that the company gained, and all that the directors did ibr which they got a return, substantially of the whole capital stock of the road, was the bridging over that average of three months' period between the time of spending this money and the time of getting it back. If you think that you can give us any facts that will enable us to determine whether that is or is not a correct statement, I shall be glad to have you consider it, and present any statement on the subject now or hereafter that occurs to you. WITNESS. I can do that, but I will require some statistics in relation to the price of bonds, &c. Mr. H OAR. If you do not consider that you are familiar enough with the general subject to be able to do that, I will not ask you further. ~WITNESS. I am not. Another objection to getting parties to take hold of the Union Pacific Railroad, (it was so with myself and a good CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 495 many others whom I talked to,) was that the Government had five directors in the company, who had not any interest in it, except to get their traveling expenses and salary. They were not permitted by law to hold any stock. The work was subject to the approval of these coimmissioners, who were likely to be appointed for political considerations. And, of course, my own opinion was that they would be men not likely to know anything about the construction of railroads, and that they would harass and embarrass us a good deal. Q. You think that the difficulty of building the road was increased by the fact that five members of the direction were to be appointed by the Government to represent its interest? -A. Yes; mren. having no interest in the road, except to receive theirlper diem and traveling expenses. Q. You do not regard the obligation to perform a public duty as of any weight?-A. Not in that capacity —a director without any interest, but the reverse. That was a great objections Q. Perlaps, on consideration, that will occur to you as the reason why you did not serve on that special committee to examine into the item of $126,000 for special legal expenses.-A. No, sir; that was not the reason. A man might do something on that committee by which he would compromise himself, and a man can be on a committee and not compromise himself. I infer that it is your idea that I would not go on that committee because I feared there might be something in it to colnpromise me. I have been on a great many committees where I dissented'rom the majority, and I could have gone on that committee and dissented from everything it did, and therefore have no responsibility. Q. Perhaps you are not aware that one gentleman appointed on that committee has testified that, anmong the reasons for his declining to serve on the committee, was that he (lid not waniit to know anything about the transaction, because he feared he might be compromised.-A. I. think his fears were somewhat realized. Q. Did you share in that apprehension at all. —A. Not at all. I could be on that committee, or any other committee, and its acts would have involved me in no responsibility or compromised me. If there was anything I did not like, I could call the yeas and nays, and vote against it, and thus be on the record. By the CHAIRMAN: Q. Do you know what was paid to Davis for the assignment of his contract to the trustees?-A. I do not. (Q. Was there anything paid to him?-A. I do not know that there was. I do not think that that claim has ever been settled. I think he made a small claim for $2,000. Q. Did he ever bring an action against the company, or against the board of trustees?-A. Yes, sir; I think that he and his associates did. Davis, Sprague & Co. were his associates, I think. Q. What was that suit for — A. For extra work; work which he wBas ordered to do outside of his contract. Q. Did he ever do any work under that contract himself.-A. Yes, I think he did. I think he did a very large amount of work, himself and his associates, in providing ties and timber, &c. Q. I am speaking about the contract for the construction of the roadfor building the road west of the Oakes Ames contract.-A. I am not sure about that. Q. He did have a contract west of the Oakes. Ames contract — A. Yes. 496 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Was any consideration paid to him, or aogreed to be paid to himn for that assignmrent?-A. I do not know whether there was an agreemeat, or whether he received anything. AMy impression is that he made a claim for $2,000. Q. When the contract was made, le at the same time agreed to assign it to those trustees, did he not?-A. i[He did assign it. Q. Did he not agree to assign it?- A. I was not present. Q. Was not. that your understanding?-A. The first that I knew anything of it, the contract was made and assigned. I met Mr. Durant in a railroad-car, several hundred miles from nwhere he had made the contract, and he showed it to me; that is all I know about it. - Q. Do you know why it was that this particular mode was resorted to for the purpose of getting the contract into the hands of these trustees fA. 1 (lo not know, except that the Ieln who were on the road, and who had the balance of the work, were better calculated to finish it up. Q. Why, then wvas not the contract made directly with the trustees "A. That I cannot tell you. Q. Were you connected with the road at the, time the difficulty occurred at New York, when. the Fisk raid was mIade?-A. Yes. Q. Do you know anything in regard to large amounts of sulbscriptions by Mr. John B. Alley to the stock of the Union Pacific Railroad Comnpany, at that time?-A. Thta-t was prior to the raid mlade at the office. Q. How long prior? —A. Some months. I was sick at home at that time-at the time of that attempted stock subscription by Alley and Fisk and Blair. Q. Do you know the amount of stock which Alley and Fisk and Blair subscribed for at that time?-A. No, sir; nothing but what is in these pamplhlets. That is all I know about it. I was not in the city at the time it was done. I was sick at the time. By the CEIAIRM AN: Q. Do you know a tract of land known as Initial Point?-A. I know the initial point of the Union Pacific Railroad. I never knew of any other "initial point.," That point was fixed as the initial point of the road by the President of the United States. Q. Do you know who owns the land there?-A. No, sir; I do not. Q. Where do you call the initial point?-A. Between two and three miles above the city of Omaha, at the river, on the Nebraska side. Q. Is that where the bridge is built across the river f-A. No, sir; it is two miles below. Q. What was the reason for putting the bridge two miles below that f —A. There was found to be less crossing, and equal accommnloliation, &c. Q. Do you know of the Credit Mobilier owning any land about there?-A. No, sir. Q. Do you know of any persons connected with the Credit }Mobilier owning any land there?-A. No, sir: I do not. Q. Is there some land there on which it has been contemplated to erect a depot, &c.?-A. Not that I aml aware of, or ever heard of. Q. Then you do not know anything about it? —A. No, sir, if you speak of the initial point of the Union Pacific Railroad. Q. Do you know of the Credit Mobilier owning any land in that neighborhood? —A. Not in that State. Q. Do you know of their owning any land in Iowa?-A. Yes. Q. Where is it?-A., It is on the bottom-lands between Council Bilufs and the river. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 497 Q. Has it been in contemplation to put the depots of the road on that side of the river?-A. Not that I am aware of-not by the Union Pacific Railroad Company. 1 believe that some of the people over inl Council Bluffs contemplated putting it there; but the Union Pacific Railroad Company never did, that I heard of; they have no status there. Q. How much land is there in a body between Council Bluffs and the river?-A. About 600 acres; and a small purchase since that, which I do not know about. WASHINGTON, D. C., _February 1, 1873 SIDNEY DILLON recalled and examined. By MItr. HeAR: Question. Please narrate as briefly as possible the transaction about these lands at Council Bluffs, as you understartd it.-Answer. We!boughl; of Edgerton a tract of land in Council Bluffs on the fiats on the Iowa side, of about, I will say, a thousand acres, costing $40,000. It was about the time of the organization, or soon after the organization, of the Credit Mobilier, a year or so after. Two or three years after, we bought, I think, about 250 acres at the same place, which cost about the same amount as the first did, being in a location where ne thought it would be needed for a depot or a transfer gronnd for the Union Pacific RPailroad-provided the transfer ground- should be made there. We hold those lands still. Q. Have you ever seen the report of M'fr. Dodge undertalking to locate the initial point of the Union Pacific Railroad on that site of the river andli on those lands?-A. I do not know that I saw a report of his; but there has been a good deal of discussion about it. Q. What discussion? —A. A part claimed that the initial point should be on the easterly side of the river, and others claimned that it was at the actual initial point; others claimed that it was at the westernl boundary of the State of Iowa, which was at the water-line, I suppose. Those were the points in discussion. Q. Youi say you have never seen that report of Dodge?-A. I might have seen it; but I do not recollect it now. The Credit Mobilier has a few lots of ground at Columbus; but they are, worth but a very small amounlt. Q. What is the present property of the Credit Mobilier?-A. As near as I can understand, the books show that the present prbperty consists (and I think Mr. IHam has testified to it) of those lands at Council Bluffs, the lands at Columbus-a small amount of lands there —and a claim, as we say, against the Union Pacific Railroad CoSlmpany for abont in the neighborhood of $2,000,000. Q. How much do you value all the assets of the Credit Ma{obilier at today — A. Well, sir, if -the initial pointQ. I do not care about going into the question as to any contingencies which would affect it in one way or another, but taking into account the actual present condition of things as you understand it, what do you value the assets of the Credit Mobilier at?-A. At the present time the lands at Council Bluffs may be worth,, $150,000, and the lands at Columbus, I think, would be worth $5,000. There are no other assets of any great amount that I can recollect now, unless. the claim for $2,000,000 that I have just spoken of. Q. Wrhat (co you consider the claim for $2,000,000 against the Union 32 C M 498 CREDIT MIOBILIER AND UNION PACIFIC tAILROAD. Pacific Rtailroad worth in fact? -A. Well, a claim against the Union Pacific Railroad Company, as long as their note has never gone to protest, mlust be eonsidered good. Q. And yon think that claim of $2,000,000 agiainst the Tuniol Pacific Railroad is worth L 2,000),000 f? Bi ut is not your claim m1l1ore than.1$2,000,000-something lile, 82,700,000? A. I do not think the debit and credit will show it that mllich. I think it will go very little over $2,000,000. Q. Is it not a little over 82,500,000 according to the vote of the directors of the Union Pacific Railroad Company?-A. We have had something on account since that timre which reduces it. Q. What have y ou had on account since tlhat last vote fixing' it at $2,500000? —i. i can't say; but we have h1ad something on account. Mr. Han n was the book-keeper, and he stated about that here the other Q. Then in round nuinbers you think the property of the Credit Mobilier is soinmew-here in the neighborhood of $2,200,000 in actual value?A. Yes, sir; if that note or claim which I speak of is collected-if it is worth that. Q. WT1hy don't yout collect it?-A. WVell, the reason that I did not try to collect it was the inability-that is to say, I did not wish to undertake to cramp the company. Q. Do you think that if you undertook to collect it it would render the compa-ny bankrupt?-A. I don't know that it would. Q. 1lWhat is your opinion? —A. Well, I think it tmight hurt themn. Q. In your judgimenti is ori i. not the Union Pacific Railroad Conpany saved frol bankruptcy by tlih forbearancee of the Credit MIobilier to enforce a debt on demand?-A. No; I don't thilnk they are. Q. Do you inot think that if the Credit 31obilier should unndertake to enforce that clebt it would cause the Union Pacific Railroad Company to go into bankruptcy? —A. No, sir. Q.'What do you think would happen — A. I think they would fight us a while, and that before thley had to pay the debt, the business of the company would increase so much that they would be able to pcay it, Q. You think they would figh't you?-A. Yes, before they would,o into bankruptcy. Q. Fight you until their business increased enough to enable them to pay it? —A. Yes; that is what I should do. Q. And that is your extpectation as to what they will do if you. attenpt to collect it?fA. I say that is what they naturally would do rather than go into bankruptcy, supposing that it wouald throw themi there. Q. But suppose you. should get a judgment agacinst them for that $2,000,000 within six months, should you think that would force them into bankruptcy?-A. I donlt think that is a supposable case —that we could get a juadgulent in six months, at least in the city of New York. Q. You have got a note of hand f-A. We have got a note of hand, but they claitm that it is not a valid -note. Q. Is there any valid defense against that claimn so far as you knowv -A. I don't know of aliy. Q. You do not know of any reason why it ought not to be paid?-A. I don't know of any reason. Q. Is there any other reason whyT it is not paid except your desire not to embarrass the JUnion Pacific Railroad Company at present?-A. I don't know of any other reason. Q. Was your valuation of the lands at Council Bluffs predicated uIpon the initial point of the railroad being commenced there -A. The initial. point is on the other side of the river where the stake was stuck down — CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 499 what was fixed as the initial point by 31 r. Lincoln, so that there could not be any other initial point. Q. Is the valuation which you have placed upon the land there predicated upon its being vwanted for the business purposes of the Union Pacific Rtailroad Company at some early day?-A. No, sir. Q. The valuation which you have given is independent of any such expectation -A. Yes, sir. Q. Do you not think that the company will require that land for its business purp oses at ain early day'-A. A small part of it. Q. If they use a, small part of it at an early clay do you not expect that that will very much enhance the value of the residue?-A. It wVill enhance the value of about half of it; the other half is low ground, which it would not enhance. Q. A good deal of that land is subject to overflow? —A. A portion of it. Q. How mnuch, in your judgiment, would it be worth if the railroad company would take part of it for a depot?-A. I think that would double it. Q. Can you forml any estimate of the effect -upon the value of it? —A. It might be worth $400,000 if the depot was established there. Q. You think it would double or a little more than double the value, and that is all??-A. I think so. By the CIIAISMAN: Q. How much of the stock of the UTnion Pacific Railroad Coiimp'anpy does the Credit Mobilier now hold?-A. I think it is Less than 2,000 shares —,500, or something like that. Q. When was that stock acquired that is now held by the Credit Mfobilier?-A. It was acquired a long -time ago, I don't know exactly when —several years ago. Q. Is the Credit -aobilier engaged in any business enterprise now of any kind, —A. No, sir. Q. How long since it has been so engaged -?-A. It never has been since I have been president. Q. When did you beeome president?-A. In May, 1867. Q. Since the Oakes Amies contract the Credit IMobilier has had no business wh1atever except to settle up its affairs?-A. Yes, sir. Q. And it has held those 1,500 or 2,000 shares of Union Pacific Railroad stock ever since you have been president?-A. I think it has; but I can't say for certain. Q. Have you been in any way connected with the Union Pacific Railroad Colmpany; and, if so, in what way, and since whenl-A. I have been a director of the Union Pacific Railroad frolm 1866, I think. Q. Are any of the Government directors interested in those lands held by the Credit Miobilier?-A. No, sir. Q. Have they been so interested?-A. No, sir. Q. None of them at any time?-A. No, sir~ Q. Do you know whether the chief engineer of the road, General Dodge, located by a special description the initial point of the road 0A. I do not. Q. Do you know whether the bonds that have been received by the company have been received according to a measurement from a, point that had been specifically located by somebody?-A. W'hat bonds. Q. I mean Government bonds.-A. I don't know, sir. Q. Were you a stockholder in the Union Pacific Railroad Company prior to 1866? —A. I think I was. 500 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q.W hen did you first become a stockholder? A. rThat I can't tell you. Q. When did you first become a stockholder in the Credit Mobilier?A. April 20, 1865. Q. Were you in Washington at the time that tile legislation of 1864 was pending o?-A. ANo, sir. Q. lDo.you know anything in regard to this "; suspense account" w hich has been spoken of? —A. I do not. Q. WVas that matter ever before the board of directors of the Union Pacific Railroad Company when yon were present?-A. No, sir. Q. lHav ~e you ever heard that matter discussed in the board? —A. I have not, sir. Q. HEave you ever heard the individual members of the board discussing that? —A. I have not; I had nothing to do with it. Q. Were you in Washinfgton at the time the legislation of 1871 was peinding?-A. No, sir. Q. ~Were you at the mieeting of the board when this item of 8126,000 was under consideration?-A. 1 don't know whether I ever heard it spoken of at all, the $126,000 that you speak of. I live in New York, and the board is in Boston; and I don't k;now lwhlether I vas there at the time that you have been speaking' about to-day or not I mlight have been there; but if I was, as I knew nothing about the transactions going on around Washington or anywhere else, I knew nothing about this, and never heard anything' about it. Q. Do you know anything about it now? — A. I do not.. Do you'know of any moneys having been paid by any persol or persons connected with the Union Pacific Pailroad Company to any member of Congress or officer of the Government?-A. I do not. Q. Directly or indirectly?-A. No, sir.. HSave you any informiation of such mloneys having been paid? —A. ~Nothing only 7what I hlave heard in this room. Q. 5Were you present at the time that the proposition wcas made to extend the lHoxie contract over a portion of the road that had been already constructed ~?-A. I might have been, but I do not bear it in mind. Q. Do you remember the fact that that thing was attempted to be done. —A. WVell, I can remember that there was some talk about it; but that is all I canl remember. Q. Do you know the object of extending that contract over fifty-eight nmiles of road that had been already constructed? —A. Which contract? Q. The IHoxie contract. Do youe remember a proposition that was m-ade by J. BMA. S. Williams?-A. I remlember that there was a proposition made. Q. Do you remember that, at the time it was mrade, he had agreed in writing that he would assign that contract to the Credit Mobilie? —A. How long a contract? Q. Fifty-eight miles or nmore.-A. I think that is the fact, but I cannot swear positively about it;. Q. What was the purpose of extending that ITloxie contract over that piece of road that had been already constructed?-A. I am not able to say. Q. Was it for any other purpose than to put profits into the treasury of the Credit Mobilier?-A. I can't tell you; I do not recollect that part of it. Q. You do not recollect what did take place? —A. I do not. Q. At the time the Oakes Ames contract was let there was a large CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 501 amount of road constructed and accepted by the Government?-A. Partially accepted. Q. Was there any partial acceptance on the. part of the Government?-A. Yes, sir. Q. In what respect?-A. Well, at times on that road the Government directors, in some instances where there was not a depot up, or a tank up, or where there was some other little thing unfinished, would accept that piece of road, 20 miles or so, or whatever it might be, on condition that it should be finished before they came again, with the agreement that if it was not finished then according to the acceptance by the Government, they would not give a certificate for anything more. Q. WVere those agreements or understandings put in writing?-A. No, sir. Q. You had that kind of verbal agreement with the comninissioners?A. Theere were one or two instances of that kind;* it was not a general thing. Q. Do you recollect who were the Government commissioners who did that —?A. I do not recollect now; there were several Government commissioners on the line. Q. At the time these acceptances wtere inade thlat you have spoken of, was there any considerable amount of work rem;aining to be done?-A. Not a large amount. Q. ~Would it require any considerable expenditure of money to make those parts of the road in accordance with the requirements of the law?-A. Not a large expenditure. Q. Then will you explain what was the object in letting a contract to,r,. Oakes Ames for the construction of a large piece of road that hlad already been accepted by the Government, and which was at least substantially completed, requiring no large expenditure of noney to coniplete it?-A. I don't know that there was that amount of the line accepted by the Government prior to that contract. Q. Suppose it is a fact that there were one hundred and thirty-eig'ht miles of the road already accepted by the Government, woul d you thern be able to explain how it came that that contract was let for building that portion of the road which was already bVuilt' —A. The only explanation that I can make is this: That there were other things to do ofn that piece of road-things necessary to be done, which the Oakes Aimes contract would have to take care of; and, likewise, that it was not of any consequence to the company-the contractors, if you please to call them so-how it was arranged. They mnade an estimate that they would build that road from a certain point to a certain point, and complete everything that was necessary to be done on it, for so much a mile; and if they had not taken in that work they would have increased the price to the same amount. Q. Why could not they just as well have let the contract from the point to which the road had been completed as to start at the hundredth meridian?-A. I can't see the difebrence'whether it was done that way or the other way, but I say, as there were some simall itemns along there that were necessary to be attended to, it was thought best at the time to have the Oakes Amies contract to cover that roatd complete everything clean ancd in proper shape. Q. Not, very long after the Oakes Ames contract was let there were very large dividends made among the shareholders of the Credit Mobilier, were there not? —A. That may be, sir; b ut it does not necessarily Ifellow that that part of the road shllould have been placed with the balance of the -work. 502 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Where did the trustees get the stocks and the bonds which they divided up among the shareholders of the Credit MAobilier in less than sixty days after this contract Awas made?-A. They got then of the company, I suppose. Q. Did they get them of the company for work done utnder the 0Oakes Ames contract, or for work that had been done prior O the letting of the Oakes Amnes contrlct?-A. The contract nwas nade taming it friom the one hundredtlh meridian to the end of the Oakes Ames contract. Q. Do you wish to be understood as saying that -within less than sixty days after the Oakes Amies contract was let the Union Pacifie RKtailroad Conipalny turned over to the trustees the price of constructing the road that had been already constructed at the prices specified in the Oakes Ames contract? —A. I wish to be unnlderstood to say that they receis-ed an estimate on that -work which was done-yo-u may call it an estimate, if you pliase-suftfcient to make that amount. Q. Do you'-ish to he understood, then, in this way': that they receivedt an estimate at the rate of the Oakes A ines contract for the amount of work that was done, and that they paid that amount less the amount that the construction of the road had cost the company?-A. It is out of mny mind about the lamnounts you speak1 of being so imany millions-th7ztt i do not assent to or disseint finomibut I say again, that t1le cost of thie contracit made by Oalkes Amnes with the Union Pacifie Railroadt Conmpany being agreed upon, takling the road from thle one hund.redtth mleridian to the point where it enlded ifter that contract was made and certain things done, which probably it wlas necesstary to do, there migmht hTaive Fbeen an estimate imde on thte hart which had been done by- te copanuy or by Hoxie, otr aXybody else1 andlt it was dne, to the conlractonr Olaes Ames2 to ieceiv e it a part of the contract which he was to fulfil1. Q. I ask yo-ut whjether a large portion of that which was divided up among -the shareholders of the Credit Mlobilier was not obtained by takiilg the dliftlernce between wheat that road had cost the comlany ald -the piiwes under the Oakes Ames contall t?-A. I sutppose it 7 —was. We took thIt contract Io fo an hnundred -ile-s of the road. -Now we tallke thaCt contract; we include, if you 3u pleas 9 a piece that is accepted by the Governilment dCire(tors, (assumintllg't it rwas so; I can't say whether it was so or not,) we ilnclude that, an,,id'we sCay thlt we 1rwill (do the work for so mluch per nmie the entire distance. YVSe say, if y-ou w ill throw in this nulnber of nibles th:at i done, we will do t1he entiroe oad unlder our ontract for so nLmuch pnr mtile Nowr,o I claimn as a co'tractor, (Whlh hcla been I my business all my life,) that if I had taken that conitraict of tlhe conmpaniy, anut if I had not built onae mile of the road beyond that point, unlelss it wxas stipulated in the contract that I was not to receive anythiig until telhe huper was his guide, to sonme extent, in doing so, and that he handed to MAr. Wilson, and not to you, the check for 819,000, differing from you in that particular; now, the qu1estion is this: If this appears to you to be ta memorandum given by General Dodge, how can you, in your narriative of the transaction, explain it? That is the point to which I wish to call your attention and to ask you to nmake such explanation as you can1. —A. I should be most happy to if there was anything by which I could refresh my mermnory. But the whole transaction was as simple as anything G could be. I had had the interest cut down from 10 per cent. to 8 per cent. for the benefit of the comon-pany and for Bushrell, too, for I never lose sight of mnyself in wor king for other p)eople. I had had that interest cut down from 10 per cent., which seemedl to me to be enorLnous, to 8 per cent., and thus saved the company every year 850,000. 1_ remarked to Colonel Scott that I had a big load on my shoulders-that I didn't know whether I could carry it through, but one thing was certain, that I; must have 8100,000 as a margin to help mre place those bonds. He thought it only fair to take two years' savings in interest on those bonds and give it to Ine. It had already cost mle $150,000( cash. I hBlad sent two men to Europe. By Mr. SLocur: Q. Do you know why it Nfwas that ftr. Duff d(id not go into that con-r mittee? —A. I think IE had said to AMr. Duff, prior to that, that I must have some aid, some help, and Mfr. Duff replied that he was willing to consent to it. 1 suppose he felt that on that account he was committed to some extent, and didn't want to act on the commnittee. Q. Do you kn1low why Mr. Wilson did not act? —A. The Government directors are the most squeamish mien that ever lived abouti taking any responsibility. VTWe had always to take the responsibility, except when we started to build the road. Mr. Jesse Williams took some responsibility in showing, us how the road ought to be built, and it cost us five or ten millions of dollars by reason of his taking that responsibility. Q. Can you conceive of any reason whiv any of th ose persons shoruld 536 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. think that tlat mloney was improperlyused? —A. It, is barely possible, and I am very frank about it, that I had told themn I had agreed to give General Dodge some comrpe nsation. They perhaps thoulght it was too liberal, and didn't want to act upon it. Mr. Wilson was a friend of General.Dodge, and perhaps didn't waint to have it said that he waes on the committee. The comnnittee here took a recess until 2 o'clock. On the re-assembling of the committee.Mr. Blushnell's examin;ation was resumed. By MBr. SHELLABARGER: Q. You have stated the relations you sustained during the years 1870 and 1871 to the Union Pacific Railroad Company. —A. I was a director. Q. What is the date, so far as you recollect it, of the issue of those bridge-bonds about which you have tostifled to?-A. The 10 per cent. bonds? Q. The first bonds that were issued?-A. They were issued in the latter part of the year 1870; tbhat is my menmory. Q. Were they the bonds of the Union Pacific Railroad Company as such? —A. Yes, sir. Q. They were the bonds of the company bearing 10 per cent?-A. Yes, sir. Q. What fund were those bonds to be payable out of?-A. They were nominally or really, I don't know which, supposed to be a mortgage or a deed of trust on the bridge, and were to be paid out of the proceeds of the earnings for freight and traffic and transportation of passengers over the bridge. Those bonds, if I remlember righitly; also provided for a sinking-fulnd. Q. Have you a copy of any one of those bonds tlhat you. can furnish the committee? —A. I have none in my ossessionu, but I think I can get you one if they were not all destroyed when the new issue was substituted. I can get you the resolution upon which they were issued. Q. Was the obligation which the bonds contained one that limited the liability of the Union Pacific Railroad Company in their payment to those specific proceeds, or did the bondholders become entitled to go against all the assets of the Union Pacific Railroad Comlpany?-A. BMy impression is that the only remedy was against the oarnin gs of the bridge. Q. Now what amount of those bonds were out at the date you made the purchase you have spoken of? —A. Fourteen to sixteen hundred thou and dollars of them had been issued and hypothecated -with the notes of the treasurer, to raise money to pay the interest on the 1st of January, 1871. Q. That is to say, the Union Pacific Railroad Company obtained loans and gave these bonds as collateral to raise money to the amount of $1,600,000 or about that sum?-A. Yes, sir; the amount of the bonds was fourteen or sixteen hundred thousand dollars; the money raised on themi was about seven or eight hundred thousand dollars. Q. Where did the company raise that money on this collateral?-A. I raised most of it myself in New York, but we could not raise it on these collaterals alone; the notes of the treasurer were indorsed'by John Duff, Oakes Ames, Oliver Ames, J. NM. S. Williams, Sidney Dillon, and myself. Q. When did you get that accommodation for which this collateral was pledged?-A. I got that accomllmodation fl on the 2Sth to the 30th of December.,,1870. CREDIT MOBILIER AND UNITON'ACFIC RAILROAD. 537 Q. Under miwhat authority of law were those bridge-bonds issued?A. Under the general authority in the charter. Q;. The act of 18643? —A. Yes. sir. Q. What section contains that general authority — A.. I tlink it is under the general authority; if not, it is a general law; but I think it is the charter. I cannot turn to the section. Q. The bonds purported to be secured by a mortg'age, you say?-A. A mortgage or a trust-deed. I do not klnow just the legal term. Q. WVas that m;ortgage or trust-deed executed and put lupon record before the date of your purchase of the bonds? —A. I do not know with regard to the placing of it on record. The inewv one, I think, Nwas, but I[ do not renmember about the first one. I doubt, whether it was placed on record. Q. Then those bonds were issued to this amount, and pledged as collateral for a loan in New York, and this trust-deed or mlortgage, whichever it was, was provided for and stipulated for prior to the passage of the act of 1871, which you have describedi as the one General Dodgei got through — A. Yes, sir. Q. There was no authority for it, unless it was the authority contained in. the general provisions of the charter; there was no special authority, was there? -A. No; only the geineral grant. Q. When was it that youn made the purchase of a million and a quarter of securities, I thiik youn said, ab(ove their actual value?-A. That was in the month of January. Q. After they were deposited as collateral in NXew Yorl? -A. Yes, sir; after we raised the inoney and spenlt it, I beogan to think how we could get it to pay aganin so that these notes would not go to protest. Q. I believe you said that that contract was a distinct, well-understood, and defined contract on your part, whereby you purchased bonds that belonged to the Union Paetfic Railroad Company to the armount of what sum?-A. Two million five hundred thousand dollars in bridgebonds, two uillion one hundred and thirty-six thousand dollars in landgrant bonds. Q. At what price each class?f-A. Eighty per cent. and accrued interest for the bridge-bonds, and 70 per cent. and accrued interest, which, at the time I mai1ide the purchase, made it 72~ per cent. for the landgrant bonds. Q. Wh-at did you do with those bonds after you bought them; were they delivered to you — A. I had already hypothecated fourteen or sixteen hundred thousand dollars of the bridge-bonds to raise nioney. The land-grant bonds were already hypothecated on a loan of twelve or fifteen hundred thousand dollars, probably in fifty different places, the loans running all the way from ten days to four months. My contract was to take up those bornds and pay for them as fast as the loans matured, so there would be no loss of interest. It took, I think, four months before all these bonds came into my possession. The company having paid the interest in advance on these loans, didn't wish to lose it. Q. I desire to ask one question about this memorandum. Please look at it again and see whether the 7 multiplied into 2,500, producing 17,500, and added to the 7,000, is not the way in which the 24,500 was made up that General Dodge drew?-A. Yes. Q. Now is it not a fact that the amount that General Dodge got was arrived at by taking that 7,000, which stands with " L" opposite it, and adding it to the 17,500, which is obtainedl by multiplying 2,500 by 7, producing, all together, 24,500 — A. Yes, sir; on that basis it would appear so. 538 CiREDIT 1MOBILIER AND UJNrION PACIFIC RAILXOAD. Q. Can you tell us how General Do0(ge caine to be entitled to the 249,00 unless you are able to explain hosw the 2,500 came to be multiplied by 7? —A. Well, I ldo not like to testify? to a thing I doan't know, but my impression is, and yet I may be entirely wrong, that this is his loss on 2,500 shares of stock, Union Paifice stock. That is my memory. Q. Seven per cent. loss onI 2,500 shares of -Union Pacific stock f —.A. That is my imnpression. [ think I had agreed with him to guarantee him against any loss&, and he came up to nme and asked me to carry out my promise. Q. Then he had suffered;a loss of 7 per cent. on 2,500 shares f-A. Yes, sir. Q. Then how do you explain the 7,000 part of it with the, " L" opposite it f?-A. M2y explanation is that he thought that little enough to p,.ay his expenses and services in the mnatter. Q. (By 2Mr. HoAR.) Does the L " stand for little enough -A. Probably so. (Laughter.) Q. I see this act, which you say General Dodge wtas efficient in (getting through, provides "that for thte more perfect connection of any railroads that are or shall be, constrnected to the Missonri River at or near Council Bluffs, Iowa, and Omaha, Nebraska, the Union Pacific Railroad Company be, and it is hereby, authorized to issue such bonds, and to secure the same by mortgage on the bridge and the approaches and appurtenances, as it may deemn neeciful to construct and maintain this bridge over said river, and the tracks and depots required to perfect the same, as now authorized by law of Congress." Now, you observe that this act authorizes the issuing of bonds and the giving of a mortgage. How came that provision to be put in the law in regard to bonds which you had already issued and secured by a mortg'age or deed of trust f Or, in other words, how came you to issue bonds and sell them at a sacrifice, when the law which you say authorized their issuance was not in existence? I allude to thle law of the 24th of February, 1871.-A. It was because that withoult that law they coutld not gget fifty cents orn a dollar for them. Q. The railroad. however, seems to have issued a very large amount of bonds when there was no law to authorize their issue, and then sold them to you at a very great discount, and which you say was still too high. How came that to be done before there was any law authorizing, those bonds to be issued?-A. I did not intendl to saty before that there was any authority to mortgage the bridge; only the common law that any company may have the right to mortgage its property, which rmortgage would come in without authority of Congress behinud all prior mortgages. 3Mr. Sidney Bartlett, of Boston, a very able lawyer, worked more or less for two years to get up a deed of trust, under which our people felt at all safe to buy these bridge-bonds. Our negotiations were long and tedious to get any one to take hold of those bonds, and no one would take hold of them, because they were represented as no better, to say the least, than the income-bonds, which were then selling in the market at 30. When I bought these bridge-bonds the income-bonds were selling at 30, and MIr. Bartlett frankly said that the trust-deed was the best thing he could do; that it might and might not hold water and hold the earnings of the bridge as against prior mortgages. He did not have any faith that I could go to Congress and get legislation, and I do not think that many of our people had lmuch hope, either. I thought it was only right that we should have the legislation. If any of you gentlemen have been over the road, as I have time and again, you will acknowledge that the lMissouri needed a bridge the worst of any river in the CREDIT M1O3BILIER AND UNTON P.ACIFIC RAILROAD. 539 world. I had ny whole soul enlisted in having a bridge there. I think it is one of the ablest things I have ever done. I took those bonds at 80 when the income-bondst that onur people said,were just as good, were selling at 3,0. Q. Please state whether an additional claim made by the parties in interest to construct the road under the Oakes Ames contract, and which was based upon the rapidity with which the work was done and for other causes, was allowed and paid by the Union Pacific Railroad Company?.-A. My memory is that there was. By MIr. HOAR: Q. I would like to ask you in relation to this transaction of the checks. Did Mr. Spence give you the checks to take in to Mr. Rollins for him to indorse?-A. My memory is that it was all done at Mr. Spence's desk. Their (lesks were almost adjoining. Q. Whose desks? —A. Mr. Spence's desk and Mr. Williams's were close together. antd Mr. Rollins's desk was two steps off into,another room. Q. Then Mr. Spence ad 5,r. Wiilliaitns had their desks in tThe same room, and 2Mr. tRollins's desk was a step or two off, but through an open door?-A. Yes, sir. Q. These checks are in the first place signed in blank by Mr. Williams, the treasnrer, as I understand it, then filled up by Mr. Spence, 1his assistant and cashier, then indorsed by Mr. Rollins, and then indorsed by Mr. Spence. Now, (lid you not take these checks to Mr. Rollins for his indorsement — A. My memory is that they were perfect when they were handed over to me-all indorsed. Q. Did you not take them from Spence to Rollins?-A. I might have done so, but my impression is that I took them from the high desk used by Mr. Spence. There were three or four checks comning to mne-the $19,000 check went to Colonel Scott and the $2a,500 check to General Dodge. Q. You have no recollection, then, of Mr. IRollins receiving thrn after they were first filled up by Mr. Spence. 1dow did Mr. Rollins's name get on them, as you remember the transaction? —A. As I remember the transaction the indorsements were all on when I received the cheeks. They came to me all perfect; that is my recollection. Q. Do you know whether Spence went into the Secretary's room, got them from Rollins and brought them back while you, Dodge, and Williams were waiting at his desk?-A. No; that is entirely outside of my memory. Do not understand me to say that it is not so, but simply that I have no recollection of it. Q. Then, according to your recollection, Mr. Rollins didn't deliver the checks to the parties for whoml they were intended?-A. That is my recollection. Q. Do you know whether Rollins knew for whom they were intended?-A. I do not. Q. Did you give Mr. Dodge the check on the day of the transaction — A. Yes, sir.'Q. And the check to Colonel Scott?-A. Yes, sir. Q. You didn't send their checks to them by mail or express;?-A. No, sir. The examination of the witness was here temporarily suspended for the purpose of recalling Mr. Spence, who was examined. by Mr. Hoar as follows: Q. Wherie was Mr. Scott at the time of this transaction?-A. I do not 540 CREDiT MOBILIEiR AND UNION PACIFIC lAILROAD. recollect Mr. Scott being in the office at that time. He hadl been. there in the morning, but I do not think he was present when I handed these checks to Mr. Bushnell. Q. How are the checks draw by you in the usual course of business?-A. The checks are signed in blank by Mr. Williams and made payable to my order. I fill theinl out from time to time, when necessary, indorse them, and then send themi to Mr. Rollins for hlis indorsement.,Ir. BUSI1NELL'S examination was resuned. By the CII(IxRMAN: Q. Do we understand you to s to say that you bought the first issue of thle Omaha bridge-bonds from the Union Pacific Railroad Company? —A. Yes, sir. Q. And tat as bfore that was before the passage of the act authorizing the bridge to be mortgaged to secure the bonds?-A. Yes, sir. Q. Did the passage of that act enhance the value of the bridgebonds?-A. It did in my estimation, very largely. Q. You received this $126,000 on the 9th of Maarch, 1871? — A. Yes, sir. Q. The act authorizing the mortgage of this bridge Twas )passed 24th of February, 1871?-A. I do not know the exact date. Q. Now, having procured the passage of that act, which, as you sa5y greatly enhanced the value of the bonds, m what reason was there for the Union Pacific Railroad Company, of which you are onel of the directors, giving you a bonus of 8126,000 upon that occasion? -A. Well, sir, I had reduced the interest from. 10 to 8 per cent. You will have, in order to appreciate my motive, to understand my object in buying those bonds, which was to pay off the floating debt. Whllen we had secured this legislation, and the interest had been reduced from 10 to 8 per cent., thereby saving i03,(0000 a year to the company, it seemed then to lme that it was but just and equitable that the company, being then able, should help make ine good for the large sacrifice I had undertaken.; Q. You were the bona-fi.le holder of these bridge-bonds for yourself and your associates, were you not?-A. I held theml for myself. I bought them as C. S.. Bushnell, agent, but I was the sole owner of them. Q. Wh'at was the amount, of them?-A. Two and a hallf millions and,over. Q. And you were sole owner of these bonds 1 —A. Yes, sir. Q. Owner of the bonds bearing 10 per cent.? —A. Yes, sir. Q. And you voluntarily reduced the interest to 8 per cent.?-A. Yes, sir. Q. And in consideration of that you received $126.000?-A. Yes, sir; $100,000 in round numbers. I had to pay something to Dodge out of that. I have only regretted since, and I think it would have been no more than equitable, that the company did not allow me a little more. I think I ought to have had more. Q. Did you have any expenses to pay out of that $126,000 besides what you paid D1odge?-A. I had to pay to carry those bonds. I, of course, could not carry them, and I had to pay for it liberally. Q. That was interest?-A. Interest, collmmissions, and everything of that sort. Q. Did you pay anything to agents besides what you paid to Dodge?A. What do you mean by agents 1 Q. I mean to distinguish between p-ayments for interest and commissions in getting these loans, and payments for any purpose in getting this legislation through?-A. -No, sir; none connected witlh the legisla CREDIT MOBILIER AND UNION PACIFIC tRAILROAD. 541 tion. I sent agents abroad to dispose of those bonds. They were all legitimate expenses that every ope will find himself obliged to incur when he has to work off $4-,000,000 of bonds. It cost me mnore than I anticipa.ted. Q. I hand you here the record-book of the botard of trustees and ask you. to read the resolution I have marked so that imay be incorporated in your testimony.-A. I will do so. "'NO. 20 ]NTASSAUT STREE T,'4 lew York, January 3, 18S8. Mr. Bushnsell offered the following resolution: esolred, That the treasurer pay o-ver to the Credit Mobilier of America, in accordance with the provisions of the conitract of Oales Amrnes with the Union Pacific Railroad Company, of ngust 16, 1, 1867, and the assig-nment to the trustees, the sume of $1,104,00(, or a sufficient sum to enable theml to make the stock of the Union Pacific I-ailroad Company hleld by tthemt full-paid. Carriedl nani;nously Q. That is the record-book cof the boiard of trustees, is it not?-A. It is so indorsed. Q. Will you explain what that w'tas for -A. IMy meumory is that in accordance Awith the original contract made by the trustees witht the Credit Miobilier, the Credit Mobilier guaranteed to furnish them with funds to enable thein to carry out the contract for 21 — per cent. commission? and it was in fulfillntent~ of that agreement this noiey was aippropriated. Q. What is the meaning, then, of the phraseology " or a sufficient snm -to enable thetm to make the stock of -the Union Pacific Railroad Company held by them full-paid." —A. I can give you that at once. I think the Credit,NIobilier of America held a very large amount of stock in the Union Pacific Railroad Company on which percentages had been paid, but not fully paid up. I know one instance myself. I bought for the Credit Mobilier some $20,000 worth cf stock, on which there had only been 10 or 20 per cent. paid up, anld the Ctredit Mobilier paid the parties various prices, but generally par. I do not think it varied munch fiom par. For instance, from S. B. Chittlenden I bought his stock for the Credit Mobilier and paid him just what he had paid in. The Credit Mobilier bolughlt all this stock where the parties did not want to take Credit, lMobilier stock, but in every instance we offered them their money -just that they had paid in, and in- some cases interest. I don't know but that we offered them interest in all cases; but, as a general rule, we gave them what they had paid for the stock, and ha'd it transferred to the Credit MIobilier. And this money appropriated by the resolution was a sufticlent suim to make that stock full-.paid. It is a considerable time since the transaction occurred, but that is my version of it. I would like to say, 1n(w, in connection with that imatter, that while I do not find fault with the commnittee, it seems to mie that they have not Inade quite prominent enorg-gh-and a good deal of undeserved censure has co mie upon the Credit Mobilier managers in consequence —the fact that they took so much pains to get the assent of every stockhoider in -the Union Pacific Railroad Company, and when wAve could Inot get the assent we bought the stock from thema, paying themn what it has cost them. I have been connected withl railroad corporations since I was a young man, and I have never known a case where so much pains was taklien to get the unanimous consent; of those connected with the railroad as in this instance. Q. Do you know where the documeent containing tha.t assent is to be 542 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. found, except so far as it appears fronm the receipt given for the dividends?-A. I do not; I suppose it must be in the New York office. Q. Have you ever seen such a document' —A. 0, yes; I myself got the assenlt in many cases. Q. Was it not on the receipt for dividends?-A. I do not remember just how the form was. WVe did get the assent of every one, and it was made a condition to get the assent of every one. Q. How do you know the assent of every one was obtained?-A. Well, I believe one was not got. Q. How do you know the assent of all but one was obtained?-A. Mr. Durant and imyself made it an object to get the assent of every one. He determined that the contract should not be mnade unless we got the assent of every one. I give him the credit for that. By Mr. SLOCUM: Q. Who was president of the Union Pacific Rtailroad Conrpany during2 the construction of the road? —-A. General Dix, up to., the time he went to Europ=e. Q. Do you know how mucll stock General Dix held il tbe Union Pacific Railroad Company — A. My memory is, five hundred shares. Q. Do you know where lhe got it?-A. Not sufficient to swear to. I know well enough to my own ninid. Q. You. know it was presented to him by -the Credit Mobilier?-A. No, sir; it was not. Q. You know it was not —. It was not. Q. Wbhere did he get it?-A. If you were to have;1r. Durant on.the cStand he could explain it better than 1[ could. Q. I would rather have you answer my question.-A. YVell, sir, General Dix's stock, it is my impression, was paid for by Mr. Durant. HIe paid the first, and may be the second, installment on it. Q. Paid for by M3r. Durant, and not by the Credit fMobiiier? —A. No, sir; it was not paid for by the Credit Mobilier. Q. It came out of Mr. Durant's own pocket?- A. I don't like to swear Lo that, but you can find that out positively by asking Mar. Darant. Q. Do you kno-w w-hen General Dix parted with those shares? —A. Yes, sir. Q. When? —A. Wrhen he was in Europe. Q. Soon after lie left the country?-A. During the time he was abroad. Q. What did he get for it? —A. Fifty thousand dollars. Q. He got par for it — A. He got par for it. Q. Cash? —A. Cash. Q. Who bought it f-A. The Credit M3obilier of Anmerica, if I remember rightly. Q. What induced them to buy it at par? —A. The same inducement that we had for purchasing Mr. Chittenden's. Q. What induced you to buy MIr. Chittenden's at par? Has the $tock ever sold in the market at par? —A. No, sir. The highest cash plrice in Wall street was never over seventy or seventy-five cents, since ave ever known anything about it. Q. What price was it when General Dix wanted to dispose of his?A. There was really no stock in the market then; there was very little ahanged hands. Q. What did you regard the value of it at that time?-A. I Twas very sanguine; I thought it was worth 75 or 80. Q. Other people didn't seem to think so?-A. Other people didn't bink] so 2,,,}y2 dridn' t rave Kse B.u.ch arith in.the enterprise as I had, CIEDIT M3OBILIER? A-NDI UNION PACIFIC PAILROAD. 543 Q. How did you come to pay par for this stock — A. We offered to parties holding stock in the Union Pacific ILailroad Company, as far as i remember, if they didn't want to keep their stock and pay it up in full they mnight take what it cost themn, or they could take Credit Mobilier stock.; I offered that to parties in New York; I don't know whether I had authority to do so; we offered to pay them just what it cost them. Q. You don't mean to say General Dix paid par for his; was it not given to him by Dr. Durant?-A. Yes, sir. Q. ~Why did you give him 850,000 for 500 shares of stock?-A. Well, there were a combination of reasons why that was done. Q. Let us know what they are; if you know of any reason just give it to us.-A. General Dix was'represented to us as being somewhat aggrieved by having been left out of the presidency of the Union Pacific Rlailroad Comnpany. He made us a very eloquent speech when he left, and stated that lhe preferred to remain president than to take the position of minister to France, a,nd that he would not go off if he had to give up his position as president of the Union Pacific Railroad Coomlpa n-y. Q. Nowl, MIrt. Bushnell, don't you know of his having written a letter to S. L. M. Barlow, which was read to certain of your directors, which induced you to pay this money and buy this stock at par?-A. I saw a letter in the hands of Mir. Barlow purporting to have been written by General Dix. Q. And the letter was of such character as alarmed your compa ny and compelled yOU to pay this money? —A. We were led to believe from thalut letter, and from the remarks of M~r. Barlow, that it was advisable to buythat stock. Q.. You thought it was greatly for the interest of the company to l'ay par for this stock and give him $50,000 for what was not worth $20,000?A. WVell, I don't say that; I donr't like to decry the securities of the Union Pacific Rtailroad Company; I had always great faith in them. Q. Who was the treasurer of the company at the time the bonds were issued-the first-mortgage bonds of the company? —A. Mr. Cisco was treaIsurer at that time. Q. And General Dix president?-A. Yes, sir. Q. What was paid to each of those parties for signinig the bonds over and above their salary?-A. I do not remember hearing of their receiving anything over and above their salaries. Q. Don't you know that the ledger shown here the other day had an entry of $25,000 paid them?-A. I did not look at the ledger. My memory is that tihey didn't receive anything above their salaries of $8,000 a year. Q. You never heard of their hav3ingl had extra paSy for signing the bonds?-A. I never did. Q. Did you ever hear of the Union Pacifie Railroad being advised to give a retainer of $ 0,000 to a candidate for the United States Senate?A. No, sir..Q. Never heard of tlh3 company paying tlhat amount for that purpose' ~A. No, sir. Q. Didn't you ever hear that a oenrmber of Congress urlged the Union Pacific ITailroad to pay to Mir. Carpent"er, who was a candidate for the Senate, a retainer of $10,000 on the ground that he as friendly to the company -. 2o, sir. Q. NTever heard of that? —A. No. Q(. Did;ou ever h ear of any axmoun t b~eing,:id n o a as a retan ier 544 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. while he was a candidate for the United States Senate'-A. No7, sir7 not a cent. Q. Never heard that subject mentioned?-A. Not the paymenet of azny money, or that he proposed a retainer, or anything of that sort. Q. Never heard it suggested?-A. I can't say that I didn't hear'sorme rumor of that kind; but I won't say a, word to injure anybody. It is nothin g I can testify to. Q. Do you know that any money was paid to him as a retainer?-A. No, sir. Q, You don't cknow whether it was paid or not?-A. No, sir; I don't know of a single dollar either in 1864, or 1867, or in 1871; not one single diollar used to pay a retainer in Congress of any Senator: or anybody connected with Congress, to influence them to (do anytlllhrg. By 3Mr. kSwANN: Q. I want to know soim-ething in reg'ard to the chlaracter of tliat letter-what General Dix said in that letter, if you recollect it? —A. Mr. Barlow held that letter in his hand. He didn'(t let nae take it or any of the rest of the directors. Q. You reIad that letter I —A. H1e read a few lines, which would not enable me to give the character of the letter. Ibt was to the effect that Mr. Barlow had authority to settle the matter. Q. It was in a complainining spirit; complaining of the action of the road in not being lnore liberal to hinm?-A. I cannot go into details. Q. You state you saw the letter. What induced you to make him hat donation?-A. lt was frorm the very fexn- lines that IMr. Barlow read showing that he had authority to sell the stock, and from what MSr. Barlow said that it contained. Q. Was not the letter in a complaining spirit; was it not a threatening letter ~?-A. I think it was in a complaining spirit. Q. And he threatened you that unless this stocki was purchased he -would take somne action in reference to the matter? —A. I want to correct my testimrony. W5hen f said that Mr. Durant gave that stoek, it is barely possible that it was voted to General Dix by the company or by the Credit Mobilier, as extra salary or compensation for services. Q. You say you have no distinct recollection about it?-A. I can only give miy impressions.. You k:Low cert'ainly it was given to him?-.A. I can only say, as 1T have done before, that tiat is my impression..I would not swea'r positively in regard to it. Q. What was the nature of this let.ter which you say was in a comnplaining spirit; Syou saw the letter or read part of it? A. iMr. Bariow showed a part of it. Q. Wais it not threatening as to the bonds —as to the reception your bonds wouldt mieet with in Europe —i you, do not take the stock at that price?-A. I am not prepared to say. Q. What is your best recollection on that point[?-A. My best recollection is that there wtas something to that effect either in the letter itself or in whatt Tr. BIarlow stated, which may have been possibly withoiut any authority fromtl General Dix. Q. What is tlhe relation of Barlow to Dix-?-A. He'as his counsel in that particulalr. The part of the letter I saw showed that he was authorized to act for him. Q. Is he not a partner of General Dix's son-in-law?-A. I did not know that. Q. You say. positively yon never heard of a large amount of money CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 545 being allowed to the president and treasurer, over and above their salary, for signing bonds?-A. I do not know; everything of that kind is a matter of record. Wae want to account for every dollar that has gone into that road. WVe did pay a large amount to these trustees for signing the bonds; we also paid a large amount for advertising the bonds-no more, however, than the parties earned; but it amounted to a large sum. By the CIIAIRiAN: Q. You paid large amounts to the trustees for signinfg the bonds -- A. Yes, sir; the trustees under the first mortgage. All those things cost a good deal of money, and it is only fair that they should enter into the cost of building the road. By Mr. HOAR: Q. How long was General Dix president of the road according to your memory? —A. From the summer of 1861 until he went to France, which was, if I remember rightly, iln 1868. Q. Three or four years? —A. Yes, sir. Q. How much of his time, before he went to France, did the duties of his position occupy?-A. After the commencelent of 1865 he was at the office very uniformly, very regularly. Q. It was constant employment — A. Yes, sir. Q. What was the salary paid to the president, the regular standing salary?-A. MIy memory is, $8,000 a year. Q. Now do you know whether it is not a fact that during those years the managers of New England manufacturing establishments, men whose experience had never been outside of their mills, were being paid at the rate of from eighteen to to twenty-five thousand dollars a year for managing their establishments l?-A. I was not well acquainted with the mills down there. Q. Do you know what salaries were paid at that time for men of skill or reputation for managing business concerns? Were they not, immediately after the close of the war, much higher than they were before or since — A. I think they were pretty large. I can illustrate it, if you please, in the matter of myself. I charged $10,000 a year for my services. I gave pretty much all my time. Owing to a quarrel, which resulted here in these national quarrels, my account was not adjusted. I was determined, however, to have my pay, and I took the money and gave them my checks, which now lie unpaid with my receipt. Q. That was undoubtedly an important point to you, but it does not seem so important to me. I want to know the current rates, if you know, and if you don't know you can say so, which, during the years immediately concluding the war, prevailed for the management'of large business concerns?-A. I have no specific knowledge. I don't think $8,000 was too large a sum. By Mr. SLOCUM3r: Q. For one who devoted his whole time?-A. Yes, sir. Q. You say General Dix was president during the construction of the road? -A. Yes, sir. Q. And devoted his whole time to his duties as president?-A. I don't say his whole time. He attended the office every day. Q. He was then cognizant of the fact that in this Oakes Ames contract for building six hundred and sixty-seven miles of road you took in some road that had already been built and accepted by the Govern35 c M 546 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. mentf-A. If he was president during that time, as I think he vwas, he did. Q. He knew of the fact of your getting the consent of all the stockholders of the Union Pacific Railroad Comlpany that the Credit MIobilier, composed as it was of the men who were running the Union Pacific Railroad Company, should have the contract to build the road, thus making, in fact, a bargain with themselves. He knew of that if he was president and did his full duty? —A. I think he knew of everything that was going on, and he didn't see anything wrong. Q. You think he knew of everything that has been brought out here, and approved of it — A. Yes, sir. Q. You think he earned his $8,000 a year in approving of those things?-A. Yes, sir. By Mr. HoAkR: Q. Did General Dix remlain president after le went abroad? —A. Yes, sir. Q. How long? -A. Until the next election; I do not remember the exact date. Q. Do you know whether this Credit MAobilier contract and the transactions connected with it were during General Dix's presidency or during the presidency of Mr. Oliver Ames — A. The only contract the Union Pacific Railroad Company ever had with the Credit Mobilier of America was under the direction of and executed by General Dix. Q. Under that contract there was a dividend of 12 per cent. to the Credit Mobilier? —A. Yes, sir. Q. And there was only one dividend?-A. Yes, sir. Q. The subsequent contract under which these large dividends were made, was that executed under General Dix or Oliver Ames? —A. The execution of it, if I remember, wias by Mr. Ames, in the fall of the year, but it should not be lost sight of, in this investigation, that the real fact was that this Oakes Ames contract was a matter of understanding and agreement early in the spring of 1867, but it did not take shape and execution until the fall, and during the intermediate time this one hundred miles of road was built. Q. Now it is important to know whether General Dix, so far as your knowledge extends, was president of the road at the time that understanding was had? —A. It is my memory that he was. I don't know whether the committee have found out, but I have never seen it published, the fact that we never made one single dollar to my satisfaction in building the Union Pacific Railroad east of Cheyenne or west of Carbuncle. We made our whole money in an incredibly short time in building the road from Cheyenne, one hundred and fifty miles west, but not a dollar can be shown that we made west of that one hundred and fifty miles, and I do not believe we made one dollar east of Cheyenne. It was a fortunate circumstance that the Rocky Mountains were not what we anticipated they would be, and but for that lucky strike we would have lost money. We got $96,000 a mile for building that piece of road, and it didn't cost us so much as that for which we got $64,000 a mile, and the nation ought to know that had the Rocky Mountains been what they thought they would be, we would never have got out of that contract with one single dollar in our pockets. By Mr. SHELLABARGER: Q. I will ask you a question here, whether you agree with Mr. Durant that the nature and character of that pass through the Rocky Mountains was known in 1863 — A. IHe might have known it; nobody else knew CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 547 it, and I: don't believe he knew it. Mr. Mr. Benjamin E. Bates, of Boston, was one of our seven trustees under the Oakes Ames contract. At the price at which he sold his profits under that contract, the whole profit would not have amounted to $5,000,000, but he sold at an unfortunate time, when Mr. Boutwell made this attack upon us, as we call it. I sold my profits as favorably, I think, as anybody, and at the rate at which I sold them the whole profits of the company, all told, under this contract would have been less than $11,000,000 on an outlay of over $90,000,000. By Mr. SLOCUM: Q. What did you get for the Union Pacific stock?-A. I got for my Union Pacific from 30 down to 20. Q. That was what timle?-A. That was in the fall of 1867. Q. That was about the time General Dix went to France, was it not?A. I don't remember just the time he went. Q. 1-le was appointed by Johnson just before his administration closed? —A. I cannot go into the details of these things. I think so. Q. General Grant came into the Presidency in 1869; it must have been at the time you sold your stock for 20?-A. It might have. The stock wevent down pretty fast when the raid, was made. We have had several raids upon us and the stock has gone down. By Mr. HOAR: Q. Here is the report for 1866, in which I find the name of Oliver Ames, as president pro tem., and John A. Dix, president. Now, can you explain how Oliver Ames in that year comes to be reported as president p1o tern.?-A. I cannot say. Q. Look at this report for 1869, by which it appears that Oliver Ames was president during 1867. INow I ask you whether from your recollection, after looking at these two documents, General Dix during the year 1866 ceased practically to exercise the duties of the office, and Mr. Oliver Ames took his place as president pro tem., and during the entire year 1867 Mr. Oliver Ames was president? —A. Mr. Oliver Ames was president pro tem2., but did not attend to the business in New York. Mr. Durant, being vice-president, attended to the duties there. Q. The fact I want to get out is when General Dix practically ceased to be president?-A. I think it was the spring of 1867 when he went abroad, but I may be mistaken. Q. I now desire to call your attention to this report, of which I will read the first sentence: "Sir: In accordance with the provisions of section 20 of the act of July 1, 1862, I have the honor to submit in behalf of the Union Pacific Railroad Company the following annual report extending from January 1, 1866, to December 31, 1866." Annexed is a list of officers for that period, showing Oliver Ames to be president pro tem., John A. Dix president, and the report is signed " Oliver Ames, president pro tenmpore of the Union Pacific lRailroad Company." Would it not appear from that statement that Mr. Ames's assumption of the duties of the president pro tern. occurred some time prior to December 31, 1866? —A. No; it would be prior to the date of the signing of that report. Q. This appears, does it not, to be the report of the president of that company from January 1, 1866, to December 31, 1866? —A. Yes, sir. Q. The report is made in 1867, but it is a report of what happened in 1866? -A. Yes, sir. Q. Now, it gives a list of officers during the period of 1866, and in that list of officers are the names of Oliver Ames, president pro tem., and John A. Dix, president. Now, would it not appear fromn this statement 548 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. sworn to June 28, 1867, that Mr. Ames assumed the dulties of president pro temn., for some reason, prior to December 31, 1866? -A. It would, according to the list in the report, but according to o the signing of it, would be prior to the date of signing. My memory isQ. But what has the date of signing to do with it?-A. You are correct; it would appear from this report that he was president pro tern. some portion of the year 1866. By iMr. SLocum3: Q. A few minutes ago, in your examination, comparison was drawln between the salary of the president of the Union Pacific Railroad Company and the head of some of the factories in New England, and I inferred from your evidence that you thought General Dix devoted himself entirely to his office during the time he was president. —A. I did not so state. I said he came every clay to the office. Q. I thought the implication was that he had earned his money by devoting his time to the duties of his office. NTow I would like you to say whether he did or did not devote himself to the duties of the office.-A. The active duties of the coampany were done by Dr. Duranlt and myself. General Dix came down to the office every day, as I ~emember, and attended to such duties as he was expected to attend to as president, the execution of documents and the answering of letters. Q. That did not take tp all his time?-A. I did not intimate that it d(id. Q. Did he draw any salary after he became minister to France i,-A. I cannot say that he did. Q. Do you know whether he did or not? —A. I do not. Q. Don't you know that he drew his salary besides selling this stock?A. I think it was understood generally by the New York interests that General Dix was to continue president of the road until he returned, and I think General Dix was disappointed because he was not continued president of the road. That is my impression; and I think that was the purport of his eloquent speech when he left, that he would not go to France and disconnect himself from the company. Q. Well, now, Afr. Bushnell, didn't General Dix force the company to buy his stock at par when it was not worth over 30, under a threat of discrediting the bonds in Europe i —A. You would not consider yourself bound by everything your counsel did. General Dix might have been willing to take one-quarter what he got. Q. But youl understood through his counsel that your bonds were liable to be discredited in Europe if you didn't buy five hundred shares from him at par. Didn't you so understand from Mr. Barlow?-A. I would not say that. Q. Was not that the burden of this letter that Barlow read to you?A. I would not say that. Q. Would you say it was not?-A. I would not. Q. Give us the tenor of the letter.-A. He did not show enough of that letter for me to say. If you summon Mr. Barlow here he can t311 you all about' it. I don't want to reflect on any living man, unless I know the facts. I know both gentlemen, and I think very highly of them. I do not want to bring them in here without any positive knowledge of facts. By Mr. SWANN: Q. What impression did that letter make on you?-A. Simply, as I said before, that it was our interest, and advisable for us to buy that stock. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 549 Q. Why was it advisable' —A. As I stated before, for several reaSOI S. Q. I want to know the. principal reasons.-A. One of them was that I did not think it was our interest, even if it was right, for us to have a quarrel with General Dix or his counsel. Q. That is approximating the answer; but still it is not the full answer.-A. It is a very delicate position to put a witness in. Q. I know it is a very delicate matter; but we want to know the facts. We want to know whether you acted under pressure in making these large donations to General Dix, and whether you apprehended he would act in such a way abroad as to embarrass thb company ~?-A. I don't believe he would have done a thing to have injured the Union Pacific Railroad Company —not one single thing. I think he was always proud, and is to-day, of his connection with the Union Pacific Railroad Company; and I think the rest of us will be, who are alive, when the smoke of this battle passes away. Q. Can you give us the aggregate amount that was paid General Dix, other than his salary — A. I do not know any other amounts at all, except that stock; and I cannot swear that that was given to him by the company. By Mr. SLOCUM: Q. What did you pay the trustees for signing those bonds?-A. We paid Governor Morgan $1.121, $1.25, and $1.374. I believe those are the various figures for each signature. Q. How many bonds were issued?-A. Twenty-sevein or twenty-eight thousand. Q. Those were the first-mortgage bonds?-A. Yes, sir. Q. Was he trustee of any others — A. No, sir. The amounts we paid M1r. Ames, the co-trustee, I think were about half as much. Q. What is the usual amount paid to trustees for signing bonds?A. It is a matter of agreement. Q. A dollar is pretty liberal for signing a man's name where he signs 27,000 — A. Well, there are various prices. I only alluded to the matter to account for our money. WTe were generally pretty generous, I think. By Mir. HOAR: Q. I want to understand one fact on this very point.'Was there any other payment to those gentlemen for assuming the office and the responsibility of trustee other than the payment for signing the bonds?A. No, sir; not to my knowledge. Q. So that they took upon themselves the office of trustee for property securing a debt, or purporting to secure a debt, of $27,000,000 -- A. Yes, sir. Q. And the coml)ensation which they got for undertaking that responsibility is found in this agreement, that they should have so much a bond for signing them — A. That is it. Q. How much did it amount to in the aggregate? —A. There were about $27,000,000 of securities, and the compensation would be somewhere about $30,000. I didnl't allude to it as being so much, but merely as a usual item of expense. By Mr. SLocuM: Q. You don't understand that a trustee for bondholders has any personal liability, no matter what the amount may be?-A. It was their duaty not to si- thellse bonds faster than a hundred miles in advance. 550 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. He has got to look out that there is not an over-issue, and that they are recorded. Q. But when he has signed the proper quantity and given them back to the road, he is not responsible for their being rightfully or wrongfully used?-A. So I understand. By Mir. SHELLABARGER: Q. You stated awhile ago the part of the road upon which you made all your profits, in your judgment. WVill you state the east and west terminal points of that part upon which you made your profits?-A. A little west of Cheyenne, and continuing one hundred and fifty miles. Q. Where is Cheyenne?-A. Cheyenne is a little east of the eastern base of the Rocky Mountains. Q. Then that profit was made on the Oakes Amles contract of August 16, 1867?-A. Yes, sir. Q. Did that part upon which you made your profits include what are called the Black Hills?-A. Yes; that is it. Q. You state that the "' lucky strike 1" you made upon that part of the contract enabled you to make all the profits that were made under the contract.-A. That is my opinion after very carefully estimating it and figuring it up. Q. What do you mean when you use the words " lucky strike V. Do you mean that the road turned out more favorably than you thought it would when the contract was let?-A. Yes, sir. Q. Now, I wish to read you an extract from a report made June 16, 1868, by J. L. Williams, Government director of the Union Pacific Railroad, filed with the Secretary of the Interior, Mr. Browning. The extract reads as follows: " First, as to location. In my report to you of the 23d of November, 1866, the very advantageous route of 90 feet maximum grade across the first range of mountains-the Blackl Hillsdiscovered after extensive surveys continued through three successive seasons, was fully described. The season of 1S67 was occupied in further preliminary surveys, niore minute than ever before, between the Black Hills and Salt Lalke under the immediate direction of GCeneral Dodge, chief engineer." What I want especially to direct your attention to is that part of the statement where he says that in his report of 1866 the very advantageous route of 90 feet maximum grade across the first range of mountains, the Black Hills, discovered after extensive surveys continued through three successive seasons, was fully described. So, by this report, extensive surveys had been made of the Black Hills, the route fully described and reported to the Interior Department as early as November 23, 1866. What have you to say about that route being unknown to you at the date of the Oakes Ames contract, and turning out to be lucky — A. I have simply to say that the engineers during these three years were surveying and resurveying, and while they nay have been thoroughly posted themselves, I did not know it. Practical business men never pin their faith on the reports of engineers in business transactions to any extent. Mr. Williams took a great deal of interest in the reports and surveys. They came to Dr. Durant and he read them over carefully, and I do not think there is one single member of our board other than Dr. Durant and Mr. TWilliams who knew anything about the favorable condition of the road until late in the summer of 1867. What Mir. Williams reported to the Interior Department, or what Mr. Durant knew, was not generally known to the rest of us. Dr. Durant is a very reticent man, and all those reports of thfe engineers Mwent to his department, and nobody ever saw them. I was CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 551 as intimate with him as anybody and I never saw them. I have said heretofore in my testimony before this committee that I thought there was nothing connected with the Union Pacific Railroad Company, from first to last, that I didn't know as much about as any living man, except the engineer's reports. Q. Is that all the information you can give the committee on that point?-A. I was one of the directors and one of the contractors, and I did not know anything of the favorable condition of this road until I went out myself in the summer of 1867. I went out as far as Lincoln, and I then began to realize the favorable condition of it. Other people may speak for themselves. I would like to make a statement to the committee as to the reasons why we asked Congress for just what we did in 1864. We did it after a consultation-Mr. Dillon and myself-with Mr. Lincoln. Mr. Lincoln said to us that his experience in the West after many years was that every railroad that had been undertaken there had broken down before it was half completed, and the original projectors had lost all their money. FTe had but one advice to give us, and that was to ask suffi cient aid of Congress, so that when we commenced the undertaking of building that road we should be able to carry it through to completion and not break down and lose all we put into it. He said further that if we would hurry it up so that when he retired from the Presidency he could take a trip over it, it would be the proudest thing of his life that he signed the bill in aid of its construction. I have remarked myself that I dlid not think he anticipated that every year the lobby would levy black-inail upon the managers after the road was completed. By Mr. HoApR: Q. Do you understand that that is done? —A. I was in Mr. Clark's office just one year agoQ. Answer the question first and we will have the explanation afterward. Do yolu understand that every year the lobby has levied blackmail upon the Union Pacific Railroad Comupany? —A. In some shape or another. Q. Will you be good enough to state to the committee all the blackmail the managers of the road have paid, the persons to whom it has been paid, and the amount in each case?-A. I will state that we refused in toto to pay a dollar-not one dollar. Our president at the last time the matter was laid before him-I won't say that he swore, but he did say that the parties might go to hell before he would pay a dollar. Q. State the amount and upon whom the black-mail was levied.-A. In 1869 we were informed that the lobby was coming to Washington to induce some legislation to reduce the price of our bonds. They were going to ask Congress to reduce the rates, and on. that our bonds and the Central Pacific bonds were sold right down in the market, and the parties who sold them down afterward found they could not get any black.lmail, and they could not get their bonds in without paying a large percentage of profit. The next attempt is too prominent in its history to render it necessary to go over it. In 1872 the same thing was tried upon us. Q. What was the one you thought too prominent to name —the Secretary's action — A. Yes, sir. The third year I was in the office of oar president, and he received a telegram that immense damage would be done to us if we did not furnish a fund to protect ourselves, and the president asked me what I would recolnmmend. I said if the Union Pacific Railroad Company had got to furnish a fund to protect itself at 552 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Washington, the sooner we knew it the better. I recommended that he should not pay a dollar. He said that was the way he felt, and that lle would not pay a damned cent. This year the question came up whether we should employ counsel in the lobby to take care of our interests. We discussed it carefully and our president said that we should come to Congress and come to this committee, and to any other committee, and give every fact we knew, without counsel, and if it was necessary we could send our regular yearly counsel, Mr. Poppleton, and give the committee all the information we could, and then leave it with the committee and to Congress to say whether the road can be protected without a lobby. We all came to that conclusion, and we have never used those means up to to-day. Mr. Clark said that he would come on here, I would come on here, and all of us would come on anti give every fact we knew, and let Congress and the nation know them all, and trust Congress andi the nation for our protection. That is the way I feel about it. There is no fact that I am not ready to give. By Mr. SLOCUM: Q. You have not given all the cases of black-nmail, have you? —A. I have not come to Congress to wash my dirty linen. Q. How about that $50,000 paid to Fullerton; was not that blackmail?-A. Of course it was; I ordered that paid myself. There are other cases of black-mail, but there is'no use of discussing them here. The committee has had information enough, and can come to their own conclusions. We all know the origin of these controversies; you can get at the bottom of them and come to your own conclusion. If it were necessary, or of any possible use, I can name you three times when the Union Pacific Railroad Company would have gone to protest and ruin had it not been for Mr. Ames and myself; but that is of no earthly use here. By Mr. SHELLABARGER: Q. When were those three separate times? —A. The first time was the spring of 1867. Q. When was the second time?-A. In the spring of 1869, at the time of the Fisk raid. Mr. Ames was here, and I telegraphed him to come on or we were gone up. Q. When was the third time? -A. In December, 1871. Although Oakes Ames had failed, owing to the action of the Secretary of the Treasury, his name then, together with others, enabled me to raise money to pay the interest on the first-mortgage and the bridge bondsI have told you about that-and that saved the company from going to protest. Q. Now go back to 1867; what danger was it that Mr. Ames averted, and prevented the insolvency of the company?-A. If you recur to my testimony you will see thaA in the spring of 1867 we owed three and a half million dollars, and we were borrowing money from day to day, and existing only from hand to mouth. I have been out myself day after day durinog the time we were getting up the $1,250,000, and borrowed money after 3 o'clock in the market to keep the company's notes from going to protest. Q. Then the company was inll such straitened circumstances in 1867 as that it would have gone to bankruptcy and gone to ruin had it not been for the aid it received from Mr. Ames'?-A. Yes, sir; and the parties he got to join with him at the time we placed this memorable Credit Mobilier stock. Q. What time was that in 1867?-A. Very early in the year. CREDIT MOBILIER AND UNION PACIFIC R.ILROAD. 553 Q. Then in 1869 another crisis came?-A. Yes, sir. Q. What was the nature of that crisis? — A. That was when Judge Barnard took possession of our offices. Our notes were about maturing, and our bonds went down so that we could not borrow fifty cents on a dollar. Mr. Ames was in Washington, and I telegraphed him to come on. He did so, and joined me in raising the money to pay the obligations that were maturing, and saved the company from ruin. It is the daily boast of our enemies that they will put us in bankruptcy anyhow. Q. You have said that but for that interposition of Mr. Ames the destruction of the company would have been so complete that those of you who had embarked ydur money in it would have lost your all that was in it?-A. Yes, sir. Q. So that the result of what you say is that the assets of the company and its debts were such, in relation to each other, that had the company been compelled to pay its debts at that time in the way described, the result would have been banllkruptcy-permanent bankruptcy-so that you would have lost all you put in; is that your testimony? —A. It will be necessary to give a separate and distinct explanation for each one of those cases. Q. Still you made the remark general. I' simply want to understand, because the question of the solvency or insolvency of this company is very material, and we want to know from you, as one of its officers, whether its affairs have been so desperate that it was saved from bankruptcy and complete and permanent destruction by this interposition. If you wish to be understood that way, that is right; if you do not, let us know it.-A. Well, I can't say if we hadn't'done what we did it would have gone into bankruptcy, because some other gentlemen might have come forward and done the same. I know that we did save it; still, if we hadn't, some other gentle men might have been able and willing to do it. Q. A corporation that is completely solvent and has abundant assets to pay its debts is not driven into permanent bankruptcy and destruction by the simple fact of an accidental protest at a particular time?A. You can judge as well as I. We owed three and a half millions in the spring of 1867, on securities that had no market value. Had we done as other railroads do, and let the securities go to protest, you can judge of the effect as well as I. In 1869 we owed over $15, 00(),000; we had built the road through ifl 1868 and 1869 without making one single dollar, and we had accumulated this debt. Unwisely, as we see now, we had divided the profit of 1867, instead of keeping it on hand, as we now see we ought to have done; but we supposed we were going to make some money on the rest of the road. WVe didn't make as much as we thought, and I do not think as much as we ought on an expenditure of $90,000,000. Q. I would like to have you state the amount of actual cash that'was paid in for stock to the Union Pacific Railroad Company. Now, of course, I don't ask for exact dollars, but the amount as near as you can state it.-A. At different times, or all through? Q. Yes, all through, in actual cash, excluding road-building. Go back to the beginning and take the differeiitsubscriptions to stock, and tell the committee the amount of actual cash that was paid in for stock, in round numbers.-A. You may not look upon it the same way as I do, but I consider that there was paid in actual cash a little over $27,000,000. Q. I will shape my question, then, differently. State to the committee the amounts in round numbers, asihear as you can, that were paid in 554 CREDIT MOBILIER AND UNION PACIFIC RAILROAD for stock subscriptions to the Union Pacific Railroad Company in money, not including what was paid in road-building, and also excluding from it all payments that were made by check, and the stock divided out among the parties in interest. Now exclude both classes and give the amount of money that was paid in for stock.-A. On the original subscription ten per cent. was paidl but those payments were made by check. Q. But they were regular checks for money, and the money on them was drawn and went into the treasury? —A. Yes, sir. Q. What else?-A. If, I remember rightly the, next payment was made by the Credit M3obilier, with certified checks for so much stock of the Union Pacific Railroad Company, subscribed for by them and paid for by them. Q. And the money paid into your treasury actually?-A. Actually. I think it was a check on a bank, just the same as for all the work on the road. I remember that the trustees did pay over to the Credit Mobilier money which was paid to the Union Pacific Railrbad Company to make their stock full-paid. Q. My question invites you to state the amounts and payments into the treasury of the Union Pacific Railroad Company, of money, as distinguished from those checks which were paid for road-work, and as distinguished fromh all other transactions where the money was paid in a check and immediately paid out again.-A. There was ten per cent. paid in cash on the $2,000,000 originally subscribed. That was paid into the treasury of the Union Pacific Railroad Company. Afterward two and one-half millions, the capital stock of the Credit 3Mobilier, was paid into the Union Pacific Railroad Company in actual cash. Just how that got in I cannot state in detail; but I know that it all went in. By MIr. HOAR: Q. When the Credit". M1obilier paid for two and one-half millions on the capital stock of ithe Union Pacific Railroad Company, by using the cash which had been paid by its (the Credit Miobilier's) subscription for its original capital, were they not carrying out a previous contract to take that stock which had been made in connection with contracts to build the road or a part of it?-A. I think so. Q. They took at the same time an assignment of the Hoxie contract?A. Yes, sir; about that time; and that had bound itoxie to build so much of the road at the same price, and to procure subscription of the stock of the Union Pacific Railroad Company. That you have got in detail. Q. The original charter requires the subscription of at least ten per cent. of that $2,000,000 before the organization of the road shall be delivered over by the Government commissioners to the company, does it not?-A. Yes, sir. Q. And that was subscribed and paid in cash amounting to 211,000?A. Yes, sir. Q. The remainder of this $2,000,000 was made by turning in this scrip which they had acquired in payment on one of their contracts for building the road, was it not, and not paid in cash the other way?-A. A part of it was in that way, and a part in the other. Parties sold their stock to the Credit 3lobilier, bought it and made it full-paid. Q. That transaction was'a transaction which accompanied the contract to build the road. It was in some way connected with that? —A. Yes, sir; so far as the Credit Mobilier was connected with it. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 555 Q. Do you know of a single instance in which a single dollar was paid of the capital stock of that road, except the original $211,000, by man or corporation, who simply paid his money and nothing more, and who, as a consideration for it, received his stock and nothing more?A. I do not know of any. Q. Yon do not know, with the exception of that original $211,000, which paid 10 per cent. on the first two millions subscribed, of a single dollar paid into the treasury, by a person who was to pay his money for his stock inll full, and nothing more, and was to receive in consideration for it his stock and nothing more?-A. I guess I was a little too hasty in answering that before. I think that various subscriptions were called in, up to as high as 55 per cent. I am not sure that Brigham Young did not pay -his subscription up to par. The great whole was, however, as you suggest. Q. There may have been possibly a few individual stockholders who paid On small amounts up to 55 per cent.?-A. It would be a considerable amount, except in comparison with the whole. Q. Can you furnish the committee with any information which would enable it to report that fact exactly?-A. I do not know that I can. Q. Was Brighain Young one of the original subscribers?-A. Yes, sir. Q. Then the persons who you think may have paid more than 10 per cent. in cash, under the circumstances supposed in my question, were all subscribers to the original $2,000,000, so far as you can recollect? —A. Yes, sir. Q. Suppose this road had been built in the old-fashioned way, such as the first railroads were built in; that somebody had come in and subscribed $20,000,000, and I)aid it into the treasury of the company, and that then the company had proceeded to make contracts to build the road, and had done so under such circumstances as that the stock was going to be worth 110 or 120; suppose it had been possible to do that; would it not, under the charter, have been possible for anybody else to come in and say,'I will now take so much stock at 100, and will get the benefit of the profit, and of the rise on the stock, to the disadvantage of the original subscribers, who had taken the stock and run all the risk?" —A. Of course;. and that was one of the reasons why we would not run the risk of letting others come in and take all the profits; that is self-evident. If we had subscribed ten millions or twenty millions, and gone ahead and built the road just as cheaply as we could, and made it a success, and got it within ten mlles of the junction with the Central Pacific Railroad, so that outsiders would see that there was a good thing to be made of it, then they would have come in and taken the balance of stock —enough to control the company. We could not have prevented it, and they would have got nine-tenths of the profits, without having risked a dollar, while we should have run all the risk, without makings any profit; that is perfectly apparent. Q. Then, for that reason, and for other reasons, was it or not the purpose of the gentlemen who built that road, so far as you know it, to obey the lawt-A. That was the intention, and desire, and purpose. Q. But I understood you to saoy that if they had obeyed the law you did not think they could have built the road.-A. We think we did obey the law. Q. I will ask you a question which I asked Mr. Alley. Do you know of any legal advice having been taken, by the gentlemen engaged in this transaction, in reference to the question whether these contracts, and the taking of the stock uender them, was a substantial compliance -with the provisions of the law requiring the capital to be paid in cash? 556 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. A. I can answer that we were informed by the best leg".tl talent, as we supposed, that we could do so; and that we were complying with the terms of the law. Q. Have you any written information of that fact, given at the time of those transactions? —A. I think we have; I cannot say that we have. Q. Can you furnish to the committee the testimony of any counsel of eminence to the fact that, at the time of these transactions, he gave you any such advice — A. It is my opinion that I can. zMr. SHELLABARGER. Speaking only for one, I should advise you to do so. The CHAIRMAN. Speaking for another, I should be very glad for you to do so. The WIT'NESS. I shall be happy to do so. Mr. HOAR. You may or imay not, as you please, name the counsel whom you have in your mind as having given you that opinion. The WI.TNESS. I will name several gentlemen, who, I am prepared to say, advised us that the course which we were taking was.legal, and a safe course for us to adopt. I will name Tracy, Olmstead & Co., of New York. It is my opinion that a gentleman who is now a judge of the court of appeals in New York, Williaml F. Allen, advised us also to that effect. I think that Judge Jerry Black also so advised us; and IMr. Samuel J. Tilden. In Connecticut, I consulted a gentleman who is one of the most eminent lawyers there, Mir. William B. Bristol, and he, after considering the subject thoroughly, took stock in the enterprise. Adjourned. WASIuNGTON,) D. C., FebruaryJ 4 1873. JOHN B. ALLEY appeared again before the commuittee. Mr. HOAR. I understand that you desire to make some further points to the committee in relation to your previous testimony? The WITNESS. I have said before that the road must have been built, if at all, by a contracting party with corporate powers, on account of that provision of the law which required that the books should be kept open till the road was finished or one hundred millions of stock was subscribed. The parties in interest who built this road have never had over fifteen million dollars in it of their own money at any time (luring its construction, including the capital paid into the Credit Mobilier, the purchase of securities and loans, and everything else. - Now, there was liability for forty-seven millions at one time; yet the actual cash they had in of their own money would not, I think, have exceeded fifteen million dollars. Now, if they had subscribed and paid in fifteen million dollars to the capital stock directly, and had built the road as railroads were built fifteen or twenty years ago, (but as none that I know of are built now,) if successfcl and as profitable as it should be, commensurate with the risk taken and the capital employedl, the stock would be worth at least 150, provided there was no provision that the books should be kept open until the road was finished or one hundred millions subscribed. But with that provision all could come in and get their stock at par, and prevent those who had taken the risk, furnished the capital, and performed this immense labor, from reaping any benefit from it more than those who came in at the eleventh hour. All must see and admit the injustice of this. Under these circumstances it was that they built it by contract, in which it was stipulated that stock should be received at par; CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 557 and undoubtedly the contracts were given out at something more in price than the Union Pacific Railroad Company would otherwise have paid. But they were informed by very eminent counsel that it was legally right and proper; and I am sure we thought there was no moral wrong in it-not one of us. With reference to the contract: it has been suggested that they were making a contract with themselves, and that, therefore, it would be illegitimate and unjust. So fa,r as that goes, I have to say that we thought there was no injustice in it, as we were informed by the best of counsel that it was most perfectly legal under the circumstances, containing the provision, as the contract did, that all the stockholders of the Union Pacific Railroad Company should give their assent to it. So far as I was personally concerned, my interest was relatively three times as large in the Union Pacific Railroad Company as it was iT the Credit Mobilier. I was opposed to the contract, and opposed to the distribution of dividends, on business grounds, and not at all on the ground that it was any injustice to any party, particularly to the stockholders of the Union Pacific Railroad Company. It it had been, I should be doing as much injustice to myself as to any one, as my interest was so much larger in that corporation than in the Credit Mobilier, I owned 1,100 shares of stock in the Union Pacific Railroad Company, and only 290 in the Credit Mobilier; and the capital of the Union Pacific Railroad Company at that time was, I believe, less than six millions, while that of the Credit Mobilier was $3,750,000. So th'it if I wronged anybody so far as my action was concerned, I certainly did that wrong to myself; but it never entered my head, as I do not believe it did any of the others, that they were doing any wrong to any stockholder of the Union Pacific Railroad Company. Now, it should be borne in mind, I think, that in 1867, when this contract was made, 1 had, a short time before, gone into the Credit Mobilier, and I was appointed chairman of the finance committee on behalf of the Union Pacific Railroad Company. At that time, the Union Pacific Railroad Company was in a very precarious condition, owing an immense amount of money, paying 2~ per cent. a month for loans, pledging its bonds, which were then entirely-unsalable, at 40 and 50 cents on the dollar, and in some instances at 25 cents on the dollar, and requiring that the personal credit of the directors and stockholders and parties in interest should be used to a very great extent in putting the road through. Now, although the profits have been stated here to be some eleven or twelve millions on the whole road, (and nobody has put them higher,) I think it can be clearly shown, as I have stated before the other committee, that the only money made upon any of the contracts really and substantially was made under the Oakes Ames contract, and that contract only yielded between eight and nine millions. That contract amounted to forty-seven million dollars, and the percentage of profits as you perceive, was only between 16 and 17 per cent. I think it was the expectation of the parties in interest, when they took that contract, to realize at least 25 per cent. profit, which is regarded by all railroad men as a moderate profit for the risks that are ususally taken in the building of railroads; and this was vastly more hazardous than any other road that I have had anything to do with. Of the many railroads that I have been engaged in helping to build, there has been none which, for the risk taken, the capital involved, and the length of time that it took to build the road, returned me so little profit as the investment which I made in'this road. I think all railroad Beer 558 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. will tell you that a profit of 16 or even 20 per cent. is exceeedingly moderate on contracts for building ordinary railroads. In 1867, while I Mwas chairman of the finance committee, we maide a good deal of effort to sell the bonds and to raise money. I visited several cities and called meetings of capitalists, and addressed them on the subject, setting forth the prospects of the road; and I found very few capitalists who had faith enough in the successful prosecution of the undertaking to feel that it was safe to invest a dollar in the bonds, or even to take the notes of the company, with bonds as collateral, at 60 cents on the dol]ar, Mwithout a large commission. It was under that condition of things, and with that state of feeling, that this contract was given out, in which it was stipulated that Oakes Amtes, to whom it was given, should procure a subscription to the capital stock of the company at par, sufficiently large to put the road through. Those men cwho went into it periled their all. The idea of basing the profits on the capital stock~ of the Credit Miobilier, as m1any hlave done, and calling it 200 or 300 per cent., is, to my view, perfectly absurd, as the Credit Mobilier, as Ca corporation, had nothing whatever to do with it. And now a word in explanation of these profits. The profitA, as I said before, were made under the Oakes Ames contract, and none others. On all the other contracts there were really losses sustained; because, while the profits were nominally twelve muillions,(giving some profits nominally on other contracts,) you will bear in mind that the Hoxie contract (which was the only other one on which it is pretended that anything was mad(e) was by the Credit MAobilier, and the Credit Maobilier has never yet received back its capital. And if you deduct the amount of that capital, lwhichl was absorbed in this contract, and which has never been paid back, and the interest on the same, you will find that the profits on the stock of the Credit Mobilier (and that was the only thing which yielded any profit) will be very much less than the par value of the stock, with the interest added thereto. Therefore, that explains my position or declaration that the profits really counted out only between eight and nine million dollars. I think that when you consider that fact, the immense risk involved, and that the profits were really on the contracts themselves, (and for the performance of which every stockholder was liable,) all will see that the profits were exceedingly moderate, as compared to the profits made on other railroad enterprises-certainly so, as far as any that I have ever been engaged in. Now, with reference to my personal opposition to the contract, and to the dividends, and as to the reasons why I was opposed to them. Mr. HOAR. You say that if 15,millions had beeni subscribed and paid in in cash to the capital stock of the Union Pacific Railroad Company, that capital stock would have been, in your judgment,,worth 150. Then, suppose yoq could, by application to Congress, or in any other way, have removed the difficulty, which you have stated, in obtaining subscriptions, (which is that, after the risk had been taken. and after the profit, if any? had been made, new subscribers who had had no share in the risk and labor that resulted in the profit could come in and demand a share in that profit,) would not a subscription of 15, 20, or 30 millions of capital stock have enabled you to build the road in accordance with the act of Congress, and to have had a strong, solvent corporation at the end of the transaction e The WITNESS. I think a subscription of'30 millions would have certainly done it. Mr. HOAR. I do not, however, understand you to admit that, in the CREDIT MOBILIER AND UNION PACIFIC. RAILROAD. 559 then condition of the public information and of the nmoney-naLrketr such a subscription could have been obtfained. The WITNESS. It was utterly impossible, or even a subscription of five mlillions, because capitalists would not subscribe money where it was dependent on the contingency of such an act of Congress as you have suggested. Mr. HOAR. You say that these gentlemen assumed a vast personal risk, which no other capitalists or contractors could have been found to assume at that time. Now, if, instead of taking the course they did, (whether legal or illegal,) they had taken the course of assuming that risk by a subscription of 20 millions to the capital stock of the Union Pacific Railroad Company, would they not, in your judgment, have had a solvent and powerful institution, and have made more nmoney by the increase of that capital stock fromu par to 150 than you say they have now nmade? The WITNESS. They would but for that provision of the charter; but I do not think that that amount of imoney could have been raised, for the feeling of the capitalists of the country at that time was very adverse to it. When Mr. Almes alled on me to get me into it, he stated tlat he had just been talking with Mr. William F. Wells, and trying to get him into it, but could not do so; iMr. Wells expressing himself very strongly to MIr. LAmes, and telling him that he would ruin himself, as it was too vast an Vndertaliing for private capitalists to carry through. MBr. HOAPR. In point of fact, in the light of your experienca now, would not a subscription of 15 or 20 or 25 millions to the capital stock of the Union Pacifie Railroad Company, land the contracting for the work in the ordinary course of busiLesS, (if it could have been accomplished,) have resulted in profit to the subscribers, and in strength and solvency to the institution? The WITNESS. I have no doubt about that. Mr. HHbAR. So that, with the single except-ion of the difficulty you have stated, growing out of the obligation to keep the books open till the road was completed, or till one hundred millions of stock was subscribed, the method provided for by the act of Congress itself would have been in fact a better imethod for all parties, would it not? The WITNESS. Yes, if that could have been done, and if the provision had been so far modified as to reduce the amount. I had a conversation on that point with Mr. Oliver Ames, the president of the company, at the time of the Oakes Ames contract. We were trying to suggest some means by which we could get along without this circumlocution, and without making a contract such as we made. It seemed to nme to be one of those things that might be avoided, and, in discussing the question, we felt, both of us, that we should like to build the road by the company itself, and as, at that time, a considerable amount of the subscription had been paid in, we were very desirous to do so; but this one hundred million provision kept staring us in. the face, and we could not see any way by which we could get any additional subscriptions in good faith. Nobody would subscribe. Mr. HoxAR. Did you consider the question wliether the same efforts that were made to obtain other legislation, such as the company desired to obtain from Congress, (I speak of proper efforts in presenting the reasons of the case to Congress in the appropriate and proper manner,) would have been likely to have removed that difficulty? The WITNESS. We did. I suggested that thing in the board one day and we had a discussion on it, and the feeling seemed almost universal that it was useless to attempt to do that. 560 CREDIT IMOBILIER AND UNION PACIFIC RAILROAD. Mr. HOAR-. AWhen you speak of a profit of 16 or even 20 per cent. as a moderate profit, what do you mean-profit on the actual cost to the railroad, on the actual cost to the contractors, or on what it would have cost the contractors if prudently built? The WITNESS.'O the actual cost of the contractors. For instance, on this contract of forty-seven millions, 16 or 17 per cent. mwould be about the amount which, I think, they realized. Mr. HOAR. Have you ever considered the question what that road, so far as it has been accepted by the Government, (and that is the whole length for the purpose of issuing the bonds,) could have been built for, if prudently built, at the ordinary rates? The WITNESS. If it could have been prudently built, and built as other railroads are built, I suppose that thirty millions would have built the entire road and equipped it, perhaps not well as it is now, but still as well as it was when it was opened. It should be taken into consideration that the road cost, necessarily and inevitably, a great deal more-certainly 25 per cent. more, in some things twice as much-for being built so rapidly. Mr. HOARt. This is a matter which you will be careful not to state so as to do injustice to any person concerned in the building of the road. When I ask you what it could be built for in the ordinary course of business, I do not mean to suppose the case of a road built in New England, where the transportation Awas all regular and could be depended upon, and in a country protected by law. I speak of the road built there, under the then existing circumstances of transportation, the distance of the labor from home, the distance from the place of supplies; and I ask you, then, what could the railroad have been built for there, in your judgment, if built prudently and at the ordinary rate of railroad building " The WITNESS. If you take into view those circumstances, it would cost more than I have stated. Mr. HOAR. I do not include now any addition to the cost by reason of the haste with which the building was pressed. Do you wish to modifVy, in any degree, your thirty-million answer, with this explanation of my question-what that road there, and at that time, and in that place, would, in your judgment, have cost, built and equipped as it was when the Government issued its bonds, if prudently built at the ordinary rate of speed? The WITNESS. YOU mean the whole road? Mr. HOAR. I mean the whole road. The WITNESS. I should say at least fifty millions for the whole road -1,083 miles. Perhaps not quite so much as that, if you do not take into account the extra speed with which it was built; thea I should cut it down some from that. Mr. I(HOAR. Let us have your careful estimate. You understand the question. How do you wish to leave your answer? The WITNESS. I think that with the -ordinary speed, I could have built that road as was built, at the time it was accepted by the Government, on the 19th of May, 1869, as good as it was then, if I could have had the time usually taken to build railroads, for at least forty-five mil lions of dollars. Q. What was done with the bonds which the gentlemen who built this road received in payment-the Government bonds and the railroad bonds-were they as a rule sold in the market, or were they retained as a permaunent investment, by the parties who received them?-A. They were sold immediately on their receipt. I mean the Government bonds. I do not think the company kept them for any length of tiune. They CREDIT MIOBILIER AND UNION PACIFIC RAILROAD..561 were all sold within a few dlays of the time of their reception; sold to strangers entirely. The other bonds, the first-mortgage bonds, were sold as fast as they could be sold to the public. They were taken only by the, parties in interest, when they were compelled to take them, when they could not be sold in the market, and when the company must have money. Q. The fact, whether they were or wrere not sold as a rule at an early clay, is a f-act that I want to get at.-A. No; they were not sold. In 1867, at the time of this contract with Oakes Ames, there were very few or none sold; they had been pledged, so fair as they could be. Q. What I waant to get at is, how soon after the contract for construction these gentlemen, who were engaged in it, got their cash. You say they sold the Government bonds pretty promptly?-A. There was a good deal of delay in getting these bonds, and a vast amount of expencliture. Q. In relation to the second class of bonds, are you able to give the committee any inforinmation as to how long those bonds on the average were held by the gentlemen to whom they were distributed in dividends, or by the trustees 8 —A. A very small proportion of theml were distributed in dividends. TUntil we had completed over 300 miles of road ualder the Oakes Ames contract, I don't think a single bond of the firstmortgage bonds had been sold, or could have been sold in any considerable quantity, at 50 cents on the dollar. The road was built entirely by the freights, and personal credit and means of those gentlemen alnd the Credit Mobilier, with the aid of the Government bonds. Q. And when you invested in the Credit 3Mobilier, you paid in, in the first place, a capital stock of 82,500,000? —. Yes, sir; that was paid in in cash. Q. The second payment made on the increased capital stock of the Credit MAobilier, entitled the person who made it to a one thousand dollar first-mortgage bond for every thousand dollars of stock?'- A. Yes, sir. Q. So that the transactioni amounted (except so far as it gave the party his rights as a stockholder in the Crectit AMobilier) to finding a market for so many bonds at the rate which was allowed. for them to the company; that was the substance of that transaction?-A. Yes, sir. Q. Were the two six per cent. dividends on the Credit Mobilie' stock made before or after that increase of capital?-A. It was after. That increase of capital was made, I think, in April. Q. Why do (-not the cash and the bonds and the stock divided by those trustees, the present value of the Credit Mfobilier stock, and the dividends Imade by tIle Credit Mobilier added together, and deducting the capital of 83,750,000, show the profits 6f those parties on that transaction; was there any element except your interest account left out?-A. I think you will recollect that the treasurer and myself, the other eveninCg, went into all accurate calculation what the whole would amount to, with the interest added to the capital, and then taking all the dividends received, together with that bond which we gave at the time and calling the stock at its present market value, the parties who went into the Credit Mobilier would not get a new dollar for an old one. I think we showed that pretty thoroughly. Q. Keeping the Credit Miobilier itself distinguished firom the transaction with the trustees?-A. Yes, sir. Q. Did you ever advance any money on this road during its construection, except your share of thle subscription stock of the Credit M4obiler? -A. Yes, sir. Q. Have you any relord of those transactions?-A. Yes, sir; I pur36 C I 56(2 CIOEDS'iT N40BILIEt) AND UITNIO- I'ACIFIC PtAILIL)OAD. chased large armounts of their securities to help them out, and I loanied thenm is arge amounts, Ii om time to tii-me, as all othlers did. I think -vwe loaned them to the amount of Imaniy millions. Q,.! am not speaking of acconmodation loans that were outside of -our relations to the Credit M1obilier, nor of ainy outside dealings in, stock, where 3 ou beoglht them and sold them in the market; but did you, as one of the associates, make any advances of money for the purposes of the construction of this road, except your share of the original capital stock in the Credit Mobilier —A. I did, to a very large amount. Youl,4 mnean in the wayr of loans E M3ir'. H-OA.r. No; I mean advances for the lpurpose of construction. The WrVITNESS. WXVell, you mean loans to the company and to the trustees that w-ere necessary in order to build the road. Mr. HOAR. You say that you weret, in the first place, a corporator iii the Credit Mobilier which had a contract, by assiglnment from Hoxie, to consttruct a portion of this road? Trhie VITNrESS. Yes, sir. Mr. jlo2A. You were afterward one of a company of associates, stockiIoldm!ers of the Credit Mobilier, who, as partners, had a large contract by assiglnment fron Oamkes Ames? The WITNESS. Tes, sir. lMr, HOAR.'What I want to get at is, how lmuch, iu the execution ohf these twco (contracts, you did in fact advance in money for carrying out those cointracts otheri thaln your orioginal advances in tle capital stock of the Cred(tit Mobilier. The W1''TNESS'. I aldva,,ced large sums in the way of loans and in the tirclhase of securities. Q. To whom?-A. To the Union Pacific Railroad Company. Q. Why should you have to niake loans to the Union Pacific Railroadl Comnpalny in the execution of your contract to build a portion of the road?-A. Because the company needed the money, and could not get along without it. Q. YWhat did they want money for? —A. To construct the road. Q. They were not constructing the road.-A. lNo; but they Aere owxing the trustees, which was the sanme thing. Q. They paid you in two classes of bonds and in stock. You did not have to loan them any money to get their bontids, hen they were eatitled to them; and they issued their stock under the contract. You., therefore, did not have to make loans tothie Union Pacific RTailrocad Conmpany.-A. The UTnion Pacific RIailroad Collmpanily wcas very muc:' inlebted, and had to pay up its debts, and it was necessary for that pu; pose to lend money to it. That was al inldepenlldent conltract. So ar- as the Oakes Ames contract was concerned, I do not know that there was any money advanced on that particularly, only in this way, that we had,7 to buy the secu1rities. JQ. Just leave out thle Credit Mlvobilier, and call it all by the nanmes o — Oakes Ames and John B. Alley. Wlhat I want to get at is, how lmue:l 1advalnces of money bhad to be made by those person,;,s who built that road. before thyl got re-imbursed by )aymeni ts flroi trhe comlpalny: il the execution of the contract? — A. I should say several mllions. Q. Howt many millions; and can you bring.any accounts which show.thlat fact?-A. Yes, sir; I tllhiuak I can. lMr. H-oOAR. One wiitness has testified that in hfis judgment there war s an average of about three months from the time the work was dolne l3 the conlltractors, aRd the cash expended in palyment for it, and the timea ~CRDIt MOciL~ii3ER AND U1''_NT i'A(IFiC ATL.....ROAD. 563 a heln it was re-imibursed by the conversion into cash of the soencrities which the company paid to tilhe contractors. The W'ir:Ess,. Yell, I should think thiree or fouir months, s perhaps. 3iMr. HOAR. Yo11 agree with that gentlemanns statement? The ~WTIrTNgSS. Yes; except tlat I wouldl extend the time a little, say ra month. I do not think that at the time this contract was made, 1t was ipossible to have let it to outsiders, with the obligations incurred in the agreemnelnt to get subscriptions to the stock, arnd subject to a compliance with all the conditions, on more favorable terms than the one that was obtained friom O-atkes Ames at thai time if thle; contraclt-ors were to take their pay in bonds and stoclk. 3ldr. HOAR. Can you give the committee any infornnation as to the rea-,sons for the extraordinary haste with which that road was constructed -in the years 1867 and 1868? The WJITJNESS. The ilnterest aceoun t was a very important item, but the I -nicipal reason was this: Under the provisions of the charter by Congress they were allowed to oo to the eastern boundal1ry-line of the State of California, which would give them all the advantages of the connections at the western end of the road. That was done by a compronmise Awith the Central Pacific Rlailroad Company. In 1866, very much to the lastonishment of the Union Pacific Railroad Company, the Central Pacific Company, with the Kansas Pacifc Company and some other roads, came here for additional legislation, and the country being exceedingly anxious that the road should be built in the shortest possible time, and the Central Pacific Company urging the necessity of it, and the great benefit that it would be to the Pacific coast, Congress was induced (as we thought very unjustly and against its plighted faith to us) to interfere with that provision of the charter, and to allow the two companies to build until they met each other. This, of course, occasioned at once a, strong feeling of rivalry to get at those points which it was very important to both companies should be got at, and it occasioned a dispute and almost a quarrel between the two companies, which resulted in building or grading alongside of each other quite a considerable amount of road, which was a great loss to both companies. Mr. Huntington, in thle conversations that I had with him about it, said that it was a case of life and death to the Central Pacific Company, and that at any cost and at every sacrifice they must get to those points on account of the connec-ions which they would give them, and in order to prevent our road from coming in and cutting them out of those connections and destroying their road. Q. Then it was for the sake of commanding the point of junction that the road was built in such haste?-A. Yes. Q. W;as there any reason that you know of except the saving of the interest and the desire to commarnd the point of junction?-A. I never lheard any suggested by anybody. Q. So fa.r as you know or believe, was there any other?-A. So far as I know or believe, there was no other but those, reasons, and also the desire to comply with the general wish of the country, and of Congress, and everybody, to get the road through as fast as possible. Q. Was there no fear, so far as you are in-formed, on the part of persons interested in that contract for constructing the road, that they would be intefered with by Congress in the arrangements that they had made — A. I never heard of such a thing suggested, and certainly I had no such fear miyself. Mr. S XnIIAE AIRER. I ldesire to get a little more definitely into my mind t~he provisions of this act of Congress of July, 1864, under whcil 564 CREDIT MOBILIER A:ND UNION PACIFIC /RAILROAD. your road was constructed, and which you allude to in your answers as rendering it difficult to construct the road in literal compliance with its provisions. This act provides that the Union Pacific Railroad Company shall cause books to be kept open to receive subscriptions to the capital stock of the said company, until the entire capital stock of one hundred millions shall be subscribed, at the general office of the company in New York and at other places namrned. lit also requires that money only shall be receivable for any such assessments or as equivalents for any portion of the capital stock subscribed. It also provides that the company shall make assessments on its capital stock of not less than five dollars per share, anud at intervals not exceeding six months from and after the passage of tlhe act, ulltil the par value of all shares subscribed shall be fully paid. Now my first question is whether you d(esign to be understood as saying that those requiremnentis which I have cited were suchi that they could not practicaily, in the construction of the road, haave been literally complied with. The WITTNENSS. They could not, with the understanding or with the construction that this committee puts on those provisions. They were supposed to be complied with by the officers of the company, inasmuch as they were advised by counsel (and inasmuch as it was the custom to build railroads having similar provisions in that way) that it amounted to a compliance both with the letter and spirit of the law. But, if tile construction which the committee puts on these provisions is correct, then I say that the provisions could not have been literally complied with in that sense. Mr. SHIELLABARGER. What is that construction of the committee to which you allude, anad with which you say a literal compliance would have been impossible if the road was to be built? Give what you understand to be the construction of the comnmitee, which you sa.y could not be comlplied with. The WITNrESS. I understood the committee, or some members of it, to have said that it, did not seem to them that the paying for this stock in a debt of the company was a literfal compliance with the provisions of the law, or, in other words, that if anything was paid:for the construction of this road in consideration of receiving stock in part palymentmore than would have been plaidl for cash down —it Was a non-compliance with the provisions of the la1w. AMr. S3HELLABAiRGER. Then your answer is, that if the hlaw wras so construed as to prohibit the talking of pIay for stock of the Union Pacific Railroad Company in work done for the road at prices augmented by reason of the fact that pay was to be taken in work at higher rates, then the work could not have been done, and the road could inot have been built. The WITNESS. Yes; the road could not have been built. In other rwQrds, if it had been required to mnake a cash-subscription previous to any contract being given, I aim anite certain that it could not haxe been done, for tlhe reasons which I have given-that under those circuln. stances no money could possibly have been realized out of it; and no capitalists would go into an expensive and hazardous operation7 involving many millions of dollars, with, the certainty that in no event could they make any profit, and with the risk of losing all that they put in. Mr. SHELLAEAUGER.'Were not those two reasons the ones prine-i pally on which you rested your statement that the construction ot the roSad wrould have been impracticablie under the interpretation which you say is give-n to the law by. members of the committee: first, that it left opean the ubscriptioii-books to ll 7 Person1s in thle United tea, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 565 to subscribe until one hundred millions of stock were subscribed; and second, that those who came in last, after the enterprise had been made sure of success, would share equally in the profits with those who had embarked in it when it was hazardous; are those the two principal reasons which you say would have rendered it impracticable to make the road under that interpretation.of the law? The W~ITNESS. I should say they were the strongest reasons. Mr. SHELLABARGER. The charter contains a provision that the capital stock of the company shall not be increased. beyond the actual cost of the road, and that provision is in the same second section that contains the provisions which I have cited, making the capital stock $100,000,000, and requiring books to be kept open to receive that amount of subscription. W~hat I want now to ask you is whether or not the difficulty that you say was in the way would not have been removed, provided you construed the law to require you to keep the books open no longer than until the company had received. such an amount of capital stockl as would finislh the road? The WITNESS. N'ot at all; because the'road might be very nearly finished-might be finished to such an extent that everybody would see just what the risk was, and how profitable it would be to the company, and then come in and subscribe for stock and deprive those parties who had built the road, and had taken all the risk and furnished all the capital, of any profits that they would be justly entitled to for assumingr that hazard, employing that capital, and performing that labor. Mr. SHELLABARGER. Thenl in constructing the road, did the board of directors act upon the theory that they night close the books so as to prohibit an amount of subscription beyond the actual cost of the road, or did they not, so far as you know? The WITNESS. So far as I know, that question was not brought up' in the board of directors. I am only expressing my individual opinion, and how. far it governed my individual action, and the action of those with wYhom I conversed, who were connected with the road, and also of those vwho were solicited to subscribe, and who utterly refused to do so on that account. Mr. SHELLABA.RGER. W~hat hazard would there have been incurred, even by the first stockholders, had they complied withi the requirements of the charter in having all subscriptions paid in money only, and in having assessments made as required in the second section, so that they would have had all the capital stock represented by actual money, with the board of directors liml-iting the aggregate amount of capital stock to an amtiount not exceeding the atctual cost of the road as provided in the second section? V'~ ITNESS. I did not suppose that any riglht construction of the lvaw would limit the capital stock only until the road -was finished. That -was the view which every one took from the start. I never heard any other view presented. 1 did not suppose that any other view colld properly be, taken of it. That bereing so, you will see, of course, that thlere was very great hazard; that it was a very hazardous enterprise, so hazardous that I expect the general belief was that it was almost an Impossibility to build the road across the continent in that way. Very few people had any faith in it, whatever. Q. Were you ever advised, as a board of directors, during the progress of this work, that the law was that those who gave their money in payinent of stock at the beginning of the organization would not be entitled to any5, compensation for interest as against the stockholders who subscribed last-before these last subscribers'should share equally with thliem 566 CREDIT MOBILIER AND UNION PACIFIC PAILROAD. in the dividends out of the net earnings of the road 8-A. I do not know, that that -was ever mentioned. Q. Would there have been any material hardship in the case stated in the question asked by M.r. Hoar had the board of directors or the court given to those stockholders who subscribed first the interest on their money during the time they were out of it, up to the time that the dividends began. to be made out of the earningsl.-A. No; there would be not only no impropriety in it, but I think there would be very great justite in doing so. Q. Wou-ld not that have equalized things so as to lhave removed wh.at you state was a practical difficulty? Sulppose that the law be such that those who contributed their money early in the enterprise should, 1as against those wvho contributed late, be entitled to the interest on their money during the time that they were out of the nioney in excess of the time that the later stockholders were out of theirs, would that not have removed the difficulty I?-A. I (lo not think that it would, or that it wouldL hIcrave been regarded kby capitalists as compensation in any way conni1et3smiate with the riskl taken. Theinterest on t1-e -money would be a vevrytrifling' eCosidleriatio to people who make such investments, as ao'aint the hazirdc and ): risk of': matur6ing 1an e1nterprise like tha1t. Q. Coinl,:) now to nmother matter. It appears by the reports made to Cont_,ress in 1866 that a very advantageouts route, with at 90-foot maxidmum grade across the first range of mountains, the Bilaek bills, is I;Jfly described. There is other evidence tending to show that the eharacter of the route whlich was adopted, and on which the road was nmade7 wAas fully known, not only to the board of directors, but also to3 the Goverrnment, prior to the letting of the Oakes Ames contract. It also appears ftkorn evidence in the case, that the company received about $27 500,000 in Government bonds f. rmaking that road. It is also provided in the charter that the compaany should receive these bonds on the com!pletion of each twenty miles. It is also provided by the law that the eompany should be authorized to issue a mortgage on the entire property of; the road, equal in amlount to the Governmen t bonds loaned. It also app)ears that the companiy had the power from the start to make, a kind of mortgage, which it did imake, securing the, land-grant bonds. Now, taking into consiideration the character of that route as it in fact was, and as it was disclosed to be by these reports returned to the Secretary of the Interior, aldil taking into considerationall those assets filrnished by the Government and by the first-mortgage bonds and the land-grant bonds, what great hazard was there even at; the begilinnin il embarking in tlhis enterprise? —A. Looking at it from1 our stan1d-ponUt ij the presenlt tinle, it wouhT seem as though the ha-,zarC was very little -in comparison with what it was supposed then to be. Being chairman of the finance committee, I foilnd it necessary to visita good many eapitalists and a good mnany banks, and to raise money ol:: the company's securities; and I found a universal distrust of the abilit-y of these Lmen to put that road through, on account of its being supposedc to be a very hazardous undertaking, growing out of many causes, more partic-ularly the supposed difi-eulties of getting over the locky MountasinsS. I can on ly sayS, wnith reference to that r7eport of tvhe Governime io; directors to> which you have called my attention, that that is a mate of w1hich I knew but little. I think that the directors and the stoekbholders generally, even those who took the most interest in tlhel inatter, kunew comparatively little about it. It belonged more particularly jto Dr. Durant's department; and if lie was well informed of these matters' he c)lonealed his hi'.nformnation from the board and froe tjhe'stocholder;s. CRtEDIT MOBILIER ANI)D JNION PACIFIC RAILROAD. 567 MTy impression was, and I acted on that inmpression, (and I am very confident that it was the impression of most of the other gentlemen associated with us,) that it would be very much more expensive to get over the Itocky Mountains than we found it to be. I think that the expense of building the last one hundred and fifty miles was very much mnore than we anticipated, and that the expense of biailling over the Rocky -Mountains was very much less than we anticipated. Q. A gentlerman who is familiar with the road, aind who bhas hadu large experience in. building railroads, described to me yesterdayx the character of this route, and I wish to ask you a question about it He said. that he thought there was as much as two hundred miles of it tihat was without a culvert or a bridge; that it was, taken altogetherj- owie of the most favorable lines for ease of construetion, aside froem thle mnatter of transportation of the supplies, but just taiki'g the topographly or the country and the charaicter of the route itself into consideuatio7 one of the easiest on the conltrinent, and that it snhould not have cost, onl an economincal construetion, over $1_9,00} a mile, excluding equ ipmentis. Now, my question is, whether that kind of description is ackcratle. If not, just tell the comtnaittee generallyv anlid onc-e for all wIhat the truth is in refer-ence to to the natural difficulties of the routea and the necessary ('ost of constructin gt the road~ excludinl the rollinf-stock. —A. That would be too low. I have built a number of railroads, or ha ve frni shed rmoney to build thelm in part, and I amn very well advised about the matter. Tt is a pretty easy route, as a whole~ un.til von get t- what they c:all the Black Hills, then of course it is mnLuch more dificul-t but it is a pretty level. country anrd t he grades are light, and ilt wafs not a difficult road to build by any means for a good part of the way. I should say that the first 500 miles of that road were about as favorable as any road in the country of any length. It has as fev culverts, as low garades, and was as easily built as almost any road I k1nowv of ian the country o any length. But still it was necessarily very expensive for the4 reason t hLave given. The natural topography of the country rlndlers it a very easy road to builtd for that distance, all things else being equal. Q. T:hen as to -the Black Hills; what was -the character of that portioe of the road fl —A. I have never beepn over it but once, but I v vas surerprised vwhen I did go over it to find that the topography tlhere was$ so favorable; bupt Sti! it was, of course, necessarily very expensive. Q. That was the region on wehi youL drew thlre times $i8,00 a ille — A^ tYes; but althog'lrh ite grade is ight aUnd the rtkad easdaly built, yet the fact of the coutltry being e. desert, independent of any otlher eisclistancesls would mlae thei road exceeduingly expe nsi v e They had to con ivey t-atrl a longe dist5llne, and it wias diffi:elwb to get) men withotut paio very higlf w'e, and thley ha to work a. grea t disad voa n ta ge. Q. State what. the consturctelr on of tile road ivotld hav a1 ens, exlt,, lting rolling stock and equ.ipuent if constcrutelad h usua l and poaper economny. The VITrNEsS. You miean anlder ordilna-ry cicumstaicis Mir. SI-ELLABARGEER. NO I i0an ka asit was- t-akidn' inoto Viewe alt of theses circulmstances except the -u nusual. speed and h'aste, withl Whichr it vwas done. A. I stted( that I thought the road might have-r been built, if in the most economnical manner fo.xr 45 000 per nille thoroughly equci'pped. Q. _and the equipment would cost 87,500 per milei-A. iMore thi that, I should think. The equipment mnust heave cost; 510,000 per nile, Q,. For whilch the Oak ALm:ns con,stract only en;.tittiel you to $7,50, 568 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. per mile?-A. I do not know that it was more than that when the road was opened, but I should think that now it is more than that. That matter I never looked into much, and my opinion w0ould not be of much value in reference to the details. Q. Then you give $45,000 a mile as thle necessary cost of the road, including equipment?-A. I think I could have built it, for that myself, if I could have had the whole imanagement and. control of it, and had had plenty of time to build it in. A small portion of the road must have cost considerably more than that. I stated before the other committee that I thought it could have been built inside of fifty millions. Q. Does -that remark apply to the whole line from Omaha to the western terminus of the Union Pacific Railroad — A. Yes; that is, if they had had plenty of time and could have done it in the most economical manner; but we were plundered a good deal all along the line of the road by everybody, -wNho seemned to think that we were tair gane. By ar. HOAR: Q. Which fifty miles of the road do you thinik was the hardest to build; would it be along the Black Hills, and what do you think theyhave cost? —A. No, I think beyond that. I do not know exactly. I should say that the hardest fifty miles may have cost more than 85,000,000. Q. Have you any knowledge on that subject?-A. No, it is only an impression. I have no knowledge that would warrant me to give an opinion that would be of any value. I know that sonme of it was monstrously expensive. By BMr. SHIELLABARGER: Q. In the plan which you did adopt for the construction of this road, state what it was which obviated that difficulty by which any personI (under the charter as construed by some) would be entitled to come in and subscribe for stock up to the time of the completion of the road, or until a hundred millions of stock was subseribed.-A. Nothing was done to obviate that difficulty. Of course it was the right of everybody to come in and subscribe for stock who chose to do so but it would not have been profitable to, do so. Q. Why? —A. Because the road was constructed by this construction company and stock taken in pay, and that stock could be bought for somlething less than par, and of course nobody was going to subscribe and pay par for stock when they could buy it for anything less than par, even if it was 95; and I think nobody has -testified here that anybody regarded the stock as worthl over 80 cents. Q. Then the thing that prevented persons froomn comig in and subscribingl and agreeing to pay cash at par for this stock was the fact that, in the way the thing was malnaged, the stock was rendered worthi less than par, and nobody would subscribe for it at par in moaoney? —A. No. I do not think anybody was prevented f-rom coming in, because nobodyC would conie in any way. The first subscription that was made to the amount of some two million dollars, on which I think some half million Awas paid in, was abandoned. The subscribers said that they would rather' lose all they had paid in than go any further and incur the great risk in going on with the investment. It wras not uLntil after the experimne.nt was tried that this construction company scheMne was resorted to. Aclj our-ned. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 569 WASHINGTON, D. C., February 5, 1873. T. Z. H3o00VE sworn and examined. By Mr. SHELLABA.RGER: Question. Where do you reside?-AswNer. At 1425 Fifth street, Wpashington City. Q. How long have you resided here?-A. I was born here. I call no other city Imy home. Q. Do you know of any officer connected with any of the executive dlepartlments of the Government, having ever received a:ny Union Pacific Ratilroad bonds? If so, state all that you know about it.-A. The only officer I know, in relation to these bonds, wsas C. C. Cox. He was then -an officer of the Government. Mr. Smith came to me and represented h}imself to be in direct influence with certain members of Congress. Q. When was that — A. In the latter part of 1868 or 769 —my books will show the dlate-Mr. Smith came to me and wanted me to negotiate $500 of Union Pacific Railroad income bonds. I negotiated the sale of those bondcs. He came to me the next day and wanted me to sell some more bonds of the samne kind-I think eight; hundred or a thousand dollars' worth. These were negotiated, or sold. Some two or three days after that he came and asked me if there could be a negotiation of $30,000 of Union Pacific Railroad bonds. I said I did not know; but that I thought that it could be done. Hie then said to me t~hat those bonds were in New York City in a banking-house, the name of which I do not know. C. C. Cox was part owner of those bonds at that time. Q. How do you know that? —A. Mr. Smith stated that Dr. Cox, who was then Comlnmissioner of Pensions, was part owner. A few days after that Mr. Cox called upon me, and asked me if I could negotiate certain bonds which he and Mr. Smith held. I told him I thought I could. I called on M1r. H. D. Cooke, of this city, and stated to him that I had about $30,000 of Union Pacific income bonds, and that the owner, Mr. Cox, wanted to have a loan on them. Mr. Cook told me what he would do on the loan; and I notified Mir. Cox of the best that I could do r.Mr. Cox said that that was acceptable; and he then telegraphed to the banking firm in New York for the bonds. The bonds arrived by express; and when they came, Mr. Cox and I called upon Mr. Cooke. It was after 4 o'clock in the evening. Mr. Cooke saw us, and stated that he would have given that much fbr the bonds if they had been bIrought to him the day when I first mentioned the transaction; but that as the bonds had depreciated in value since then, he could not give the sum that had been agreed upon. M[r. Cox then borrowed a particalair amount from Mir. Cooke on those bonds; but not the, amount that was origin'ally intended to be borrowed. A few days after that, Mr. Cox paid inc ta sum of money, and stated thant it it was on my commission fbr negotiation of the bonds. Some days after that there were some other bonds of the same, denomination put into.ny hands for negotiation, and I negotiated them. By Mr. HOAxR: Q(. Put into your han ds by whom'?-A. By C. C. Cox, and Mr. Snith; 1they were tocether. Q. How nany bonds in all did you receive from C. C. Cox? —.. I cannot be positive of thle amount; I think I must have received fiom him and Smith in the neighborhood of $35,000. That is the whole transaction. 57)10 CREDIT MOBILIER AND UNION PACIJFIC RAILROAD. By Mr. SHELLABAR~GER: Q. What description of bonds were tlhey? — A. Thley were what they call the Unio-n Pacific Railroad incolnle-bonds. rlThey were not what -yoi call the mortgage-bonds. Q. Who received the inoney raised on the hypothecation of tholse bonds? —.'Mr. Cox received somet anld Mr. Smith receivecd some. think that all the money that proceeded frol rmy hands into the hallnds of -Mlr. Cox in cash was ii the neighborlood of four or five thousandi dollars. MIr. C:ox stated to me tIdI he had realized with Smawith $! 1, 5030 on soume other bonds wnhich he hal d given to me, b ut b twhich I had retturned to him.l~ They were bonds of tle, samile kdidl. T ha Ietur i them to hirm as non-negotialble. Q. From lwhoin did he realize tis morneey?-A. He tHtold mitc t'ilo had realized some of it frI or I. D. Cooke, and some othler s0ourfe. Q. Wihat office did Mir. C. C. Cokx,old at tlnath tiae 1-A. Thei fiwt it; tichat I had anything to do with imn he was in the in-terior e l)n:o)"it".m.. After ihe left the Interior Departenlt lie opened aln office ont. F' seFet-:Cis a praceticing p.hysician. Q. Vlasi he in the Interior Dea.tprtent a the timei he said h "e irzli this mntoney "-A. I am not posit ive whether he, s or not. Q. What is the first trann saction you had w itIt him while he -,,,as ili tlhe interior Departmente,'? —~A The negotraltion of this fonri or five thousml* drollars in bonds. Q. Can you give the dcate oV that first negotiation —A. I ctalilcwiteout amy books. I can pi rodu~e- the books at the next uneeting. Q. Yor had better do that. HIow did Dr. Co:A tell yon that he beeailiC o8sses8sed of tfheseb bonds?t I~ asked either him or Smith how it waS that they had so many income-bonds, and he said, "' It is tlrouegh inl"-, ence that we got possession of those bonds." Q. Did he say what influence?-A. He gave rue to understand tha lt ii was for getting certain legislation through Contgress that he got those bonds; that is the way I unlderstood it. Q. State his words or the substancee of them, rather than your undl?:standing.-A. As nearly as I recollect noxvw, the words were that vwha; he was doing was lobbying in Congress, and that through those mea wan, he had got possession of those bondts. Q. Was it Smith or was it Cox that said that?-A. M3r. Smnith saidc that. Mcr. Cox was standingg there at the time, and I may have said, "IMr. Cox, yon are in the same ring," or something of that kind. C(o said, "W,Se all float in the same boat.." I reeollect that because it is something that I never heard before or sincec. That was in Mtr. Cox's offlico Q. Vas it in Tr. Cox's heanou-t t"t Sinluth said tihat the bonds'afa been got through infiuee, ce? —A. s3uppose it vas; we were all ina tVe, samine office. Q. Did you ever hear Cox sayt xhlether Ihe and Snith were jointly itteres'ted in the ownershlip of these bonds?-A. Yes, sir; Cox stated tio me ithat Mr. Smith and ie haid joi at o\wcrershlip. When I receipted 4-i the bonlds I reeeil)ted to Cox and Smihl joitly, and I considered thlAtthey were partuners in the bondi. Q. 1 xow much did that rc1eip tIo -'.A. X then t,he thing was closeod uip I think it was ill tdic3 inbighborhood of $o33q0 )QC. It was lil receipteI for at olnce. Q. Do you know -whvether Mtr. Cox:had -becotme owner of those bonds betire he ceased to be conneclted withl the Interior Department i?-i. I uinderstowo that lie was i3 the; I nteior JD3eprtnent nt t the time.. c;.uo? CREDIT.MOBILIER AND UNION PACIFIC RAILROAD. 571 fx the date without my books. I will fix it at the next meeting of the committee. Q. Is that all you know about that matter? —A. That is all I krnow concerling Government officers, directly or indirectly. Q. D6 you know of any money, bonds, or other thing of value, having been paid to any member of either House of Congress for the'purpose of influencing legislation relating to the affairs of the Union Pacific Railroad Company or of the Credit Mobilier of Amnerica? —A. I do not know anything of my own1 personal knowledge in reference to money being' paid to members of Congress. I saw none paidt myself. Q. Have you any information to that efifect? —A. I have no informa.tionl further than this: I was shown a receipt at a certain timre purporting to be signed by a mneimber of Congress for certain shares in the Credit MJobilier. Q. What, was that receipt, and who showed it tjo you, and who signed it,?-A. This jman Smith showed it to me. Q. C:o on and state what the receipt was.-A. This man Smith came,;o ine one morning and said that hle hadxto have five hundred dollars. I,ot him five hundred dollars on a certain security which he put in iny possession —a patent. Hre told nme that he had some business with a, member of Congress, and that he was going to get some bonds for his influence in legislaltion I asked him who it was, and he said it was BKelley, of Pennsylvanmia. He camne back in the afternoon and said that81 ile ihad a receipt from Mr. Kelley. Further than that I do not know. Q. You said that you saw the receipt? -Ai. I saw a receipt, but 1K cannot say positively iwhether Mr. Kelley's name was to it. It was in' the name of KeIley, but whether Mr. Kelley's first name was to it or nolt I do not know. Q. When was this -A. About two months previously to the negotiation of any of these income-bonds —in 1868. Q. Give us the contents of that receipt, as far as you are able to do so.-A. I amu not positive as to the amount, but I think that it was in the neighborhood of eight or ten thousand dollars. Smtith stated to mne that he wanted the five hundred dollars in hand to pay K:elley. In the afternoon he came back and showed me the paper that lie took out of his pocket. I glanced over it and saw thie amount, whatever it was. He stated that he wanted that amount of bontds negotiated in a few (lays. I took a niemorandunl of the amount, which is on my boohks, irn order to see whether I could negotiate th'at a-mount of bonds; but he never broughit me the same amount of bonds tlhat Ie said he wivas to bring.. On iwhat were you to raise the moneey -— A. On C redit.{obilier stock, oi on Uniorn P ackific -IRa ilro.ad income-bonds. Q. HIad Smith the stock witht hinm? —. He had the stock. Q. Did he show it to you — A. Hle put it iUn rmy hands. a. Did you. atte)pt to negotiate it? —A I thought that I was to negotoia;te itl buti he never put it into my hIands for that purpose. fQ. Did he del8iver it into your hands so that you had a hold of it and examined it -- A. I had a hold of it just as I now have of this piece: of paper. lHe took the stock out of his pocket, and I had it in my p;ssession. To the tbest of my knowvledgfe and belief the stock was Credit Mdobilier stoek, and the bonds were Union Pacific income-bonds. Q. And did yeou then and there deliver the papers back to him. f-A, I handed them back to him. Q. Did youl dLo anyth inug' with a view of e otiat; tlose securities I —--- A. I called on one baonk in t his'("ty. 572 CREDIT MOBILIER ANID UNION PACIFIC RAILROAD. Q. Did you succeed in negotiating a loan upon them?-A. I did not succeed that day. I could have got the loan, if the bonds had been in: my possession. The Merchants' Bank here agreed to loan me money on those bonds. Q. WVho is this lMr. Smithl.-L A. I do not know his first name. I always supposed that he was a lobbyist. ie was living at that time on Sixteenth or Seventeenth street, between I and K, with a preacher, who died some time ago. Q. Wlhat was the preacher's name — A. I do not know. He was in the Interior Department at the time. He was the oldest preacher that we had in the city. Q. Ways 3Ir. Smith connected in any way with the Government at that time? -A. I do not know for certain that he was. He told me that he was employed under the Secretary of the Interior. By 3lr. HOAR: Q. What is your occupation? —A. I am in charge of a mereantile agency in this city. Q. WIhat has been your occupation for the last five years?-A. I was employed under the board of health here for a while. Q. In what; capacity — A. Master of the District pound. Dr. Cox was at that time president of the board of health. Previous to that IJ was a broker and real-estate agent, doing business at No. 4 Seventh street. Q. How long were you a bLroler?-A. Upwards of three years. Q. ~What was your occupation before that? —A. I kept a grocery till I went into that business; I was in the grocery business three or four years. Q. What is the duty of pound master?-A. To keep the animals thlat ay be found running at larg'e. Q. And you were appointed UIder IMr. Cox? —A. It was a contract, not an appointment; I got a contract from the board of health. Q. Did you have any difficulty with IMr. Cox?-A. No, sir. Q. Your relations with him have been friendly?-A. Yes, sir; I consider we are on good terms. Q. Have you had any reason to have- any ill feeling' or dislike toward Dr. Cox — A. No, sir. Q. How do you feel towards fMr. Smith?i-A. I am not on very good terms with \tIr. Smith, and have not been for some time back; there was a difficulty between me and him in rLegard to certaiin commissions. Q. Have y ou ever been under any indictmlent or complaint for a crlnminal offense — A. I have been uander comlplaint in this city. Q. For what? —A. They term it office-brokinto Q. What did they call it in the indictment? —A. I think they called it in that indietment obtaining money under false pretenses. Q. What becamea of that indictment l?-A. I understood that for wart of evidence the indictments have gone ov3er. Q. Wa~ere you put on your trial I?-A. N)o, siir. WQ. Was there more than one indictment against you I-A., All thlat camle up were dismissed but one; I think they were non-prosed by the district attorney. Anyhow they did not come to trial. Q. How many of these charges were there against Tyou,?-A. There were two at one time, and one shortly after. When I was pound-keeper I had some difficulties before the court; but the court dismissed themi in every case except one. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 573 Q. Were these charges what are called blackmailing, in popular pariance? —A. I understood it to be what you term blackmailing. Q. Do you know Judge Kelley?-A. No, sir. Q. You never had any difficulty with him, or reason to entertain animosity or unfriendly feelings toward him.?-A. No, sir. Q. Do you know his handwriting? —A. No, sir; I never saw it, to my knowledge. Q. You say that this document which Smlith put into your hands pur. ported to be from Kelley?-A, Yes, sir; I said it was Kelley's receipt.I think it was in the neighborhood of $5,000. Q. Did Mr. Smith state how Mr. Kelley came to give him a receipt for $5,000 -A. When he called upon ine in the morning, he said he was going to have some legislation; I do not know what it was. Q. And you had no curiosity to inquire what it was?.-A. I did inquire; he told me it was in regard to legislation, but he did not tell mel what the legislation was about. Q. Did he desire some legislation in reference to these bonds — A. No; he did not say that he desired legislation in reference to these bonds, but that it was in the interest of these bonds t-hlat the legislation was to be. Q. You mean, I suppose, that it, had sonme relation to the road that issued these bonds, or to something that affected their value or validity?-A. I mean to be understood that these bonids had to be upheld in some way. That is what I took it for. Q. And he showed you a document; did you read that receipt?-A,, I am not positive that I read the whole of it. Q. Did you see the handwriting and the name attached to it?-A. I saw the handwriting, and I saw the name, but I do not recollect seeingt the first name. I am almost positive I saw the name of Kelley. It is some time ago. -I took it as a receipt. Q. You knew that Mr. Kelley was a distinguished member of Congress at that tine?- A. I had the impression that -Mr. Kelley was a man of great influence. Q. A transaction showing that he had been bribed would be, likely to make an impression upon your mindc-A. Under some circumstances it would. Q. Did that transaction excite your curiosity enough, when that document was shown to you, to induce you to read the paper? -A. I think I read the paper through, and I took it as a receipt, but at the present, time I cannot swear positively to the name signed to it. Q. Is there anything concerning that transaction, concerning these bonds and stock, apparent on your books now?-A. I guess that the mnemnorandum that the bonds were to be negotiated is there. Q. If that transaction is there it will show the date, I suppose?-A, It will show the date of the original transaction. Q. VWill you produce those books before the committee? —A. I will produce the book in reference to these bonds. I cannot produce anything in reference to the receipt. Q. Have you ever seen certificates of stock of the Credit'Mobilier at any other time?-A. I never saw any before or since. Q. Describe the appearance of those certificates.-A. The certificates that Smith brought to mne were simlilar to the Union Pacific I'ailr'oad income-bonds. Q. You said that he placed in your hands certificates of stock inl the Credit Mobilier, and these bonds. Now, be good enough to describe the appearance of -the stoclk-cetri ica tes of the Credit Mobilier? -.A. The 3 74 CRIEDIT MOIBILIER AND UNION PAC[ItFIC PAILIROAD.,certificates were folded up with the income-bonds, and were inclosed in a wrapper, on which was stated the nunrber of bonds and stock. I did not open them to look at themn. I think the wrapper stated that there wxas $a,000 in stock in the Credit lobilier, and 835,000 of Union Pacific jcomne-bbonds. Q. Do you knon, of your own 1-knowledge, that there were any incomntebonds or certificates of stock in that ra,pper? A. Smith drew onc paper out and said that there wNvas Credit Mobilier stock and Union Paeific incomze-bonds, and that he wanted them negotiated. Q. What did you do with the document when you had it in your:ualncld? A. This docwuminct ~wias jiust as it were sealed up, like an envelope with the ends cut off, and lie said it contained $10,000 in bonds and st-ock. I took the package, and then returned it to him. Q. How long' did you keep it in your hancds ~ — A. Not longIer than toi glance over the back of it, and then I handed it back to himn. Q. You did not open the package, or see what was in it?-A. I didj1 no:t tear the package open. Q. Did you see what was in it while it was in your hand?-.a. I dlid "not see the amount of anything that was in it. The package was opeLn at each end. Q. Then you do not know, except from the indorsement of this paper and the statement of i'Mr. Simith, that there was any Credit lAobilier stock in it at all f-A. I cannot swear positively that the Credit Mobiltiet stock was there, because I Clid not see it. Adjourned. WASHlINGTON D. C., F'ebrutry 6, 18753. CHRISTOPl:ro In C. Cox sworn and examined. By the CHAIRnAN: Question. Were you ever connected with the United States Governmnent as an officer? — Answer. Yes, sir; I was Commissioner of Pensions from August, 1868, to May or June, 1869. I resigned, I think, early in 3May. Q. Did you ever, while an officer of the Goverrnment, own, or have any interest in, any of the bonds of the Union Pacific Railroad Conlpany? —A.'Never. Q. Did you ever have any of what is commonly called the incoimebonds of the Union Pacific Railroad Company at the time you were a lovTerinment officer?- A. Never. Q. Did you at any time imnediately before or after youl were all oafieer hatve any of those bonds? —A..o; not inmmediately before orafter. I owned in 1870, for a, few days, a few of what were called,,I:think, the third mortgage or third income-bonds of the eastern division f' the TUnion Pacific Railroad Compalny, the Kansas road. It was a matte of purchase and sale, occupying a few days. But never, dcuring my ionnection with the Interior Department, or with any other public office, chave i ownled or held or had any connection with any sort of bonIds'cali talever. )Q. Did you ever nhave an interest in any bonds connected with that road or any of its branches, which you sought to negotiate with Mr. Cooke of this district, or his bank? —A. Yes, sir; those are the bonds I refer to. That was in 1870, while I was a practicing physiciain ha Washington. 1R.EDi1T MONIBIAIER AND UNION PACIFIC RAILRLOAD. 575 Q. Did you ap.I)ly, either through a Mr. Smith or in alny other way, to ai A:ir. T. Z. Hoover, of this city, to have money raised on those bonds8 either by hypothecating them or selling them~?-A. Perhaps I had better relate the whole transaction. I think it was some time in 1870 that M:r. Smith, whom I have knownr for many years, an intelligent, uprightf cenutleman of this city, mentioned to me that he had disposed of thirdm-tortgage income-bonds of the eastern division of the Union Pacific RIailroad Company through a Mr. Hoover, who rwas a loan-agent and money-broker on Seventh street, at some advance over the price paid b1 -ir. Smith for the bonds, and that Hoover had professed his ability to sell any quantity of those bonds at a similar advance. Mr. Smith lesired to know if he could introduce this Mr. Hoover to me. I had never heard of the man, and knew nothing' about him up to that time, i said I had no objection. Hoover was introduced, and said that h1e icou(ld dispose of any number of those bonds lat an advance to a party who was buying them up for the purpose of keeping- theml. At that time lthose bonds were not quoted in the market at all, and had no fixe, p}rice. He subsequently informled me that the party to whon he alluded was Mr. H. ID. Cooke, with whom he said he was intimately acquainted.;l d that Mr. Cooke would purchase them at a certain price.' "Well," snid I, you are a stranger to me; I know nothing about you. If this is alonfirmed by the combined evidence of tMr. Smith and yourself, that theose bonds can be sold at an advance, I am perfectly willing to make a- negotiation through you.7' The reiport returned to me was that Mr. Cooke would buy them at that price. Q. What was that price?-A. I have forgotten; it was an advance of some dollars on the bonds, but not a great deal. I am not certain tihat I went subsequently to MIr. Cooke's house and propounded the question to him, but I am under the impression that I did so, and I felt confirmed in Hoover's statement that the bonds would be purchased at such a price. I then ordered the bonds, and, on presenting them to Mir. Cooke, he declined to purchase, stating that lie had been misttaken in the bonds, and that those were not the bornds he wanted. I think that he said the bonds he wanted were the second-mortgag-e bonds, or the incorne-bonds, which were already quoted at a far higher price that that; I had asked for those bonds. Of course, I xwas a little surprised that he should mnake that mistake. HEowever, the bonds were subsequently purclhased, I think, at an advance of one or two dollars, not more than menough, I believe, to pay the expenses of the transaction, by the bank-:i'- house of:tReese & Co., of Baltiimore and that ended the entire Iaransaction. I had no knowledge of 3Mr. Hoover, whatever. Subseqeuently he was appointed, during mny official term as president of the i)oard of health, pound-master, and we were very soon compelled to rilnow him out, owing to the extreme odium which. attached to his name ev-erwhere, arid the universal pressnre to have hinm removed. I supipose fthat that accounts for his aninzoa s in the present instance, so ftr as, ,, ~d wire th?\ ey, procured to he sent fl'om N.'ele 576 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. York _ —A. Yes; they were procured from New York throLugh my brother who is in a banking-house there. Q. %Were they at the time the negotiation'began here hypothecated in Newv York, or pledged as collaterals there?-A. Not at all. They were purchased on a sight-draft. Q. Were they purchased after you received the information as to what Ifr. Cooke would be willing to pay for them, or did you own them at that time — A. I did not own them at that time; I purchased themi subsequently. (2. You purchased them for the purpose of selling them here? -A. Certainly. And I will state thlat I was so very certainh that the sale would take place at the time that I made no provision for the draft, and Mlr. Cooke was kind enough to advance nme the atmount necessary to pay for the bonds, and to receive the bonds as collateral. It was while they w"-ere lying in bank that they were sold( to other parties. Q. Did you realize fiorm the bonds at that time in all about, i160,,)300 in imoney?-A. I did not recalize $1,6(0 or $500. i do not think that the whole profit amounted to more than one or two hundred dollars. Q. I do not speak of the amount of profit. If I remember Hoover's statement, it was that the whole amount of bonds that were. ultimately sold for you and Smitih was about l16Q000, and that Smith and you were represented as being jointly interested in them. You llmay now state whether that is true. Did you, yourself, or did Smith and you together, succeed in selling any considerable amount of bonds; and. if so, what amount? —A. Mr. Smith brought this information to me, and of course, in any sale that I might effect of the bonds it was my intention to divide the profits with him. I think that that was the understancding. The whole amount of bonds, so far as I can recollect, was about $ 10,000. That was the face of the bonds. I think they cost nineteen or twenty or twenty-one cents on the dollar, and were sold for twenty-two or twenty-three cents; that is my recollection. They were sold to bankers on the corner of Calvert and Baltimore streets, in Baltimore. The name of the firm, I think, is Reese & Co. Q. You say that these were third-mortgage bonds?-A. On the eastern division of the Pacific Railroad, so far Cas I can recollect. They were not quoted in the market at all. Q. I-ow (10 you fix the date of that transaction? —A. I fix the date o1f it fr'om the fact t-hat all thre negotiationls betweaen this party and llyself were in my office on F street, whichl I occupied after i left the Iuterior TDepartment. Q. Do you know t-hat they did not begin, and that you did not acqui-:re any interest in these bonds until after you wer-e in the office on F street?-i A. Yes, sir; I was in the office at that time. Andt never beftore, to my knowledge, have I ownmed any bonds of that soat. Q. Had you ceased to be connected with the Interkor Departi-ment before you went into that office? —A. Yes, sir. Q. HEad you any sort of aarrangement or underst>an.ding', befbre you ceased to be Comtnissioner of Pensions, whlereby you betc:ae elltitled to any of those bonds, or to any othevr property of the JUnion Pacific Railroad Company i'-A. Never; I never knew anynthinie about te Uliion Pacific Rlailroadl Company. Q. Did you ever say to Htoover, or to anybody else, thalt you ad acquired those bonds, or any other bonds or lroperty, froml the Union Pacific Iailroad Company by reason of t.he influence that you we(re able to exercise — A. aNever, sir'; pn~eer. Q6. Dd any, peison connectedt with -t:- Union Pacific Railroad C'n CREDIT MOBILIER AND UNION PACIFIC RAILROAD 577 parly in any way, either directly or indirectly, ever approach you, while you were an officer of the Government, for the purpose of securing your influence, in consideration of money or other value? -A. Never. Q. What did you authorize Hoover to do in reference to to the negotiation of these bonds?-A. Smith communicated with the parties whom he professed to have in view for purchasing-nothing else. My interviews with him were exceedingly few; I (10 not think that I saw him more than twice. Q. Did Hoover report to you that 3Mr. Cooke declined to take the bonds at the prices which he had first stated. owing to the fact that there was a decline in the price between the time he proposed to take them and the time the bonds were produced?-A. I have no recollection of anything of the sort. Q. Did any considerable time elapse between the time when the proposition was first made to Mr. Cooke and the time when the bonds were ready for Mr. Cooke? —A. No, sir; not more than two or three days at furthest. Q. What is Mr. Smith's first name?-A. H- is name is E. J. Smith. Q. The gentleman now in the room who has reported himself as 3Mr. Smith is the same gentleman to wmhomn you allude?1-A. Yes, sir; the same gentleman. Byv Mr. HoAR: Q. Did you state to Hoover, or to anybody, in word or in substance, that those bonds had been procured for aiding in the passage of any legislation, or that they had any connection with such legislation?-A. I never made any such statement. Q. Did any such thing ever in fact exist?-A. Never. I knew notihing about the road, and never userd the slightest influence, directly or indirectly, or ever was approached about it directly or indirectly. Q. This transaction was a mere dealing in stocks — A. Yes, a mere business transaction. Q. And you never concerned yourself onl your own account, or as agent for any, body else, in any legislation that affected them in any form or mranner' —A. Never in my life. Q. So far as you know, (lid Mr. Smith?-A. NTot to my knowledge. BI-y Mr. SWATI NN: Q. -What attracted your attention toward those bonds when you mlade thie origyinal purchase? -A. Simply the statement of this party that there was a gentleman who wa nted to buy them up, and would pay an advance on the then existing price. I purchased theml with a view to sell them in that way. Q. Had you ever held aguny of those bonds before? —A. ever, before or since. Q. Did you ever hold any of the bonds of the Union Pacifice Railroad Company — A. Never; this was the first and only transaction I had of the kind. Q. WVhat, did you give for those bonds — A. My iimpression is that I gave either 19 or 20 per cent. for them, and I sold them at probably one or two per cent. advance. Q. You bought them as a speculation?-A. Entirely so. Q. And not with a view to permanent investment?-A. No, sir. By Mr. HOAR: Q. You have stated that you know this Hoover; do you know what his reputation is for truth and veracity — A. It is the worst possible 37 C M 578 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. reputation. I do not think there are three persons in the communnity who would indorse his character for anything that is proper and right. As the president of the board of health it became my duty to dismiss him peremp)torily from a subordinate position in that department. He was at the head of the pound at one time, but on account, not only of his personal misconduct, but of the extreme odium that attached to him, and of the pressure fromn all parties of the comnmunity to have himl thrown out, I had to dismiss him. By Mr. SWANN: Q. Does he still carry on the business of a, broker?-A. I dlo not know; I have not seen himl since that time. When he was first introduced to ime he was a I)roker and land-agellt on1 Seventh street, between E and F. IHe had a very genteel looking office there. I never saw him until tMr. Smith introdLuced hirn to Ime. By Mr. Ito0AR: Q. How came this man to be appointed potund-master, if he bore such a reputation as you have described?-A. I do not recollect. It does not require a man of very remarkable reputation to perform the duties of that office, which consist in taking up animals running at large. A man is generally selectedl who has the energy and push for the place. Q. Does he not also have to receive fees from poor people whose animals are caught straying, and would not a dishonest man in that position have opportunities for extortion and plunder on poor and ignlorant people?-A. There are two checks-one on the part of the person paying the Dmoney, alnd one on the part of the clerk who receives it. Q. Who appoints the clerk?-A. The clerk is appointed by the board of health. Q. Did you have anything to do with his selection as pound-keeper?A. No, sir; not.at all. I do not know how I voted in the matter. Q. Do you know whether you were aware of Hoover's reputation when he was appointed? A. I did not know his reputation then as I know it now. There may have been reflections upon him, but I thlink he brought influence to bear, and that one strong indtucemlent in his favor was the man's energy and go-aheadativeness. It was important to get a man at that time who would do the work effectively. By Mr. SWANN: Q. Did he give any bond to the board?-A. I think he cdid. By Mr. HOAR: Q. State whether you have any knowledge as to Hoover's sanity? A. Not from any personal investigation of his case. I have had the claritSto believe that le iwi-as inslane. BVA'ASI-GTO\7, February 6, 18i73. E. J. SaiITI-i sworn and examined. By MIr. HOAR: Question. Were you at any time in the Interior Departmentlf?Answer. I was clerk in the geological cabinet in the Land-Office. I resigned my position about eighteen months ago. Q. Do you know a man named T. Z. Hoover? -A. Yes. Q. Did you at any time have any transaction vwith himn, or propose any CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 579 transaction with him, in reference to the bonds of the Union Pacific Railroad Company, inl which Dr. Cox was in any way concerned i-A. I did. Q. State that transaction.-A. It was my mnisfortune to meet this person Hoover ill this way. Pfassing up Seventh street, I noticed his sign as broker and real-estate agent, and I entered his office. I had never seen himn before that time. in a conversation I asked him if he could negotiate a bond, not of the Union Pacific RIailroad Company, but of the Union Pacific LRailroad Coriipainy, Eastern Division9 now Kansas Pacific. Hte stated that he could. I then intrusted the bond in his hands to negotiate for m]e. Had I then known him I should not have done so without sone security. -lHe did sell this bond for me at a price a little above what they had been selling for. They were not quoted, and had no nmarket value at that time. Afterward I had another misfortune ini introducirnig himn to )Dr. Cox. Then follows thiS transaction which Dr. Cox has stated and stated correctly. Q). You have heard Dr. CoxIs accounnt of that transaction?-A. Yes; and those are the facts substantially. Q. WlLhere did you obtain the bonds which he negotiated for you l — A. I received thenm froim a gentlemlan named Cheever, on account of money due to me. Q. How many bonds (did you have? —A. I cannot recollect; but the amount was under a thousand dollars. Q. You are sure you did not receive over a thousand dollars? —A. No, I did not receive over a thousand dollars. Q. Did you. ever have any transactions, directly or indirectly, with the Hon. Wm. 1). Kelley N-A. Never. I never' hcad the honor of meeting the gentleman. I did not know his name until yesterday, when I was invited on the floor of the House by MAIr. Dunnell, of Minnesota. Mdr. Kielley was speaking on an appropriation bill, and _MNr. Dunnell told me who he was. I only knew himn by political reputation. Q. Did you ever state to 2:r. Hoover that you. had received any railroad bond, or any stoelc of the Credit M1obilier, or anything else, f'roan:Mr. Kelley?-A. Never. Q. Did you ever state to him t'hat 0you had paid, or were to pay, 14,r. 2Kelley any money for anything,? —A. No, sir. Q. Did you ever exhibit to him a document, purporti-ng to be a receipt, or which you said purported to be a receipt, from lMir. Eelley for mloney or anything else? —. No, sir; never in any formn whatever. Q. JAr. Hoover has stated in substance that you exhibited to him a package, which you said contained a number of $1,000 income-bonds of the Union Pacific Railroad Company, and some stock of the Credit Maobilier; did you ever (lo that?-A. I exhibited to hin an envelope thllat contained a few hundred dollars of these Klansas Pacifie bondls. Q. ~Was that at the time he negotiated them for you?-A. It was at the timns e ecormmencede our negotiations, as I have stated. Q. Are the two transactions-the one Dr. Cox has related and tlhe one you have just described-the only ones you had with Mr. Hoover l —A. The only ones. H-e has coime to me with some se schemes, but I have always repulsed him. Q. Did you eler possess any stock of the Credit Alob-ilier —,A. Never. Q. ]Did y-ou ever say that you possessed any? —A.. Never. Q. Did you ever represent to Hloover that you hlad in your hands any stoclka of the Credit A1obilier? —-A.:Never. BQ. -I you kI-ow now -whcat the reputation of tlhat n- an is as a. man 580 CREDIT MOBILIER AND UNION PACIFIC RAILROA1D. of truth and veracity in the community? —A. The reputation of the man is, that he is a thief, a liar, and a perjurer. That is the common repute. By MIr. SWANN: Q. Do you know how long'Mr. Hoover has been a resident of _Waashington —A. I cannot say, -not having met him prior to this transaction. It was after this transaction that I learned his reputation, and then I cut loose from him. Q. What was the amount of the bonds he sold for you?-A. I think only one bond. The amount was under $1,000. Q. Was Doctor Cox jointly interested in that bond with you? -A. No, sir; that was my own transaction. 5WASHINGTON, D. C., Febrruary 6, 1873. WILLIAM1 D. XELLEY sworn alld examined. By Mr. HOAR: Question. Have you ever known or seen, before to-dsay, lMr. E. J. Smith, who has just testified before the co-mmittee?-Ainswer. I saw him for the first time in my life, to my knowledge, when I entered this room. I did not know the person by name, and I was surprised when he mentioned the fact that he was MLr. Smith. Looking at him now again, I state that I never have, to my knowledge, seen him.n before. Q. Have you ever given to him, or to any person whatever, any paper acknowledging the receipt of money or of anything of value in consideration for any services in regard to legislation in Congress, other than your receipts to the Sergeant-at-Arms for your salary as fixed by law.A. I have not; and I amtl happy to say, as I do under the solemnity of my oath, that I have niever received, in way of comnpliment or testimoniel or compensation, previous or stubsequent thereto, directly or indirectly, any consideration for the course of legislation 1 haave followed, either in speech or vote. Q. Mr. IHoover stated to the commiuttee yesterday, that Ixr. Smith exhibited to him a receipt purporting to be a receipt fromn you, havino' previously stated to hirm that he was about to pay you somuething in respect to some legislation, by which, as Hoover understood it, the bonds of the Union Pacific Railroad Coimpany were to be upheld. Mr. Smith, who has been on the standc, denied that he ever exhibited any such' document to Hoover, or ever had any such document in his possession, or ever statedl that he had, or heard of; any such doclment, or thalt any such transaction took place. I do rnot know that, after your answer tuo the previous question, it is necessary to call your attention to this testimony, but you mlay make any statement in reference to it that you think fit..-A. If I am the person referred to, the statement is -without foundation, in fact or in appearance of ihct. To no 3ir. Smith, and to no other human being, have I ever given written or oral promise.or contract, implied or expressed, touching any such matter. I have never to my knowledge seen a bond or share of stock of the Union Pacific Railroad Company. MIr. Henry C. Townsend, my counsel, having recovered some money for me in a suit, invested, by my instructions, as much as purchased one 10 per cent. income-bond for me; but last summer the expenses of my excursion exceeded my calculations and I wrote to Mr. Townsend from Laramie to sell that bond and de CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 581 posit the proceeds to my credit in the Fidelity Safety Trust Fund Company of Philadelphia, where I keep a small account, and he did so. So that, although I was the owner of a bond, I never saw one. In another way I have been even more remotely, and am to-day, connected with certain Union Pacific Railroad bonds. In 1849 I hadc begun investing my earnings and savings in building-lots, in a triangular lot of ground then owned by Dr. George Hutton, and which is now Forty-first street in the city of Philadelphia. The plan on which it was laid out was in accordance with the then existing plan of that section; but the municipal authorities subsequently discarded that plan and adopted a rectangular one, in accordance with the general plan of the city, whereby I and adjoining owners found ourselves, some with long lines of front and no depth to the lots; some with triangles, and some with no front on any side. It therefore became necessary for us to try and square up. Some three years ago I was the owner of two irregular pieces of ground, that were mainly front, on three streets, while a Mrs. Matilda Ketchunm owned the lots that fronted on College avenue; so that, while I had a large quantity of front which had no depth, she had the interior ground and no front. She proposed to sell to me. I tried to exchange, but my property was embarrassed with mortgages and judgments, and that was impossible, and I determined to buy, if possible, MIrs. Ketchumls property. To do so I should borrow money. The Fidelity Insurance Conmpany was willing to loan me money to the amount that I needed, between six and seven thousand dollars, if I could give them collateral security. A friend of mine had at this time $11,000 of Union Pacific Railroadil bonds deposited with that company, or which he was ready to deposit with it, and I agreed to pay the company its interest and its charge for keeping these bonds as a safe deposit, and to pay my friend the same amount of interest on the money borrowed that I paid the Trust Company. These bonds were transferred to the Fidelity Insurance Company as collateral security for a loan to lme. So that, without violating the usury law of my State, I am paying double interest on imoney, with the addition of the dollar a bond, or whatever it may be for the sate-keeping of the bonds. I have never seen them. At this time having, by sales of property and a mortgage condensed on a single piece, got a large amount free, the Fidelity Insurance Company is about lending me, on a mortgage, $10,000 to enable me to relieve myself from. the extra interest which its officers know me to be paying,. Other than in this way I have never had, directly or indirectly, to muy knowledge, any connection with the stock or bonds of the Union Pacific Railroad Company. A word as to the character of Mr. Hoover. I: never heard of the man till last evening, when I was advised by Judage Cartter, who occupies rooms in the same building with me, that lhe had just heard that this man hacd, in some way, involved my name in his testimony, and that he was a man infakmo'us in character. While he talded to mue a messenger came asking me to,:ee a friend who had information, perhaps important, to give me. I hastened to hima at once, and there I rmet a group of gentlemen, from some of whom I heard the story of the testinmony which had been given. They all seemed to know this man, and, with unanimity, they pronounced him to be a swindler, a peijurer, and a thief. On returning to my room I found two young' gentlemen.who wvere helping me to send off some documents 1and to whom I mentioned what I had heard. One of them, long a residlent of NWashington, responded, Why, that man Hloover is one of the veriest scoundrels in the District. They made, him pound-141master and the people of the Distirict were so indign lnt at 582 CREDIT MOBIIER ArND UNION PACIFIC RAILROAD. it that they tore down the pound." On inquiry of the gentlemaln who was kind enough to inform me of the testimony which involved me, as to how I should show this man's character, two answers were made; one was, "Ask anybody about the criminal court, whether a mere lounger there, the tipstaff, the prosecuting attorney, or the judges."7 Another named three gentlemen, one of whom (General Mussey) has just entered. 0. D. Barrett, A.. G. Riddle, and Judge Snell of the police court. Mr. SWANN. A memorandum hasjust been handed to ime by Dr. Cox, stating that it can be provedl that Hoover's family consider hima insane and a fit subject for the asylum. The WITNESS. I inquired whether this man was related to Jonah Hoover, a former resident of this city, and a lnan of unquestioned respectability; the answer was that he was not, that he was of a different family, a very respectable family living in the Dlistrict, who apologize for his aberrations by the assertion that he is insane; and undoubtedly I believe him to be so. Mr. SLOCUMi and iMr. SWANN each said that the testimony on this subject had gone far enoug'h, and IMr. HOAt (the only other member present) expressed his entire concurrence in that opinion. Adjourned. The following testinony, down to and ineluding that of Thomas A. Scott, was taken by a sub-comm-ittee (consisting of the chairman,) authorized by resolution of the House to take testimonjy in Boston, lNew York, and Philadelphia: BOSTON, MIASSACHUSETTS, Februar'y 6, 1S73. The committee imet at the oflice of the Union Pacific Railroad Company, Boston, at 9 o'clock a. 1i. Present, J. M3. AVilson, chairman. E. H. ROLLINS recalled. By the CIIAIRNIAN: Question. Can you produce the estimates of eag'ineers that were -made prior to the letting of the H-oxie contract — Answer. I cannot; I have caused diligent search to be n-ade; have made every effort in my power to obtain the estimates, but thus far without success. ly efforts are being continued in the sam1e direction. Q. Can you furnislh the original estimates, or copies thereof, of the engineers, made prior to the letting of the Ames contract? —A. I cannot, for the same reason before given. Q. Can you furnish the original estimates or copies mlade by the engineers prior to letting the Davis contract?-A. No, sir; for the same reason. I have nade diligent search tor all thlese, and have been unable to find them. WATe are still continullin our efforts. Q. About what time were the Omaha bridge bonds issued-the first issue — A. The indenture under which they were issued bears ldate the 1st day of November, A. D. 1870. Q. What disposition was made of those bonds? If you have any record in regard to it, read it.-A. This is the record of the executive committee of the Union Pacific Railroad Coinpany. On page 114 of the record I find the following resolution: " lFecsolved, That the treasurer is hereby authorized to sell to C. S. Bushnell one thousand income-bonds for.500,000; two thousand one hundred and thirty-six land-grant bonds at 70 per cent. of their par value and accrued interest, payable as called for by the company. Also, two thousand five hulndredl iissouri River CREDIT MOBILIER AND UNION P.A-CIFIC RAILROAD. 583 bridge bonds at 80 per cent. of their par value and accrued interest, onethird payable in four months from January 1, 1871, and balance as the company may require. In case Congress, within six months from this date, shall authorize or confirm the mortgage of such bridge, the bonds now issued bearing 10 per cent. interest are to be returned to the company when called for and cancelled; and the same number of bonds, bearing interest at the rate of 8 per cent. per annum, shall be issued in their stead." This resolution was passed Jan-uary 19, 1871. Q. Did Mr. Bushnell receive those bonds pursuant to that action. of the board l?-A. He received a portion of them. Q. Did he receive all of the bridge bonds?-A. -le didl not. Q. What amount of the bridge bonds did he receive pursuant to that resolution? —A. Twelve undred and twenty-five. Q. What was afterwards done with that wfirst issue of Omaha bridge bonds? —A. After the act of Congress of February 24, 1871, a new bond was issued, bearing 8 per cent. interest, and the old issue was withdrawn and canceled, and the new bond substituted therefor, pursuant to the resolution of January 19. Q. To whom were these new bonds issued, or what disposition was made of them? —A. They were sold to C. S. Bushnell, in accordance with this resolution. Q. What amount of imoney did the Union Pacific Railroad Company receive on account of these bridge bonds?-A. They were sold at abolut 30. The Union Pacific Company's books show that the company received 82,060,000 for them. Q. Of the original issue what was done with the 1,275 of which you have not yet spoken?-A. They were never issued by the company. Q. What had been done by 3Mir. Bushnell with the 1,225 that went into his hands -— A. I think they were used as collateral for money loaned to the company. Q. Loaned by whom ~?-A. He arranged the loans in New York for the company; the company received the money. Q. Do you know who furnished the money — A. I cannot tell who furnished it without a great deal of examination. Q. Who hlad possession of the 1,225 bonds at the time, the new issue was madel?-A. They were placed by Mr. Bushnell with J. Pierpont M3organ, one of the trustees of the new Omaha bridge bond, and a mnemnber of the firm of Drexell, MIorgan & Co. Q. When the new bonds were issued were these 1,225 of the new bonds placed in the same hands? —A. They were. Q. By whom i?-A. By the company. Q.'What became of the 1,275? —A. They were delivered to the trustees of the Omaha bridge bond. Q. Do you know what became of them after that? —A. They were sent to LondoLn, and there sold. Q. Do you know for what price they were sold in London?-A. I do not. Q. Will your books show anything on that subject? —A. Not anything. Q. Do you know of any contract having been made with George W. Howan, jr., relative to transfer of the frieight and passengers over the Omaha bridge? —A. I have heard that a contract was made with him at one time. Q. Is there anything on the records of the company showing that contract.?-A. I think not. Q. Have you in this office a cop) of tllhat contract or the original?A. We have ae t. 584 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Who was the general superintendent of the company on the 21st of March, 1872 — A. T. E. Sickles. Q. Where were his headquarters?-A. At Omaha. Q. Do you know in what way transportation over the O.mahla bridge is regulated, and upon what terms passengers and freight are carried over the bridge?-A. The only information I can give you will be found in the time-schedules Nos. I anLd 9, marked 1 and 2, and attached to my testimony. Q. Look at paper marked Rollins C., and state whether that contract has been reported to this office, or is it found in the records of this office?-A. I have not been able to find any record of such contract, and there seems to be no contract of this kind on file in this office. Q. Do you know whether the transfer of freight and passengers over the bridge is now regulated by any contract between the Union Pacific Railroad Company, or any of its officers, and any person? —A. I do not know. Q. Are you able to state now what rates are charged for transporting freight and passengers over that bridge? —A. My impression is that it is 50 cents for each passenger and $10 a car for freight. That is my impression. I should not want to swear to its accuracy. Q. Is freight transferred at the bridge from one car to another?-A. I suppose it is in many instances. Q. I mean through freight — A. I suppose there must be a good many cars that go through without any transshipment. Still I suppose a good deal of the frieight is transshipped. Q. Are these rates of which you have spoklen charged for the transportation of Government freight?-A. I suppose they are. Q. What is done with the proceeds derived from the transportation of freight and passengers over this bridge; to what, use is it applied?A. To the payment of interest on the bridge bonds. It goes into the hands of the company and the company pay interest on the bridge bonds. Q. Does it go into the gerneral account of the company showing gross and net receipts? —A. Tilere is a sepajrate account kept at Omaha of the moneys received frnom the bridge. This account will show the gross as well as the net receipts from the bridge. Q. Does that enter into the earnings of the railroad company — A. It does not. Q. It forms no part of the earnings, as you keep your accounts? —A, 7o, sir; it does not. 9. Then, in making up the account for Government transportation with the Union Pacific Railroad Company, the amounts paid for transporting freight across the bridge are not embraced?-A. As we make up our accounts-no, sir; they are made up separately. Q.'How muany issues of income-bonds have been made by the Union Pacific Railroad Comnpanly?-A. Only one —of ten millions of dollars. Q. Can you produce -a copy of one of those income-bonds? —A. I can; they are printed in pamphlet with the [acts of Congress and bylaws of the company; published at Fairfield, Iowa. (Copy submitted and marked.) Q. When were they issued? —A. They were issued pursuant to a resolution of the executive committee, adopted September 23, 1869, as follows: "'Resotlved, That tlhe president, or vice-president and treasurer, are hereby authorized to prepare and issue bonds to the amount of $10,000,000, bearing interest at the rate of 10 per cent. per annum, payable at CREDIT MOBILIER AND UJNION -PACIFIC RAILROAD. 585 the option of the company, in two years from September 1, 1869, or within five years of said date, giving as security the obligation of the company to trustees for the purchasers to appropriate the net income of the company to the payment of interest on these bonds, after paying the coupons on first-mortgage and land-grant bonds of the company; and John A. Duff, Benjamin E. Bates, and William T. Glidden are hereby designated as trustees for the purchasers as before named, and all resolutions in regard to income-bonds heretofore passed are hereby rescinded." Q. What disposition was made of the income-bonds?-A. Five thousand eight hundred and seventy were delivered to trustees for contractors at 60; 2,457 were exchanged for certificates for first-mortgage bonds. Q. With whom. was that exchange made? —A. Made with the parties who held those certificates. Q. Do you know who they were? —A. No, I do not. Q. Is there any mode of learning from the, books who the parties were with whomn that exchange was made?-A. I think the facts could be ascertained from the books. It would require some little time to prepare a statement. Q. Will you have a statement of that kind prepared to accompany your testimony' (Rollins 14, to be submitted.)-A. I will. One thousand were sold to C. S. Bushnell, at 50, pursuant to a resolution adopted Januaryv 19, 1871. One hundred were delivered to Credit Mobiliert in trust. Thirty were delivered to T. C. Durant at 80. The balance remained in the hlands of the company undisposed of. Q. Have you the checks that were referred to by -Mr. Spence in his testimony, one for $'24-,500, and the other for $19,000? —A. I have; here they are. Q. Read them. —A. "National Bank of Commerce of Boston, March 9, 1871. Pay to the order of B. WV. Spence $24,500. (Signed) J. Al. S. Williams, treasurer. No,. 2372."' Upper left-hand corner, in figures, 224,500. On the back was the following indorsement: "Pay E. H. Rollins, secretary, or order. B. WT. Spence. And underneath " E. H. Rollins, secretary," in print, " for deposit," indorsed " Gilman, Son & Co., pay H. Blaisdale, cashier, or order7, and stamped "' Credit the National Bank of State of New York7 -then stamped again, " Through clearinsghouse to National Rtevere Bank of Boston,' and then indorsed "l H. Blaisdale, cashier." The next, "I Nationral hBalik of Coremmerce, of Boston, i\ arch 9, 1871. Pay to the order of B. BV. Spenie,3 $i9,000.7" (Signed) "' Jno. M3. S. Williams, treasurer." NrO. 2373. In the upper left-hand corner, in figrures, 819,000. Indorsed, " Pay to E. H. Rollins, secretary, or order. B. AT. Spence." Underneath, iudorsed,. H. Rollins, secretary." Stamped, "1 for collection for the Girardl:National Bank of Plhiladele-phia;, and then in pencil the initials,' T. A. S." Further indorsedl, ". G. Shellady, for cashier." Q. Are these the checks that were used by the Union PacifLic Railroad Company at; the time of the transactions that they denote?-A. Yes; thley are the checks, as shown by the books. Q. -lave you examined tlhe check-book from which these checks were taken; and, if so, what do you find~?A. I h ave; and I find on the stub the followingi memorandumn: " March 9, 1871, E. H. R., secretary, G(. 7T. Dodge, No. 2372, $24,500," in figures; also, the following mlemorandumn: " March 9, 18717 E. H. R., secretary, J. F. Wilson, No. 2373, 819.000," in figures. "J. F. Wilson" seeins to have been Aritten at a different titme, and there is a appeatran.e which outld indicate 586 CREDIT MOBILIER AND UNION' PACI1F'IC RAILROAD. that the pafper on which the name is written has been rubbed; there is also a marked difference in the ink used. Q. Was there a check issued for 82,500 the sa;lme day~, Mlarch 9, 1871? -A. There seems to have been a check issued March 9, 1871, for $2,500. Q. Have you that check?-A. I have. Q. Will you produce it?-A. I have it. Q. Rlead it.-A.' National Bank of Commerce, Boston, March 9, 1871; pay to the drder of B. W. Spence twenty-five hunldred dollars; (Sigrned) "' John M. S. SW.illiams, treaslurer, No. 2374." In the upper lefthand corner, $2,500 in figures; indorsed, " Pay Honh. E. Hi. Roltins, or order. B. ~W. Spence." Indorsed, "E. H. Rollins," pay J. Carr, esq., cashier, or order, for collection for First National Bank, Conecord, New Harmpshire, J. J. Crippin, acting cashier. Following t-hat,' C. H. Draper, acting cashier." Q. On what account was that checkl given?- -. T1lhat was given for money which was borrowed for Mr. Bnshnell. Q. Where? —A. At Washington. Q. From whom?-A. From Mr. Ordway. Q. Does that bform any part of the $126,000? —A. All the checks and drafts covering the $126,000 presented to nce for indorsernent were, agreeably to the report of the special committee, indorsed by me as secretary. This check was not indorsed by me as secretary, and is evidently not included in that amount. Q. Was this check of $2,500 paid out of the earnings of the Union Pacific Railroad Company — A. It would appear from the books that the check was exchanoged for a draft of lMr. Bushnell's on A. 3MorganSons, of New York, for thlle sane amount. Q. How is the balance of the $126,000 paid, as appears by the books of the'company?-A. The balance, in alddition to thle two cheeks, one for $24,500 and one for $19,000, was paid by three draft;s on M. _MPIorgan Sois, of New York, as follows: One for $i3,841.09; one for $18,032.46; one for $20,626.45. Q. HIave those drafts cotme back to the Union Pacific Railroad Company I-A. They have not. Q. IMr. Spence, in his testinmony, has spoken of an item of $3,000 paid to you inl 1870. Are there any entries on the books in regard to that sum, or any other sum, charged to legal expenses? If so, state what the entry is, and on whlat account the money was paid.-A. A. n entry seems to have been imade on the cash-book as follows: "' Lsegal expenses debtor to cash for anmount advanced E. H. R., June 1, by order of Oliver Amles, and now charged as above, by direction of E. H. 1R., $3,500."Y Q. In whose handwcritin-g is that entry made?-A. In the handwrritinog of iMr. Spence. Q. Was that entry rmade there by your direction, as stated in the book?-A. From the entry, I presume that I gave the order, though I do not reimember distinctly. Q. On what account was that money used?-A. It; was advanced at the time, at the request of IIMr. Ames, and allowed me for services rendered tile company. I never received a dollar of money from the Union Pacific Railroad Company in my life for political purposes; neither have I lad a dollar that I did not earn by hard labor. There has been no money expended for political purposes, to my knowledge, since I became treasurer of the company, and I think I may safely say there will not be under the11 present adininistration of its affairs, for both political parties are ally represented in its board of directors. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 587 Q. Why was this charged up on the bools as legal expenses?-A. IT had rendered the company services at WVashington, outside of my duties as secretary, for which I thought I was entitled to compensation. Q. What was the character of the services rendlered to the company a,EDIT MOB1L1EiE AND UNION PACIFiC ~AiLRALOAD.. C00 shares, and also the foregoing list of subscribers to capital stock, one thousand dollars ($1,000) shares, representing payments amounting to seventeen thousand three hundred dollars, ($17,300,) are true and correct, as shown by the books of the company at the close of business Februa:r y 24, 1h872. Very respectfully, JAMES G. HA]RRIS, Traisfcir J4yce p-!. [ROLLINS i.] JList V stoc?:ho(f de:l-'. /the Uniom PaciI/c iR'aroad CcOm Ca:y:~ the ciose /' bueit~ess February 26{, 1870. Alley, John B —------------------- 3,833 Charlick, Oliver. 9 Ames, F. L.. ——. —............ 320 Childs, Otis -........... ---- 20 Ames, Gustavus.-3...... 00 Cisco, J. J-2., 255 0"34 Ames, Mrs. R. C 30 Clafiin, William -340 Ames, Oliver-. 32, 113 Costock, J..3 Ames, Oliver, & Sons -.... 5,140 Condict, J. BE ----- -- - 80 Ames, Oakes_...........20, 319 Cook. Clarissa.-....... 55 Ames, Oakes, trustee. —-........- 1099 Cook, Ebenezer.. -1...... 1, 00 Ames, P. Adams- 2, 179 Coolidge, J. T...... 1, 800 Andrews, F. W. -....... 1,485 Coolidge, J. T., jr... 250 Andrews, F. W., guardian S. I'. 50 Crane, H. C -..2......?, 817 Allen. Crane, H. C., tr.ustee.. —.. 1, 350 Appleton, DanielF -............ 186 Crane, H. C., trustee Mrs. W. WD. 1,176 Atkins, Elisha - ---------------- 5, 044 Train. Baker, E. H -------------------- 5,450 Crane, H. C., J-. J' 50 Baker, jr., E. H —---- 457 Credit Mobilier of America. 1i,890 Baker, William-........... 40 Cummings, W. A.- -.... 575 Balcb, G. H -----------------—. 45 Cushman, James S............ 200 BIalch, Agnes -.........30 Cushmana & Hurlbert -..-.. 100 Ball, H. K-..........30 Davies, J. M --......... 250 Baltzer, Hermon R1. -1 —-.. —-. 1.00 Di e Haven & Bro —...... 140 Bangs, William H..... H100 i Delevan, C. S -----—...... —-- -. 10 Bardwell, Josiah -......3, 814 Dillon, Sidney.................. 7,300 Bardwell, Josiah, trustee...-. 1, 145 Dillon, Mrs. Hannah........... 5, 240 Barnes, O. W..4... 7 Dodge, Greenville M --- --- 785 Bartlett, J. I4 -.........-....... 110 Dix, John A................... 690 Barnum, P. T...-...... 200 Duff, John..................... 4, 880 Bates, Benj. E.-........ 3,735 Duff, John........... 11, 082 Bates, Benj. E.,treasurer,trustees! 1, 172 Durant, W. F...7............1 760 Bates, Benj. E., trustee for Mrs. L. 351 Durant, T. C...-.......i 3, 522 E. Nourse. Eagar, E. R..................-.. 60 Bates, Benj. E., Jamnes T. 30 Easton, A. D................... 25 Beard, Eli..................... 655 Egleston,V. 50 Beard, Sylvester M-....... 655 Elliott S. M 240 Bell, Clark................... 10 Emott, James..................i 260 Benyon, A. J.................. 50 Everett, J. Mason.......-... 80 Blake, Henry T.......... 45 Eustis, W. F., trustee......... i 10 Bliss, George 240 Fearing, Albert..2....... 00 Blood, Henry. 9 Fessenden, L. G. ——. ——.. —-- 80 Boyer, B. M.................... 411 Fessenden, Sewall H-...........- 287 Boyer, B. M., trustee for )Jrs. B.1 87 First National Bank, New Haven 500 M. Boyer. i: Fiske, C. H., trustee. —.......... 400 Bradford, Gamaliel............ 7 Fiske, jr., James -... 6 Bradley, C. P ------------------ 100 Foote. jr., F. W........5........ 0 5 Breed, Hubbard.-..1..........i 10 Forbes, W. D.................. 200 Bristol W. B....257 Foster, Dwight................ 200 Brooks, James-............. 490 Foster, Pierpont B............. 367 Burt, Samuel P................ 100 Fowler, James I.............. 1,512 Bushnell, C. S............ 4, 926 French, C................... 260 Butler, Peter................ 17French L ene 40 iB Frenctb L. Eugn~re l.....,........!i 40 Chadsey, C. Allen.2.......0 2 Gardner, C. P............-.... 50 Chapman, 0. S.......... 3, 14 Gilbert, Horatio........... 1, 671 (O6 CREDIT MOBiLIER ANLD UNION PACIFIC RAILROAD,. List of stockholders UnioR P-acfic e ailroad Compa/ay, &L,-.Coanti'tHued Gilbert, Horatio J.............. 958 Meyer, E. Reed................ 0 Gilmore, E. W................. 1, 452 Moore E C 118 Glidden, John................ 605 Morton, Bliss & Co.. —..., -, C) Glidden, John M............... 735 Nass, William............. 15 Glidden, W. T................ 4,423 Neilson, C. H.............. 829 Gray, Francis A 125 Nickerson. Frederick.. 2, 957 Gray, G. G ----—............. - 9, 030 Nickerson, Joseph —..-.. -...... 3, 197 Gray, 11. V-...-............... 4, 605 Nickerson, Miller W.......... 0 Griffing, M. H-....... 100 Nickerson, Thomas......... 945 Griggs, Salem-......... 40 Opdyke, George —.... —..- - 4, 725 Grimes, Jamres V -.... -2,0 1)-77 Parker, C. Ii..-..........-... 35 Griswold, J. N. A-......1,009! Partridge, Warren -- 0............. Guest, W. A...........-... 445 Pec, Nathan 4.................. 3 Ham, Benj. F. -..3,647 Perkins F. P4).................. 4 Ham, Benj. F., James M., trustee! 100 Perkins, T. H., g'uarnlian ---- - -- Hammond, Henry B...... 20 Phelps, James............ 140 Harding, A. C............... -270 Pigot, Joseph................ i, 07 Haskins, Ira ------------------- 25 Pomeroy, E. H — 20 Haven & Co.- -.. —.... —..... t100 Pondir, John_.........,929 Hawley & Co.,''- T-......2-25 Pasmus &Lissignola... -.. 300 IHawley, W. N9.......... 90 Reed, A. A — _........ 42 Hazard, Anna................ eichi, Louis..5....... 15 Hazard, Elizabeth -10 Ribon, J. J 1, 2005 Hazard, Elizabeth, trustee. — 53 Rice & Whiting. Hazard, Isaac P- 2, 077 Richardson, Belj.-........ 5 Hazard, Mary P. 101 Richardson, Miss E....... 1) Hazard, Roland.............. 2 462 Richardson, Joseph......... 1. 900 Hazard, R. G. -iS8 R.obbins, Chandler. 4.. Hazard, Sarah L.......100 ii Robbins H. A....... 459 Iledden, Josiah-1............. 1,000 Robbins, R1. E2,.......,75 Hinekley, S. L ------- -. 50 Rogers, W. C........ 80 Hobart, jr., Aaron............. 163 Sampson, J.................. Hodges, F. S..: ---- 20 Sandford, Henry. 518 Holliday, Benj........... 1,300 Sandford, James H............. 50 Hooper, Samuel, & Co...-. 6, 352 Scranton, E. S. 200 Horner, Anna 3S.............i 3 Scranton J. II............ 10 Hotchkiss, Henry -...... 1,212 Sears, Geo. 0 -.. 100 Hough, B. K... 317 Seney, G. J.-...... 100 Howland, Gardner G.......... 300 Shaw, Frank3 Hunnewell & Sons, H. H.;.. 1, 500 Skinner & Co., F-... 1,537 Hurlbert, jr., Henry A2........ 00 Smith, G. P-.......900 Ingalls, Henry -........100 Smith, O. C-......... 100 Ingersoll, J.E..................- 11 Spencer, A.W..-...... 300 Jeneks, B H.. —..... 1,500 Sprague, C. J-1...........,025 Johnson, R. C.-........ 750 Stetson, Thomas M........ 404 Johnston, James B.........., 680 Stevens,. B 1, 00 Jones, David-...... 3, 197 Stevens, W. B., trustee...... 159 Kennedy, G. W 6................ 610 i Stevens, jr., W. B. -35King, John L.................. 750 i Stevens. Amory & Co-....650 Lambard, C. A..-......3, 051 iI Stone, Daniel-........ 60 Lancon, George................- 1,700 Sturgis, James, 100 Lee, N.,.....20.......2..... 20 Sweetser, Isaac 75 Lockwood, Le Grand...-. 2, 006 Ten Harve & Van Essen. 20 Lord, Thomas.-....-...........I 105'Thatcher, Isaac-....... 961 Low, A. A..................... 735 Thomas, T. G-......... 60 Macy, Geo. N ---------- 25 i Torrey, Lydia............. 45 Macy, W. H 11-............. 2, 535 Tracy, John F-........ 300 McComb, II. S -—.......... —- 6, 092 Trowbridge, E. H....... 367 McCormick, C. HI.-...... -8,011 iTrowbridge, Henry....- 561 McNeil, R. G. S... -... 20 Truesdell, L. E 80 Manning, Thomas........... 100 Turner, Seth. 50 Martin, Henry-...4 Tuttle, Chas........ 289 Maynard & Sons..-...... 430 i Vernon, Sophia. 3 Means, WV. P. -60 Vial.e, C...........has. A... 100! 10'411 Viale, rCha A^.....,.,...,........ Mason, W. P -........... 40 Waite,C.C 22 Merrick, G', C. -2 W ran, 9. P.......... 100 CREDIT MOBILER AND UNION PACIFIC RAILROAD. 607 Ls't of stocklholders Ution Pacific Railroad Con mpany, &c. — Continuied, Warren & Co.-.....2....... 22 Williams, J. M. S........,001 Wheelock, Jerome...... 10 Williams & Guion.-. 910 White, Mrs. E. Frances........ 120 Winchester. 0. F.. 00 White, W. M.. 1, 074 Zabrouski, M595 Wilder, Geo. E -25 W illiams, Horace 100 337, 450 Williams, Jarvis & Sons --—.-. 850 Williams, John E 200.......... List of subscr-ibers' to the capital stock qf the Union Pacific Ruailroad Company, (shares one thousand dollars8 each,) with thc numnber of shares subscribced cild (,amomnt paid o0 same set opposite the nmes of such 8sub-.scribers-' No. Amount Nam-ue~s. shares. paid. Grinnell, Moses H -... —-... —...... —----—....-.............. 10 1I0, 000 00 Kountz, A.-2.................. 400 00 McCormick, John-..................................-............ 2 200 00. McPherson, W. - -5 500 00 Swasey, Whr. JsoWM.....................................00 00 Swasey, W. J ---- 2 200 00 Williams & Gunion -...-. 5 1,000 00 Young, Brigham —. 5, 000 00 1 — 17,300 00 certify that the foregoing list of stockholders, representing three hundred and thirty-seven thousand four hundred and fifty (337,450) shares, and also the foregoing list of subscribers to the capital stock, representing payments amounting to seventeen thousand three hundred (17,300) dollars, are true and correct as shown by the stockledgers of the Union Pacific Railroad Company at the close of bunsiness Febrnuary 26, 1870. [ROLLINS 12.j List of stockholders U0nion Pacific Railroad Company,y amnd nutnber of shares standing against their respective names at closing of books, February 25, 1871. Abblott, Frederic k --- -- 180 IAshley, 0. D. & Co. -45... 450 Alams, Cyrns -..-. —......... 30 Atkins, Elisha. —.. —.......... 4, 084 Alley, John B. —..-....... —. 1, 600 Armstrong, Mrs -Emily S --—.- 87 Alley, G. B............ — 200 Baker, Ezra H-........... 4, 850 Ames, Oliver ------ -.- 32, 113 Baker, Ezra H., jr-.... —. 457 Ames, Oakes -.-.-............. 16, 568 Bates, Benjamin E, treasurer 1, 148 Ames, Oakes, trustee-........... 749 of trustees -. —---- Ames, P. Adams.-....- 600 Baltzer, Herman R.-..... 3) Ames, Oliver, & Sons. —-.. —-- 5,140 Baker, William.. -.... 40 Ames, Gustavus. —---—.. —. 275' Barston, Rogers L...-. 5 Ames, Mrs. R. C............... 30 Barry John S. —.. 100 Ames, Fred. L................ 185 Bare, Arthur — 1............ —- 00 A mes, Catherine H -.. —-... —. 20 Bartley, Francis.-.. —.. —-—. 5; Ames, Oakes A.-.... 100 Bates & Brown.... 0... 5 Ames, Oliver, second-~.00 Barlow, James..-......... Andrews, Frank....... 1, 53 1; aker, Hemy T —------ 9 -Andrews, Eliza T 45'... ea. Eli (j~i CR~E-cIT MCBlLlER, ANDC t_`i PA(CIFIC RAI1ROAD. List (' S' stockholderCV Untiont Plac/ic RailrCoad Company, tc. —Conatinuuc; Beard, Sylvester M............ 655 Dillon Mrs. Hannah -5..2.......40 Benyon, A J..- 100 Dix, John A.-.....-.... 210 Bend, W. B-..............-.... 200 Dodge, G. M. —-. —.......... 785 Beck, Brothers. 100 Dodge, James G. C.......200 Bird J. S..... ——..-.. 50 Dorrance, E. B................ 5 Bliss, George. —... —---—.. I.3 20 Dotger, A. AJ -...-...-....... 1, 300 Bliss, George, trustee. —--- 88 Duff, John..-4..............., 880 Bliss, E. C.W................ - -5 Duff, John, in trust..-.... 26, 000O Black, George W --...... Duff, John R-............ 01 8!)S Blauvett, G. M. S- 30 Durant, Thomas C............ 5 286 Boyd, Falls & Vincent.,200 Durant T. F........ 3,500 Bolles, M., & Co.............. Durant & Earle ------- 600 Brooks, James - -------- 4909 Earle, Willian1m M- -— 5-00 Briggs, Edwin —- Ea.......g.a..... r, Eadward Ii-......60 Breed. Hubbard -—........... 10 Easton & Milne.-...... 100 Briggs, H. 0 — 75....E...... 7 E no, John C -.............. 3, 150 Brewer, James P.. agent -- - 50 Egleston, William C.......... i 00 Brintall, P. L ---------— 3.. 300 Everett, J. Mason...... --. 80 Bushnell, C. S - -2 711 Ewell. Wood & Co.. 100 Butler, Peter-........ 7 Fahr, Charles.. 1,600 B3ullard, Lewis H........-.-.. — 10 Fessenden, Sewell H.1... 40 Bullard, John RI...-..... 73 Fessenden, Louisa G.2......... 93 Bush, Richard D., trustee 21I I! Fessenden, George.L.... 34 Burr, Joshua -...-.... — 5 Fisk, James, jr0 --- Brown, Dunning & Co 20)0 Fitzgerald, G. E 21 Byram, E. S -- 2........W5 Forbes, William D -. 450 Bemis, George F -.-..... 000 Foster Pierpont B.-: ——... — 367 Castellanos, A. V ----- 100 Fox. John T-... 00 Capron & Strong........... 50 Ford, N., & Sons -........... 70 Casey, Oliver.S —..... 10 Fowler & Wilson......Chapman, Oliver S -—.- - 3-... 314 8 Fogg Brothers & Co... 8 Charlick, Oliver- --..-...... 9 French, L. Eugene............ 40 Chlds, Otis................... 40 Frankenheinmer', L. -... 600 Chase, George IH -........ 0 Frost, Charles L.....:........ 30 Champ, james........... 500 i Francis, Charles B............ 1 Cisco, John A - -... 200 Fuller, Charles E. & Co.'250& Cisco, John J. -— 500 1 Gardner, Charles P -....... 176 Cisco, John J., & Son.......... 3. 105 Gardner, William.......... Clafinl, William. -------------- 340 Gardiner, Charles P., trustee.>. 850 Clark, William Adolphus......'30 Gilbert, Horatio.-....510 Cotter, William -----—.- -----—. 25 Gilbert, Horatio, jr...... 76 Comstock, John D ------.. 3 Gilmore E. W................, 1,452 Coolidge, JohnT'- - 050 Gilmore, William1 — 0- - Codmnian, Charles 104 i Gilmore, Edwin.............. 10 Colby, Walter -- 15 Gilmore, Mary E.. 10 Cogswell, George -.....-... 25 Gilmore, Alson.3 Cook, Olney-....0....... 40! Gilley, J. E. M —........... 1-5 Cooke, Jay, & Co.. —... 100 Glidden, William T........ 17: Cobb, F. D., &Co............. 50 Glidden John M-735 Crane. Henry C -.-......503 Glidden, John A -...605 Crane, Henry C., truste...e 100 Gordon, William A.-...2.5 Crane, J. J........ —. 50 Goodwin, H. H —--— 20: Credit Mobilier of America.... - 1,890 Gorham, Alfred, trustee Crosby, E. C., trustee 15' Gibson, Casan..........-.. 50~ Crosby, George L............. 3 Gray, H.,W................,470 Crowell, Prince S.......... 10 Gray, George Griswold........ 8,130 Cumnmings, William A - 575 Gray, H. W., & Co......... 4, 00( Cutting, jr., 11. L., & Co. 300 Grimes James W ------------ 1 3 Davies, John M........... 250 Griffing, wM. H- 100 Davis, William H. —......: 2 Griswold, John N. A 7.......,309 Daniels, David 11...........50 Grant; Richard S............. 500 Delavan, C. T - to....... 10 Graham, Charles —......... 16 De Haven & Bro. -- 100 Graves, R..,& Co -—... —... 200 Dennison, Willian,.....m 100 Ham, B. F. —-...- -—. 161 Dehon, William, trustee 20.... 240 Ham Brothers.-4.2...........! 4,253 D)ill.on, Sidney - -.. 7,300 lazard, Anna-........ 43 CREDIT MOB3LEIR AND UNiON PI'AC1FIFIC?AIL.LROAD. G09 List of stockholdere, U nion Pacific Railroad Co pta.j,U &-c.-Continued. Hazard, Elizabeth......160 iiMann, Harriet C. -—. —-...... 14 Hazard, Elizabeth, trustee.... 53 Marquand, Hill & o......... 1,750 Hazard, Isaac P...-....2., 077 Manning, David, jr.1......... I Hazard, Mary P..-....-. 101 Marie, Peter.- 1, 400 Hazard, Roland —... 917 iMcComb, Hen ry S.2, 875 Hazard, Rowland G..... 10,661 McCormick, Cyrus H-... — - 5, 171 Hazard. Sarah L...1.00 MeNeil R. G. S. 20 Hatch, Webster T., & Sonl.... 200 McLeod, Allen... 21 Haven, Franklin- 680 0 McFarland, David-..-....-.... 20 Haven, G. G., & Co. —.... 600 i McVilliams, W. J. 3 I awley, F. A., & Co. —-..... 50 McGregor, J. A -. —-.. —...-.. 50 Hawley, W. N 90 Myer,E. Reed-... —-..- -. -- -30 Hawley, T., & Co. 25 Means, W. P. M 60 Harding, Abner, C0 Means, J. Oliver. —-------- 40 Hammond, Henry B. 700 Moore, E. C —. —-.... —.. —-- 18 I edden, Josiah 45- - - - - 615, Merric::, George G............. 200 H~eddeD Josiah. 6,.~,.,. 15 i0 H1eath, William & Co L-... —-- 150 Morton, Bliss Co.- 19, 050 HinesM. B.............10 Morse, E. IRollins& Bro., aents, 250 Hinckley, Edward D -. —------ 100 Mowry, A.,L., & Co2.... 200 Hinkley, John K........... 25 iMonroe,E.S., & Co...... 100 H:obart, Aaron, jr1 ----—... 63 Mumford, Catharine D......... 50 Holladay, Benjamin.-..-1..-...: L000 Neilson, Charles H -.8........ 822 Hlooper, Samnel & Co_ 6, 352 Nass. William -—, -. 45 Horner, Anna- -3 Naetling, C. T 1 —-—. —. —-. -100 Hotchkiss, Henry.-.K —-.-I. —---- 1, 000 Hough, Charles T., trustee --- 20 Nickerson, Frederick.... 3, 148 Hough, B. K-583 i Nickerson, F. W., trustaee..... 20 Howard, Mary L 10 Nickerson, Joseph.2, 369 Holly, John J 5.......... 5 Niekerson, Thomas-...... 685 Howland, G. G............... 100 Nickerson, George A.......... 200 Howland, Gardner G - G.....300 1 Nickerson, Miller W-.... 10 Horton, H. L., & Co 00 Nickerson, Albert W 200 Hodges, F. S-........... 20 Ni'kerson, Josephine. —-..... 200 Hunnewell, H. H., & Sons.... I, 1500 Ober, Joseph E........2...5... 25 Hale, William L-........ 200 Oldfield H.................... 300 Ingalls, Henry-..............- 200 Opdyke, George............... 2, 396 Ingersoll, J. E-........ 11 Paine, Charles J -..... 2.50 Johnston, James B:............ 1, 680 i IPark er, Charles Henry.. Jones, David ---- - 97 Papanti, I -.... —...- 50 Jones, Warren L. 15 lag ge Riehardson & Co....... 200 Jordon, N. W.......65 i Perry, Williaml S..m 100 Keith, Edwin_-__.~ ~..-.. 1]00 Peters, C. G -6..(... 00 Keith, F. G.............2 Peck, Nathan..-.. —... —--- 415 Kelly, Stillman......... 2.0 9 Perkins, T. Henry - -........... 100 Kelly, Samuel K -- -- IS Peck, Philip.............. 100 Kimball, D., guardian 2..... 0 Peck, Thomkas B ----- -1 —0 King, George P...... - 20 Peters, George H..... —. 50 Kilborne, A...W.. -200 Perkins, H. S... —.... —--—. 25 Kimball, C. H., & Co -.. 300 1Perry & Lawrence.1...... 00 Kohn, Adolf. -..............., 100 Phillips, W. P...........- 50 Lambard, Charles A.......... 100 Phelps, SamuelB.-7.... Lancon, George........... 100 Pondir, John......... 8, 935 Lapham, Benedict -.... 100 Pollard;, C. W..... —— 50Lawrie, Andrew B. —------ - 100 Powers, Joseph B -.-,.... —1 00 Lavitt, Gould & Co -......-. 100 Poor, C. C...... 10 Lane, Derrick-... 100 Presbrey, Edward A., cashier 300 Lee, N.. -..... 20 Pigot, Joseph B.. —.- -. — -.. - 6,495 Lennox, William P...... 200 Pierson, J. -.-................ 200 Livingston, W. S.._.-. 15 Phelps, James ---- -- -- 40 Lockwood, Le Grand5.......... 500'Pratt, Albert F............ 3 Lord, Thomas. —-.......... 105 Prince, M1 -—. —-—. —---—.. 5 Lathrop, Cyrus - 1.... 10 Putnam, N. D.. ——. —-----—. 1, 203 Lathrop, C.D........:...... 6 Putnam C.A................. 100 Lathrop, C. S............... 50 Pycott & Bennett............ 50 Martin, Henry ---- I 4 Pycott, John -W —.-.......... 50 Macy, William.H 9..... 2, 5 M Ree(d, Alfred A................ 40 39 C.f 610 CREDIT MOBILIER AND IJNION PlACIFIC RAILROAD. List of stockholders, Union, Pacific Railroad Company, &c.-Continued. Read, Lucy R ------—...- —. 25 Sweet, Edward & Co -...-... 400 Redmond, William, jr......... 100 Sweetser, Isaac -------- -.- 75 Randlolph & Co., E. D........... 844 Taylor, William H. — - 1, 240 Richardson, Joseph... 4, 066 Taylor, Louis K. —---------—. 200 Richardson, Miss Elizabeth ---- 10 Ten Harve & Van Essen. —--- 20 Richardson, Benjamin........ 100 Terwilleger, F. L............ 2 Ribon, J. J. —-.... —-.. _. 1 506 Thatcher, Isaac -.... —-. —-—. 561 Reicher, Louis L.ois- - -. — o. 55 Thomson, Mfilton H.-.-.. 100 Ritch, Thomas G - -.-.. -..... 500 Thain, Alexander. — 20.. 2 Ribon & Munooz..-............ 2'200 Tillinghast, W. E... —....... 200 Robbius, Henry A............. 4, 700 1 Torrey, Lydia.- - - 45 Robbins, Roya6l E 7.... 850 Tower, Giddings & Torry. 25 Robertson, John B........... 10 Trowbridge, B. H ------—.... 150 Robinson, William H - -.......... 200 Trowbridge, Henry.. —--- 561 Robins, Powell & Co.......... 200 Tuttle, Charles. 19 673 South'xwick, John C. -..-.. 998 Tucker, Joseph -...... 100 Sampson, J.-............. 6 Turner, Seth..................' 50 Sargent, Ignatius -.-....... 200 Unaderhill, George E -......... 400 Sanford, Charles F P-......... 87 UJtley, Dougherty & Scott..-. 20 Sanford, Wlilliam E.. i 8 Vernon, Sophia............... 3 Sanford, Jarnes H..-. 1. i38 Vermilye & Co......... 1,200 Scranton, J. H................ 10 Waite, C. C -.. -----. 622 Scott, T., & Son..100 Warren, Walter P........-.. 50 Scott, E. P1., & Co -.-. —--—. 2, 300 IWarner, Oliver --—. —------- 10 Sears, Nathan -............ 35 Warner, C. H., cashier........ 1,000 Sears, Jacob......... T80 I alker, Francis T............ 1, 300 Seymour, William A - —.. 5 Weston & De Billier -. —.- -. 1I Shepard, Edward 0., coll 20 Weldl, Ella..-............- 25 Smi th, Mayo G.... 10 WI eld, Benjamin C. —-..-. 25 Smnith, Henry O. — -....1..... 154 Weeks, Stephen..-. 60 Sprague, Joseph. —--- -- — 2.. 20 Weeks, Mrs. Emily Francis.... 120 Spragoe, Charles 3., cashier..... 100 White, C. E........ 20 Spitz, Henry B. -......... 211 White, William M...... 1, 074 Stout & Dickenson............. 100 White, Davis J - - 20 Stearns, Frank P.................. 10 Wheelock, Jerome i.e —. ) 13 Stetson,'lhomas,....., 004 Whitney, Edwvin.. 10 Stevens, WITilliamu B........ 100 Williams, John M. S -.. 111111 1,389 Stevens, Amory & Co. 420 0 Williams & Guion. -0..10. — 3 ~t10 Studley, S. G.................... 20 Williams, Horace -----—.- 100 Stevens, War(d B. 1 Williams,.Theodore J..- 25 Stone & Downer....... 799 Williams & Hall..... - 100 Stone Eben F ---... —- - 50 Williams, Mrs. E. A 2..... 2 Stevens, Willim:........ 10 Winchester, 0. F. - -. 200 Stevers E., -.8 Win.. E.......... 50 Ste-vens, ceiliramn A...... 10 Willis,J -........ Stephenus Da-vid.-....... 45 _ Stoke -,'!'Iylor & Co...... 600 Total...... 367,450 SuydsmIn, James S..-.... 1 216 CREDIT MOBILIER AND UNION ~PACIFIC RAILROAD. (3I11. List of subscribers to the capital stock of the Union Pacific &ailroad Comnpany, shares $1,000 each, with the niunber of shares sabscribedi, an:d a'moont paid on sco rc set opeposite the namecs of uh shubscribers. eNumber of Aoun' ames."~~~ shares. paid. Grinnell, Moses 1 ------- 010 10, 000 Kountz, ibA —------—..A.....2..-..... -........................ - 400 McCormick, John-... 2 200. McPherson,W. kM -................-..5 500 Swasey, W. I 2 200 Williams & Guion-. —..-. —................... 1,000 Young, Brigham 5 i 5, 000 Tlotal-1 ____I.. __,._,-,,_,.___.. _/,.,.................17,300 I certify that thile foregoing list of stockholders of the Union Pacific Railroad Company; representing three hundred and sixty-seven thousan d four hundred and fifty ~~~~n ~ ~ l (367,450) shares, and also the foregoing list of subscribers to capita! stock, one thousand dollars, ($1,000,) sharesirepresenting payments amounting- to seventeen thousand three hundred, ($17,300,) are true and correct, as slhowxn by the boo-.s of the co.mpany at toL close of business, February 25, 187i. 7'Pa:fc tf- - I 3ii tqn. Q. What disposition wvas made of income botidc? —.Ao Five thousand eight hundred and seventy were delivered to trustees at 5d0. Two thousfand four hunraedc and fifty-seven were exchanowd fOr first-mortcgage bonds. Q. With whom was that exchauge 3made (lade: wIt...._ ith;he parties who held those certificates. Q. Do you ka noww who the y woe r?'TIlE UNION PACIFPIC R.A.ILROAD ('O01'iA.N1M'~Y. ASttatcnme.mrt of iimwo e &onZds xchc'eettd for cc/xrtificscter, or fir,?t-'.roy8:g~.~.bcc bori:,. 1869o 1869, Oct. 31 G. — ra d-ford,-1 —- I. Oct. 31 B. a, Bites....... 3 Oct. 31 OakesAmes.I Oct. 31 Isaac ha........ 7 Oct. 31 I. 1. Stevesi... —........4 Oct. 31 Thos. Nickrsoi.-.: Oct. 31 A. Hobart -1...... Oct. 31 Fred. Nbbickorson —... Oct. 31 Thos.,!. Stetsoxll -2..... Oct. 21 Sidney Dilc..l...... 2 (qet 31 IG. Bradford ------—..... 7 Oct. 31 J. B. Alley. -...... 7 Oct. 31 J. lardwell...... 20 Oct. 31 Beards & Cummi2ngs-... Oct. 31 J. B. Johnston ---—. —-- 15 Oct. 31 George Opdyke 4 Oct. 3! IHi. A. & R. Ei. Robh ri..-... 30 Oct. 31 C. C. Wait. -,. Oct. 31 F. W. Anlre-ws -.. 5 Oct. 31 Saml. o oope & C(....... 3- 0 Oct. 31 11. Hotchkiss.-1....1 Oct. 31 H, Troubdri-......... Oct. 31 Ebenezer Cook...... Oct. 31 E.W. Gi o.e 4 Oct. 31 H. & II. J. Gilbet.14 Oct. 31 J. Bardrwell Oct. 31 Oakes Ames.12.. — -—.- I.7 Oct, 31 E. Atki ns, Oct. 31 W. H.. Macy-10 Oct. 31 Glidden & WV lb nf~.Oct,. 31 J.J. Cisco & Son.......... 13 Oct. 31 Joseph Nicoerson..... i-. Oct. 31 A. A. Low -............... 8 Oc, 3.. Chpman............. 2 Oct, 21 E. I-. Trowbridae........ 4 Nov. 5 B. Baker.... 50 Oct. 31 MI1artin Zebrowsk M... 7. Nov 9 Sidney')dillon......i C G612 CREDIT MOBILIER AND UNION PACIFIC RAILIROAD. iStctcmc~nt qof Tlion Pacific Rairoad Company bonds, &c.-Con tiinied 1869. I 18 70, Novr. 9 George Opdyke 2...n 12... S. Sc-rant-on Co2...... 9 Nov. 11. H. Fessenden. ------- 2 J2 n1. 2 C. H. McCormick.... 2 Dec. 4 ---- (.do.....2 Jan. 12 Beard & Cummnings... G Nov. 12 John D.ff............. 67 Jan. 15 George Opdyke 4 Nov. 12 E. W. Gilhan ------—.. -- 2i Jan. 19'. G..Gray_...... 8 Ntov. 17 O.S.Chapman...... 5 Jan. 29 J.Bardwell-........ Nov. 17 C. C. W'aite........ 2 Jan. 25 James Brooks. 1 ~ov. 19 Beards & Cummin g s...... Jan. 25 George Opdyke......4... 4 ov. 22 Saml. Hooper....i...) Jan. 206 C. G. Gray......2 Nov. 922 Oakes Ames - - 5 Jan. 26 R. G. Hazard... I Nov. 19....do 50 Jan. 26. —-..do -.-........ 8 Novw2-7 (Is..o..i.... 23 Jan. 29 J. Bardweill...... Dec. 3 do 73 Jan. 29. 11. Baker Nov. 5 J. Nickerson....... 4 Jan 29....do -.. -..... 2o. ~7 F. igickerson...... 7 Jan. 09 T. B. Foster.... Dec. 3 J Bardwell 10 Jan. 29 C. S. Bushnell..... i Dee. 9..-.do -. —-... —-- - 5 Jan..9. 7 Dee. 4 J. Bardwell, trustee -. —-- 10 Jan. 5 Oakes Ames.......... Dec. EP. E. Bates, trustee..... 3 Feb. 2 T. B. Foster......... Dec. 6 -. —-.do..... 54 Feb. 16 E. el.Readmeyer....... Dec. 3 11. Trowbridge 2 Feb. 1 B. F. Ham....... Dc. 4 C. S. Bushnell --... —--- 30 Feb. 2 George Bliss....... 9 Dec. 7 Oliver Ames -............. 6 Feb. 9 RP. G. Hazard.. —.0 De. 27..-...do.o.I.......... - 75 Feb. 10 C.S. Bnshnell.i..t Nov.-... do-... 900 Feb. 10 H. C. Crane I Dec. 14 Thos. Nickerso. 4 F eb. I T. C. Durant. 1. —..I 74 Dec.27 Joseph Richardson.... 4 Feb. 11 B. F. 1aira........ D.-ee. 27 Le Grand Lockwood 28 Feb. 16 1 J. Bardwell.. 18 Dec. 28 Elisha Atkins. —...10 Feb. 16 -..do -..... 0 Noy. 5 E. H. Baker -I Feb. 16 T. C. Durant. - Dee. 31 Gliddon & WViliams, for 1 Feb. 16 Josiah HIedden....... 7 others. Feb. 16 George Opdyke.......... )ec, 31' Le Grand Lockwood.... 1 Feb. 17 E. H. Gilmore 2 Dec. 31 Gliddon & WAilliams 1..0.. 0 Feb. 17 G.G. Gray -925 Dec. 31 John Duff... —- -....... 21 Feb. 18 John Duff-........ 5 Dec. 31 C. H. McCormilck.. 53o Feb. 18 T. C. Durant....-.. 40 1870. Feb. 25 H. S. McCombrb....- 3 Jan. 19. —.do 1...... Feb. 8 J. II. Duff'. —--—.. 2 jman. 14 Oliver Ames -... —-—. —- 1 Mar. X0 David Jones 1.....{ Jan. 11 C. C. Waite. -. —--—.. 2 Mar 3. C. Dnrant.......... - 20 Jan. 12 C. IT. McCormick.......... 5 Mar 7 H.S.MeCom 3 Jan. I P.. GHazard.. 98 Mar. 1 David Jones -28 Jan. 1..... do 2 IApr. 6 Stone & Dow-ner.... 20 Jan.1 i. I... Apr. 21 B. F. HIam I...... Jan. I.-..do.a.... 5 Apr. 21.. —do.. i. Jan. 3 1'. Skinnek r & Co.... 14 Apr.'1 Oliver Ames -I Jan. 3 E. W. Gilmore.. 3 July 12 B.F. Rain....... I t Jan. 15 Fred. Nickerson.......... 6 Sept. 12 T. C. Durant....- -.. 30 Jan, I~~~~~~~~~~~~j ~~~i 3 Jan. 15 do11,47 ja un 7 Sidney Dii!on -.40 4... Jan 1! J.. Alley-4 BOSTONT, February 10, 1873. CREDIT MOBIL lEE AND UNION PACIFIC,AiJL OAF. i } [ROLLINS 15.] VDetcttled 8ftatecdcwlt of the p Sons'who r-eceiv-ed dte 8,263 taft(8 gy -et0 booZCd, oh!d,i, resoluation of April 9., 1869. Date. To whoom deliveredi. No ate. To whom deivered. o. 1869. 1 i869. ApIri'l 16 M —~ r a~y, C.A. eLombard-u~..........:4 April 16 Thomas M1. Stetson - 7.y 4. A April 20 A. Hobart, May 5 Glidde n c& iie,. i0 April 20 Gliddon & Williams.... 194 M ay 5 J. Bardiwell...... 1S April 20 De Haven & Bro........ 35i May 5 F. W. And-rews.-... April 20 F. Nickorson. ——..1.-. - 15! May 6 S1. H. essene....... 5 April 20 H. J. Gilbertay 6 Oakes Amioes.........-. 3 April 20 Joseph. Nickerson.... -7-10 May 6JBr 6 J-B —edw-l -- April 20 Elisha Atkins-Ma' y 7. mnne..........CoI. April 20 Thomas pNicker'son..... 7,ay Oler c.s. April 20 N. Pe-1I Ma liddon & illiams April 21 Isaac Thatcher. ——. —- 19 eaI 8y Thomas Nickerson... 4 April 21 W.B. Stevens,` 2 May Oakes Aies...... 50 April 2I G. Bradford -—.- —. —-- - 21 May 7 Elisha Atkins..-... 50 April 52 W.V B. Stevens.......-. 10 May 8 Oliver Ancs ------- 32 April 23 F. Nickersoen. —... 36 pMay, Joseph Nickerson ----—. 7 April 23 Oakes A.es-..8 C. 2 C. Waite 10 April 23 Gliddon & Williams.. 6 M S A.A. Low -9 April 93 Janmes Brooks.- 11.:.1... 94 lMay 8 Ei. GW.. Gi-a 10 April 24 Oakes Ames5..............58 May 10 C. A. Lombard..... April 04 Oliver Anes ---- - 310 May 10 Nathan Peck --------- 7 April 24 Benjamin E. Bates.- 200 May 10 R. G. Hazardi -- -9 April 24 C. A. Lombard -- - 7 May 11 Joseph Riehardso...... 5 April 24 Thomas Nickerson..... 10 May 11 E. W. Gihnore..16.. April 24 J. B. Johnston —.-..... 8 May 12 F. Skin:er Co.......5 April 24 F. Nickerson.M...... C.May 12 C. C. Waite............. I0 April24 J. Nickerson............:38 May 12 Eli Beard. —. —-----—.. 30 April 24 C. A. Lombard ---------- 126 May 13 Oakes Ames-.... 340 April 24 1H.J. Gilbert..-.... 7 May 14 Oliver Ames -..-.-..-.... 2 April 26 Joseph Nickerson -..-... 22 I May 14 John Duff. —.-..... 100 April 26! E. H. Baker............. 35 May 15 0.S. Chapmain -1.. ——. April 26 Gliddon & Williams 20 May 17 Joseph Richardson1. —---- 3 April 27 Elisha Atkins 1........ 113 May 20 R. G. Hazard.. -....... 55 April 27 J. Bardwell.............- 20 May 22 Oliver Ames. ——...- -. - 54 April 27 Oakes Ames............. 43 May 24 B. E. Bates —------------ 12 April 27 J. J. Cisco & Son - 140 May 24 OliverAmes.-20..... -'20 April 27 P. P. Shaw -............. 100 May 25 C. A. Lombard --—. —--- 8 April 28 C.S. Bushnell. -.... 83 lMay 26 R. G. Hazard__... April 28 ker..-.5'2 May 27 R.G. Hazard —..-3..0.... April 28 C. 11. McCormick -—..... 167 May 27 R. G. Hazard —. - --- 101 April 28 Oakes Ames............ 25 May 27 W. Knight.............. 62 April 28 P. Skinner 30 -- May 27 A. Iselin & Co ---- - 146 April 29 Glidden & Williams..... 13 May 28 George Opdyke & Co.... 170 April 29 E. 11. Baker ------- 10 1May 28 De Haven & Bro........ 25 April 29. Thomas Nickerson. 8 May 28 P. P. Shaw 1 —---- 35 April 30. Trowbridge.......... 8 May 28 De H-aven & Bro... 84 April 30 J. B. Johnston...... 34 May 28 Oliver Amres -.. -... 30 April 30 J. Bardwell............ 45 May 29 H.J. Gilbert ------ I 2 April 30 Gliddon & Williams..... 30 May 29 Oakes Anmes-............. 4 April 30 Thomas Nickerson 4 May 30 J. B. Alley.............. 0 April 30 Joseph Nickerson 1........ May 30 C. S. Bushnell...... 83 May I Nathan Peck I May 30. J. Cisco 87 May 1I E. H. Trowbridge —.... -.. 10 May 30 George Opdyke- -....... 336 May 1 J. Bardwell....-....., 30 1 May 30 George Bliss 31 May 1 S. H. Fessenden —...... 5 May 31 Elisha Atlkins. -. —.. — - 6 May I1 Oliver Ames...-... 4 June 1 H. G. Hazard - 60 May 1 Oakes Ames —. —-----—. 175 June 2 R. G. 1-aza-rd ----. —.- 115 May 3 F. Skinner.......... 7 June 4 De Haven & Bro.-.... 55 May 3 Glidden & Williams..-. 5 June 4 J. B. Alley ---- - I 100 May 3 Joseph Nickerson I6.... 1ii June 4 M. Zebrewski,,-..-.. 614 CRIEDITF MOB3LIER AND UNION PACIFrC RAILROAD. f)etailed statcmeent of t7he per sons, &c, —Contintued. Date. i'o wh,' delivereld. No. Date. To whom delivered. No. _ _ _T.....j 1569.,! 1 1869. Juno 5 G.., Dodge.. 39 Auog, 20 James Broolks —. —1 —-- 1 June 8 Oliver Ames... 5 Aug. 20 J. J Cisco -5 June 9 Oliver Ames................. $ Au 20 C. S. Bushnell. June 10 F. W. Patterson.. 6 Aug. 31 R. G. Hazard -..... 75 June 11 Sidney Dillon..... 167 Aug. 31 C. S. Bushnell. —-----—. 50 June 12 Gliddon & Williams 1 l5 Autr. 31 J. B. Johnston -. —__ —- _ 5 June 12 Samuel Hooper & Co.., 66 Aug. 31 Williams & Guion... - June 15 0'O. Ames, trustee. 6 Au,. 31 W. B. Bristol.. ---- - June 15 R. G(. Hazard... - 00 Aug. 31 I William White.......... 5 June 15 Gliddon & Williams..... 3 Au,. 31 J. B. Pigot........-.. 3 June 15 H. C. Crane - -.....i 6| Aug. 31 Le Grand Lockwood. 8 June 151 C. S. Bushnell... 83 Aug. 31 H. Hotchkiss-.. 3 June 15 De Haven & Bro. -- 40 Aung 31 H. Trowbridge.-.I..... I June 15 P.P. Shaw...... - 67 A Auge1 31W. H. Macy.... 5- June 15 R. G. Hazard.-..-... 103 Aug. 31 G. P. Smith...... 18 June 22 R. (G. Hazard -... 500 Aug. 31 Gliddon & Williams. 14 June 23 Joseph Nickerson 1.. 5 Aug. 31 C. A. Lombard.-. 9 June 24 R. G. Hazard - -. 190 Aug. 31 Thomas WX. Stetson. 2 June 24 Joseph Nickerson.... 28 Aug. 31 F. Nickerson -... 1.2 June 25 I Elisha Atkins -0. — IO Sept. 14 J. B. Alley... 9 June 28 0. S. Chapman..... 4 Sept. 25 Sidney Dillon 7 July 2 R. G. Hazard... 200 Sept. 28 C. A. Lonmbard... July 6 F. Skinner &Co... 15 Dee. 7 C. S, Bushnell --------—. 70 July 12 C. H. McCormick.. i;1 1 i July 21 I E. H. Baker..14 IMIar. 7 CO S, Bushnelle.. 24 July 23 Oliver Ames.-... _ 6 Aug. 20 Sidney Dillon.. 15 1 8,263 BOSTON-, Feire-.vcry 1. 11 873. [ROLLINsS 16,1, BosToN, JLe I 2, 18'72. At a directors; meeting of the Union Pacific Railroad CiompanyT held in Bostonl June 12, 1872, Mr. Oliver Ames, chairman of the special commnittee, read the followinrg report on Co S. BuEshnell's account, viz: The committee to whomU was referred the unsettled accounts between the Union Pacific Railroad Company and C. S. Bushnell, beg leave to report, that the balance against him is apparently $149,189.91; from this, however, sliould be deducted about $76,000, which we think was expended for the interest of the road in sustaining the value of the firstmortgage bonds at a period of depression when persecuted by Fisk and Judge Barnard in the courts in New York City. Mr. Bushnell has sundry other claims amounting to about $42,000 for bills alleged to have been paid by him, which the committee are disposed to think equitable, and recommend they be allowed on the productio-n of vouchers for the, same which shall be satisfactory to MrO Oliver Am es and'Mr. John Duff. These allowane es, amounting tLo $118,000, beinog deducted, a balance of about $30,000 remains, which we consider to be due the company. A charge of $100,000 against Mr. Bushnell which stands on our books in connection with some transaction in bonds with Prosper P. Shaw, of New York, at a time of much excitement, when it is not surprising that irregularities of book-keeping might have taken place, is not conclusive CREDIT MOBILIER AND UNION PACIP'IC RAILROAD. 615 to your committee, and has not been treated s proved oagainst Mr. Bushnell. It is very evident that this sum is due the company from somebody; apparently it is from Mr. Shaw, and we recommend that a suit be enterecd for its recovery, with the understanding that this settlement with Mr. Bushnell shall not act as a bar to future claims on him, should developments in proceedings against Shaw, or any other party, so warrant. The only other matter to which the committee would refer, is MVr. Bushnell's claim of $37,000 to balance his account for his services. This is wholly disallowed; not for reason of any doubt in our minds of the great value of Mr. Bushnell's service, which we gladly put on record, but simply that, as no director has been allowed anything for servic'es rendered the company, we think it a bad precedent, and are unwilling, even in this case, to depart from the custom. OLIVER AMES. F. GORDON DEXTER. DAVID S. RUDDOCK. JOHN DUFF. ELISHA ATKINS. BOSTON, April 25, 1872. OAKES AMES. [ROLLINS 17 a.] United States 6 per cent. 30-year bonds. ABSTRACT LEDGER A. 1866.33 18;64. July 22 To cash................. $55,700 40 Feb. 6 By United States 6 per $6440, 000 00 Auig. 17 To War Department —.- 19, 629 81 cent, 30-year bonds. Sept. 14 ---—. do -------- 44,890 7-2 May 9 - do 400,000 00 To balance -..........000 00 Iune 30 - do.................... 640,000 00 July 17 -.- do —2o................ 320,000 00 An. 13 --— do --------- 5460, 000 00 Sept. 18......do ---------- 720,000 00 Oct. 16....do............. 560,000 00 Nov. 9.-.do -................ 480,000 0 1867. Jan. 10......do. -...-.-.......... 560,000 00 June 18......-do.4.................340,000 00 July 22-......do -......... 640,000 00 Aug. 19 By cash..................... 9, 814 91. 31 ZBy United States 6 per 560, 000 00 31By 560,000-...,,. _., 1 00. cent. 30-year bonds. Sept. 163 By cash ---- -2 —-- 2,445 36 23 United States interest ace't 87, 960 66 Oct. 3 By United States 6 per 560,000 00 ct. 30-year bonds on hand Nov. 5-. d..o-o.................. 560, 000 00 Dec. 19..-...do..-...-........... 320, 000 00 I868. J1. 28.....do....4............ 957, 000 00May 16 4.do.. -0.3............. 960,000 00 18......do............-..... 960,000 00 June 12 -.do ------------------- 960,000 09 18 -.-.-.-o...I.. —.. -.......... 960, 000 00 July 312........8......., 801, 00 00 Aug-. 31.....do..-.4...3-...-..... 640, 000 00 31......do-43 —-—.. 640, 000 00 Sept. 30 -—...do................... I 920, 00 00 Oct. 31......do-43 —- -.... 640,000 00 Nov. 30..... —.do................ 640, 000 00 Dec.... —do...-..........-.... 1,280, 000 00 31 lo...................... 640, 000 00'3t -....do..-...4.......... 640, 000 00 3 1.do..-....... 640,000 00 31....do.-5-.......... —.-. 640,000 00 1869. Jan. 31 -do........5..... o. 640,000 00 Feb. 2 7 d......o -......1........, 280, 000 00 P26, 118, 220 93 26,118, 220 93 616 CRFEDiT IMOBIJ.LIER AND IJNIOIN PA(.CiFiC RAILROAD, LIi"'d State's 6pc/u ccu. I10-ycar boa-d, —Co utifneod. ABSITjRACT. iDGEE; IPL 1809.I To balance to credit of irr7, e; 12 O0 Mar. 19 y balanc from Ledger A. -25, 998. 000 00' U n i t e I States on July 31 By United States 6 per i 140, 000 00 -Ledger C, present cent. currency bonds on iedger. hand. iNov.......(10 —.. —--- - 114, 000000 00 Jan. 10 Bly 6 per cent. currency I 1 (oi3. 000 00 bonds, received this day, dated July 16, 1869, account fifty-second sec. Jtuly 16 13By bonds...o.......... 320, 000 00!85._. do..~....... - -~. 1, 5i2 00 27, 236, 512 0 27, 236,512 00 ABSTtRACT!IEDG-II C. [ By bace.......2.... ~7, 236, 512 00 Ulnited Staics 6 per ce"ll 30-g(car boadcS on ha/1(1. _B\STRACT LEDGEIR A. 1866. 1 800. Feb. 0 To United States $640. 000 00 Feb. 17 By United States 6 per $58, 000 00 May 10 -. do -.. d400, 000 00 cent certificates. June 30.- do 6-40, oo 00 0 9 By cash -533, 621 25 July 106 -— do,320, 000 00 19 By interest ----—'- 48, 378 75 Aug. 13 --- do —-- ------- 560, 000 00 _iay 10 By cash -----—. ——. —- -- 340, 800 00 Sept. 18 - -................. 720, 000 00 10 By Sidney ilion —---- 15, 000 00 Oct. 16....-.do -0 -........ 0 5- 60,000 00 10 By suspense.... —... —.20, 000 00 Nov. 9._ —----.. I~.do - - ~480, 000 00 10 By cash......... 000 00 10 By interest ------ - 15, 200 00 1867. June 30 By cash 0................ 614, 400 00 Jan. 9. —-..do... -. -....... 560, 000 00 30.. do-25...000........... 5,600 00 30 To Sidney DIillon, (25 25, 006 00 Jn-uy iI 7......do.-...-....... —.-. 312, 800 00 bonds.) 17 By interest. —...-... -. 7, 200 00 June 18 To United States........ 640, 000 0d Aug. 13 By cash. -----------—.. 548, 800 00 July 22....do............... 640, 000 00 13 By interest-............. 11, 200 00 Aug. 31......do...- -........... 560,000 00 Sept. 18 By cash.............. 720, 000 00 Oct. 3..3..-..do - -......... 560, 000 00' Oct. 16 C.)..-.do.........-... —.... 560, 000 00 Nov. 5....do..-...-. 560,000 00 _Nov. 9.....do................... 48), 000 00 Dec. 19.I...do - -. 320,000 00 1867. 1868. Jan. 10 -.....do........ -48...... 4S5, 000 00 Jan, 28....do.............. 957,000 00 March 4 (10o — 0 —5, 000 00 5May 16 - -......do................. 960, 00O 00 June 27......do.........1......... 0O0,000 00 18.....do................ 960, 000 00 July 1,.-..do................... 540, 000 00 June 12......do................. 960,000 00 13......do.590,000 00 18..._.do. —--- --- 960,000 00 16......do --- --- - 50, 000 00 July 31 To John J. Cisco and son 960, 000 00 Aug. 31 -......do......... 560, 000 00 31 To United States 6 per 801, 000 00 Oct. 4......do................ 350, 000 00 cent 30-year bonds. a5... do......o....- 210, 000 00 Aug. 31 -...do.................. 640, 000 00 Nov. 15......do............... 560, 000 00 31..... do....-.... 640,000 00 Dec. 30......do............... 00000 Sept. 30......do. —-.- 1,920, 000 001 1808. 1868. Jan. 17.....do....... 270, 000 00 Oct. 31...... do. 0 —--- ---------- 640,000 00 31. —---- do. —----------------- 907,000 00 N o-. 30 ------ do.................. 640, 000 00 31......do.................. 907, 000 00 Nov. 30......do................ 640,000 09 Feb. 3......do................... 50, 000 00 1)ec. 31................ 640, 000 00 May 23.-..do............ 500, 000 00 31 --- (.do.................. 6400, 000 00 26......o............... 1(0, 000 00 31......do......... 04... 640,000 00 -27.....do................ 100,000 00 31:I.....d.0o --------------- 640, 000 00 28... do. —-- 100,000 00 30. —...do.................. 100, 000 00 June 16 0 - d..0.do —-. -.............. 60,000 00 16 0...dlo... o....-........... 140,000'00 o 17.....do. — —........ 400,000 00 2......(10..4............... 420,000 00'22.. do -. —----—. —------ 1,920,000 00 July 24...do. —----- - 960, COO 00 Sept. 30 By John J. Cisco and son. 3, 441, 000 00 Oct. 2 ly cash.................. 100, 000 00 3. —--- do...-............... 750,000 00 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 617 United States 6 per cent. 30-year bonds oiln hand-Continnued. ABSTRACT LEDGEIR A-Continued. 1868. I Oct. 5 By cashsb —---------------- $~250, 000 00 6 ---------- ------------ ---- 3.I 0, 000 00 6............................. 40,000 00 3.............. 50, 000 00 3 - - 410, 000 00 N 20 3 —--------------- - ---------- 50,000 00 100, 000 00............................... 15,000 00 -- -- - -- - -- - -- - -- - 175, 000 00 23.~....~........~.._..,..,.... ]75, 000 00 24 --- 265, 000 00 25 — - - - - - - --- 50, 000 00 30 --------- - ----- 100, 000 00 1869. Dec. 2 —------- - ------ 25, 000 00 Jan. 31 To United States 6 per $640,000 00 3 By cash.......... —....... 60,000 00 cent. 30-year bonds. 5......do -....-... —...... 175,000 00 Feb. 27.-....do..-............. 1,280,000 00 15......do................... 29, 000 00 17......do..-.. —.....-...... 265, 000 00 1 -. -....o...... -.......... 20,000 00 19.-....do................... 2,000 00 21 - -.....0................... 52,000 00 23......do.................. 5,000 00 24 -— do................... 24, 000 00 26 -— do -- --- ---- 415, 000 00 28......do -................... 120, 000 00 29 do....o............... 71,000 00 30 —— do....... d o....... 200,000 00 31 By John Ponder.........' 4, 000 00 1869. Jan. 2 By cash.....-............ 138,000 00 4......do................... 310, 000 00 5......do................... 267,000 00 7.-.. do....-.............. 58, 000 00 7...... do................... 50, 000 00 14.-....do................... 5, 00 000 18......do.-.. — --—. —.... — 1,000 00 28......do.-.................. 5,000 00 Feb. 1 ----—.do................... 640,000 00..18 - — do.. ---—..... -...... 1,090, 000 00 19......do.................. 90,000 00 20.-....do................... 100,000 00 24......do................... 220,000 00 25.-....do.-..0............ 97,000 00 26...... do................... 80,000 00 26...... do......-............ 405,000 00 26 — -do................... 150, 000 00 27.-...do.. -. —.... —....... 20,000 00 Miarch3.3 —.do..-............... 100, 000 00 4..... do.... -........... 512,000 00 9..... do................... 220,000 00 10.-...do.-............... 130,000 00 B~alance to Ledger l;... 205, 000 00 25, 703, 000 00 25,703, 000 00 United States 6.per cent. 30-year currency bonds on hand.-Abstract Ledger -B. 1869. 1869. -Mar. 19 To balance from Ledger A.................................. 205, 000 00 Apr. -27 By H. C. Crane, assistant treasurer.55........000 00 July 31 To United States.-.......... 640, 000 00 July 31 By. T. Glidden, chairman........................... 70, 000 00 Nov. 9 o United States................................-....... 114, 000 00 31 By W. T. Glidden, chairman.. 10,000 0 1870. 31 By P. P. Shaw..................................... 560, 000 00 Jan. 6 Paid J. Cooke & Co. for certificates for $43,000 bonds........ 43, 000 00 1870. 1 8 To bonds received of the United States, dated July 16, 1869, 163, 000 00 Jan. 8 By bonds received this day and paid States andl paid to P. P. 163, 000 00 t on account 52d section. Shaw. 11 For amount received of Central Pacific Railroad Company... 1,383, 000 00 11 By bonds delivered to following parties for account P. P. 200, 000 00 July 16 To bonds received of the United States. dated January 1, 1869, 320, 000 00 Shaw, United States Trust Company: on account 52d section. 11 By Jay Cooke & Co....................................... 130, 000 00 18 To bonds received of the United States, dated January 1 1868, 1, 512 00 11 By C. J. Holmes 0,000 0.......0..............50,000 00 balance of issue. 11 By Foote &Walker........................................... 0,000 00 Sept. 2 To losses on securities.5.......................... 166 32 11 By amount sold in New York by J. B. Alley - -. -. —-..... — - 168, 000 00 E 11 iBy amount sold by Von Hoffman 640, 000 00 26 By bonds delivered Jay Cooke & Co. on account P. P. ShawJ:; 157, 000 00 r Feb. 28 By John Ponder........................................ 5, 000 00 I July 19 Bv bonds delivered J. Cooke & Co. on account P. P. Shaw I 320, 000 00 Sept. 2 By sale of $1,512-at $1.11........................... 1, 678 32 Balance... -..... —-... -...... ——....... —...-...-.. ——.. 145, 000 00 -i 2, 824, 678 32 1 2,824, 678 32 1870. 1871.j Sept. 2 Balance, being charged March 19, 1869, $205,000; less credit, 145,000 00 Sept. 12 1y T C. Durant...................... $35,000 00. April 27, $55,000, and credit $5,000 February 28-$60,000. By suspense account.110, 000 00 145,000 00 145,000 00 i~~~~~~~~~~~~~~~~~I CREDIT MOBILIER AND UNIO.N PACIFIC RAILROAD. 619 [ROLLINS 17 b.] L'irst-mortlgage bonds. —Abstract Ledger A., 4 t1867.' ah-72~ 0 Mi-ar. t B.~ cas h................. 8~7'8, 000 23...... 35,000 do..,..i..~~...~..-...1......... aa, o0o 336...do............ 25, 000 28 _.. do.-.-..-..... -..'12,000 28....do,000................ 13, oo April I.- -....do................. 25, 000 4 -......do.......o............. 8, 000 25......do.................. 8,000 27.....do 0............. 8,000 Ma,..... do................. 1,000 Al a.1 - ------ ( -...... -----—., 0G 3 do.................... 1(3, 000 -.. do....................., 000 It4.. _ o... -_.... (..10~ 40,000 I03....... do -..-...0.. -......-...... 1,000 15... do...2..............., 000 6 -— do...................,000 coo 7.....do..................., 000 992 -.....do [9 —----- -- 1,000 30......do 3,000 123... do.., 2,000 J 25......do.. 1,000 32- —....do — 8 — 14, 000 27 —-.do -- -13, —---- 000 2. _....do -- do -- -[-2 —--, 000 30......do....... -[.......... 33,000 37.-....do - — 0, -,000 une. —— do - - 11,000 3 do.. - - 4...... 14, 000 4 ------ do...~.~., ~ — I 13,008C.5 (_10 --------'I.....-, I-:I, 000 7 -— do 18,000 —., —- do....... - - 1, 000 3 4.do - 4, 000.. do...30......0......... 10, oo 12 -do —---------- - 20.,000. do....................... N9, 1,000 -do -- 6,000 19....do -- 6, 000 1., do................,..........., 4, 000 20 7..do...............-.... 1, 000.......... do..^.............~...... 1 2, 000 -~i 3......do.,,..................._. 29, 000 17......do..-.-.....- -20..00.0. 3, 000 58... do... -1...3........., 000 29 ----- do -..-1..4...... -... ], 000.. -— do............. —1 —-------, 000 21-. -do —.....9............ 5, 000 22..... do -. -..-1................. 2, 000 24...do......... -...... 1, 000 25.._....do..~........._....... 390, 000.. -... do... —........... -....9. 3, 000...... do1.......3.4........... 1, 000 4...... do...... 1,000 25...... do-2..............3... 9, 000 -......: do, 000. — o..4...4.. o... 71,000...... do..-.... 515,000...... do............ 9, 000 1 12.-. -....do -1, 000 13.....do. —......2........9, 000 3...... do.. -..3........ 4,000.0... — do -..-..... 18, 000...0.. 3 —o.............. 25, 000 8.-... do...2,0........ 5 00 9...... do... —.2..1........ —...., 000..... do -.3................... 15, 000 I....-do -.....31........ —....., 5000 12 do — 3tO, c000 3...... do............ 2 000.... do................... 23,000 2...... do -25............ 188,000...... -do. —-------..2 —-. — - 63, 000.....do..... —..... 29,000 19...... do...................... 21,000.. -do - 32,000.23.. -— do...-................ 31, 000 -24 ----— do..................... 19, 000........ do --------------—, 000 0...... do -—......... —........ 25, 000 9 --— d.................. -3, 000...... d o ~~~~25, 000 y.~.~...do....................-. 23, 000 "IO (10.......... 26, 000 3) I ----— do ------—............. 22, 000 hu:S~..2 j. ctd..o -—. —......do —-- 9, 000 G620 CREDT MOBIL(ZIER AND UNION P:ACIFiC RAILROAD. Firvt-morltyagc baod. — A bstracg Ledge)r i —Continued.! 1867. i n. By casA.................. 4-5, 00 A..0. —.do....... —-. —-..... 34,000 5....do................... 1,000 oo -i...do 0.................... 20, 000 7 do.. —-. —.. —------—. 68,000 7 By con.struction. —..-..... 75, 600 8 By cash........-............ 52, 000 { --......do -..... —............. 2, 000 10......do..5-.-.-...... -...... 59, 000 12.......do.................... 30, 000 it, 13 - - - ( -.do ----- ----- ----- ---- 47, 000 I 14 -d —-(o ------------ 70, 000 1 ----- d o.................. 57, 000 1 do 7 0, 000 t 00-~8......do.. —....................... 357, 000 00 -not taken ------------------- 3, 000 00 29. —do -------------------------- 31, 000 00 31 To 8 bonds delivered F. W. Andrew-s and charged contractors, 30 —— do —------------------------- 139, 000 00 returned December 24-8, 000 00.Ma 2y 21 By H. C. Crane, assistant treasnrer —..-............ -.-...... 309, 000 00 Feb. 28 To bonds taken in payment for land in January by 0 F. Da- 28 —— do —------------------- 330, 000 00 vis, agent..-......................-..........-.. 03,000 00 30 -......do...-...-..................................... 10, 000 00 28 To bonds ftuken in payment for land in February by 0.:F. -----......do....-..-....-....................... 537, 000 00 Davis, agent8 ----------------------------------------------- 1, 000 00 1 By W. T. Glidden, chairman2 ---------------------------- - i2'25, 5000 00 Mlarch 31 To bonds taken in payment for land in March by O. F. Da- 3 -— do.. —--------------- ----- I 28, 000 00 vis, aent --- 40, 000 O0 4.. _- _do0! 4, 000 00 April 20 To bonas taken in payment for lands in April by O. F. Davis, 1 5...... o --------------------------—! 50,000 00 agrent,................................................. ---- 0, 000 00 i ----—.do ------------------------------------------------—.........'oent-00, 000 00 6 - do —91, 00000 0 May 31 To onds taken in payment for land in May by O. F. Davis, 7 -....do -.........................i 327, 000 00 agent -- 23,00000 8 -................................................... 8,000 00 ~unc 30 To bonds taken in payment for land in Jnne by 0. F. Davis l..0- --- — i 10 -. ---— do-36,00000 0 aovent- -- ------- 9I 23,00000 11- do- 21,000 00 12-lldoSane 30o Io bnds taken in payment for land in July by O. F Davis, 12 4.- 0000o..-..34..0-........-...-................., 000 00 agent 40, 000 00 1 13 _,,,..do ~~~~~~~~~~~~~~~~~~~~~~~~~~~~340, 000 00.aoua 31 To bonds taken ini-ayment for land in August by 0. F. Da- 14 do-102, 000 00 vii agent.. —. —..-. —---.1-. - -. — -..................... 35,000 00 15 — d — ------------------— 1600000 Sept. 30 To bonds taken in payment for land in September by. F. i 17.-.-.- do ---- ------------- -----— 13-, 000 00 Davis a.ent —6............. 0 0,000 0c 20 - do 85,0000 Oct 1 To bonds taken in payment for land in October by O. F. Da- 22d.....o -54, 000 00 vis, aeten. 29, 000 00 0,1 do 32... 0... ——.. —-................... —. —-—. —-...... 3, 000 0 Nov. 30 To bonds taken in payment for land in November, by O. F. 25 d —-- o ---------------- -----------------— 8, 000 00 Davis, agent — 0 —. —-. —-----—.. —-—. —-. —-. ——. —----- 26, 000 00 26 -o 25, 000 00 Dec. 7 To bonds bought by trnstees --.. —-----—..- --- -..-.. —-.- 50, 000 00 07 -— do -30, 000 00 31 To received for land in December -.. —--—.....-.. — ----- 19, 000 00 28 do -----— 114, 000 00 ~.~ ~ ~9.~~_~.do...-.........~~~~~~..........~.~...~19 - -d -- -- - -- - -- -- -- - 6, 000 00 1871. 31 do —--- --------------- ------------- ---- 6, 000 00 oun do0,00 Jan. 31 To received for land in January -. —. —......-..-............ 13, 000 00 Tone I —--- do —— 1 —--- - 15, 000 00 Feb. 4 To bonds bought by trnstces —--------------- 50, 000 00 2 trdo-00, 0....00.....00.. 28 To received for land in Febrnary ---—.. —.... —--—..... 7, 000 00 4 do-171, 000 00 do.._..d.~..~.~...~.~...~....~................... 171,000 00 March 31 To bought by trustees -- -------------—..... ——.-..... - - 50, 000 00 5 --—.do ----—.. —........ —............... ——.- 39, 000 00 31 To received for land in March -2 —--------------------------- 27, 000 00 $......do-..................................................... 5, 000 00 H Aipril 0 To land-grant bonds —.. —---------. —--—. —-... —---------- 17, 000 00 - d --------------------— 8, 000 00...... 10 To balance forward --- ---—.-................................ 8, 864, 000 00 10 -— do, 000 00 til......do.-... —. —-—. —-------—..... —----------—.. —------ 167, 000 00 ~ 12......do ----—... —. —-—. —- ----—. —--..-..... —-. —----- 81, 000 00 15.. — do — --- ----------- 209. 000 00:15.- d-o -20 —---—, —-- ----- -- 99 000 )00 22. —do ----—.. ——.. —-- ---------—. —-----—. —-—.. —-- -. 500, 000 00 23. —-— do —..-... —---—. —---------—. —-—..-. — -.-.-...... 15, 000 00 ii.. do-42. 8,000 —----- ----------------- - ---- ------------- 428, 000 00! %.-....do.-...-... —........................ 4-10,000 00 5,8. —..do. —.-..-..-..........-...................... 4,000 00 Jul5....do —.................-.......................... 200, 000 00 0.......d.o-........... —.. —.... —........ —-—...... 1.5, 000 00 i[ful.......dlo..,..,.....-...~...~.~....,...................... 15,000) 00 12.do- 61, 000 00 21 - do 14, 000 00 2:3. —-— do.-.. —----.. —----- ---- ---- 6, 000 00 Aug. 2 Aug -.. do..... --------—. —...-.......,...... —----—. —------- 8, 000 o0 20 By contractors. ——. —-.. —.. —-.. —----—..-.. —-..-. —.... 69, 000 00 31 By sundries --- -- --- --- - -—... -.. -. -............ 340, 000 00 Sept. 14 ---— do ---—.. —-. —---------—.. —.. —---—. —--—. —------- 9, 000 00 25... —.do.... —--—. —---. —-...... —---—.:.. —-. —. ——..... 3, 000 00 25 By S. Dillon ---—. —-. —----—. —-. —-... —-----—. —-—, 70, 000 00 ~ 28 By sundries. ——. —. —.. —-—. ——. --—. —.. ——. —------ 4, 000 00 Dec. 7 By cash -38,500 00 C) 1870. Feb. 28 By discount on 70,000 bonds sold C. S. Bushnell, December 4, 5 1869, at 45 per cent.-..-.......... —.. —------—. —. —... 31,500 00March 7 By C. S. Bushnell, 24,000, 55 per cent -..................-.... 13, 200 00 7 By loss on securities, 24,000, 45 per cent-1 —-—. --- - 0, 800 00 I is4i. 0 I[1:eb~~~~~~~~~~. 4...~.d...~...-..~....~~...~.~~.~~~. ~,O', Jan. 30 By C. S. Bushnell et al —.-. - --- - -.-.-.... -..-.. —- -..-. 170, 000 00 Feb. 4 -..'...do-...................................................... 100,000 00 hb o. —-..do ----------- ---------- ----— 14, 000 Q0 jj 2 ----— do —------ ------- -. -- -—.. —-—,, —----------------------- 76, 000 00t 2 ----- do -0, 000 00 2 -..do-............................-20,000 00 3. ——. do ------ -- -------- -- -------------- 1 80, 000 00 G' -...... do-18( —1 —------ - ------ ----- 10, 000 0O0 4 -...do-130, 0000O0 Q)7, Land-grawt bonds —Abstract Ledger B-Continued. 1870. M arch 4 By C. S. Busnell et al........-.........-.................. $360, 000 00 7. do -. —.......1.. -..-..-.... -.......................... 16 000 00 9 do- - - - - - - -- - - -- - - - - - - - - - - - - - - - 12- 9, 000 60 13..o, 1-............................ 0, 000 00 15......do -- - - - - - - - —' — -- - - - - - - - - - - - 4, 000 00 16......d(o ------------------------------------------------------- P~0, 0 00 0( 19 -- - (10 -- - - - - - - - -- - - - - - - - - -- - - - - - - - - 000 00 -)I _.do ------------------------------------------------------ 59, 0 000 O 31. 00 —--.. —----- -..-....-. —-- —... —----------- $5, 000 00 07 B ly cash —. —--------—. --—..l-.. —.. -.. - -............ 1o,0-00 00 Apri 5 By C. S. Bushnell et at -------------- - 9, 000 00 --......do ---------------------------------------------- 48, 000 00 $ B37 land a-grant bonds...-...........-...-....-..-.......... 17, 000 C00,510 119 000 00 10, 119 000 00O 1871. i let April 20 To land-grant boods -... —......-...........- -.............._ 3, 000i 00 April 10 I )3y old account, being fIr 8,864 bonds ointstamndinig0 aga ist 20-(10 -—. tOO 00 1 the company this date —----------, Am 0 00' 20...do.................................. 24, c00 00 the cpayhidte..''................, 8(44 0~ 00 20.-....do................ — -- ------ 7~6, 000 0 19 By C. S. Bushnell et al. ——......... —- —. --—.8.. —-..... -.-;)8, 00) 00 MLay -8......do' -0, 0 5....o......... —---- -000000 c) — ------ 53, 000 00 9 To received for land in April --- --- — ), O —00000 15 By I. EI. tollins...-......... —---.... —...- -......-...... 1, 000 0) Jnne 7 To land, cash, bonds received for land in May. -..-. —... 7, 010 00 I8 By C. S. Busine!l et a/.-...0... - -.....9..-................. ~, 000 00 29 To John Duff, trustee -------- ----------- 1, t 00 0 By!md-rant bonds ---------------------- — 0 — 3, 000 0 30 To received for land in June-................ 000 00 0 -.-..-0-.. —.do -. —-------------—... 24, 000 00 0 To balance forward as follows: W5Vhole issue, 91,4010000); - ) -......o to, 00 00 canceled, $953,000- - —..t............... 9, 447 00000' By C.. B.ushnell et a....t............... —---------. 13, 000 00, —-....d........................................................- 3, 000 00'SOS)Ot I) ----.....d ------------------ --------—... —------—............5, 000" 0 6 o' 1 -....-...(1-: ------------------------ "27,0000 00 8 y l d-rant bonds- ------------------- 0 w000 00 8 Iy C. S. Bushnell et a -........................).....-....... - 8, 000 00 P')o —2o"~~~~~~~~~~~~-9 000 (10 01 J o! e ----— to -2-5(' 060 (O i 9670 000 00 i 9, 70 000 00 1871. 1 7[.. —---- i July 31 To land, cash-..........................2, 000 00 1 30 o.r-9,7,000 0 31 I To l a n d, c a sh...... i oe, 000 ~~~~~~7-~ne 0!Jn 30: l ily a~l:me t'o,'a:-r~l......_..._.~...~......................... 9, 44:7, 000) f;0 Aug. 17 To bought by trustees.. —.. —-. — ----—. —-.. -.... —-...... 50, 000 00 Sept. 18 To land, cash-.. —-..-.., —-—.-.. -......0 —..-............. 0(10 00 (let 1~~~~~~~~~~~~~~~~~~~0000-l~t 00 i Oct. 16 -......do.-.. —-—. —--. —.. —.. —-..-...-... —.. —--------------. 19, 000 00 Nov. 10'......do. —. —-.0.1..)0.-. —....... —-—. ——...-. —........i 5,00 00 1)iec. -9 --- do.0(.. —. —...1-.. —--.. —..- -... —..... — 17 00 o 14 To bought by trnsts-........................ 00 1872. Jall. 13 To land, cash -—....-.-. -..-.-...-... -......-............. 10,000 10i -. 00 — t................o... I ...... do ----- ----- ---- ----- ---- ----- ----................... (0, 000 00 Apr. 8 -— do...........................- 10, 000 00! May 10.. — do 1..-.. —......, —.. —---........0-....- i 0 000 00 June 12.. —- do --- - - - - -- --- - -- - -- - -- - - - - 15, 000 00'29 ----—.(Io -.....................................................- 31 000 00 i'29 do 31.00000 20 To balance to 0,Ledger C 0 —--- 9, 127, 000 00 0, 447,000 00 9. 447,000 00 DI. LandT-grart bonldi,.-Ledg0 er CC. 1872. C Aug. 12 To land, cash -------------- ------ 53, 000 00 Juni e 29 2 By balance lfrom Ledger B -' —-------------— 9, 127, 000 00 Sept 7 ~~..do..............................~..................... L'~ OO00; p~~~~~~~~~~~~~~~~~~ ~~~~~~ ~,_ 7 —— d.................................. —-------- G 0 0tl Sept.. 7 -...do.-:20 000 00 16 To sundries -. —. ——.-.. --..0....................... - - 50,000 00 Oct. 11 To land, cash.....-.-.........-........................... 5,000 00 Nov. 12d.....o --- 0006. D)ec. 11....., (0 -— 00') (0' ~ian. 17......do, -O000 00 i:! Balance;,e —... —..-.. -... -..-. —.....................i 8, 913, 000 00 9,12v, 000 00 9,127,000 00 1873., Feb. 8 By balance, Ledger C........................ —-....I.. 8,913,000 00 i~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~i - - - - - - -- - -. - - -... - - - _. - - - - -I t9- _ - - Dn. [RO1LtLIs i7 d. Cin.'I oC((0011-bol.J?s. —- bata-act Lc(dyC- JL' 1870.!8s9. M1ar. 30 For 30 income bonds, held by T. C. Dun - — rant --- - 18, 000 00 Oct. 30 By snndries. —.....-....-....-.....................I $1, 700, 000 00 30 By scrip -..................... 2,000 0 ~~~~~~~1871~~'l~~~~~. ~30 By certificates for first-mnortgage bonds -- -......]. ].].]-. ]] 535, 000 00 Feb. 10 For reverse of entry of October 5. —.. —-—..-.- -...-..... 100 000 00 0 De. 28 ----— dto.8:34, 000 00 For loss on securities ------------------ - 121 000 00 28 ----- do.-...-...- -.-., —. —..-................: 46, 000 00 Apr. 10 For balance to new account..... -....0.................... 9, 0;8, 000 0 0 3By scrip.......p........00.................... 1, 000 00 -3 -- -......d -- - -- -- - -— o -- - - - - - - - - - - - -, 000 00 31 By certificates for first-nmort-.age bonds —--....... —0 —------ 84, 000 00 1870. G o 2 By Sers —-------— n —-------------- 1000 00 ~ (p.:t2 Bv scr~ip~. ------...... _,,,__........ —-.. — 1, 000 00 -1 i~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~~i j) r DK;. Inr conte bondA-Abstrct Leclder B-Continued. Ci. C$ 1870. Jan. 31 By income-bonds delivered to contractors to d(ate, $3,901,000; less amnonat charged October 30, $4,70009,00 —---------------- $2, 201, 000 00 31 By income-bonds delivered for certificates for first-mortgf ag e bonrds duringr mont.h of Jannaly -------- ---- ---- 225, 000 00 Feb. 28 By income-bonds delivered to contractors to date, 45,840,000; less previonsly charged, $3,001,000 -1 —---------------------- 1163, 400 00 t 28 By 90 per cent. on $1,939,000; 40 per cent. on -1,939,000.. —----- 715, 000 (0 H 28 By bonds delivered for scrip in month of Fehrnuary —------- 3, 000 00'28 By bonds delivered in exchan ge for certi fitcates for firat-miortgae bonds snrrendered -------------------------------- 5dsO 000 00 ]Clea'. 31 By certificates for first-niortga.ige bonds snrrendeted ---------- 79, 000 00 0 31 By scrip sorrendered-1 000 00 W A Apr. 30 ----— do —------------------------------------ — 0 —---------- 2,000 0 30 By certificates for first-niortg'age bonds snrrendered - ----- 2L, 000 00 Junne 30 By Davis contrasct. —----- 1, 000 00 t Jaly 12 By certificates for first-mortgage bolds ---------------------- 1, 000 00 Sept. 12 ----— do ----------------------------------------------------- 30 000 00 Oct. 5 By Davis contract ---------------------------------------- 100, 000 00 ~ 1871. Jan. 30 By C. S. Bnshnell ct ati- --------------------------------------- 1, 000,000 00 89~~, 398, 000 00 9,398,000 00 Z 1871. M187. Oct. 10 To C. S. Bushnell, 0. B. Bo;;d acconnt --------- -------------- 72, 000 00 Apr. 10 By balance, being 9,298 bond~s ontstanding againhst the com- Z pany this date --- ------------------------------------ ------ 9, 288, 090 00 1872. May 12 By Credit Mohoilier of America, in trnst..-1)0, 090 00 anne 29 To balance to Ledger C. —. —----------------------- 9,355,000 00 18 By contractors —---------------------------------------- - 28, 000 00 26 —— (o 1,0(0 00 Sept. 7 By T. C. Dnrant ------ ----- ------------------ -- 30, 000 00 9, 427, 000 00 9, 4-27, 900 00 1873. -- Feb. 1 By balance, Ledger C.9, 355, 000 00 0 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 629 BOSTON, MiASSACI-USSETTS, ~Febrlutary 6, 1873.. C.C. CRANE recalled. By the CIAIRMAN: Question. Have you examined the contractor's books with the view,of ascertaining what it cost the contractors to build that portion of the road covered by the Hoxie contract, extending fromi Omaha to the onehundredth meridian — Answer. i have not. I have not those data here; the books are in Washington. Q. Have you examined the contractor's books to ascertain the amount that it cost the contractors to build that portion of the road which is embraced in the Ames contract?-A. I have. Q. What was the cost of the Ames contract to the contractors as appears by the books?-A. As appears by the books, the Ames and the Davis contracts are together. They are interwoven so much that we had to depend upon the subdivision that was made by the construction engineer to divide the two amounts between the two contracts. The total amount is $43,91_4,774.61. Q. In making the apportionnent between the two contracts how much do you make the Ames contract cost? —A. Twenty-nine million two hundred and eighty-five thousand one hundred and forty-one dollars and ninety-nine cents. Q. How much the Davis contract? —A. Fifteen imillion six hundred and twenty-nine thousand six hundred and thirty-tws-o dollars and sixtytwo cents. Q. Have you made )p balance-sheets showing the cost of these two contracts to the contractors?-A. I have the balance-sheets showing that cost. Q. Will you produtce then -- A. Here tLey are. (The balance-sheets,ere presented and nsmarked;;Crnevv No. 1 ) and "Cranie, T0o. 2.") Q. Youm hlave given the whole cost to the con trasctors under t e Ames and Davis contracts as $42,914,7746.81; that, as I undenr-tand Syu, you derive frtom these balan ce-sheets. —A. From0 th two bai!a nce- seets iTven' one the Davis, and the other the Ames. Q. 2~ow explain fron tlhesb, balance-sheets how you mnake the cost thlat youl have given.. —+. W7,ell, I take the items fromn th e balance-sheets that belongl to onstruc-tion and putl thein together, and they make $427000,000. Q. WThat do you leave out of the balance-sheets — A.* I leave out the cash balancev, $5,898.75; I leave out $327,3)02.99 Credit Xgobilier debit; I leave out $1 87 c500 profit and lossQ. Explain what that profit and loss i-tmeL means. —A. rThiat is the difference between par of the securities and the price received for them on sale by the con; trac tors. I leave out the first-mortgage-b oonbd account, $118,800. Q. W~hy is that left out?-A. Beeanse it is not a part of Ihme construction. Five amillion nine hund-red and twenty-four thiousand three hundred dollars have been recelved; t5,805,500 have been disposed of, leaving a balance of $118,800 debit to that accomnut; that is on the Almes balance-sheet. The next item is stoeks, Union Pacifie tailroad Company~, 39,500. The next is dividend account, $19,298,500; allotment account, 81,125,000. On the Davis balance I except $3,003,000 of stock; $11,778,0554 special account; $11,669,800 profit and ioss; $12,895.06 T5homas W7Tardell Q. WThat is that for?-A. ThLat is draft -for coal. 63Q0 CREDIT MiIOBILIER AND UNION PACIFIC RAILROAD. Five thousand four hundred and ninety-one dollars and twenty-five cents, chairs anod spikes; $30,247.58 for fish-joints and bolts; $29,738.62 for tools and machinery; 815,135 for turn-tables; $1,038,505.25 for railroad-iron. Q. According to this balance-sheet what amount of dividends and allotments have been made on account of this Ames contract -A. Twenty million four hundred and thirty-seven thousand five hundred dollars. Q. This item of $1,687,500 i, the Ames balance-sheet for profit and loss, please explain that. —A. It is loss on the sale of 28,125 shares of stock. Q. ~What was that stock sold at? —A. On page 131 of the journal of' the Ames contractors that item is entered as follows: "Profit and loss on stock-account debtor to stock due Pacific Railroad Company for sale on 28,125 shares Union Pacific Railroad stock, sold under resolution of trustees of July 8, 1868, $1,687,500." They were sold for $1,125,000. Q. Turn to the resolution referred to of July 8, 1868, and read it.-A. The resolution is as follows: "1 Mr. Bushnell offered a resolution that the treasurer be authorized to sell 28,125 shares of Union Pacific Railroad stock at not less than 40 per cent., first offering it to the parties interested in the contract pro rata." Q. In what were the dividends made? —A. The dividends were made up as follows: 1867, December, 60 per cent. bonds.................. $2, 250, 000 1867, December, 60 per cent. stocks...................... 2, 250, 000 1868, January 3, 20 per cent. bonds...................50, 000 1868, June, 40 per cent. stock....-..................... 1 500, 000 1868, June, 60 per cent. cash...................... 2, 250, 00 1868, July, 75 per cent. bonds...........................2 8125 500 1868, July 8, 30 per cent. cash.......................... 1 125 000 1868, Decemrber, 200 per cent. stock...................... 7 500 000 Total..........20, 437 500 Q. On -what book is that account; given?-A. On the ledger of the contractors, page 240. Q. Give the allotment that is referred to on this balance-sheet.-A. On folio 266, trustees' ledger, allotment account: "' September 3, 1868, to cash allotment, by resolution of the trustees of July 8, 1868, 1, 125, 000." Q. Now turn to the resolution of July 8, 1868, referred to in that entry.-A. The resolution on the record of the trustees of July 8, 1868, is: "Mr. Bushnell offered a resolution that we make an allotment of 30 per cent. in cash to the parties interested in trust, payable as fast as the trustees receive the proceeds from the sales of stock of the Union Pacific Company."Y Q. Did that resolution pass?-A. Yes, sir. Q. Were there any other dividends or allotments under the Amles contract, of which you heave any knowledge? —A. No, sir. Q. What dividends, or allotments, were made under the Davis contract?-A. It seems there are none made at all. Q. In the ballance-sheet agppertaining to the Davis contr'act there is an item of profit and loss, 11;,669,800; explain it.-A. I find o-n the ledger CREDIT MOBILIER ADM) UNION PAC[IFIC RAILROAD. G31 of the Davis contract, page 106, the first entry Jmanuary I8, ]870.: To sundries, $1,210,000. That item is for discount on stock and bonds sold stockholders. The next item of the ledger is the same date: Stock U;Jnion Pacific Rairoad C1om1pa1ny, $7,021,800. That item is for discount on 87,802,000 stock, Union Pacific Ptailroad Cnompany. February: Stock Union Pacifi-c Railroad Colmpany, $3,436,200. That item is for discount on $3,818,000 stock of the IUnion Pacific iailroad Company. The next item is January, 1871-$1,800 —and is for discount on twenty shares of stock Union PIacific Company. Q. State whether tthe books of the trustees show to whom these securities were disposed of, and at what rate; and, if so, where is it to be found?-A. The books show to what parties these securities were sold, and the details will be found on the journal of the Davis contract, folio 1.04. The entry is: " Profit and loss on $1,375,000 stock of Union Pacific Railroad Conmpany; " and the parties to whom tlhat stock went are namned on folio 105. (A copy marked "6 Crane, 3,), hereto attached.) Q. Explain what appears on page 105.-A. On the same page is a list of first-mortgage and land-grant bonds of the Union Pacific Railroad Clompany, and to whom sold, and the stock. The party buying an amount of first-nortgage and land-grant bonds, equal amounts of each, received two and a half times the par value of those two securities in stock of the-Union Pacific Railroad Company at par. Q. What does page 104 show — A. It shows a charge of the Union Pacific RIailroad Company of $550,000, and also shows where the Davis contractors got the money. The next page on the journal, 106, shows that the Union Pagifie Railroad Company were paid $3,120,800 in cash, and alsQ shows where the Davis contractors received the money. Folio 111 shows the sale by the Davis contractors to sundry parties of incomlebonds and stock, amounting, inl the aggregate, to $3,120,800. That entry can be found on journal, pages 111, 112, 113, 114, 115. Q. WVhat is the whole amount of income-bonds sold?-A. There were 5,811,000 of bonds sold by the company to the trustees at 60 cents. Q. At Nwhat rate were they sold by the trustees?-A. At 80. Q. How rnuch stock was distributed to the purchasers of these income-bonds at the time they were sold by the trustees? —A. Double the amount of the par of the bonds, $11,622,000. On folio 121 of the Davis Journal is a list of parties to whom ieonome-bonds were sold and stocks delivered. Q. What is the whole amount of boands sold there?-A. One million iine hundred and nine thousand dollars. Q. At what rate?-A. At 80, wSith a bon-us of double the amnount of stock. Q. When you use the iword 1 bonus' thlre do you mean thalt for every dollar of boands sold at 80 thlere were two dollars of stock distributed?A. Yes, sir. Q. From the manner in xhich this has been done, as is shown by these books, w-hat did this stock cost the parties to whom it -was distributed in thle l.manner that has been deseribed?-A. It did not cost them anything. Thley got it in consideration of Iheir taking the bonds at the fixed price. They f'eceived the stock in addition thereto. Q. The trustees were trustees for stockholders under these contracts? —A. Yes, sir. Q. As this transaetio4 ffirst occurred,hey paid 60 cents a, dollar for the bonds; they then let the,:stocelkholoders ior whomn thley held it in 632 CREDIT MIOBlLIER AND UNION PACIFIC RAILROAD. trust have it at 80 cents and divided this amount of stock?-A. Yes, sir. Qa. Is there anything on these books that will enable you now to inform the committee as to the cost of the fifty-eight miles west of the one-hundredth meridian that was accepted and constructed under the Boomer contract, or with Gesner as ag'ent?-A. No9 sir; there is no division. Q. Is there anything on the books of the company that will enable you to inform the committee as to the cost of the one hundred aind thirty-eight miles of road that had been completed anud accepted by the Government at the time the 0akes Ames contract was made - A. There is not. Q. I refer to the one hundred and thirty-eight miles wrest of the onehundredth meridian.-A. There is not. Q. Now state what the Oakes Ames contract cost the Union Pacific Railroad Company.-A. That is entirely out of my power. Q. Can you state what the Davis contract cost the Union Pacific Railroad Company?-A. I can state what the Oakes Ames contract received from the Union Pacific Railroad Company. They received $57,140i102.94, as shown by the books; and the Davis contract received $23,431,768.10 from the Union Pacific Railroad Company. Q. Have these books been balanced so as to show that the account is closed —that is, do the books indicate that the Oakes Ames contract has been settled with the Union Pacific Railroad Company?-A. No, sir. Q. Is there anything indicating that there is aniything due from the Union Pacific Railroad Company on the Ames contract — A. Nothing from the books. I do not think they have ever charged up their contract. The whole thing shows that the net profits in stock and bonds at par as divided are, on. the Amues contract 297854,960.95 on the Davis, $7,802,135.48. Q. Does it appear from the boolks that any amount was clarged to Ames or to the Ames contract on accoun t of discounts on the securities, first- mortgage bonds and Government bonds? —A. Yes, Sir; there is an account here of losses on securities made un b thee inAes contractors and the company. Q. Vhat is the amount? —A. t is fonund on pafge 26U of the Ames trusttees' ledger. The balane of that aceount is 816,5580.28, Q. How mnuchl if auy, did the securities l'ack of building ohe road embraced in the LAmes contract?-iA. I do not sknow, sir. I have rlothin o, on my boolks to tell what the secu-ritiets netted t1e conj.p iny. Q. Is there avthing charged -u to tie 3Davis contruet on account of the loss on seuenitiecs? —A. No, sir. [C'NE No. 1.i iAxeS e colt"aiett —-BItan cce-shceti, Jtf-ztl" -lsry j 1S71 i8 R1'ailroad-iron.-.-................. -.-...... e? -, 4 954, 89 90 20 C1-lairs and spikes.-l..s.l........- - -....8..... -3, 245 80 32 Fish-joint;s and bots 27-6, 848'S'S9 40 N. A. GessC e or ---------------------------------- 125,000 00 66 Trauslortations (geetral account) -. —..... 4.0. 2, 540, 912 93 70 NV C. Lid sy -,'-791, 0115 94 E xpe.l lll........................... 7 02 100 Tuarn-ta les -. —---—.. —.. —..... —. 17,679 73 110 Telerarp ilaoeuni.. 37, 37 39 151 Credit;lobilier otf l-5o-r-ica -----------—.....Si 527, 30;2, 99 1'74 C.. Crane, (special -account)..... -.21, 750 00 184 Cors and axles -1, 3 1395, 338 72 9 001 Tools nd inachinevr-v.-.-....... 184, 489 31 CRtEDIT MOBILIER XND UNION PACIFIC RAILROAD. 633 193 Union Pacific Railroad Company. —.. —- -...%.. ——.. —-------,;57, 140, 10 094 213 Locomotive account.. -........ -1,545,443 93.218 Profit and Loss -.........1, 687,500 00 220 First-mortgage bonds Union Pacific Railroad --- 118, Soo00 00 230 Stock Union Pacific Railroad Company...-..... 39, 500 (00 240 Dividend account -............................. 19, 298, 500 00 960 Discount and interest.........-.. --- -516, 580 28 266 Allotment account.-I..-................ 12,15, 000 00 277 Wm. P. Kennedy, cash.-1.5........ 1-, 144, 971 03 22 Roadway and track. ——. —-----—.-. —------- 200, 2933 46 24 Bridging --------—........ -----------------—. 154,300 17 26 Shops andi fixtures. —-----—.- -.... —-- -... 449, 587 87 28 Buildings..................................... 74,118 32 57, 140, 102 94 57,i 10,12 094 [CPANE No.'2.! Balance-sheet-Davis contract, JTalluary 1, 1871. Union Pacific Railroad Company —... — -........... -- 23, 4U3, 708 10 Cars and axles.3- -....-..............., 982 03 -- ------ Locomotives....................................... 192, 213 73... ---- Cash.................................................... —I —. — i, o856 1 Stock, Union Pacific Railroad Company.......... 3,003,00 00 -.. --- Expense account -.... -— 1.. —.............- K889....6, 8 92...... Chairs and spikes -.................................................- - 5, 491 25 Fish-joints and bolts —... —.-. —--. —....-...... —---—.. -------- 3,47 5' Union Pacific Railroad special...................... 11,778 54 ------ Tools and machinery. ——.... —.. — - -.......... —.. —--- 29, 738 621 Thomas Wardell. —-.-.-.............. — -------—. 12, 695 06. Turn-table ------------------------------------------------------- - 151 135 00 Rtailroad-iron account — 3........................................ 1,038, 505 25 W. P. Kennedy, cash -.-. —-------------------------- 9, 225,403 64.. —---- PI'rofit and loss.-. 11,669,o800 00 --------- Inco me-bo nds.-...- -....-..-.-.................. 100,000 00 ------ 24, 552, 741 92 24,552,741 92 [CPANE -NO. ~%Itte'ment of bonds sold by triustees, 1870. I whom. First Land Anouint Stock. mortgage. go'rat. recev-ed. ii mns & i in............ —-3, 00 0 00 3, 00 0 06, 000, V. B. Bristol.......................1,000 1,00 05, 000, 000 W. M. Wie -------— 5,000 5,000 25, 000 10,000 Joseph B. Pigot.. —-— 3 —......... 000 3,0 3,00 15, 000 6,000 Legrand Lockwood —...............- 8, 0 000,00 40, 000 16, 000 Hlenry IIotchkiss - -......-...... 3,000 3,000 i 15, 000 6, 000 Henry Trowbrio dge. —......., 000 1,000 5, 000 2,000 W. H. Macy.. —...-...-.-. —..... — -- 5, 000 5, 000 2, 000 10, 000 Thomas M. Stetson- - - -........ 2,000 000 0, 000 4,000 T. Nickerson u —......... — - -—.. -- - -- 12, 000 1, 000 60, 000 I 24, 000 C. P. RSmith -.... - -..........-... 18, 000 18, 000 0, 000 6, 000 Glidden & Williams. —--—...... —--- 14,000 1400 0,000 I9I 28,000 -owland G. Hazari -— d -------- 75,000 75, 000 375,000 150, 000 C. S. Bnshnell.... — - - -......92, 000 92, 000 1 6, I0000 184,000 J. B. Johnson..... — -... 7lo5, 000 5, 5,000 2000 10, 000 Sidney Dillon -------------—. —-—.. 13, 000 13, 00 n000 26, 000 James Brooks- --...... 1,000 1, 000 5,000 2, 000 John B. Alley --—. —-.- -..- -.-....... 9,000 9, 000 45,, 000 000 J3ohn J. Cisco. —.50.....0........ 5, 000 5 5, 000 iO0,0 0 275, 000 275,000 1,35,000, 37 000 00, 634 CREDIT MOIB3ILIER AND UNION PACIFIC RAILROAD. [CRANEi No. 4.] Incorne-bonds and stock sold by trustees. Amount 1)() 0j. i Stock. r 1eceive4:...amalial Bradford...-.. - -...........-........................................16, 000 / 39, 000 I 52, IS1 (liaralial Bradford.50 0?,6,0 083S, 000 ~;tS, 500 A. Hobart, jr. —..... —---...- - -----....................' 2,000 4, (000 1, 6OO,T. Bardwell ---------------------- - — 401 0 80, 000'2, 000 Thormas Nickcrsou.,...........................000 (j, 000 6, 400 ]l & H. Gilbert -..-...-..-....-.-.....-....- -.....-.-........... —---- 14, 000 28, 000 11, 00 WV. B. Stevens -—.-.... —......-.....-.-...-...-................... ——. 8, 000 106, 000 6, 405 Tloomas M. Stetson -......................................... 9, 000 18, 00( 7, 200 F. Nickerson —....-.. —....................-.-.. —.....-...... -... 10, 000 20, 000 8, 00) Isaac Thatcher -— 0....0..... —....-...-..-........................ 14, 000 2`8, 000 11. o00' HI A. and P. F. Ilobbins ----,000 124, 000, q 6000 T. A. a1d R_ E:. Rol bins....................................... 62, 000 12.4, 000 4).600..... J. B. Johnston & Co....-...........-.......................... 30, 000 60, 000 %:t. 000 F. W. Andrews ------—' —. —------ --------- 6, 000 12, 000 4. 800 V.. iacy............................................................ 2, 000 40, 000 6, J. E. Wiliams, account R. G./Hazard.................................. 12, 000 24, 000 9, t00 Page, R., & Go., account Lambard ------------------- 8, 0 16, 000 6, 400 F. W. Andrews.1......................................... 10 000 20, 000 8, 000 Sidney Dillon................................................. i 50, 000 100, 000 40, 000 (. G. Gray................................................... 5, 000 10, 000 4, 000 Williams & Guion —. ——.. — —.. -... —.. —... - -.. —... -.. -..........-.. i 1, 000 24, 000 9, 6000 Beards & Cnmming s..........................................12 000 24, 000 9, 600 Henry Hotchkiss --—.........-.....-..-...-.. —................. C....'2, 000 44, 000 17, 600. B. Alley...2.......8...............................2......... 14, 000 28, 000 11, 200 Ebenezer Cook......................................................... 12, 000 24, 000 9, 600' IThomas Lord........................................................... 4, 000 8, 000 3, 200 G'eorge Opdke...-.........-............................... 8, 000 16, 000 6, 400 G. G. Gray.-1..................I................... 10, 000 20,000 8,000,Tames Sturgis, account G. & Williams................................. 5, 000 10, 000 4, 000 Oliver Ames.-.................................................... 135, 000 270, 000 108, 000 H. Gilbert..................................................... 7, 000 14, 000 5, 00 H. J. Gilbert........................................................... 7, 000 14, 000 5, 600 C. C. WVaite.......................................................... 4, 000 8, 000 3, 200 B. F. Ham ----------------------------------------------------. 2, 000 4, 000 1, 60(,'. J. Cisco & Son ----—. —. —---—................- - -------—. 30, 000 60, 000 24, 000 Marquand & Son, account G. & Williams - -- ----- -- 12, 000 24, 000 9, 600 Oakes Ames -.............................................. 338, 000 676, 000 270, 400 Do.-.....-.......................................... 25, 000 50, 000 20, 000 A. A. Low -.. —..... —. —.-....... ——. —..-......-............. 16, 000 32, 000 12, 800 H. W. Gra- — y..... —-------------—............ —-------------. 3, 000 6, 000 2, 400 Sanmel Hooper —---------- - ----------------- 60, 000 120,000 48, 000 1. G. Hazard...............................4........................... 0, 000 80, 000 32, 000 E. H. Trowbridge.. —... —...... —..-......................... 8, 000 16, 000 6, 400 H. Trowbridge —------------------- - 000 14, 000 5, 600 S. MCob —----------------------------------------------------- - - 120, 000 252, 000 100, 800 W{. Gilmore............................... 8, 000 16, 000 6, 400 F. W. Gihnoore —8, 000 10, 000 0, 400 -,s -nali Bardw l --- I 14, 000 8, 000 3, 200,~oiahi Bardwell........................................................ 4.00810 3, ~200. Ham.............................................................. 2 000 4. 000 1,00 MI. Zebrouske.. —.......-..........-....................... 14, 000 28, 000 11, 200 Glidden & Williams. —-.. — -...... —-.......- -.......- -....... 55, 000 110, 000 44, 000 H-2 000 4, 000 i. Atkins 72, 000 144, 000 57, 600 W. B. Stevens. —--—..-. —. —.-............-.- -.- -.- - -.-....... 20, 000 40, 000 16, 000 I: T. cker son-938 000 56, 000 22, 400 Oliver Amels.. —-. —.... — —..-.......................................... 100, 000 200, 000 80, 000 1:L. E. Bates. ——..... —............-....................... —... 75, 000 150, 000 0, 000'. Fam- - - 2, 000 4, 000 1,00. 1. nger, accont Oliver Ames...................................... 3, 000 6, 000, 400 O. S. Chpan........................................................ 52, 000 104, 000 41, 600 H. A. & 1t. E. Rtobbins..................-........................ 20, 000 40, 000 i16, 00 Oak es Ames.......... -........................-........... l... 1.25, 000 250, 000 100, 000:E. Hti. Baker.-........... -......................... 1.02, 000 204, 000 81, 00 R. G. Hazard -..............-......................... 5, 000 10, 000 4, 000 G-. G. G-ray.... —-..-... —.-.-..-.. —-..-..-.. —-. —.......... 5, 000 10, 000 4, 000 Oaklies Ames —..-..... —................ —....... —-.. —.. —.-...... 7, 000 154, 000 61, 600 G. HL Dodgc e................................................ 10. 000 20 000 8. 000 Sidney Dillon............................................ 20 000 40. 000 IC, 080 Geoirge Opdyke ---—..... —........................-.......... 50, 000 100, 000 40 000. chasdson........................................................ 10, 000 2(, 000 8, 000 Ihomas Hasley.0..(........................................., 010 06, 000 C 0 0 a H 1 ese.ud ~n —4 000 8, 000 2 COO'T~-. n Guff~.................................................... 14000 68 000 l, fi00 C. C. O ite.....................................e r..s.... 40, 000 0, 000 83,00 J'ohn Duff -.................................1341 000 288, 080 17 2800 e. X. Gihmn re-. 51 009 10, 000 4, 0O( C. C Waite-................ —........ —4.... 000 8, 000 O3, 900 0. S. Chapman................................................. 10 000 20, 00 0 20, 00 8 08,T Risardison - - - 3000 6, 000 o 100._ 1O 0 00000 - 0 I O; CREDIT MOBILIER AND UNION PACIFIC IRAILROAi). 635 Income-boands and stock 8old by trustees-Continued. os. Amount IBonids. S Stock. 1recived. Beads & Cnrmings — 12 —-.............................. 1,12, 000 $04, 00 $9, 600 Samuel Hooper........-.............0............ 4, - - 000 41, 610 O. Ames & Sons --------------------- - ----- - 10, 000 20, 000 8, 000 C. A. Lanmbard --------------------- - ------ - 10, 000 00, 000 8, 000 J. Nickerson -------------------- - --------- 38, 600 506, 000 02, 400 (G. G. Gray. —-—.......................... —-...-.-.. —. —..-.-..... 5, 000 I0, 000 4, 000 J. Ylichardson ----------------------- - ----- - 10, 000 20, 000 8, 000 F. Nickerso-n ----------------------- - ------- 14, 000 82, 000 11, 200 Stevens, Amoqry & Co., account J. lBardwell - -......-..-......-..9....... 20, 000 40, 000 16, 000 13. I. Bates, trustee.........................-........... (j, 000 12, 000 4, 800 Henry Tr — owbridgoe.................... — - --- - 3, 000 6, 000 2, 400 J. Bardwell, trustee ----------------------------------—.. — - -- - 20, 000 40, 000 16, 000 S. H. t'essenden... —... —..-..-. -... —-..-.... —....-........... —----- 4, 000 8, 000 3, 200 John Poudil, account Oliver Amoes... -..5-..... —--—........... — - - -. 5, 000 10, 000 4, 000 John Poudir, account C. S. Bushnell..................................... 5, 000 10, 000 4, 050 Oliver Ames............................................................ 17, 000 34, 000 13, 600 G. G. Gray................................ 5, 000 10, 000 4, 000 Judge Emott, account L. Lockwvood.............................. 10, 000 00, 000 8, 000 Isaac Thatcher............................ 10,000 00, 000 8, 000 P. Adams Ames, account C. A. Laibanhrd. —--- - -..- - - 10, 000 20, 000 8, 000 G. G. Gray ---------------------.................................. 10, 000 00, 000 8, 000 B. F. Ham, account Lockwood........................ 6, 000 12, 000 4, 800 F. WV. Andrews.......................................................... 1, 000 4, 000 9, 600 D. Foster, account J. Bardwell —..............................- 10, 000 20, 000 8, 000 A. C. Harding, account Oliver Ames.- -...... —-... —-----—.....-... —-. 4, 000 8, 000 3, 200 H. T. Blake.............................................................. 1, 000 2; 000 800 J. B. Johnston, account Bushnell --------—............................ 100, 000 000, 000 80, 000 Legrand Lockwood. —.-.-...-...,...-.- -..................... 5, 000 10, 000 4, 000 lThomas Nickerson —-—. —------------------------ -------—,. _~.. —. —---- 8, 000 16, 000 6, 400 Henry Ingalls, account G. A. Miller............... 10 000 20, 000 8, 000 10. 000 o~0, 000 8, 000 David Jones.......-.-..............................-. 56, 000 110, 000 44, 800 G. Ames, account Legrand Lockwood -- - —...............,...-...... 5, 000 10, 000 4, 000 Do..-..- -.......-.do -—'- - --- - ------—.. — 3, 000 6, 000 2, 400 Oliver Ames. ——..-..-...,- - —.-..-............... 30, 000 60, 000 24, 000 Do ------------—.............................................. 30, 000 60, 000 24, 000 G. Ames, account Legrand Lockwood. —.-.-.....-.......-.......... 5, 000 10, 000 4, 000 H. Williams, account Legrand Lockwood --.......................... 5, 000 10, 000 4, 000 John Duff.............................. 43, 000 86, 000 34, 400 E. Atkins....................................... 20, 000 40,..00....... F. Atkins.... 0~~~~~~~~~~~~~~~10, 000 40, 000 16, 000 Glidden & Williams. —-—.....- -......................,.........- 6, 000 12, 000 4, 800 C. A. Laibard.... —... --—...-.........- -.... —..-. —.-.......... 3, 000 6, 000 2, 400 (G. Ames, account Legrand Lockwood.. —. —-....-....... —----—. —- 5, 0(00 10, 000 4, 000'T. W. Andrews, account Bardwell..................... 0 20, 000 40, 000 16, 000 I. W. Gilmoro. —-------------- ----— 6, 000 10, 000 4, 800 P. Adams Ames, account C. A. Laibard.......................... 10, 000 20, 000 8, 000 J. B. Alley. —.-.- -.-..-...,, — -.-...-...-. _.................. 36, 000'2, 000 28, 800 J. B. Alley, account somebody.. —. —-. —---—... -------—. ——. 18, 000 36, 000 14, 400 J. Richardson, account Lockwood —..5 —-—.....-..-. ——....... —. 5, 000 10, 000 4, 000 O. C. Smith, account Lockwood................ --- -- 1, 000 0, 000 800 Sidney Dillon.......................................8............. $0, 000 160, 000 64, 000 Oliver Ames........................................................... 275, 000 550, 000 0-20, 000 C. C. W-aite...... —...-.. ——..-. —-.. —.....-..................... 4, 000 8, 000 3, 00 leards & Cnmti niuogls................... —. —--- —.. —.. —...-........ 12, 000 04, 000 9, 600 C. H. McCormick..-...-...-.-.. —....-..- -.. —................... 142, 000 28-, 000 113, 600 Oakes Ames. --------- ---—. —-- ---------- 61, 000 122, 000 48, 800 F. Nickerson ---------------------—........................ S.. -— 14, 000 28, 000 11,200 George Opdyke. —.................. —.. ---....-.... ---...-.... 9, 000 18, 000 7, 200 Glidden & Williams -—. —. — --—. —------- 6, 000 12, 000 4, 800 Glidden & Williams, account Lambard -.............................. 41, 000 82, 000 32, 800 B. F. Ham, account Lockwood..5 —----—.-............................ -5, 000 10, 000 4, 000 G. G. Gray......-.-............... —-. — ---------—............... —.. 30, 000 60. 000 24, 000 C. A. Lanbard...h ---......... —---...-....... —--..................... 5, 000 10, 000 4, 000 C. A. Lainbard, account Lockwood................................. 1, 000 0, 000 800 J. Bardwell —.... —. ——... —.. —-...-.-................. —. —.. —. —- 8, 000 16, 000 6, 400 Thomas Hawley.. —--- ------ ---—. ---- ---- 4, 000 8, 000 3, 00 C. A. Lambard. —------------- ---- 14, 000 28, 000 11, )00 James Binookis ----------- --------------------------------------- 0, 000 44, 000 17, 600 C. S. Bushnell. —. —........................... —.-... —........ —. 50, 000 100, 000 40, 000 George Opdyke.. ——....... —. —.. —- -------—......-.-.-.. —-. —. —.. 4, 000 8, 000 3, 00 Do. -------------------- 3, 000 6, 000 2, 400 G. G. Gray...-...................... —. —. —.. —.. —-....-.... —. 10, 000 o0, 000 8, 000 I. N. Smith.. —.... —--.........-.... —-. ——.. —---—. —----—. 10, 000 20, 000 8, 000 Do............................ —-—........ ——. 1,1000, 000 800 11. G. Hazard ---------------—..0....................................8, 000 56, 000 20, 400 B. F. Ham, account J. 3t. Smith.. —....... —-—.-.-. —.. —-. —-.. —-—. 9, 000 18, 000 7, 200'P. S. Hiodges, account Bushnell... —.- -.. —..-...1-. —--.. —.....- J, 0010 2, 000 800 R. G. Hazard. 5, 000 00, 00(0 4, 000'E. H. Perkins, account J. Bardwcll... —-—.............. —......... 4, 000 0, 000 3, 00 636 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. BOSTON, MASSACI-IUSETTS, Febral,y 6, 1873. B. F. HA-I- recalled. By the CIHAIRMAN: Question. Has there been any sunm chlarged to the Oakes Ames contract, or the Davis contract, on account of the difference betvween the amount realized on the first-mortgage bonds and par — Answer. Yes, sir. Q. Howr much?-A. That I cannot tell. Q. Has there been any such sumL charged on account of the difference between the amount realized on the Government bonds and par — A. Yes, sir; both of those things were charged up. Q. Do you know what these secnrities sold for?-A. The Government bonds were sold at par, and a large amount of Union Pacific bonds were sold previously, which did not bring so muchl; and a large amount subsequent to this, which did not bring so much as ninety. Q. What is.the whole amount of Governrlment bonds received on tlhe Oakes Ames contract?-A. The Oakes Ames contractors did not receive any. The company sold them for cash and paid the cash over to the contractors. Q. You cannot tell what the company realized from it? —A. No, sir; I cannot. The following statements were presented by the witlness and put in evidence: [t-1AxI 1.] Stceaemelt of the cost of the U1nion Pac;fic Rai roaZ to t le Union 2tPacif' batilroad Company. Engineering-8....................... 9$90, 865 69f Rigyht of way. -----------------—. —-—.. —- -... —........ —---- 96,07T7 480 Amount paid lnder Hoxie contract-.-... ---—.. —.. —. —------ 12, 974, 416 2t Amount paid to trustees under Amnes and Davis contract -----—. 80, 5'71, 8'7 1 04 Station-buildings ----- ----------------- - - )7301) 37 6 Sh ops and tools- s.................................398, 429 35 Equipm ent.........................................., 0, o 676 20 Snow-sheds.-........................................................ 93 570 04 Roadway and track- 95, 399 17 Bridging-_.-. __-.- __ —..__._............ _ —. —.__-_.. _. —_ _. 1.24, 047 59 PFencinlg......9, 4)28 46 Telegraph.......-.-....'... —-- -. — -.-.......... 53, 736 4L0 Express outfit............t -- -—...___.. —-_...- w_-_.. —- 12 318 71 Expense --..-.........-.... —-----—. —. —--------—... —--- - 421, 907 57 Government commissioners........................................: 037 40 Government directors..................-.-.-.-.-. —-— 2-, —.- 2, 5592 7:1 Legal expenses.-.-..........-.-.-.......-..-........ 22:3, 009 32 United States revenue stamps...................................... — 50 49 54 Disconu t ancd interest. _- _ __..._.,-.-. _ _ _ >. _ _. _......:2, 581, S80 09 Preliminary exp ense...,............... —- 487, 229 93 Cedar Rapids and Missouri River Railroad.........................- 75, 000 00 Interest on bo~nds paid during construction —...... ——. —-. —... 4, 000, 000 00 Losses on.27,237,000 first-mortgage bonds.. —......... -. 3, 494, 991 23 Losses on 10,400,000 land-grant bonds - - - -4, 3'6, 007 9i Losses on 27,237,000 Government bonds..-. —----.. — - -. 91, 348 72, Losses on 9,268,000 income-bonds. —-.. —--... ——. — 2, 818,400 00 116,732, 348 5-2 Deduct itmount received from Central Pacific Railroad Company for oad sold them-l -,.-.... -- - -. - 2, 698, 620 00 114,033,728 52 CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. 637 [HAM 2.] S(taecflenet of the actual cost of the Un~ion Pacifce RacZilroad. Enginerig $8........................... 90, 865 69 Right of Aay..- - -.-.....78............ 9, 787 48 Actual cost of building road nnder Hoxie contract-7.7.....', 806, 183 33 Actual cost of buildinog road under Ames and Davis contracts........ 42, 914, 774 61 Station-buildings. —7-...-.. —-..- ui ——. —--------—.. —... -—. 730, 387 66 Shops and tools.-.-.......... 398, 429;35 Equipment..-......... -—.................... ----— 1, 460, 676 20 Snow-shes. ——.................. —---- ---------—... —-.. ------. 293, 570 04 Roadway and track.-..-.. —.. -.... -—. ----—.. ——. 95, 399 17 Bridging.1......................... 4,047 59 Fencing............ -49, 428 46 Telegraph....... —----------------- 53,736 40 Express outfit ---..... —-..- --------—. —-.-.. —----------- -. 12, 318 71 Expense........................................................... 421,967 57' Government col-mmissioners --—.. —-—... ——. —--—. —---- 136,037 40 Government directors -... -..-. 52,592 73 Legal expenses........ -.. —--—. — 235,009 32 United States reveyue stamps. —--..... —--—. —-...... ——. 50, 649 54 Discount and interest. -..-..... —- ---. — -—. —---------------- 2, 581,180 09 Preliminary expenses. —--....... --—.. ——.. ——.. —-....... 487, 229 93 Cedar Rapids and lM~issouri River Railroadcl.. —-- 7 —5, 000 00 Interest on bonds paid during construction -..... 4,000,000 00 Losses on $27,237,000 first-mortgage bonds.. —-—. — —.. —----—. 3, 494, 991 23 Losses on $10,400,000 land-grant bonds............................. - -4, 336, 007 96 Losses on $27,237,000 Government bonds. —-. —. —-. —-------—. —. 91, 348 72 Losses on $9,268,C00 income-bonds ----------------------- ---- 2, 818, 400 00 73,907, 019 18 Deduct amount received from Central Pacific Railroad Company for road sold them.................................................. 2, 698,620 00 71,208,399 18 [ITAX 3 ] [Circular.] BOSTON, Septemnber 22, 1869. To the stock7Tholders of the Union Pacific Railroad Company: The trustees having completed the work of construction and equipment of the Union Pacific Railroad, and having received a payment for the same in 10 per cent. income-bonds, payable September 1, 1871, or within five years, at the option of the company, also stock of the Union Pacific Railroad Company, and being desirous of closing up the trust, and paying up all outstanding liabilities, propose to each party interested in the trust the following terms: For two of said income-bonds of $1,000 each, and forty shares of the stock of the company, the trustees will take $1,600, cash, and as agents for the Union Pacific Railroad Company, and by way of compromise and adjustment, will also give the party taking said bonds, one other of said bonds of $1,000, upon the surrender to us, as such agents, of a certificate or agreement of July 3, 1868, by which the Union Pacific Railroad Company promise to deliver, when practicable, one of its first-mortgage bonds. Payment for the said bonds will be received as follows: Fifteen (15) per cent. on the 1st of October; ten (10) cent. on the 15th of October; ten (10) per cent. on the 1st of'November; ten (10) per cent. on the 15th of November; ten (10) per cent. on the 1st of I)e 638 CREDIT MOBILIERP AND UNJION PA-CIFIC RAILROAD. cember; ten (10) per cent. on -the 15th of December; ten (10) per cent. on the 1st of January; ten (10) per cent. on the 15th of January; and fifteen (15) per cent. on the 15th of February. Any shareholder notifying the subscriber on or before the 1st day of October will be entitled to his pro rata portion of these securities. Any stockholder failing to take his portion of the securities in thirty days from the date of this circular will forfeit his right thereto, and said securities will be divided pro'ata to those stockholders who are willing to take them. JBy order of the trustees. JOHN. A. RICE, Ass istatrt lr efas re'r lr uvstees. BOSTON, M'[ASSACITUSETT S ~ebr'tary /7, 1!s87". E. H. I-ROLmLINS recalled. By the CHAIRMAN: Question. Furnish a list of the o3ficers and directors from the oroganization of the road down to this tine.-Answer. IHIere it is. (Presented in evidence, and marked " Rollins 7 and 8."?)'Q. What action was taken by the board in relation to the disposition of the land-grant bonds?-A. On page 17 of the records of the stockholders and directors, at a meeting of the board of directors held in Boston, April 9, 1869, the following resolutions -were adopted: "Resolved, That a special commlittee of five be appointed by the chair, with full power to provide means for the payment of the debts of the company and building and equippin.g the road by the sale and disposal of ten millions of dollars each of the first-mortgage bonds and of the land-lgrant bonds of the company; the former at not less than 85 per cent. of the par value thereof, with accrued interest, and the latter a-t not less than 55 per cent. of the par value thereof, with accruedl interest: that said committee offer to the shareholders of the company the said bonds at the prices above namled in proportion to the number of shares held by them respectively, and that the bonds not taken by those entitled shall be allotted?pro rata to such shareholders as shall file with their acceptance of their shares a consent to accept pay for the same at the price offered. Such bonds as shall not be taken and paid for by the shareholders may be sold by the committee at public or private sale, but not for a less price than above named. "Resolved, That such committee have full power to provide details for carrying into effect the above.resolution, and to execute all necessary assignments, agreelments, and papers for and in the name of the company. The said company hereby ratify and approve their said acts. "The president appointed as committee, William T. Glidden, Oakes Ames, C. S. Bushnell, James Brooks, Benjamin E. Bates." Q. Were the land-grant bonds disposed of pursuant to that action of the boards —A. They were; $8,263,000 were disposed of, in pursuance of the resolution, at 55. Q. What was done with the balance?-A. Two million one hundred and thirty-six thousand dollars land-grant bonds were sold to C. S. Bushnell at 70. Q. Can you tell when the sale was made to Bushnell?-A. They were sold to Bushnell agreeably to the resolution of the executive committe passed January 19, 1871. and heretofore given in my testimony, (February 6, 1873.) CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 6(39 QC. Ctan you furnish a statement of the persons who received the 8,263 bonds that you have mentioned as having been disposed of by the comnpayny at 55 cents?-A. They were delivered to this committee of yve. I think that we mlay be able to furnish a detailed statement showing to whom they were actually delivered. Q. Will you furnish such a statement? —A. Yes, sir. W(. Was there any action taken by the board, and, if so, when, in elattion to the settlement of the unsettled accounts of Mr. Bushnell?A. At a meeting of the board held at Boston, IMarch 5, 1872, the following resolution was adopted: R" Resolved, That the unsettled accounts between this company and C. S. Bushnell be referred to a committee consisting' of Oliver Ames, Oakes -.Ames, John Duff FP. Gordon Dexter, Elisha Atkins, David J. Rudclock, for audit and final settlement; and that they are hereby authorized to take into consideration the services of said Bushnell, and the circumstances attending the incurring of the alleged indebtedness of the said Bushnell; and the said committee are hereby instructed to make a full report to this board in writing, of the settlement, with their reasons therefor, suchi report to be engrossed on the records of this companiy, the said settlement to be fsly completed by the Ist Rday >of Mav. 1872>1 Q. Did tIlat comrmittee nma, e a, repor't k They diT. Q)0. Is it recorded?-A. It is.,. Whtere will it be found — L On page V of the r1ecors N. What record is thtft?-A. TIhe r eco-1d of the stockholders and diretors. Q\. Will youe furnish a copy to be made an exhibit in your testirlonv?'-A. I will. (Marked"'Itollins 1;,"11 and sunblitted in testimony.) Q. Have you lists of stockholders for 1870, 1871, and 1872?-A. I hswve, and submit them. Also a list ibr 1803. (lelare "llis 9 10 11, 12.") Q. State what amount was realized bli the company fromn each class of bonds issued alnd received.-A. It appears from the books that the whole number of firstortga, ge bonds isndissd disposed of was....... 213, 000 (00 Loss on same --.........4......................... 3, 494, 991 2" M5taking the net proceeds.........18 0..08..., Land-grant bonds -issu(ed.........-.....$......... $10, 400, 000 04 Loss on same.............-...........-. —.- 4, 336, 007 96t3 Making the net proceeds for the sale of landgrant bonds............................. 6, 063 992 04 Government bonds, whole amount received........ 27, 236, 512 00 Loss on same............................ 91348 9 72 Making the net proceeds-..._.....27 145, 163 28 Income bonds, whole amount issued and disposed of. $9, 355, 000 00 Loss on same.... 2, 818, 400 00 Making the net proceeds. 6,536, 600 00 640 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Can you furnish a detailed st-atement of the dates of the sales of these various bonds and amounts sold at the time of sale respectively 0A. I think I can. Q. Will you furnish a statement to the commiinttee?-A. [ will, if it is possible. BOS' 0ON7 ILASSCUSTTS, febra";iry 7, 1873. B. F. 1HEAM~ recalled. By the CJILAIRMAN: Question. Have you examined the books of the Union Pacific Railroad Company to ascertain the cost to that company of the road built iunder the 1Hoxie contract, froma Omaha to the one hundredth meridian?-Answer. Yes, sir. Q. What was the cost — A. Twelve million nine hundred and seventyfour thousand four hundred and sixteen dollars and twenty-four cents. Q. What amount, if any, of that is yet unpaid — A. One million nine hundred and ninety-four thousand seven hundred and sixty-nine dollars and ninety-six cents. Q. Does the amount which you have given as the cost of the 1Ioxie contract to the railroad company embrace the two-million note which has been spoken of before in the testilony? —A. It embraces this.*1,994,769. Q. Was tLhe two-million note given on account of this $1,994,769?A. Yes, sir. Q. Have you examined the contractors' books for the purpose of ascertaining the cost of the Hoxie contract to the contractors? —A. I have examined the Credit Mlobilier books; $7,806,183.33. Q. Can you give the cost, from the books of the Union Pacific Railroad Company, or from any other source, of the first fifty-eight miles wesc of one hundredth meridian c -A. I cannot. Q. WVas there ever any adjustment of profits on that fifty-eight mniles after the Oakes Ames contract was made with the Credit Alobilier ~?A. Not to my knowledge. Q. Was there ever any settlement with the Credit MAobilier with reference to these fifty-eight miles'?-A. No, sir. Q. Was there ever any sum paid to the Credit Mobilier on accounlt of these fifty-eight milesf —A. There was $1,104,000 paid to the Credit MaIobilier on account of its interest in the Ames contract. Q. What interest did the Credit AIobilier have in the Ames contract?A. They guaranteed the contract and were to receive 21 per cent. for advances made, and then were to have the profits on these fifty-eight miles. Q. 1Were they to have the profits on the fifty-eight miles in addition to the 2~ per cent.? —A. Yes, sir. Q. What dlid the 2 per cent. amount to f?-A. It has never been made up. Q. What was the $1,104,000 paid for?-A. I do not know; it was simply paid on account. Q. Is there any mode by which the profits on this fifty-eight miles can be ascertained?-A. Not that I know of; I am not capable of making it up. Q. Upon what is that 2- per cent. to be calculated? —A. I should have to get the assignment of the contract. That is all I can tell, just what the contract reads. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 641 Q. What amount was to be advanced by the Credit MIobilier?-A. That I cannot tell. Q. What amount was advanced by the Credit Mobilier on account of this Ames contract?-A. Five hundred and seventy-six thousand six hundred and ninety-seven dollars and one cent. Q. That was the whole amount advanced? —A. That was the balance of the account. I will give you the whole amount advanced, $723,606.80. Q. That is tilhe amount advanced by the Credit Mobilier on this contract?-A. Yes, sir. Q. If the $1,104,000 is a settlement of aceounts between the Credit Mobilier and these trustees under the Ames contract, then the difference between 2~ per cent. on the amount that you have, given and the $1,1047,000 would represent the profits on the fifty-eight miles, would it not?-A. The whole question commences with an "if." Q. I wish simply to get at that idea.-A. You would o-n ly get what might be my opinion. I have no opinion about it. I hare nothing to do with it except as a clerk. The whole matter might be determined in a different manner when it comes to a settlement. Q. I find in the Oakes Ames contract this provision, " And this conveyance and transfer is made upon the further trust and condition, that the trustees shall adjust and pay over to the Credit Mobilier ot America such portion of the net profits of the work done and materials furnished on the first hundred miles west of the one hundredth meridian as was done and performed prior to the 1st Januar.y, 1867." Was that adjustment ever made?-A. No, sir, it was not; not to my knowledge. Q. Do you know what was the cost of the first one hundred and thirty-eight miles west of the one hundredth meridian up to the time the Oakes Ames contract had been made?-A. No, sir; I do not. Q. Is there any mode by which those profits can be ascertained?,-A. I am not capable of making it up myself. Q. Is there anything on the books of the Union Pacific Railroad Company that will show the cost of the one hundred and thirty-eight miles up to the time the Oakes Ames contract was let?-A. t do not think there is. Q. Has any amount been charged to the Ames contract on account of the discount on securities; and, if so, what amTount? —A. Yes, sir; the trustees' boolis show, on first-mortgage and Governmentu bonds, $517,440.08. Q. Is there any amount charged to the Davis contract on account of the discount on securities f-A. oT0o sir. Q. TVhat amount was realized on the sales of these bonds that you have madef —A. I will furnish you a statement. (Statement put in evidence and marked'1 Ham 1."') Q. Do the books show any amount of stock subscribed to mnake up the difference between the.amount for which bonds were sold and the cost of the road under the Ames contract? A.-The assignees of this contract subscribed to the capital stock according to the terms of the contract. Q. What amount did they subscribe, and when?-A. I canlnot distinguish between ole one contract and another in giving you the subscriptions. Q. W'that amount was subscribed on account of the Ames and Davis contracts conjointly?-A. January 4, 1868, $2,296,000; June 17, 1868, $1,500,000; July 3, 1868, $2,500,000; July 97 1868, 3O0,000; December 30, 1868, $7,5000,000; February 27, 1869, $4,000,000; October 19, 1869, $1,000,000; November 3, 1869, $1,000,000; rNovember 26, 1869, 1,000,000; December 18, 1869, $,100;000; January 11, 18707 $1,00,0000; 41 C m 642 CLILEDIT' MIOB3LS Eii AN >ED UNION PACIFIC RAILROAD. Jan.uary 25, 18'70, $1,000,000; iFebruary 11, 1870, $29000,000; Febmrarvr y 18, 1870, $c1,000,000; July 29, 1870, $3,000,000; making 830,096,000; wish to qualify thiS statemnent by saying that some of this stock ma-r int have been subscribed on account of these contracts. Q. How much oft it? c —As I cannot say how much. Q. If any;' ouf i t was not subscribed on account of this contract, on i {lcatco acunt wcas it s-esJ cr"ibed *.A. On aecoiunt of the money actually:paid in. Q. By wlomn were thEse sunlscript-ions made? —A. By H. C. Crane, assistant treaosurer, and J. A. Rice, assistant treasurer.. xWhen you say the money was actually paid, did these trustees tpay over the money or did. they use a clhec? —A. I mrnean to say that Jr. John A. Rice had money to his credit on the books of the Union Pacific Railroad Comlpany independent of the contract money that the -coimpanly hadI received at different times from sales of bonds. Q. Did he get a check from the company? —A. I suppose the officers of the company can produce the checks if wanted. I was not an officer and do not know howNv the transaction occurred. I suppose the checks were drawn. Q. Drawn by the Union Pacifie Railroad Company, passed over to 1the parties subscribing, and the check turned back in payment of subscription — A. I presume so, but do not know. Q. From what source were the moneys derived? — A. From sales o!' bonds by iMr. ilice. Q. On what account was this money paid over to the trustees?-A. Some of it was paid over to the trustees on account of this money received; some on account of the contract. Q. Did the trustees have no money except what was derived fiomn the eontract? -A. They h3ad -money which was derived from. the sales of these bonds and stocNk. Q. On what account did they give the bonds and stocks?-A. They took the bonds on account of thie contract. Q. The whole thin.g arose out of the contract itself?-A. To be sure, in aT certain sense, it,arose out of it. The history of the transaction is, that the company found itself with a large floating debt which they Zmust wipe out in some way or other, and they sold these securities to the trustees, and the trustees sold theim to the stockholders, and they soid a portion, and the othier portion was issued according to the terms of the contact. Q. Did the comp'any soil a; ny stock'-I-A. No, Sir; it simply took subscriptions for stock. Q. W-hen subscripnetions w ere made and paid in money by the trustees, fromn whtat source did the trustees get the money?-A. From sales of the securities, stocks, and bonds. Q. On what account did tlhey get the stocks and bonds that they sold I?-A. Some of them they got from this money, and some on account of the contract. Q. Did these trustees ever have a:nyv bonds or stocks that they got in any other way xcuept oil account of the contract ~-A. 0, yes, to be sure, Q. Where did they get them? —A. They got them from the money. I yvi! tell yoou how the t}hing appears. They first had four millions of stock that they got on thle account of the contract, and that they had on hand. They purchased some bonds from the company on account of tLhe contract. Then they hbad a, stock to go to work with. Then they sold these to Tom, Dick, ald Harry-,various parties —and then they CRLEDiT MOBILIER AND UNTION PACIFIC I{AILtiOAD. 643 got mouey, and that money is placed to the credit of J. A. [Rice, assistant treasurer, So that -they have a nmoney account and a contract account by itself. The, books of the company show it in that way. Q. What. amount of securities were sold by the Union Pacific Railrorad Company while the, Hoxie contract was being contracted?-A,'Nothi'ng, but the Government bonds. Q. Did the comnpany, after the Hoxie contract had been completed, dispose of any of the first-mortgage bonds; and if so, bTwat amount?A. They disposed of all -of them up to the end of the Hoxie contract, or that portion of the road covered by the Hoxie contract. Q. They were authorized to issue their bonds one hundred miles in ad vance of the road, and sometimes bonds were sold in advance of that authority to issue. They co-mmenced selling bonds in 1867. WVere those bonds sold to the Credit!iobilie~.-A. A million and a q uarter were sold to the Credit Mobilier. Q. Were there any more than that sold to thIe Credit lobilier — A. No, sir. Q. Did the company dispose of the remainder of its first-mortgage bonds up to the one hundredth mneridian f —A. It disposed of thein all. Q. Have you examined the balance-sheets that were presented by;Mr. Crane in his testimony yesterday f?-A. Yes, sir. Q. Do those balance-sheets show a correct stateiment from the books of the company f-A. Substantially so. Q. In what did the trustees receive the profits that appear by these balance-sheets to have been made on the Ames and DIavis contracts )-A. They subscribed for stock, and they purchased bonds. Q. They received it in stock and bonds, did they not? fA. They did just according to that wording. Q. How much of it was stock, and bow muchI of it in bonds?-A. That would be difficult for me to tell. Q. Can that be shown from the books?-A. I do not know but it can be. I'think we can tell. January 3, 1868, they purchased 3,777 firstmortgage bonds at 90, amounting to 3,399.300; July 3, they purchased certificates which were afterward converted into incomebonds, 2,500, at 101, amounlting to $2,525,000; January 3, 1868, 22,960 shares of stock, amounting to $2,296,000; June 17, 1868, 15,000 shares, amounting to 81,500.000; July 3, 1868, 25,000 shares, amounting to $2,500,000; July 14, 1868, 3,000 shares, amounting to 8300 000; December 3i, 1868. 75,000 sh.ares, amounting to 7,500,000 7 rebruary 27, 1.869, 40,000 shares, amounting to $1,000,000; October 19, 1869, 10,000 shares, amon- ting to $1,000,000; November 3, 1869, 10,000 shares, amounting to $1,,00000)03; November 26, 1869, 10,000 shares, amounting to 1,0 00,000; December 18, 1869, 10,000 shares, amounting to $1,000,000; January 11, 1870, 10,000 shares, amounting to $1,000,000; January 25, i870, 10,000 shares, amounting to $1,000,000; February 11, 1870, 20,000 shares, amounting to $2,000,000; February 18, 1870, 10,000 shares, amounting to $1,000,000; July 29, 1870, 30,000 shares, aimounting to $83000,000. The bonds — Farch 31, 1869, 1,900 first-mortgage bonds, amounting to $1,900,000; October and November, 1,700 income-bonds, at 60, amounting to $1,020,000; January, 2,210,000, amounting to $1,320,600; Febriary, 1,939,000, amounting to $1,145,400; January 18, 1871, 1,000 at 60, amounting to $600. Mr. John A. Rice paid in cash into the Union Pacific Railroad Company, as the proceeds of bonds and stocks sold by him, $6,368S,334.90. Q. Was that the proceeds of bonds and stocks sold — A. Yes; that 644 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. was the proceeds of bonds andt stocks sold by him, and for which he received stock of the Union Pacific Railroad Company at par. Q. Then deducting fronm the amount of stock given by you as above, $6,368,334.90, would show the amount of stock received on account of the profits as shown by these balance-sheets? -A. It would show the amount taken under the eleventh section of the contract. They subscribed for so much stock on account of the excess received from the bonds on account of construction. Q. The aggregate profits made onl the Ames and Davis contracts, as shown by the balance-sheets, exhibited with lMr. Crane's testimony, are $37,657.095. Now, state how much of that was bonds, how much stock, and how much money.-A. They received on account of the contract, $3,777,000 first-mortgage bonds, amounting to $3,399,300; 4,400,000 certificates for first-mortgage bonds, which were afterward converted into income-bonlds, amounting to $4,425,000; 5,841 income-bonds, amounting to $3,486,600, and subscribed for 240,000 shares of stock, amounting to $24,000(000; the balance was received in cash, $2',346,195. Q. Have there been any payments made to the Credit Mobilier since the resolution of the directors fixing the amlount due to the Credit Mobilier?-A. Not on that account. Q. Have there been any payments made on any account?-A. Yes. Q. On what accoun'?-A. On current account. Q. That does it have reference to? —A. It has reference to nothing' particular. It is simply a current account, "6.paid them so much money on account.' Q. Does the Credit Mfobilier have any other account? —A. It has two accounts; one wi-th the balance due on the Hoxie contract that has never been paid. Q. Nothing been paid on that?-A. No, sir. Q. Look at the books of the -Union:Pacific Rtailroad and see -what appears to be the cost of the whole road as shown by these books.-A. The whole cost, as appears from the books of the company, is $114,033,728.52), an itemized statement of which is herewith submitted, [marked "; Ham 1."] Now, I would like to state the actnal cost of building the Pacific Railroad as I make it up from the books of the contractors and books of the company. The actual cost is $71,208,399.18. Q. What do you mean when you say the actual cost?-A. I mean the amount of money expended in buildingc losses on securities, discount, antd interest, and other things which go to make up the cost of the road. Q. In this account that you have presented I find an item of $2,581,180.09, disc&unt and interest. Vil Syou explain that?-A. That was interest on the money borrowed. Q. F'rom wh6m?-A. From outside parties, principally; some from inside parties. Q. In what way was that money borrowed f —A. Some of it on de~mand loans and some of it on notes. Q. Is there on the books of the company an account of that?-A. Yes, sir. Q. State on what book and commencing at what page this discolInt and interest account may be found? —A. On ledger A, commencing at page 535. Q. Where will the journal entries be found? —A. Just where stated here. Q. They will be on journals and cash-books corresponding with the paging that is indicated on this ledger?-A. Yes, sir. Q. What do I understand youto mean when yotu- say,y that thae actual CREDIT MOBILIER AND UNION~ PACIFIC RAILROAD. 645 cost of building the road is $71,208,0399.18?-A. I mean to say that if there had been no contracts made -with anybody and they had had to build the road under the difficulties they did encounter, it -would have cost seventy-one millions in cash, having to sell their securities at the prices they sold ther. Q. Then in getting at thids seventy-one millions you take inlto account the discount on the securities.?-A. Yes, sir the loss to the conpany on securities. Q. When you speak of seventy-one mlillions you are speaking outside of the contracts that have been made fobr the construction of the road, or do you mean it would cost that at the contract prices at which it was let — A. No, sir; that it did actually cost the contractors so much money to build, and then it cost the complany in addition so-much money. I will make a detailed statement that hwill show it. [Hamna 2, appended.] Now, I would like to lmake a statement. The trustees under the Ames and Davis contracts were compelled on account of the pressing necessities of the company to sell the securities received by them at so large a discount from the amount paid for them that the actual amount divided on both contracts at its cash value I should consider worthl not more'than nine millions. Q. What securities do yout refer to as having been solTd by them at this large discount? — A. Stocks and bondls of the Union Pacific Railroad. Q. What bonds do you refer to?-A. Lard-grants, i cones, n eancd stocks. Q. )o you refer to aIny first-mortgage bcndsi-A. Yes, si; firstmortgage, land-gralht, income, and stock. Q. Wphat did the trustees pirclhase tie land-grant bonds at? -A. Fifty-five per cent. Q. They bought them fromn the company at 55? —A. Yes, sir. Q. What did they sell at f?-A. They sold them with other securities. Q. They bought the land-grants at 55 and sold them for what?-A. They dcid not sell them by themselves. Q. What did they do t hen.?-A. They bought first-mortgage at 85 and the land-granits at 55, and they sold one $1,000 first-mortgage bond, and one $1,000 land-grant bond, and $5,000 of stock, for $2,000. Q. W~as that to raise money — A. It was to raise money to mleet the pressing necessities of the company. Q. To whom did they sell them? —A. They offered them to all their stockholders, and could not get them to take them. Q. Did they sell them to these persons whb are given in 3Mr. Crane's statement? -A. Yes, sir. Q. Go to the next class of bonds.-A. They purchased the incomebonds at 60, and sold 81,000 of bonds and $2,000 of stock for $800. Q. In other words, they sold the bonds at 80 and distributed that imuch stock, or they sold the bonds at 60 and the stock at 10; is not that the way? It amounts to the same thing either way, does it not?-A. Yes, sir. Q. They bought these L"incomes" at 60; then they turned about and sold.them at 60 with double the amount of stock at 10, or they sold them at 80 and distributed the stock — A. No, sir. They sold the bonds and stock, is my understanding, without any distribution. I would put the whole thing in at 80-$ 1,000 of bonds and $2,000 of stock. Q. Did not you make up on their books a statement showing that this was a sale of the bonds at 60 and the stock at 10? —A. I had no authority to do it. 646 CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. Q. That was your interpretation at that time?-A. No, sir. Q. You did put that upon these bools?-A. Yes, sir; but I had no authority whatever. Q. But it so appeals upon the books? —A. Yes, sir. Q. This is what you call a selling of the securities at this enormous discount, by virtue of which you say that you conclude that these par, ties only made a profit of nine millions? —A. Yes, sir; because there were lots of men that wvould not take the securities at these prices. Q. These sales of securities to which you have referred are the same sales of securities vwhich were referred to by Jr. Crane in his tstilmonyl yesterday, a detailed statement of which was put in evidence? —A. Yes2 sir; I did not hear his evidence, but that is the detailed statement, Q. They are the same sa les that are set forth in this statement?-iA, Yes8 sir. Q. Now, it is upon that that you base your statemenlt that you do not consider that these parties made more than nine millions of dollars?A. It is upon that. Q. Now,, jr. Ham, vwas not that the mode in which the parties distributed the avails of their contractA.t It A s not dfone for t hat obJ ec t. Q. But is not that the mode in whi1h 4he dg dddistribute this contrac2t — A. aTha was not the object. Q. I in not talling about the object. Is not that the mode in which they did d.istribute? —A. You will find my name in here for large amounts to which I was not entitled. Q. Didh they ever make a distributicn of avails in any other mode.thIan this? —A. They hlad no avails to distribu te. Q. Thlen cl here vere no profits miade upon this contract —A. N — o, Sir. Q. Ti'ere neer was a7nyt gdh-in; dividted?i- A. Xo accorditng to the books. Q. Acoraing to tohe systen of boolkkeepin whih you. h ad a dopteol inI conducting these afiars, notwithstanding all that appears Prom the balance-sheet there is nothing divided? —A. [I vTish to s-ay that the securities were sold so n uch less th an what was paid for themn that nothing was divided; the book-k1eeping haldL nothing to do with it. Q. Then, aceording to the manner in -whichB they di.d th' thIs then wvas nothi-ng to divide? —A. -othing to divide. Q. ]Noothing to divide in theory; howv, as it, t Im? ct Ai, Ve], I c on sider if that had been doesinable, lots of peoploe wvoetld havie ta~ken it that did not take it. Q. I want to know how it 1was in fact. Do you wish to be understoo-d that there was nothing dividoed among these people?,-A. I wish to be uniderstood as saying that. Q. Then what became of these profits? -A. They sold these secrities at these prices; they offered them toQ. They sold them to whom I-A. They offered them to their stockholders. Q. They sold them to whom? —A. Sold them to stockholders. d. -Did not they substantially sell them to themselves? —A. Neot entirely. Q. But u.ibs-a.l,:.nt4amlly they sold them to themselves?-A. Yes; they Q. Mr.Ir. -nam, halve you ever undertaken to trace out these bonds that were sold I —. Yes, Sir; that is the manner in which they were sold, CREDIT MOBILIER AND UNION PACIFIC RAIROAD. 647 Q. The circular you showed me shows the nanner in which tbhis thing was done to which you have referred` —A. Yes, sir. Q. Did I understand you a while ago to say that the trustees bo ught income-bonds from the Union Pacific Railroad Company " —A. eiVel-u it is the same thing, buying them or taking them upon a contract. The CHAIRIMAN. That is what I have been contending for all the_ way through. The WJITNESS. I will admit that they took bonds on the contraect any time. Q. I will read a portion of the cireular: " The trustees havingy completed the work of construction and equipment of the Union 1acific Railroad, and having received a payment for the same in ten per cent. income-bonds, payable September 1, 1871, or within five years, at the option of the company, also stock of the Ulion Paci fic 1Lailroad Conmpany, and being desirous of closing up the trust and paying up all ouatstanding liabilities, propose to each of the pairties interested in the trust the following terms." Then, if this circular shows just what was done,,the Union Pacific Railroad Company did paI y "for construction by turnin over these incole-bonds?-A. That seems to be the construction which,Mr. Rice puts upon it. I d-o not plt t huat construction upo3 iut. Q. If this circular [Ham 3] that you hlanud ie is correct, then the trustees received stock in paymSent for this wo Pk? —A. I do no3t consider iatar correct. Q. Mtr. Rice seems to put that constriLtiou upon it)?-A. Yes, sir. Q. Now, this circular proceeds as follows: " or tFw:o of said incomebonds, of $1,000 each, and forty shares of the stock of t1he company, and by way of compromise and adjustment w-ill also give the party taking said bonds one other of said bonds of $1,000 upon the surrender to us, as such agents, of a certificate or agreement of July 3, 1868, by which the Union Pacific Railroad Company prouzise to deliver, when practicable, one of its first-mortgage bonds; pa*vmen:t fobr the saild bonds twill- be received as follows. Ts that the co lst u!so:, wiC h Lyo put upon it?A, Yes, sir. Q. You andA 1r. Ricee agree as far as thaz t I cs eoncerned i — A. Yes, sir. Q. I would be gliad to have you statew, no,.how i was that thilis sh ortage of bonds occurred, as nearly as you an.. C, a airch, 18609 i locked the cownpanyis vault and went lome wwitdh iscrlucti1onS to remain there until I was sent folr. [I was not sent- fo- until about the niddle of the following July. In the mean time the company's offcers or the men2 managing the company, had been dogged around om pillar to pr o post and wh-en I came to maike up the bond account this shortage occurred. Q. Whatt disposition had been nmade of these bonds from tine to time pr'ior to this short age?-A. The most of t+hese bonds, when I left, were in Boston; but they were accounted for from Boaton. Q. Was there any shortage at Boston? —A. No, si., Q.'Where did the shortage occur' — A. That cannot trace. It occurred between those three months. Q. Did it occur in New York?-A. Yea si ir. Q. W'ere any of those bonds deposited abo-ut one place and another as collateral security for loans?-A. It is so stated. I have no know!edge of it; do not know anything about it. Q. Prior to the time of your getting out of New York had any been deposited as collaterals?-A. A large amount of them. Q. Have you any books or papers that will show with whom bonds had been deposited as collateralsk-A. I had boolks, but do not- know where they are. :48 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Did yon ever keep anynlem-oranda that would throw any light upon that subject?-A. I did at the time; but they are all gone now. Q. How did you keep these memoranda — A. I kept a bond-book, showing the number of each bond, and what was its disposition; where it was temporarily, and what was its final disposition. Q. Where is that bond-book?-A. I do not knowv -whether it is in the office or not. Q. Is it not possible that these bonds may be out somewhere where they have been hypothecated? —A. No, sir; the coupons come in regularly. Q. I suppose the coupons may come back; but the bonds do not find their way back 0?-A. No, sir; we have attempted by the coupons to trace the bonds back, but we find that parties having control of the bonds very often shifted nlumbers-mixed them up with their own bonds-and then they got shifted around elsewhere. WVe cannot tell anything about it. NEWT YORi, February 8, 1873. E]DWAAD MOJJRG1tANI swornl and examined. By the CHAIRIVMANT: Question. Where do you reside and what is your occupation -An — swer. I reside at 328 Fifth avenue, New York City. Aml a banker, of banking-house of l\. Morgan & Sons, doing business No.'39 William street, New York City. Q. What, if anything, do you know of three drafts drawn by J. M. S WVilliams, treasurer of the -Union Pacific Railroad Company, March 9, 1871, one for $20,626.45, one for $43,841.09, and one for $18,032.46f State all you know in relation to them.-A. They were drawn for account of C. S. Bushnell against land-grant bonds of the Union Pacific Railroad Company, at 70 cents to the dollar, and accrued interest. The proceeds of the draft went to Mr. Bushnell's account on our books, and he got the benefit of the same. The drafts came to us on the 10th of M~iarch, 1871, were paid theat day7 and the bonds accompanied the drafts. The drafts and bonds I think were brought to us by IMr. Bushnell in person. That is all I know about the transaction. Q. Do your books show anything in relation to a draft for $2,500, favor of E. H. Rollins, drawn. by Mr. Bushnell?-A. Our books show that on the 10th of March, 1871, we paid Mr. Bushnell's draft, favor of E. H. Rtollins, for $2,500. NEW YORK, Februa ry 8, 1873. T lo3ArS P. GILMIAN swworn and examined. By the CHAIRMAN: Question. Where do you reside and what is your occupation?-Answer. Palisades, lockland County, New York. Am a banker, of the firm of Gilman, Son & Co., doing business in the city of New York, No. 47 Exchange Place. Q. Look at this check, dated Maarch 9, 1871, drawn by J. M. S. Williams, treasurer, on National Bank of Commerce of Boston, No. 2372, for $24,500, payable to the order of B. WI. Spence, indorsed by B. W. Spence, payable to order of E. I-. Rollins, secretary, and imdorsed E. H. Rollins, secretary; and state whether or not that check came to your CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 649 baank, and on whose account, and by whom deposited. —A. I think that that check was deposited by General G. M{. Dodge. Our books show the following entry, date M3arch 10, 1871: "G. I. Dodge dep'd $24,500."7 The form of the entry indicates that the deposit was made by General Dodge in person. If it had come by mail the entry would have been, in place of the word " dep'd'" 4,' let.," indicating letter, and following that, the date of the letter inclosing the deposit. When a deposit is made otherwise than in person the mode of making the deposit is always indicated in our books. Q. Had General Dodge been keeping an account with your bank prior to this deposit; did he have an account at that time; was it continued after that date, and did this $24,500 go to his credit in his general account, if he had such an account? —A. He had been keeping an account at our bank; had anl account there which was continued afterward. This $24,500 went into that account to his credit. Q. W~hat, if anything, do you know as to what disposition was made by him of this $24,500?-A. Alt I know is that he drew checks cand drafts on his general account, of which this $24,500 was a part. PITILADELPI-IIA, PENNSYLVATNIA, Feba'2ta'y 10, 1873. TnorIAs A. SCOTT, of the city of Phiiadelphia and State of Pennsylvania, sworn and examined. By the CHAIT/lAN: Qaestion. Did you at any time hold any official relations with the Urnion Pacific Railroad Company; and if so, what, and when? — nswer. I was president of the company from some tinle in March, 1871, until 3iarch, 1872, one year. Q. WNere you elected president at the annual meeting in Mlarch, 1871?A. Yes, sir, I was; I think the 8th or 9th 3March. Q. W'ere you in the city of Wa.shington while the bill was pending before Congress in relation to Government transportation, which was approved Mlarch 3, 1871? —A. I was there several times while the bill was pending, but not in connection with that bill. MIy special business in Washington was to take care of the Ohio River bridge bill, for the crossing at Cincinnati, in which our Pennsylvania Railroad Company was interested to over the extent of a million of dollars, which was placed in great jeopardy by the threatened action of Congress, by reason of their requiring the bridge to be raised over thirty feet, without any possible claim for extraordinary outlay caused thereby. I appeared before the committees of both Houses, with our counsel, Stanley Matthews, on this subject, and continued the fight up to the last night of the session, when Congress granted us an appeal to the Supreme Court for damages, if we could show that we were entitled to them. I knew, during my stay in Washington, of the efforts of gentlemen connected with the Union Pacific Railroad to pass the bill of March 3, 1871, relating to transportation over the Pacific roads, and I also knew of the Omaha bridge bill, to provide for the completion of that structure across the Missouri River. Q. Have you any knowledge or information of any moneys of the Union Pacific Railroad Company having been used directly or indirectly with members of Congress to secure the passage of the act of March 3, 1871, or of the Omaha bridge bill, approved February 24, 1871?-A. I have not. 650 CREDIT MIOB!LIER AND UNION PAC'IFIC RAILROAD. Q. Were you at a meeting of the board of directors of the Urfion Pacific Railroad Company, held in the city of Boston, 31arch 9, 8S71, and if so, do you know anything in relation to a claim of $126,000 that was considered by a committee at that meeting -i-A. I was at the meeting on the 9th' of )March, and knew that the subject of compensation or allowance to Mr. Bushnell was placed in the hands of a committee -with power to do what in their judgment was right to be done. And as president of the company, I was ex-officio called on as a menmber of that committee. The committee heard Ar. Bushnell's claims, as stated by-myself, and granted hin the amount of $126,000, which was paid to him by the company. 3tr. Bushnell stated that he was under great embarrassment on account of the company y by undertaiing to ca,rry through himself and his associates large amounts of the secnrities very much above ruling market rates, and that he had, at sacrifice to) hxs own business, given the company's interests at Washington a great deal. of time and attention, andl that he had called General Dodge there to aid him, and had agreed to pay him liberally for his time and expenseo, all of which lhe wanted to carry out in good faith, and that if the conpany were willing to aid hsim reasonably he felt that he could. go on and carry out every obligation he had made to the company.' k)e wv of m-y own1 knowledge that AMr. Bushnell had been carrying' a very large load of obligations, and for the various reasons givela y Alf-. Bushnell, the committee agreed that the compCny's interest ard MiVr. Bushnell's would be equitably served by granting the sua thley i.d antd t w-ras so paid to him. Q. What securities was he earryincfg to whieh ou have:7eferred'n] your last answer, and who werer his associates "-A. He was carry a'g a large amount of the land-grants 2and income-bonds of the conmpany, f tha: were taken by himself and associates in order to place the company in reasonable financial condition by providing for its interest due in Janusary, and to provide money to lif and pay off the floating debt of the,ompany. I had made this a condition before agreeing to accept the presidency, that all its old com plica~tons with the Credit'lobiier, unadjusted floating debt, and other questions of that cbh racter, should either be actually paid off or placed in such condition as to revieve the company froi embarrassmeent from that souree. e O accompish thispi purpose, lMr. Bushnell and his associa-tes acreedl as I afterward under.. stood, to purchase from the company, very much above their current market-values, four or five mifllions of he bonds roeferred to, no do ubt wita the prospect on their part that,1ae improved Ifeancial condition Oif the company, and the reviv cred t of te new orgartization, wonuld ulmately relieve them from loss. But this they forund to be a slow pro.. Cess and the load a heavy one. Ir do iot- k-now w-ho the rassociates of 11r. Bushnell were, but I think lhey i'ere bankers of New York an, Boston. 1Mr. Bushnell finally and futlyj acs I lbealeve, carried out all u4s obligations to the company, and its credit by these various moveTments was preserved intact, and all its ob1ig;3ations Lnet at maturity. Q. Did fr. Bushnell pay to you any portion of this $126,0007 and ii so, what amount and on what account? -A. I had said to M'r. B ushnell on several occasions, that I wanted very muclh to have moneys that I had advanced him restored to me as soon as he could; and after the committee had acted on the 9th of March, I said to him then that I hoped he could give me a portion of the moneys he owed me. He asked me the least amount I could get along with that day, and I replied, fifteen or twenty thousand dollars. He gave me a check of the compa.ny CREDIT BIOBILIER AND UNlON PACIFIC RA1LROAD 651 for $19,000, which I took as cash from him. This check I deposited in the usual course, after my rtnurn to Philadelphia, at the Girard Bank. Q. Look at this check dated Miarch 9, 1871, No. 25373, payable to order of B. FW. Spence, indorsed by B. W. Spence and by E. H. tollins, and state whether that is the check to which you refer.-A. I hav e no doubt that this is the check that was handed to me after the meeting of the 9th M3arch, inl Boston, by Mr. Bushnell. Q. Have you any iknowledge or information of any moneys of the Ulnion Pacific Railroad Company having been paid directly or indirectly to secure the election of any Represent'u'ive to Congress or Senoatr?o A. I have none whatever. YA\~sIn!NGTON, I[). C.,'iF7b,alr.uy 1[0,,1873 C1AhRLE S T. SIIERcn-AN sworn air(d examined. By'r. S HELLABARGcE,: Question. aWere you one of the Cgovernlmelt directo, of the nion Pacfic Iailroad Company? —Answer. I was. Q. -During what time?-A. From the summer of 3 1$864 to the siummner of 1867; tlhe particular dates I cannot give. Q. tHad yon any personal knowledge of the history and progress of the surveys and location of that road dutring the time that you were a Government director? —A. I had on1y a general information of the pro ogress of the surveys which I deriv ed from examination of the reports of the engineers as they were from t nw to time made -tom he board. Q. I find in Executive Document JNo. 2 of the Senate of the United States, a communication to the Senate from 0. H. Browning, Secretary of the Interior, dated April 2, 1867, contalling', among other things, a report by bt. J. L. Williams, Governecn t diretor. I wish simply to call your attention to that report, and especially to the descrip-tion of route To. 7, ou0 page 18; also to what is said on page 24 of that report:in respect to its being the route finally adopted. And I wish to ask, firs, in regard to that, whether tha.t pass, described in his reor as No. 7 is the one that was in fact established by the company? —A. (After examlining report.) Yes, sir; it w-as the one adopted. It was known as Evans's Pass. Previously, in common conversation at the board, it was known as the Cheyenne Pass. It is the p')ass where C(heyenne and Shermain are situated. It is the pass whic Th was ultimat-ely -'doted and on which the road was constructed. Q. In another report by Mr. J. L. i. Viliams, dated June 16, 1868, he atludes to that location in th.ese word:s'G in my report to you of 23d November, 1866, the very adv antageous route, at 90 feet maximum grade, across the first mountain range- the Black Hills-deiscovered after extensive surveys continued thronugh three seasons, was fully described.Y7' N3ow, I wish to ask you how fully the character of that route, as described in the report which I have shown you, was known to the direction of the Union Pacific lRailroad Company prior to the letting of the Oakes Ames contract, on August 16, 1867? —A. lfy impression is that it was fully known to the board of directors, and to the parties interested in that contract. Q. It appears somewhere in this report that the surveys made prior to that date were quite full and were made by instruments —actual surveys with levelings. Can you tell us, from your knowledge, whether that was the fact or not?-A. I so understood it. I had no personal lnowl 652 CREDIT MOBILIER AND -UNION PACIFC RAILROAD. edge on the subject. The Government directors relied altogether on Mr. Williams, having full confidence in. whatever he said. Q. I find, in a report made by you and other Governiment directors, dated at, New York, January 7,1867, that you speak of the track of this road as laid three hundred and five miles fronm Omaha, and the necessary engines, cars, and stations furnished for immediate use, although not fully equipped; that the road has been accepted from the contractors, and steps taken for a settlement at $50,000 per mile, of which $5,000 per mile was for equipment, nunder the provisions of the Hoxie contract, referred to in your report of July 8, 1865, and you say: "' The said contract was extended to the one hundredth meridian of longitude, by thle executive committee, without the knowledge of any of the Govern ment directors, the extension of the said contract not havin-g been reported to the board of director~ till October last. Such action, however, had been taken by the company as rendered the contract legally binding." What objection was made, if any, to the extension of the Hoxie contract to the one hundredth meridian; and what was the ground of objection taken on the part of the Government directors?-A. At the first meeting of the Government directors with the board, in New York, in the fall of 1864, the Hoxie contract came to our knowledge, having been executed by the board previous to our appointment. WiVe then condemned it. That was as early as 1864, when the contract was only for one hundred miles west of Omahia. We condemned it, but under the circumstances, considering that it was made while the war was still existing, considering the high price of labor, and the want of means to transport iron and other materials to Omaha, except up the _Missouri Rivere, wNhich was an uncertain way, and considering the consequently enhanced cost of nmaterials, we concluded that we would simply protest against the contract in our report to the Secretary of the Interior, and let it go. But afterward, when we discovered that the executive commnittee had extended that contract 150 miles farther, witholt. subinitting it to the board, and without communicating or reporting it to the board, for nearly a, year afterward, we did feel disposed to protest and to take some action on the subject. But why we did not, I cannot give the reasons now.' WVe, felt outraged at the time. Q. TWhat was the ground of that objection? —A. That the price was too large, too extravagaint; it was $50,000 a mile, but it. should Tnot have cost the half of that. That was the ground of our objection. Q. It is stated also in this report of yours that "it is expected that the Cedar Rapids and Missouri Railroad will be completed the present month through Western Iowa, which will save much expense, with more certainty in future for the transportation of materials." Do you recollect whether that completion wvas in fact effected as then expected? —A. I think it was. Q. What effect had that faeility of transportation on the construction of the Union Pacific Railroadf-A. It cheapened it very much, and rendered more certain the transportation of materials. Q. When did you leave the direction? —A. In July, 1867, I think. Q. In your report of gMarch 2, J:867, I see this statement: ";At a regular meeting of the board of directors just closed a contract was concluded fbor the construction of two hundred and twelve miles of the litre extending from the present terminus to the base of the Rocky Mountains, at $42,000 and $45,000 per mile, which includes provision for ample equipment and stations." With whom -was that contract made, and from what point? —A. That was the Boomer contract.:Three hundred and five miles west of Omaha was fifty-odd miles west CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 653 of the one hundredth meridian. I think the one hundredth meridian is two hundred and forty-seven miles west of Omaha. Q. Then this two hundred and twelve miles would begin some fiftyodd miles west of the one hundredth meridian and extend to the base of the Rocky Mountains?-A. Yes. Q. State -what amount of money during your connection with the road was paid in on the stock of the Union Pacific Railroad Company.-A. I do not think that there was more than $200,000 or $250,000, the 5 or 10 per cent. (whichever it was) that the charter required. We understood that Dr. Durant furnished the money to build the road beyond Omaha, (for the first thirty or forty miles beyond Omarha it was a very expensive road,) and that he got that expensive part about finished from his own private means and with the money which the stockholders paid in, and then the Credit MAobilier began to appear. But how and why it arlppeared was kept as muach concealed from the Government directors as it could possibly be. NWe were not admitted to their confidence. But we knew that the road was carried on with an energy which none of us ever saw before, and it was perfectly satisfactory to us as representing the Government on that board. Q. Prior to the beginning of 1867, was the road, so far as you knew, as economically constructedl, and were its affairs as economically administered, as could reasonably be expected under the circumsttances?A. I think so, filly. The road was constructed in a very economical manner, but, at the same time, in a permanent manner. The sub-contracts were let with a good deal of care and a good deal of cutting down of' prices, so that the sub-contractors made but a fair profit. Q. ~Were you personally acquainted with the manner in which the subscriptions to the stock of the company were paid in, and with the manner in which dividends were made to the parties connected with the construction or with the government of the road prior to your leaving the direction? —A. No, sir; I cannot say that I have any personal information. VWe were aware that there was but little stock subscribed for, and but little money arising from the stock, and there certainly was no dividend on the Union Pacific Railroad stock. We were kept ignorant of everything that the Credit Mobilier did. WVe did not wish to acquire any information in regard to it. in fact, from what little information did come to our knoweledge we entered a protest against their proceedin gs. Q. I wish to state to you the prices at which the Oakes Ames contract was let: Per mile. The first 100 miles...................... 42, 000 Second section, 167 miles............................... 45- 000 Third section, 100 miles.................... 96 000 Fourth section, 100 miles.......................... 80, 000 Fifth section, 100 miles.................... 907 000 Sixth section, 100 miles-............ 90, 000 amnounting to 667 miles in all,'and extending from the one hundredth meridian westward. State, from your knowledge of the surveys then made and reported to the board, as to the general character of the route, also of the means of transportation, and of the condition of the country, and of the amount of assets in the possession of the company, how these rates, agreed to be paid to Mir. Ames, Would, in your judgment, com.pare with what would be a just price for the work.-A. From the knowledge I obtained while a director of the road, from the surveys and the plats, and froml my knowledge ofthe condition of -the coun try out G;)4J- CREDIT AM1OBILIER AND UNION PACIFIC RAILROAD. there, ilo-ldi say that these pr-ices were double what they should have been, ard that one-half of those prices wvould have given a fair and legitinate profit to a contractor. Q. State whethEer in your judgment, there would hlave been difficul-ty in procuring that work to be done with the assets that were then in the possession of the company, and with the knowledge which then existed as to the state of the route, the difficulties of construction, and everythino else, in getting men of sufficient enterprise and experience to build nthe road at lower prices.-A. I think that, considering the condition of the road, the condition of the Government, and the standing in the market of the first-mortgage bonds, contractors might have been had who would have done the work for much lower prices. It might not have been possible for any contractor to have done it in so rapid a, manner as Dr. Durant did it with his unexampled energy and goaheadativeness; but I think that contractors might have been had who woTld have done it at the prices I have indicated. Q. What were those prices? —A. Half the prices that you n.amed. That is my general impression, and I think it was the irnpression which I had at the time. Q. But you doubt whether it could have been done with the same rapidity?-A. Yes, unless Dr. Durant had undertaken it, for he could drive work better than any man I ever saw. Q. Have you any knowledge of any influence being attempted, either by the bestowment of money or other thing of value, on any officer of the Government of the United States, or on any member of either House of Congress, in regard to legislation affecting the Union Pacific Railroad Company?-A. No, sir. Q. Or in regard to the acceptance of the road? —A. No, sir. I never heard of any attempt to influence any person connected with the Government or with Congress during my services as a Government director. IW'hen the amended charter was obtained, in 1864, I heard rumors that money was used freely, but I know of no instance; and I never heard of'a rumor of any officer of the Government being approached in an improper way during 1865, 1866, or 1867. After 1867 I was a perfect stanger to the road. Q. There is some evidence in the record tending to show that some of these lettings were taken, with an agreement by which the directors who were stockholders in the Union Pacific Railroad Company (not Government directors) should have an interest in the contracts; (I thinkl that that was true of the Williams contract.) Do you know whether the Government directors ever became a party to, or assented to, the arrangement whereby these directors of the company should have the benefit of, or any part in, the contracts for the construction of the road?-A. To, sir; the Government directors invariably voted against the Boomner contract; and I recollect that we called the yeas and nays on the Williams contract, (which was rather an. uncommon thing in the board,) and we five voted square against the Williams contract. I think'Mr. Cisco and one other company director voted with us. I think.1 the vote stood seven to thirteen. We voted all the time and protested all the time against these contracts; and our p-incipal ground of opposing tken was that we knew that a.large portion of the directors of the Union Pacific Railroad Company were parties to them, being members of the. Credit Mobilier; I think the rmajority of the directors were. By Mr. HOAR: Q. Who were your associates as Government directors f-A. Under CREDIT MOBI3LIElt AND UNION PACIFIC RAILROAD. (J55 tli'ict oCf t186F2 frovidin for two Government directors, 5Mr. 1Larbaugh, of Pennsylvania, and M:r. Carter, of Illinois, were appointed directors. Thse amnencded charter of 1864 provided for three others, and Mr. George shmmuna, of Massachusetts, ri. Jesse L. lVfrilliams, of Indiana, and yself were appointed the three additional ones. Q. Are you able to state, with some accuracy, at what time this first imeeting at eTew York took place?-A. M3y recollection is that I was aippointed within a -few days after the passage of the amended charter, which, h think, was in July, 1864. I should say that the first meeting i-n NewT York was in October or November, 1864. Qo Had the Hoxie contract been extended over the second one hunCdred miles when you took your seat in the toard?-A. No, sir. Q. That was done, according to t te testimony before us, by a proposition made on the 5th of October, 1864.-A. MTy impression would be thcat the extension of the Hoxie contract was not till 1865. Q. The proposal for the Hoxie contract was on August 8, 1864. It was ratified by three directors, fbr the first one hundred miles, on 23d September, 1864; then, on the 4th October, 1861- HI6xie proposed by IH. C. Crane, his attorney, to extend it one hundred miles, and the proposition wcas accepted on October 3, 1864. There does not seem to have been any written contract by which that other forty-seven miiles waS built by Ioxie.-A. It was probably done by a verbal agreement. Q. Did Hoxie ever. in fact, do any work under the contract? "A. No, sir; he was a merely nominal party. I think he was United States marshal in Iowa, and I think he acted as ferryman in ferrying freight across the river. He never did a particle of work. He mwas not known on the line. Q. Was there not one Government director on the executive colnmittee f A. Yes. Q. Who was he?-A. T-T..l HarbaugLh. Q. Did not Mr. Harbaugh assent to that transaction Aree vou not in error in stating that all voted against it?-A. No, sir. I am perfectly confident that Mr. 1 1Harbaugh voted with the rest of us. WVe all acted together always. The extension was authorized, I think, by a. sub-comImittee of the executive conummitttee, and AMr. Harbaugh was not on it. I think that AMr. Harbaughl knew no mnore about it than the rest of us. Q. Are we to understand that, down to the fall of 1866, when the work under the Hoxie contract was completed, the Government director;s protested against thle whole proceeding, on the ground that the company directors had an illegal interest in itf —A. No, sir; there was very seldom an opportunity to protest, because the Hoxie contract was considered valid and binding own the company. The road was built a number of miles beyond the Hoxie contract before the Williams contract came before us; and that was the time that we voted against it and objected to it, for the reason principally of the high prices. Q. But were you not aware that the Moxie contract was a contract in which a largee nlumbe. of the directors were interested?-A. We knew that the Hoxie contract had been assigned to the Credit Aobilie-, of which a large number of the directors were menmbQrs. Q. And all thie work that was done up to 1866 was (lone under that contract?'. A. I think so. Q. Did all of the Government directors understand at that time that this was a (con tlract by which tlhe irectors of the Union Pacific Railroad Comlpany, or a imajority of themu, were making a contract with themselves or with a company in whieh they were largely interested'?-A. Yes. r~~~~~~\Il/y~ rv *L~I. Vl' Ib- ~P~nrC.L~\WV~ * xfjef3, 656 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Did the Government directors object to this Hoxie contract'? —A. Yes. Q. ~What acts of objection or protest did they use to manifest their opinion — A. By a report of June, 1865, we set out the Hoxie contract in ifull to the Secretary of the Interior and stated our objections to it, after which we acquiesced in it. Q. Were you further informed of the fact -which you have stated, that substantially no capital stock had been paid in. except some few hundred thousand dollars? —A. Yes, sir; I got that information during the course of my service. Q. And you are also informed that the directors, representing the stockholders, represented a fictitious and not an actual stock-,-A. lIt coluld hardly be called a fictitious stock. Q. It was a stock which had not been paid in, according to the organic act, in cash in full.-A. A majority of the stock was subscribed by Dr. Dlurant and his friends, Mr. Bushnell and his -friends, and Mr. McComb; and five per cent., or whatever amount the charter required, was paid in in money, and then regular calls were issued on that stock for additional payment; but whether they have been paid I do not know and dlid not know. Q. Was your attention called to the fact of the legality of the existence and government of a corporation that required its entire capital stock to be paid in in money, or to be called in by the directors at intervals not exceeding six months, at a certain percentage on the stock IA. Our attention was called to the requirements of the charter, and we saw that regular installments were called in, but we did not see that they were paid. We supposed they were paid because we knew that Dr. Durant was using his own privale means to far more than the amount of the subscriptions of himself and friends. Q. I thought you understood that there was only $200,000 paid?-A. In cash. The organic act, as I understood it, required money. Q. Did you report to the Government that fact, or did you not regard it as a fact of any importance? —A. I cannot say whether we reported that or not. Q. Did you regard it as a fact of any importanuce as affecting the legality of those transactions?-A. Our attention never was called to it. If our attention had been called to it we would have said that it was inmaterial. Q. Both acts, of 1862 and 1864, provided that the capital stock shoul d he actually paid in in full in money. Now, when you left the direction, abouLt how much nominal capital stock was there — A. I had a general knowledge that the capital stock was uot subscribed, only just the minimum amount. Q. You understood that the contractors under the iHoxie contract and under the Boomer contract agreed to take a certain proportion of their pay in stock — A. Yes. Q. And you understood, I suppose, that in graduating the price the stock was not treated as worth a hundred cents on the dollar by either party, but that it nas treated as of less value in fact?-A. I do not recollect how the payments were to be made in the iHoxie contract, and I do not recollect ever having seen the Boomer contract; but I consider the $16,000 per mile of first-mortgage bonds of the company and the $16,000 of Government subsidy was worthi more than the price of constructing the road. Q. So that, if the corporation had been dealing with a stranger an d had hlad its capital stock all paid in in cash, you would not have thoughtl CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 657 it to be necessary to have parted with any of the capital stock or the cash which it represented? —A. No, sir; not a particle. Q. Then it would be clear, would it not, that the parties to the transaction, when they took capital stock in addition to the amount of bonds, did not regard that capital stock as of any value? -A. I cannot tell what they considered it. Q. I want to know how you considered it at the time as one of the Government directors; did you consider the capital stock that was being parted with by the company as getting for the company what was worth one hundred cents on the dollar in cash?-A. No, sir; the Union Pacific Railroad Company's stock was not worth 10 cents on the dollar at that time in open market. Q. You did not at the time understand that the company received for that stock which was parted with to those parties, either in cash or anything else of value, what was equivalent to one hundred cents on the dollar in cash?-A. Not if the contractors took stock; I have no distinct recollection as to the contents of those contracts; the Boomer contract I never saw, and I do not recollect the particulars of the Hoxie contract. Q. If it were true that the contractors took stock as part payment of the contract, would not that be a failure to comply with the provisions of the organic act which required the stock to be paid in full in money?A. I suppose so. Q. Can you tell us whether your attention was at that time called to that failure to comply with the law, and whether you regarded it as unimportant, or whether you did not at the time know the fact?-A. I cannot answer that without recurring to the report of June, 1865, which was made to the Secretary of the Interior on the subject of the Hoxie contract. Q. Have you now any doubt that you knew at the time that stock was taken by these contractors under the circumstances which you have stated?-A. I answer that by saying that I do not recollect the terms of the Hoxie contract. Q. Do you know whether you knew them at the time?-A. Yes; I knew at the time whatever the terms were. Q. But about the Bopmer contract you cannot say?-A. No, sir. Q. Do you know whether the other Government directors knew about the Boomer contract?-A. I think not. Q. IDid no Government director serve on the special committee that made the Boomer contract?-A. I never heard of any. Q. Do you know by whom the Boomer contract was made? -A. I understood it was made in Chicago by Dr. Durant and Mr. Boomer. Q. Was it made by Boomer with the Union Pacific Railroad Company, or by Boomer with the Credit Mobilier-the Credit MIobilier contracting with the Union Pacific Railroad Company?-A. I cannot say; I have no personal knowledge of it at all. Q. It seems to have been made under an offer by Thomas C. Durant, agent, accepted by L. D. Boomer. It does not say whom Durant was agent for?-A. Yes; and therefore I cannot say whether it was made by the Credit lMobilier or by the Union Pacific Railroad Company. Q. So that you cannot tell who was the party contracting with the Union Pacific Railroad Company for so much of this road, as it is not embraced in the Hoxie contract?-A. No, sir. Q. You say that something about this contract was kept concealed fronm the Government directors?- A, The transactions with the Credit Mobilier. The word concealed is too strong a term. We had no desire 42 aC 658 CREDIT MOBILIERt- AND UITNfO PACIFIC RAILROAD. to know anything about the Credit Mi-obilier. YNTe never made any inquiry about it, and knew nothing about it, and therefore we did not know the particulars. Q. But if a majority of the other directors, controlling the executive committee, (which I understand they had appointed before you came into power,) were making a contract with themselves which you regarded as made for too large a price, why had you no desire to know anything about it?-A. WTe did not wish to be connected with it. Q. WYEas it not your official duty as Government director to be brought into connection with such trlansactions? -A. We acquiesced in the Hoxie contract for reasons set forth in our report to the Secretary of the Interior, and any contract made after that we stood ready to veto. If the Williams contract had been carried out, and if Dr. Durant hadl not got an injunction against it, we should have got sonme similar proceedings against it. That was the only contract that was entered into formally by the board while I was a director. Q. Did any of the Govermnment directors have any difficulty with these gentlemen on the subject of compensation for their services which led to a hqstile feeling on their part?-A. Not at all; it was just the other way. At the first meeting of the board in the fall of 1864 a committee was appointed which fixed our compensation at so much per day while we were engaged in the business of the Union Pacifice Railroad Company, and Mr. Jesse T. Williams considered it too high. He always said it was more than we ought to have. The price fixed was $10 a day and our expenses paid while we were in New York. We always took that amount freely. There was no personal ill-feeling at all. The compensation was considered very liberal. Q. You say that the construction of the road was perfectly satisfactory to you as representing the Government? —A. Yes; the manner in which it waas constructed. Q. For promptness and thoroughness? —A. Yes. Q. You say that the sub-contractors made only a fair profit?-A. Yes. Q. Have you had any experience, personal or by observation, in railroad-buildinrg?-A. No, sir; I cannot say that I have, except a general knowledge.'Q. What per cent. of profit would seem to you a reasonable profit to be made bv a railroad contractor, considering the risks encountered? The WITNESS. Do you mean a sub-contractor or a general contractor? Mr. HOAR. I mean a general contractor.-A. I would have been perfectly satisfied if these men had taken 100 per cent. profit on the amount of capital employed by the contracting company, and I should not have complained if, under the circumstances, they had taken 200 per cent. profit. Q. Two hundred per cent. on whatf-A. On the amount of the capital of the contracting company. Q. That is, if, at the beginning of your official term, in the fall of 1864, you had been assured that that road could be built by a person who should receive a profit of not over 100 per cent. on the capital employed, you would now, looking back to it, say that you would be satisfied with yourself if you had made a contract at that price? —A. Yes. sir; provided the road had been constructed with the rapidity that it was constructed. Q. Can you give us any information as to what the profit actually was — A. No, sir; I have only the same knowledge of it as you have, from the profits which it is said the Credit Mlobilier got. CREDIT FOBILIER AND UNION~ PACIFIC RAILROAD. 659 Q. If it should turn out that the profit of the Credit Aobilier was twelve or fifteen million dollars on a piece of road that cost thirty millions to construct, should you regard that as an extravagant profit?A. No, sir; I should not. Q. You would consider it a moderate and reasonable profit, considering the risk and circumstances?-A. Yes, sir. By Mr. SLocUM: Q. In speaking of what you think the contract could be got for, you say it could have been got for one-half of the prices charged in the Oakes Ames contract. Your estimate, I suppose, is cash?-A. Yes, sir; the estimate is cash. Q. You have no knowledge of how that amount in the Oakes Ames contract was made up, whether in bonds or in stock?-A. I do not know. All those transactions were after I left the board. Q. What do you consider would be the difference in the cost of building the road-whether it is done with the ordinary rate of speed, or double the ordinary rate of speed? —A. The increased rate of speed would undoubtedly increase the cost ordinarily; but having a knowledge of the contract for the laying of the track and the transporting of the materials, the ties and iron, which was done by a gentleman from Ohio, I think I might state that he got no more for laying the track, when he laid two or three miles a day, than when he laid half a, mile a day. I speak of General Casement, the sub-contractor. By 3Mr. HOAR: Q. When you left the direction in the summer of 1867, had the firstimortgage bonds of the company any well-defined market value — A. I think that in 1867 they were quoted on the stock malket somewhere in the region of 85. Q. Did they, or did they not, obtain that value chiefly from being taken and divided, and held in large quantities by this association of wtealthy capitalists?-A. It might be so, because it was a very strong association. Q. Suppose your protest against giving the contract to the Credit i9obilier had been successful, and suppose the Union Pacific Railroad Company had presented itself to the general public to obtain contracts for building that road, and had said to the contractors whose bids it invited, " We can pay you with our first-mortgage bonds and with our Government bonds and our stock," would or would not those securities have been, in your judgment, sufficient to have satisfied contractors?A. That is a matter of conjecture altogether, but I think that those first-mortgage bonds could always have been used at 80 and upwards; I admit that the Credit Mobilier was a very strong combination, and without that combination, or a similar combination, I do not think the Union Pacific Rallroad would have been built to this day. Q. Why not — A. Dr. Durant and his New York friends had about used up all their available means; and this association was formed, and the road went on with great rapidity afterward. Had not this association been formed, the work would have stopped in sixty days. Q. Do you think that such a combination would have been obtained to build it without the assurance of a profit of fifteen or twenty million dollars?-A. I think there would have been. I always thought the profits excessive. Q. I understood you to say that a profit of fifteen millions was not excessive — A. I think the profit was a good deal more than fifteen millions. 660 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Suppose that road actually cost thirty millions, do you think that an association of capitalists could have been got to build it under the circumstances existing at that time, taking their pay in the way these men did, and taking the condition of the country into consideration, at a less profit than fifteen millions, on an expenditure of thirty millions -- A. No; it would not have been too large a profit. Q. 5Without the aid of such an association of capitalists as we have supposed, I understand you' to say the work would have stopped in sixty days? -A. I think so, at one time. Q. If the road had stopped at any time before its final completion, would it not have practically destroyed the value of the first-mortgage bonds? —A. No, sir; not necessarily, because the country, up to the hundredth meridian, is a very fine and productive country, and would almost sustain the road itself. At least it would pay the interest on the first-mortgage bonds without any through traffic. It would not have paid anything more. Q. This observation of yours is a confirmation of the opinion just expressed by you, that there was an absolute value to those first-mortgage bonds which did not depend upon the support which those gentlemen gave to them?-A. I think the bonds could have maintained that price. Q. The point of all this inquiry is to see whether those gentlemen did or did not furnish to the road anything more than a contractor would have furnished in the ordinary course of business; whether they did add to the capital which they put in, their own vast personal credit which they called into the service of the company. That, I understand, is the claim made on their side, and I want your judgment upon it.A. I think it is correct. They were purchasing supplies and materials very largely. When such men as Oakes Ames, John B. Alley, Sidney Dillon, MIr. Bushnell, and Dr. Durant were joined together, their names and influence would be a guarantee to all persons supplying materials that they would be paid. Q. You understood that they furnished a credit which the comnpany itself could not have furnished? —A. Yes, sir. Q. You say you are of opinion that they got a larger profit than fifteen million dollars. Are you able to furnish us with any means to ascertain how they received that profit, except so far as it is indicated by the dividends of the Credit Mobilier to its stockholders, and by the dividends of the trustees to the stockholders — A. That is all; and that is only by report. Q. Then the substance of your opinion is that, provided those dividends should appear not to exceed twelve millions (I put it at fifteen millions in my other question, but I now put it at a more. moderate figure) on an expenditure of thirty millions, you would say, as the result of your observation, that that was not an unreasonable profit, and that, as circumstances then stood, the Government could not have got the road built for less?-A. I would say that, assuming what I should think was the cost of the road, a profit of twelve or fifteen millions would not be a large profit; but I am pretty confident that the profit was largely in excess of that. I should treat the Government bonds and the firstmortgage bonds in the hands of the contractors as cash. The stock I would not. By Mr. SLocu'i: Q. These land-grant bonds are really a third-class security, are they not? —A. They are a third-class security on the road, but a first-c!ass security on the lands. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 661 Q. Do they take precedence of the first-mortgage bonds, so far as the land is concerned?-A. We always thought so. It would depend on the wording of the law. Q. Is not the first mortgage a lien upon all the property of the connpany?-A. I do not: recollect the phraseology of the law on that subject. The Government directors talked of it once, and we considered, without looking at the law, that the land-grant bonds were a third lien on the road and road-bed and right of way and equipments, but were a first lien on the lands. We did not, however, give it a critical examination. By Tai. SHELLABARCGER: Q. What was the effect of the ascertainmentu of the favorable character of the route which was adopted through the Rocky MAountains on the prospects of the company?-A. It was very cheering. and encouraging. Q. WPas not that route much more favorable than was expected at the era of the iHoxie contract? —A. Yes, sir; much more favorable. Q. Now state what the assets of the company were which were valuable to give it credit with contractors at the date when you left the direction?-A. They were the increased subsidies of the Government and corresponding increase in the first-mortgage bonds of the company, and the naturally enhanced price of the lands through Nebraska. The surveys in 1866 established the fact that the construction of the road through the mountains where the Government had given thirty-two and forty-eight thousand dollars a mile would be very easy and simple, and not much more, if any more, expensive than the construction of the road on the plains. Q. With such prospects, such known routes, and such assets, would it have been difficult for that company to have gone into the public market and have secured contracts at ordinarily favorable cash rates?A. I think not. I thought there was no excuse for the large amounts which I subsequently heard were paid under the Oakes Ames contract. Q. With such assets as those which you have been des2ribing, first, the subsidies, second, the land-grants, and third, the priority given for the first-mortgage bonds, you think that it would have been a just and judicious contract to have allowed such profits as you have describedone or two hundred per cent.? -A. No. When I made that answer I took into consideration the whole road from Omaha to Salt Lake. The first one hundred miles was built or commenced while the war was still existing, and when there was no way to get material and supplies to Omaha, except by the uncertain navigation of the Missouri River. That fact, together with the uncertainty of Government and of ll sorts of securities, would have justified the large compensation to contractors who had undertaken to build the road to Salt Lake; but after the road was built to the eastern base of the Rocky Mountains, and after the condition of the country became settled and the value of those securities became well known, I think that those prices, from $50,000 to $90,000 a mile, were excessive, and were not, in your language, judicious; and if the old board of Government directors had continued through 1867, 1.do not think the Oakes Ames contract would have been executed. But we were changed, and of course we knew nothing about it, andmen who were not familiar with the road were put in our places. By Mr. HoAg: Q. In making your estimate whtat have you supposed to be, in round numbers, the entire cost, of the road —1,032 miles?-A. As things 662 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. turned out by the surveys over the mountains, I think that $40,000 a mile from Omaha to the terminus of the road would have been sntlcient. Q. That would make over $40,000,000. Do you think the read could have been built and equipped for that? —A. Yes, with ordinary equipment. One of IMr. Williams's objections to the itoxie contract was that it provided for about $5,000 a mile for equipment. Mr. Williams contended that it should be $10,000 or $12,000 a mile; and I understand he says the road never has had the necessary equipment. Q. Forty thousand dollars a mile for that one thousand and thirtybwo miles would amount to $41,280,000. Assuming that to be the cost of the road, do you know of anything which the contractors received for constructing it, other than the entire capital stock of the company, and the entire proceeds of the first and second mortgage bonds? —A. And the land-grant bonds. Q. Did any portion of the land-grant bonds go to pay the conitractors; did they not all go to the interest account?-A. The land-grant bonds were not issued till after I left. I have no personal kno wledg'e about them. Q. Assuming that the contractors got twenty-seven millions of firstrmortgage bonds and twenty-seven millions of Government boncds, which would be fifty-four millions, and assuming the Government bonds to have been sold at ninety-five cents on the dollar, and the first-mortgage bonds at an average of eighty-five cents, that would make $48,600,000. Now, was the capital stock at the time those gentlemen took it in their contract for the road worth more than thirty cents on the dollar? —A. No, sir; I do not think it averaged that. Q. The capital stock of $36,000,000 at 30 per cent. -would amount to $10,800,000. Adding that to the $48,600,000 would produce $59,400,000. Now, suppose those gentlemen had, got for the construction of the road the entire proceeds of the capital stock, the first-mortgage bonds, and the second-mortgage bonds, and that all those proceeds were worth $59,400,000, and that the road cost them $40,000 a mile, which you think was a fair price, and which would amount to $41,2S0,000, that would leave a profit of $18,120,000. Do 1I understand you to say that you would not regard that as an unreasonable profit -under the ircuamstances?-A. That is more than I should allow. I say now that I should not have complained of a profit of from $10,000,000 to $15,000,000. 1 think that a profit of $18,000,000 is more than it should be. Q. I understood you to say that, taking the whole road into cousideration, you regarded a profit of one hundred per cent. as not unreasonable, and you also mentioned two hundred per cent. But, in reply to another question, you said that fifty per cent. would be moderate. Now, this profit which I have given is a profit of little more than forty per cent.A. When I spoke of one hundred per cent. I did so without the aid of your figures, or of any figures. But I had an impression that these contractors had made a profit of twenty or thirty millions of dollars, and I thought that that would be too much. I would be willing to give ten or fifteen millions under the circumstances, but when I spoke of a hundred per cent. profit I was probably wrong. Q. Whether the profit was unreasonable or not would, in your judgment, depend upon the unusual character of the risk. Suppose that the circumstances were as supposed in Mr. Shellabarger's question, that is, that they had got the surveys which gave them a knowledge of the character of the Evans Pass, was there any additional risk in building that road, so far as you know, occasioned by its being in a remote CREDIT TMOBILIER AND UNION PACIFiC RiAILzOADo 6 3 country, or occasioned by any danger of Indian hostilities?-A. I think there was no danger of Indian hostilities after 1865. Q. You think that that danger had terminated? —A. Yes, after 1865. Q. Was there, in your jud, gment, any d(laner to a contractor occasioned by the fear that those first-mortgage bonds would sink in value under sudden panics, or commercial changes, or were they an established security which would be sure to maintain themselves year in and year out as stocks in a first-class bank or a first-class railroad? A. For a year or t wo after the war we were always uncertain. We did not know when a money panic would come up. Mr. HOARt. I want to be quite certain to get before this commrittee every consideration which we ought to weighl, and therefore I have put questions tending rather to one side of the case, with a view of bringing them to your notice as an impartial witness. iNow, what I want to 1know is, whether in the fall of 1867 a good prudent business man and railroad contractor would have regarded a promise to pay him in the first-mortgage bonds of the Union Pacific ~Railroad Company as something which involved no greater risk than a promise to pay him in ordinarv stocks which have a certain value, which they maintain year in and year out, or whether these bonds were a security of a more hazardous nature?-A. They partook of the hazardous nature of all railroad securities, but they were not, in the language of insurance imen, extra hazardous, by any means. Q. Can you give us any lig'ht upon that point, whether a prudent man would have ha(l, and had clearly, a right to add something to the profits by reason of the character of the thing in which he was to take his pay?-A. These first-mortgage bonds were averaging over 80, and I think they were of such a character and standing in the money circles of the country that any prudent, careful contractor would have risked them, and been perfectly willing to receive them at 80, and that was about the average price. Q. And the Government bonds were above that price?-A. I do not know. I heard Mr. Cisco say that after the Secretary of the Treasury had issued the order about using them for banlking purposes, they had gone down. There is another thing to be t-aken into consideration as establishing the value of these securities. The Secretary of the Interior, Ma1r. Browning, told us, and leading memLbers of Congress also told us, that the public required the road to be built, and that the Government required it to be built, in the most speedy manner, and that all that they wanted was, that the company should never call upon Congress nor on the Government for anything more, but that they were willing to spend that. I heard J3'r. Browniing say so very frequently. Q. Do you say that that communication was made known to the directors of the company? -A. TNo, sir; it was universally known through the country. There was no subject in those days, from 1862 to 1868, that was more looked at by the public than the building of the Pacific Railroad, and the public was willing that this money should be spent, provided the road was built and that the Government was not called on for anything more. Q. To whom do you mean to say that BMr. Browning told this?-A. To the Government directors. We had frequent interviews with him, and he enjoined on us to urge the construction of the road forward. Q. And said that all the Government cared for was that it should not be called on for any.further appropriation?-A. Not only the Secretary of the Interior said this, but leading members of Cong'ress whom we consulted. 664 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Do you know whether that communication from Mr. Browning was known to your associates on the board who were not Government directors?-A. It was not communicated to them by us. This was mere verbal conversation with us, and we never communicated it to them; but it influenced our action. Q. You do not know whether the other directors received the same communication or not? —A. Nio; I know that we never communicated to them, because we were watching the Credit Mobilier, and watching to get low prices. Q. Did you, so far as you recollect, report the mode in which this provision of law, that the capital stock was to be paid in cash, was obeyed or evaded?-A. No, sir; I do not think we ever considered it at all. We took early action to have the subscription-books opened in every city of the Union, and advertisements published, but no stock was subscribed. Q. You considered that if the road was built honestly, and at a reasonable profit, it was of no great consequence whether that provision of the law was literally complied with or not?-A. It was of no great consequence, because there was a comparatively small amount of stock subscribed. We caused books to be opened in the principal cities of the Union, and expensive advertisements published of the opening of those books, and I believe that not a dollar was subscribed. That was in the spri4g of 1865. We considered, therefore, that the idea of building the road by means of subscription of stock was a failure. Public opinion demanded that the road should be built, and built quickly, and our particular aim was to urge it on. We always congratulated ourselves that the Government directors had expedited the building of the road, and that it was built a year or two sooner than it otherwise would have been. Q. How did Government directors expedite it?-A. By frequent visits out there, and by urging on the contractors and Dr. Durant, by our counsels, and reasons, and arguments. Q. You think that this remarkably quick construction of the road is something in the credit of which the Government directors have a right to share?-A. Yes, sir; they are entitled to some credit for it. That was our particular effort, because we believed that we were advancing the wishes of the Government, and we knew well that we were advancing the wishes of the public. Q. And in taking that course, your associate Governmelnt directors were of the same opinion that you now express, and regarded it as in pursuance of express directions from M3r. Browning?-A. Not of express directions, but of wishes expressed by him in private conversations. There never was any official notification issued in that respect by the Interior Department, but Mr. Browning talked it over with us oceasionally. By Mr. ASIHTON, (reipresenting the Government:) Q.'Where did the directors meet in New York — A. In the first place in Wvilliam street, opposite Delmonico's, and afterward at 30 Nassau street. We had rooms there, and the Credit Mobilier had rooms also. Q. Have you been over the road lately.-A. No, sir; I have not. Q. Do you know its condition -A. No, sir By Mr. HoAR: Q. Mr. Poppleton asks me to call your attention to the fact whether in July and August, 1867, two of your engineers were not killed by the Indians, near Cheyenn e, and whether some of your conductors were not CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 665 killed and scalped, and trains burned?-A. I recollect the fact that he alludes to, but I think it was before that time. Mr. POPPLETON. The train was burned on the 7th of August, 1867, and MIr. Hills, the engineer, was shot by an Indian on the 3d of July, 1867. WITNESS. I spoke only from recollection. My recollection of the Indian troubles was in 1865, when the surveying parties were driven from the Black Hlills by Indians. I know that there were some items of expenses for employing Pawnee Indians in guarding the surveying parties. My impression was that it was in 1865. WASHINGTON, D. C., February 11, 1873. HonC1CE F. CLArbK recalled. By the CHAIRMAN: Question. At the time, or shortly before, you became president of the Union Pacific Railroad Company, how much stock did you purchase eAnswer. I purchased upward of 25,000 or 30,000 shares. I think I purchased, with some friends, perhaps 40,000 shares in all. Q. Can you state to the committee from whom that stock was acquired?-A. I took a "call" for, I thinkl 24,000 or 25,000 shares, at sixty days. I took that call before the books were closed for the election of March, 1872; and I made the call. This was in addition to the stock bought in the open market. Q. The short of it is, you bought 25,000 or 30,000 shares, and made a contract by which you were entitled to buy in 24,000 or 25,000 shares more?-A. Yes; in conjunction with friends. Q. With whom did you have this transaction, which you have denominated a call — A. That call was negotiated, I think, with Mr. Morton, of the firm of Morton, Bliss & Co. The parties interested in the call with me were Mr. Augustus Schell and Mr. James IH. Banker, of New York. The signers to the call were several. I do not know who, in all cases, were behind them. I can name some of them. Q. Please to name them. —A. Mr. Morton was one of them. There was a Boston house, whose name I do not recollect. I think that MIr. Duff was one of the men who signed the call. I think }Mr Oakes Ames was one. I think that Oliver Ames & Sons and Samuel lEooper & Co. were signers to the call. I think that F. Gordon Dexter was one, and a house in New York, whose name has escaped my memory. I Bmade the call, and took the stock. Q. Those parties, whom you have named, were they the parties who were to furnish you with the stock when you called for it? -A. They undertook to deliver me that stock at a fixed price at the expiration of sixty days, on a day certain. Q. What was the price at which you were to take that stock? —A. I think at 30, but I may be mistaken. It was somewhat less than the market-price, as is always the case with calls. Q. Did you call for that stock before or after the election of alarch, 1872 — A. After; because I would not have made the call if the election had resulted otherwise than as it did. Q. What object did you have in view in making this purchase of stock and in becoming president of the Union Pacific Railroad Company?-A. I am connected with a line of railroad leading from the Missouri River through Chicago, Cleveland, and Buffalo to Albany and Boston. I was 666 GCREDIT M~OBILIER AND UNION PACIFIC RAILROAD. president of the Lake Shore and Michigan Southern Railway Company, which fills up the gap from Chicago to Buffalo. I was a director in the New York Central and Hudson River Railroad Company, which fills up the gap between Buffalo and New York. MIr. Scott had previously been the president of the Union Pacific Railroad Company. He represented the Pennsylvania Railroad, -which is an opposition line to the lines with which I am connected. From Chicago they reach the sea-coast by Philadelphia, by the Fort WVayne road. MIy object in interesting myself in the Union Pacific Railroad Company was to share in the traffic arrangements. We might get none of the traffic of the Union Pacific Railroad Company by the way of our lines if the control of that road was in the hands of a competing line. That was the inducement. i3y inducement to make the call was that (never taking any compensation in the way of salary) I wanted the advantage which'6would result from the participation in the traffic of this railroad. Boston is reached by rail through our lines; it is not reached by continuous rail through any other lines. It seemed to me as if tea and silks, and various articles of merchandise, could be carried to Boston, which is a great point of consumption, and a great point of export by rail, if the rail-line tb the sea-board was open. My object in making the call was that I might share in the prosperity of the road, which would result from the opening of this rail-line; and I made the call. Whether the parties who sold me the call had the stock or not, was a point which I did not inquire about. They were responsible parties, and if they did not have the stock they were bound to buy it in the market. M[y object in having anything to do with the line was in connection with railroad traffic. I knew nothing about the Credit liobilier. I had heard that there had been a construction ring in that road, but what had been the effect of it I did not know. ily object in taling the call was to get the advantage, which some thought might result from the increase in the value of the stock, from the change of administration. Q. Was it your purpose in making that purebase of stock, or was there an arrangement when the stock was purchased, that you should become president of that road?-A. There was. Q. By whom was that arrangement made?-A. I think the negotiations for that arrangement were imade between IMr. Morton anud MIr. Banker. Q. Who were the parties behind them?i-A. I do not know them all. I think that among the parties were some of these Boston parties. Mr. Morton only became responsible under the call to a limited amount. The MIessrs. Ames joined in the call, but in what sums I do not remember. The total amount was 24,000 or 25,000 shares, at 30. Q. The arrangement which was made for that purchase of stock resulted in your coming into the presidency of the road?-A. Yes; because then I said to the stockholders that I would take their proxies, and the stockholders sent their proxies to me. IE had not, with my friends, stock enough myself to control the election, or anything like it. Q. Do you know whether, the year preceding, Mr. Scott became president of the road, under a similar arrangement — A. I know nothing about it. I have heard statements about it, but I have no knowledge on the subject. By Mr. HoAR: Q. State how many lines there are -n the East taking traffic from the interior to the sea-board which would be properly denominated great competing lines.-A. In the first place, take the lines from the Missouri CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 66 Riiver east to Chicago, the great competing point; there are two lines of railroads- the Chicago and Rock Island and the Chicago and Northwestern Railroad Companies, of about equal length, running substantially parallel with each other. There is another line, which at that time had no actual connection with the Union Pacific Railroad. That is the Chicago, Burlington and Quincy Railroad; but that connection has since been made, so that in fact you may say that there are three competing lines from the Missouri River to Chicago. On reaching Chicago there are four competing lines for freight-the Lake Shore and Michigan Southern Railway, connecting with the New York Central and Hudson River at Buffalo, and at Albany with the Boston and Albany Railroad for Boston. In that line I have an interest. There is the line connecting Philadelphia with Chicago by the Fort Wayne and Chicago Railroad. By the acquisition by the Pennsylvania Railroad of the New Jersey roads, that line reaches Jersey City. There is the line from Chieago by the Michigan Central, connecting there with the Grand Trunk Railway around to Portland and Boston. And in addition there is the line by the Michigan Central, from Chicago to the Detroit River, there connecting with the Great WYestern of Canada, and meeting at Suspension Bridge the New York Central and the New York and Erie. From the line of the Lake Shore and Michigan Southern Railway there are several diversions. In Ohio, east of Toledlo, a diversion takes place to the Baltimore and Ohio road, which reaches the sea-board at Baltimore. Coming on east to Cleveland, you reach the Ohio River by another connection. At Erie, Pennsylvania, there is another diversion by the Philadelphia and Erie to Philadelphia. At Dunkirk, in New York State, on the Lake Shore road, you strike the Dunkirk terminus of the Erie Rtailwav. Q. I only want to get some general notion of the competing lines reaching the sea-coast at Portland or by the Saint Lawrence River, at Boston, New York, Philadelphia, and Baltimore-the competing lines connecting with the Union Pacific Railroad Company.-A. I complete my statement as to sea-board lines when I say that from Buffalo east the New York Central and the Erie Railway are the great competing lines. The lines to 3Massachusetts are by the Grand Trunk and the New York Central. The Baltimore and Ohio makes a line to New England by propellers from Baltimore; and the Pennsylvania road also makes a line to New England from its terminus in New Jersey. Q. Then, for such of the commerce of Europe as should go over the Union Pacific Railroad there would be in the course of business a competition between the Saint Lawrence River, Portland, Boston, New York, Philadelphia, and Baltimore as the points of export? —A. Yes either as the points of export or of import. Q. W~ould the possession by either of those lines of the control of the Union Pacific Railroad give it the advantage over its competitors, if it chose to exercise that advantage?-A. Boston is a great place of export, acnd is a place of considerable import; but New York is the great point of import; and the interests of the Union Pacific Railroad Company would be subserved by having her immediate freight connections with those ports at which there are the largest imports. Q. I repeat my question: Would the possession of the control of the Union Pacific Railroad by any one of those lines give that line an adovantage over its rivals and competitors; and could it use such advantage to the detriment of its rivals?-A. Not by fair action. Q. Could it by any action? —A. I think it might by a discrimination of rates. 668 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Should you have regarded the continued possession and control of the Union Pacific Railroad by Mr. Scott as rendering it possible that the roads that you were interested in might suffer in that particular?A. Perhaps so; but I do not know' that any unjust advantage was taken during his administration, and none has been taken since. This through freight is squabbled for on the west coast and beyond. The road has been open, without discrimination, to all the lines. The Boston merchant, for instance, would direct that his consignment of tea should come by that line by which it could reach him with an unbroken rail. Q. Therefore, if it required a breaking of the rail to take the tea to Boston, and did not require a breaking of the rail to take it to Baltimore, and if there was a competition for the export of tea to Europe, Baltimore would get the advantage to that extent?-A. Baltimore would get it provided the course of trade put her on a level with New York and Boston; but it does not. The Boston merchants get some tea by rail. It also comes to them by Cape Horn. Q. Mr. Sherman, formerly Government director of Union Pacific Railroad Company, stated last night that he was of opinion that, if that road had never been completed through the Rocky Mountains, the portion embraced in the Hoxie and Boomer contracts-that is, all up to the beginning of the Oakes Ames contract, and some portion beyondwould have furnished local traffic sufficient to pay the interest on the first-mortgage bonds. What is your opinion in regard to that? —A. I think he is mistaken on the subject, and that the statistics of the traffic of the road would prove it. Q. My question to Mr. Sherman was for the purpose of learning whether the first-mortgage bonds would have had any value if the road had not been entirely completed?-A. I do not think they would have been of value. I do not think that any part of that road can even now earn, with its local traffic, enough to pay its running expenses without incurring the hazard of crushing out that traffic by extravagant prices. WASHItNGTON, D. C., Febrtuary 11, 1873. PETER A. DEY recalled and examined. By the CHAIRIAN: Question. Please state again when you became chief engineer of the Union Pacific Railroad. —Answer. On the 30th of December, 1863. Q. How long did you continue? —A. I resigned the 30th of December, 1864. Q. How much of the line did you examine as the engineer of the company during the time you acted as such?-A. I examined the whole line from Salt Lake Valley to Omaha. I did not get the instrumental surveys of a point between the hundredth meridian and the foot of the Black Hills. I did not do that, because it was a level plain, and I preferred devoting my time to those parts of the road where an examination was necessary. Q. On this portion of the line where you say you did not get instramental surveys, were there any serious natural obstacles to the construction of the road, and state the character of the conntry? —A. It was a plain-a broad valley —and with very little, if any, obstacles to the building of the road. Q. After having examined the line of the road, did you make any CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 69 estimate as to what the road could be constructed for; and if so, what was that estimate, and to whom did you communicate it? —A. I made a rough estimate, and stated my views with regard to it to A~r. Durant, who was vice-president of the road. Q. Did you to any other person? —A. I cannot recall now, it is so long ago. I know I did state them to others, but I cannot exactly state now who they were. Q. What was the character of that estimate?-A. It was only approximate, not close at all. Q. How was the estimate made up; in figures? —A. Yes, sir; in figures and in quantities. Q. And at that time what did you estimate this road could be built for? —A. Mly estimate was that it could be built in cash for $40,000,000. Q. Did you regard that as a liberal estimate?-A. I thought that as a liberal estimate ose figures would cover it. Q. Dicd you take into account contingencies in regard to transportation and the time of construction?-A. Yes, sir. Q. Do you know anything about the execution of the Hoxie contract e and if so, state what you did with reference to it.-A. I had a copy of the contract furnished me, in November, 1864. I looked it over, examined it very carefully, and thought a great deal over its provisions. On the 8th of December, 1864, I tendered my resignation as engineer of the road, and gave my reasons for it. They were that I objected to being an instrument to carry out the provisions of that contract. Q. Have you a copy of the letter tendering your resignation? —.. I have. Q. Will you produce it to the committee?-A. This is it: E" ENGINEER'S OFFICE, UNION PACIFIC RAILROAD, "' Omaha, December 7, 1864. C" DEAR SIR: I hereby tender you my resignation as chief engineer' of the Union Pacific Railroad, to take effect December 30, 1864, one year from the date of my appointment. -I am induced -to delay until that time that I might combine the results of surveys of the present year and present them to the company and to myself in a satisfactory manner. My reasons for this step are simply that I do not approve of the, contract made with MIr. Hoxie for building the first hundred miles from Omaha west, and I do not care to have my name so connected with. the railroad that I shall appear to indorse this contract. Wishing for the road success beyond the expectation of its members, "I am, respectfully, yours, "' PETER A. DEY. 66 on. JoHiN A. DIx." Q. Did you send the letter of which this is a copy to General Dix? — A. I did. Q. Was your resignation accepted? —A.!Not that I know of. Q. Did you write any other letter to General Dix?-A. On the same day that I wrote the letter I have just read to you I wrote and inclosed in the same envelope the following: OMAIIA, December 7, 1864. "DEAR SIR: With this I send you my resignation as chief engineer of the Union Pacific Railroad Company. 3My reasons I have given. I received the contract nearly a month ago. When I first read it I felt that it was made against my known views, and I could not be held in, 670 CREDIT 2MOBILIER AND UNION PACIFiC RAILROAD. any measure responsible for it, but it has since been a constantly recurring subject of thought to me, and I am not now satisfied that I shall be able to acquit myself of all blame if I become an instrument of its execution. You know the history of the AI. and AM. road, a road that to-day could be running to this point if its stock and bonds only represented the amount of cash that actually went into it. My views of the Pacific Railroad are perhaps peculiar. I look upon its managers as trustees of the bounty of Congress. I cannot willingly see them repeat the history of the M. and M. by taking a step in the incipiency of the project that will, I believe, if followed out, swell the cost of construction so much that by the time the work reaches the mountains the representative capital will be accumulated so much that at the very time when the company will have need for all its resources, as well of capital as of credit, its securities will not be negotiable in the market. From my boyhood, I have associated Mr. Cisco and yourself with Mr. Bronson and Ir. Flagg, men whose iAtegrity, purity, and singleness of purpose have made them marked men in the generation in which they lived. Of course my opinion remains unchanged. You are doubtless uninformed how disproportionate the amount to be paid is to the work contracted for. I need not expatiate upon the sincerity of my course when you reflect upon the fact that I have resigned the best position in my profession this country has ever offered to any man. " With respect, "PETER A. DEY.' Hon. JOHN A. DIX." Q. W'hat road is referred to as thle N1. and NI. road?-A. It is the Mississippi and Missouri road, Q. Do you know whether or not these letters were received by General Dix?-A. Yes; I know they were. Q. Have you a reply from him to this last letter?-A. Yes, sir; this is it: "N SEW YoRi, February 27, 1865. 44 MY DEAR SIR: Your resignation was duly received and should have been acknowledged. Your private letter was also received. I should be glad to confer with you on the whole subject, and trust the opportunity will soon occur, as I think your presence will be necessary. The Government has been very liberal in its provisions for the Union Pacific Railroad except in one particular, the one in regard to which I have always been most anxious. The bonds which it proposes to issue to us are not gold interest bearing bonds; on the contrary, the interest is payable in currency. We cannot get over 90 per cent. for them, and they are our only means of going on with the work. Under these circumstances we did the best we could. The arrangements for the first hundred miles had the approval of the Government directors. On the Mlississippi and Missouri road we had the same difficulty. The work was carried on by the proceeds of bonds sold greatly below par; but all these matters are better explained by verbal communications. To go to another subject, I sent you some Iowa coupons some years ago; I think they are not all paid; if any are left in your hands will you please forward them?l Believe me, truly, yours,. "JOtHN A. DIX." Q. Have you any further letters from General Dix on that subject?A. Yes, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD) 671 Q. Please read it. A. "< NEW You K, Ap)ril 29, 1865. "M 3i[Y DEAR SIR: I wrote you sonme weeks ago stating that the contract for the first hundred miles of the Union Pacific Railroad was approved by the Government directors. I alluded to the directors in office when the contract was made. I put it into their hands, and as they made no objection I presume they approved it. It was very clear at the time a better one could not have been made. I write to you now to say that this contract has always been under our control, and that there is on file an agreement on the part of the contractor to surrender it on being paid the amount he has expended. I should be glad to know whether a better arrangement can be made, as the directors are ready to adopt any other which shall save money to the company. I shall be much obliged to you for any suggestions on the subject. " I am yours, truly, " JOHN A. DIX. "C PETER A. DEY, Esq." Q. What further have you on the subject? —A. I have this: "' NEW YORK CITY, loaty 10, 1865. "'!DEAR SIR:" Yours is received. The coupons came safely. I beg you to accept my thanks. The agreement on the part of Hoxie's agent here, to give up the contract at any time, was made to me when I sent the letter. It was drawn up subsequently in a formal document and signed by Hoxie himself. " In haste, yours, truly, JOHN A. l)IX. " PETER A. DEY, Esq. "' P. S.-All the subscribers to the stock of the Union Pacific have been invited to become parties to the contract. The major part of them have done so, and if there are any profits in the contract, those who have put their money in the road will participate in them. Q. What were the objections that you made to the Hoxie contract?A. My objections to the Hoxie contract were that it was letting the work for $2,000,000 more than it ought to have been let for. That was the first objection I had; the second objection was that it absorbed the first-mortgage bonds, the Government bonds, and the land-grant bonds, or, in other words, that it absorbed everything the company could have in the shape of resources at once, on the start. Its tendency was, in starting out, to accumulate an immense indebtedness, which I thought would weigh down the project-would ruin it. My experience in railroad-building had been that in the early stages of a road it should not be burdened with debt; that only those roads succeeded that were managed with the most rigid economy in the incipiency. Q. Have you a copy of that contract?-A. I have. Q. I wish you would refer to it and point out to the committee those features of it which you regard as being most objectionable.-A. The first thing that struck me at the time was this: " The contractor shall not be required to expend, in the construction of any one bridge, over $85,000." Now there was one bridge that would have cost over $100,000, but a change was made in the direction of the road so that it did not come in the first hundred miles. It would have come in the original course of the road, and that was why that provision was put in. The contract says: "Nor shall he be required to expend for the erectiona of station-buildings, machinery, machine-shops, tanks, equip 672 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. ment, &c., more than $5,000 per mile." Now at that time, during the last year of the war, it was impossible to equip a road as it should be equipped, building stations, machinery, machine-shops, tanks, equipment, and about everything else there is to a road, except the grading, ties, and track, at $5,000 a mile, or $500,000 for the one hundred miles. Now, in addition to this, the contract says: "Any excess in the cost of' iron above $130 per ton at Omaha, to be allowed by the company."' That fixes the iron delivered at the initial point at $130 a ton, or $13,000' per mile. The company agreed to pay to Hoxie $50,000 for each mile completed. Now, then, $5,000 is to be paid for everything but ties, iron, and grading; the iron is to be $13,000 a mile, leaving the balance of the $50,000 almost entirely for grading and ties. Another feature that struck me was this: "' Payment to be made as the work progresses, upon the estimate of the engineer, in making which the engineer will deduct from each section its proportion of the cost of equipment not then furnished, station-buildings, superstructure, and cost of telegraph lines, &c.; but all material delivered or in transit on account of the company may be estimated for." I see in Mir. Durant's report this has been carried out. For instance, where there were ten miles of grading they estimated it at $500,000, less $13,000 a mile for iron, and $5,000 a mile for rolling-stock, station-buildings, &c. Now, the contract says: " In the mean time', if required, the company to execute certificates to an amount to correspond to the firstmortgage and Government bonds, and exchangeable for the same, upon the company obtaining the United States bonds, said certificates to bear interest payable semi-annually at the rate of 6 per cent. per annum. On these certificates the contractor is to advance, or procure to be advanced, the necessary funds to the company at the rate of 80 per cent. on the par value of its Government and first-mortgage bonds, and on the landgrant bonds 70 per cent., reserving the right to dispose of them whenever the amount so advanced, including the amount due on construetion, shall exceed $500,000, or whenever said advances shall have been made over four months, but not to do so for less than the price above named; the company to decide at their option whether to take the bonds or any portion of them, at the price above named, in payment of advances or interest, if called upon to do so, within thirty days thereafter." These are soe the featres of the fatures of the contract that I desire to call attention to. Now Mfr. Hoxie, is notified, on the 25th of September, 1864, by George T. Ti. Davis, of the executive committee, to go to work on this contract, and then, afterward, the above contract is approved and ratified January 1, by John A. Dix, C. S. Bushnell, and G. T. Al. Davis, special committee appointed for that purpose. That is rather an unusual methods of making contracts, by special committee. In other words, this contract, by taking the securities at the price named, would bring the cost to over $60,000 per mile-about $62,000, I think. Q. At that time, what, in your judgment, would have been a fair price for constructing the one hundred miles of road that is embraced in the iloxie contract? —A. I think a liberal price would have been. about $30,000 a mile. Q. Do you know what it actually cost to construct it?-A. No, sir. Q. WVhat was your estimate as to the cost of that portion of the road from the terminus of this one hundred miles to the one hundredth nmeridian?-A. My figures for that portion were about 827,000 a mile. Q. Do you think the -road could have been constructed for that? —Ae I do. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 673 Q. Under all the circumstances that were surrounding it? —A. Yes, sir. Q. Do you mean $27,000 a mile cash?-A. Yes, sir; I am speaking of cash when I speal of values. (. That including all the equipments of a first-class road? —A. Yes, sir; all that was necessary to run it. Perhaps I ought to say here, by wkay of explanation, that, the company has erected at the North Platte very expensive machine-shops. The cost of modern machine and car shops for a large railroad is not less than half a million of dollars, and I do not include that in my estimate of expenditures. By iMr. ISHELLABARGER: q(. Do you mean now to say that, included in this outlay, which yen say amounted to $62,000 a mile, the company procured certain machineshops?-A. No, sir; they were not included in the 862,000 at all. But when you ask me what it costs to build a railroad, I want to explain that the amount I have given did not include these shops. Those shops were not, however, built under the Hoxie contract. Q. Had surveys and estimates of quantities and values been made and submitted to the company by its engineer prior to the letting of the Hoxie contract? —A. Yes, sir. Q. What did those estimates show the cost of the work to be for the first hundred miles, as near as you cain recoilect? —A. About $o0,000 a mnile. Q. WVhat assets had the road at that dOate, immediately prior to the Hoxie contract, available for the purpose of securing money to pay for the work on that contract? — A. They had stock subscriptions of, over $2,000,000.. Whllat else?-A. They had, t think, the right of way the entire distance of the line. Q. And did they not also have the right to first and second mortgage bonds as the work progressed? —A. As the work progressed they wvere entitled to the first-mortgage bonds and to the Gov-ernment bonds. At the same time it is ~not railroad policy to issue those bonds on the market in advance. Q. Did you, as an officer of the road, at that time suggest or advocate ii an1y way the enforcement of calls upon stock subseriptions'-A. I did, sir. Q. Did your counsels in that regard prevail with the companyT-A. No, sir; not at all. Q. What were the reasons, so far as you may know, why the board at that time failed to comply with the requirement of the charter in regard to stock subscriptions in money? —A. I took the position that, under the charter, these subscriptions must be paid in money, and the views of the officers of the company were that they could come in as payment on these contracts. Q. How could stock subscriptions come in as payment on these contracts unless the subscribers to the stock were the parties doing the work under the contract?-A. I differed with those gentlemen in the iinterpretation of the law. Q. At that date, however, no arrangement had been made whereby the contract was to be executed in the interest of the original stoek sulscribers, who had subscribed these two million and odd dollars at that date?-A. No, sir; I think there might have been an understanding to that effect, but it was iiot known. I did not know it until I was notified ot it in tllis letter I have shown you. 43 c m 7Z 4 CREDIT 3MOBILIER AND UNION PACIFIC RAILROAD. Q. Did the directors in-form you how they had arranged to do the work to pay these original stock subscriptions? —A. That is a question that was not raised in that shape exactly. Q. Do you know what became of those estimates which covered thaIt one hundred miles, ard anlso any and all other estimates and surveys that may have been made by you to the board prior to your resignation — A. No, sir; I do inot. Q. 1Have you ever seen them since?-A. NTo, sir. Q. Did they show to any extet the profile of the road ~ —A. Yes, sir there was a profile with them. I put a price on1 everythinlg-on the excaivations, bridges, engines, caCrs, and alnost everything connected with the road complete. I put on the prices that were ruling at that day. Q. Now fromn the hundredth meridian westward what surveys and estiiLaites haId been made by you and reported to the company prior to your resignation? —A. From the hundredth meridian to the foot of the Black Hills I made no surveys, but from the foot of the Black Hills to Salt ILake I had a continuous profile. Q. How did the character of the country as to natural difficulties of econstruction from the hundredth meridian to the foot of the Black Hills compare, on an average, with that portion east of the hundredth meridian? —A. For a large p-ortion of the distance it was about the same. As you approach the Black Hills there are occasional points that would require excavations. It was a little more expensive as you approached the Black Hills. The road is a straight line from Loop Fork River west. Q. Where is Loop Fork River'? —A. Very near the end of the first hundred miles. From that point there are one hundred and four miles bn which there is not a cut nor an embankment exceeding six feet. promn that point westward the road is about the same until you approach the Blaec Hills. Q. What is the distance from the hundredth meridian to the Black Hills -A. About 270 miles. Q. Had y-o reported to the road any approximate of the cost per mile from the hundredth meridian to the foot of the Black Hills prior to your resignation? and if so, state what that estimate was.-A. I told them that it would cost very little more than the work back of it, of which I had furnished profiles. Q. In your answer to the chairman you stated that your estimate of the cost, including the equipment and everything that was necessary to entitle them to the Government subsidy, would be $40,000 a mile; you meant by that to the western terminus of the road?-A. Yes, sir. Q. In that estimate of $40,000 a mile, what particular pass through the mountain range did you adopt as the one upon which your estimate was based?-A. The one at the head of Lodge Pole Creek. Q. In the report mrade by Mr. WVilliams to the Secretary of the Interior, dated November 23, 1866, page 14, Senate document No. 2, special session, ne says: " By these surveys, continued now through three years, ten distinct points of crossing have been examined. They have been run with level and transit, and all afford reasonable hope of practicability." Among those ten passes is one called 1" Route No. 7,19 following the divide between Crow Creek and Lone Tree Creek and Evans's Pass. It appears also from this report that " Route No. 7" was the one that was adopted? -A. It was; yes, sir. Q. In your estimate of $40,000 per mile, would you make any change CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. 675 owing to the now known character of that pass? -A. Yes, sir; I should.. WThat change would you makle?-A. M3'y recollection is that T expected to expend between two and three million dollars in tunneling the Black Hills. Q. W~as any such tunneling in fact found necessary - A. No, sir. Q. What change would you make in the amount of your estimate per mile, owing to the favorable character of the Evans Pass? —A. I suppose I would deduct $2,000 a mile for the whole length of the road. Q. Did you make any of the surveys spoken of by M]r. 5Williams?A. Yes, sir; I made three of them. Q. Did you ever survey the particular pass that was adopted?,-A. No, sir. Q. Had you any personal knowledge of the character of it from observation?-A. No, sir. It has been stated here by almost every gentleman who has spoken on the subject, that the Evans Pass was a purely accident-tal finding. Now there is no such thing as an accidental finding of a route where surveys are completely made. I asked Mr. Evans, in 1864, to run what is called a crest-line over the summit of the Black HIills from the Cache la Poudre, covering the crest of the ridge. If he had been enabled to make that he would have discovered the Evans Pass that year; but in that portion of the Black Hills the Indians were very troublesome, and he was unable to get military protection. He could not keep his teamsters; his men were afraid, and he had to abandon it. Bult by running a crest-line that depression would have been discovered. Q. State whether, considering the conditions and circumstances under -which that work -was conducted from the time you became connected -with it onward to its completion, there were any practical difficulties or business objections to contracts being let, upon and after actual surveys of the whole line. —A. No, sir; there was not. There was no reason why tlhis line should not have been let in contracts of ten miles each, which was probably done by the mfen who got the contract. This contracting company didfn't go on and do the work. They sub-let it, as the railroad company should have done, in small portions, to workmen. The company could have done this, too, if they had had the money. Q. Did you recommend that policy instead of letting an unsurveyed road?. —A. I advocated the policy of the company letting its own work to contractors, to the men that did the work. Q. And that upon actual surveys? —A. Yes, sir; I never let a piece of work on anything else. Q. [When the Hoxie contract was let had there been actual surveys anud estimates made of the one hundred miles embraced in that contract? A. There hlad. Q. Do you remnember what the estimated cost of construction was _A. AMv recollection rwas that it was about $30,000 a mile. FQ. Had there been estimates made as to the cost of construction froml the loxie contract to the hu-ndredth meridian?-A. There had been estimates mmade for the second hundred miles-I think $27,000 a mile were the figures. Q. In your answer to the committee on the 22d January, 1873, you say that John E. Henry, who was a kind of superintendent of the construction company, came on from New York with orders to make a large estimate. Now state, if you can, more fully, what directions you received about that estimate and how it should be made.-A. It was to 676 CREDIT 1IOBILIER AND UNION PACIFIC RAILROAD. be made larger than I had deemed necessary in my former estimate. There was a heavy embankment away up the Platte Valley. Q. WTas the length and character of that embankment described in the verbal instructions delivered to you by Henry? —A. I think it was. Q. Was it claimed by him that the embankment was in fact required in the proper construction of the road?-A. No, sir; I think there was to be an embankment 4 or 5 feet more than was necessary for the d;iis tance of seventy niiles. Q. tHow much in the aggregate, as near as you can tell, did that au', ment the cost of construction of the road?-A. About $2,800,000. Q. Was that made before or after the Hoxie contract,?-A. It was made before. Q. Do you know whether the Hoxie contract was let -with reference~ t o that estimate made in pursuance of instructions from Henry I- -. I do not know; I think it was. Q. What reasons have you for thinking it was? —A. Because it ver-y nearly coincided in amount with the Hoxie contract. Q. Do you know whether the officers of the road, or any of them, were in possession, at the date of the Hoxie contract, of knowledge of th'e fact that those estimates were made too high and in obedience to instructions from Henry?-A. I know this, that those instructions to make that estimate came through Mr. Durant, who was vice-president of the road. How far other members of the company wvere cognizant of the fact I do not know. Q. How are you able to state that Duruant lknw of those instruetions and of the action had under them?-A. AMy instructions came in the shape of a verbal order from 3ir. Durant. lMr. Henry was in the habit of bringing instructions from.3 Mr. Durant. He was in ]New York oftener than I was. Q. And the unwillingness of which you have spoken, and to which you alluded in your letter to General Dix, to proceed with the execution of the Hoxie contract, arose fronm the fact of your having made those surveys and estimates under Henur'y;s direction'?- A. Yes, sir; it bad for this reason: I wanted to clear myself of any responsibility fromn making a misrepresentation in the case. I do not know whether I make myself understood, but I thought nmy resignation might possibly call out the fact that it was made under my estimate, and it would theul give me a chance of explaining how and why that estimate was madeo Q. Did you so explain?-A. No, I did not, for I was not called upoen I had reason to believe that General Dix knew as much about that as I did. WASHINGTO-N, _Februtary 12, 1873, OLIVER J. [DICKEY sworn. and examined. By the CHAIRMAN: Question. If you desire to make any statement, the committee witl give you an opportunity to do so.-Answer. I desire to state generally that I went into the office of IMr. Stevens in August, 1846, and remained with him until 1857. During that period we were engaged in a very large and, to Mr. Stevens, a very lucrative practice. I was the junior partner, and it was not so profitable to me. Probably he realized never less thanr $8,500 and ashigh as 817,50.0 a ear. After 1857, when he came to Congress, he still had young men in his office to keep up such practice as he could attend to in the intervals of Ceongress, but his practice fell off im CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 677 ]Aenselys-, and fromn 1860 1 do not think it exceeded $2,500 a year, although he was engaged in one or two cases that paid him good fees. I have exam lined, as his executor, his bank-account, more especially from 1861 down to the time of hIis death, and I do not find any deposit in that bank-account exceeding ten thousand dollars, with a single exception1, and that iwas the proceeds of a mortgage thait he put upon his farm in Franklin County. I find no cash deposit, not the result of a discount or imoney from a client, for any amount exceeding $7,000, that I am not able to trace. MIr. Stevens was a man that kept no private accounts. His furnace accounts were kept with great exactitude, and monthly and y-eanry balances made out. Individually he kept no accoulnt except his account in the bank and his checks drawn against that account. Q. What is the date of the $7,000 item? —A. I do not remember, but there are several items in hlis bank-account running up into that neighborhood. There is nothing in that bank-account in the way of a draft or check -upon Washington, except four drafts upon Mr. Ordway, which I presume was part of his pay. That seemed to be the only money he ever took homne from Washihngton. iMr. Stevens was the owner of a large real estate in Pennsylvania known as the Caledonia Furnace property, and the Maria Furnace property, most of which he acquired prior to 1830 in partnership. He subsequently bought out his partners. He was the owner of eight-tenths of a large number of tracts of land in [Luzerne and WVyoming Counties, titles to part of which he lost by nonpaymient of taxes, part of which he sold after he came in Congress, and sold for cash, and these largest credits on his bank-account, I think, are the proceeds of those sales. When he died lie still had some 2,500 or 3,000 acres of land there. Q. About what time did he make those sales?-A. I think about 1860 or 11861. They were very valuable coal-lands, and were all acquired by T —Kr. Stevens prior to his moving to Lancaster in 18429. The only other real estate he possessed was a house and lot in Lancaster, and a cow-lot outside the city. He had owned a farm in Vermont, which he bought early in life, on which his mother resided, and at her death he sold it. The inventory of his personal estate shows that he died possessed of an estate of $S8,61.85, against which we have paid debts to the amount of about $20,000, and we have paid off his specific legacies, knowing that his real estate was good, and we have litigation in regard to a subscription to the stock of a railroad, which he made with the -understanding that the railroad was to pass by his property. After he died they changed the location, and want us to pay the subscription, which we refused to do. If we are compelled to pay this subscription, iMr. Stevens's personal estate will be considerably inadequate to pay his debts. I have seen it published in the newspapers that Mr. Stevens sold the Caledonia, property for $80,000 in Pacific Railroad bonds. Mr. Stevens always asked $160,000 for that property, and we are now neg'otiating its sale for $130,000, and we have not sold it yet, Q. Do you know of the sale of any property by Mr. Stevens to any person connected with the Union Pacific Railroad, or to any person active in procuring legislation in its behalf?-A. I do not. I do know what may have given rise to this rumor. He did sell two tracts of land in Luzerne County to Mr. John F. C0owan, the whole consideration of which was $20,000. After his death Cowan instituted suit on the ground that the title was not good, and claimed certain bonds that he had given 3Ir. Stevens as consideration, showing an agreement in the handwriting of Mr. Stevens agreeing to convey those tracts. I compromised the matter with him, taking back the land, and have since disposed of it, 678 CREDIT MOBILIER AND UJNION PACIFIC RAILROAD. losing several thousand dollars by the operation, because the title was in dispute. The land itself was worth muech more than M[r. Stevens sold it for, if the title had been perfect. Q. Who was Mr. Cowan — A. John F. Cowan was aJ client of bMr. Stevens, in Pennsylvania. He was in all kin(ls of schemlles, and used to be about Congress. Q. Was he in any mway connected with the Union Pacific Rvailroad Company?-A. Not to my knowledge. Q. How soon after iMr. Stevens's death did you qualify as executor?A.' On the day of his funeral. Q. Did you fild among his papers or among, his assets any Union Pacific Railroad bonds or stock? -A. N0o, sir. Q. Is there anything in his books or papers indicating that he held any of the bonds or stock of the Union Pacific Railroad Company?-A..No, sir. I will state further that we not only qualified on the day of his funeral, but we made an examination in the presence of the appraisers of the estate, Hon. Thomas Burroughs and John J. Cochran, of all his effects in Lancaster. We went down to his office, opened his private desk, took the key of his box in the bank and his bank-book, and made an inventory in rough on the day of his funeral. The balance of his property being in Franklin County, we were unable to get Burroughs to go down there, and we substituted Judge Livingston in his stead. I will state that there were not any Union Pacific Railroad bonds on his inventory. The only bonds that we found were those arising out of this transaction with John F. Cowan. Q. As the subject has been mentioned, I will ask you if you withheld or delayed the inventory of MBr. Stevens's estate for the purpose of concealing any fact which that inventory, truthfully made, would disclose — A. No, sir; and I never knew any fact connected with the settlement of MIr. Stevens"s estate that rwas not known to my co-executor, and to Thomas H. Burroughs and John J. Cochran, the appraisers, on the day of the funeral, and to the officers of the bank in which he kept his account. I had no information which I objected to the public knowing. The reason of the delay in filing the inventory was the inability of iMr. Burroughs to go to Franklin County and make an appraisement of the property there. We had to substitute Judge Livingston, who had been a student in iMr. Stevens's office, and we went up to the Caledonia Furnace and took the inventory there. That was the cause of the delay in filing it. Q. What bonds were those that you have spoken of in colnection with the transaction with Mr. Cowan.?-A. They were Delaware, Leavenworth and Pawnee bonds. The Kansas Pacific Railroad, I believe, succeeded to their rights. The value of those bonds was $14,600. Q. What was their par value f-A. Twenty-four thousand two hundred dollars. Q. I understand you the property which Mr. Stevens sold to this gentleman for those bonds was, according to your judgment and knowledge, well worth the amount paid for it if the title had notl a cloud upon it, and there arising a cloud upon the title the purchaser claimed to have the transaction rescinded, insisting upon his rights for a return of the consideration, and that thereupon you compromised the matter in the way youL have stated?-A. Yes, sir. In the compromise I gave him $14,000 in money. The bonds were sold through the cashier of our bank, and Mr. Cowan and I compromised on the proceeds. These were the only bonds found in lMr. Stevens's possession, except national-bank stock, ten shares of Cumberland coal stock and Lancaster turnpike stock. CREDIT MOBILIEI1-, AND UNIONT PACIFIC RA-ILROAD. 679 i ASI-I~IGTrON, )D. C.~ Febrar.ty3 1]3, iS73. Oa;cEs AMEsE recalled. By the CHAIRMAN: Question. On the 31st of' December, 1 S38 were you an office: Or director in the Union Pacific rPailroad Company? —Answ-er. I7,o sir. Q. Were you of the Credit AMobilier?-A. No, sir. Q. W ere you one of the trustees of the contractor f-A. I think not. Q. Was your attention ever called to an estimate that was made by the chief engineer of the Union Pacific Railroad Company on the 31st of December, 18(68, which was filed pursuant to a resolution offered by JIr. Durant, inquiring whether eleven million dollars had been paid on account of the Oakes Amles contract f-A. I have a recollection of that. Q. Do you know how many miles of road were estimated by the engineer under that Oakes Ames contract, and paid for by the iUnion Pacific tRailroad( Company?-A. To my recollection, 667 miles. Q. I find, on referring to this estimate or certificate of the engineer, that he estimates, in addition to the 667 miles which are embraced in the Oakes Ames contract, 46 miles, at $90,000 a mile, making a total of $4,140,000 for that 46 miles of road. That seems to have been estimated along with the 667 miles embraced in the Oakes Ames contract, and charged up to the Union Pa,cifie Railroad Company, and paid for by the Union Pacific Railroad Company under the Oakes Ames contract. Do you know how that happened to be done?-A. -No, sir; I have no recollection of it. By Mr. SLOCUsI: Q. Do you know what salary was paid to the first president of the Union Pacific Railroad Company?-A. I think $8,000 a year. Q. How was that paid?-A. Indeed I cannot tell you. I was not a director, and was not familiar with the matter. Q. Did you ever hear of General Dix holding stock of the coimpany? — A. I had that impression. Q. How much stock did he hold? —A. I cannot tell you; I do not recollect. Q. Do you or not know that he got five hundred shares? —A. I do not know. Q. You never heard any one speak of that?-A. I think I have, but I cannot remember how much stock he held. Q. How did he come by that stock? Do you recollect that?-A. No, sir; I do not. IH-e was a stockholder before I had anything to do with the road. Q. Can you not tell us whether that stock was given to him i payment of his salary or not?-A. I cannot; I presume the books will show whether he was paid in money or not. Q. Did you ever hear of his offering' that stock to your brother Oliver for $5,000?-A. I do not recollect ever hearing that. Q. Did not your brother tell you he did?-A. I do not recollect so. He may have done so, but I cannot recall it now. Q. Did you ever hear of his having written a letter to any one, which was read to a portion of the directors, and which induced theml to buy that stock at par?-A. I recollect there was a letter from General Dix, presented, I suppose, by somebody who represented him while he was in Europe. Q. vWhile he was minister to France f?-A. Yes. Q. What was the character of that letter?-A. The letter, if I recol 680 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. leet right,~ demianded 850,000 from the company, for I do not know what. WAe considered it a klind of blaek-mailing, and a hard tling on the company. Q. It was so considered by the directors at the time? —A. Yes. (. YWho Iread that letter to you?-A. I didl not hear it read; I was not a director at the time.. Do you Tknow who presented the letter?-A. I think his son-in-la.Wo. Mr. Blake?A. I think that is the nalme; I am- not positive. 4. You understood that the Union Pacific Railaroad Company took tlhe money of its tresury and bought the stock in at par?- A. That is mHy understanding. The Union Pacific RIailroad Company paid the money which General Dix claimed-$850,000, I think. That is my recollection of the transaction. I had nothing to do with the details. They paid him $50,000 to get rid of him, and to get rid of the claim, or the threat, or whatever you call it. I do not know by what name it was looked ulpon. Q. The character of that letter was well knlown to the board of directors, was it?-A. I presume so. I was not a director at the time, but I got my information from directors. I had a good deal to do with the company, being one of the largest stockholders, and of course must know about a payment like that. I know that they were very indignant, and thoulght it was very unjust. Q. What was the actual value of t hat stock at, the time it was purchased from General Dix? —A. I do not suppose thlat the railroad stock vwas then worth more than 20 per cent. I should not think there was any sale for it at that time, and it had no market value. Q. What was your understanding with reference to how General Dix's salary -was paid, in money or in stock? —A. I suppose it was paid in money. The books, I suppose, will show that. Q. There was a young man by the name of Painter who held some stock in the Credit Miobilier; how much did he hold?-A. I let him have thirty shares. Q. Did you understand that that stock wFas for him individually?A:. For him individually. Q. There was never any understanding that he held it as trustee for somebody else?-A. No, sir. Q. Did he pay for it? —A. Yes, sir. Q. In what manner?-A. I have a memorandum of it somewhere. gave it to the other committee. Q. Did he pay the same as the members?-A. Yes. -le was promised that stock. He saidl that he was promised fifty shares by Dr. Durant and by Mr. Bushnell, and declared that he should have it out of that assigned to mle. Q. What time did you let Painter have that? —A. In December, 1867, or January, 1868. Q. Was it very -well understood then that the actual value of that stock was pmuch over par?-A. Yes; there was no muarket value for it. Q. What induced you to let Painter have it?-A. I had the stock, and I let everybody have it at the same price that I paid for it. In all my transactions I never asked a man who participated with me any more than I paid myself. I always let every one in, whether the stock went up or not. I let everybody have it alike. Q. Was there an understanding that Painter had performed some service, or was to perform some service, about the iHouse?-A. No, sir; what he told me he had been promised, I performed. He was very indignant that he did not get the amount he said he was entitled to. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 6 Q. His stolck I suIppose, was paid for in dividends?-A. Partly i n dividends. He paid cash in part, and he had dividends afterwar d which: pertained to it. He received the first dividends in. bonds, and paid nme cash for the balance —- think ll 1 SO,800 or $900. Q. He got about three times as much stock as the avAersge of 3lmemlrbers?-A. No, I guess not three times as mulch. Several of the menebers had as much as he had. 0Q. What position did Painter hold here at that tine?-A. I do not -know; clerk to some committee, It believe. Q. Was he a reporter for the press? —A. That I do not k-now. The examination was temporarily suspended until the attendance of 3Lr. Be13jamin F. Butler, Representative from tMassachusetts, should be procured, as he was somewhat interested in a subject on which the witness -was to be examined. 3ir. Butler having come into the com mittee-room, the examination of the witntess w5Tas resumed. Q.'What, if anything, do you know in relation to the payment, or the proposed payment, of any sum of money to IMr. Carpenter, of Wisconsin, by'way of a retainer as the attorney of the Union Pacific Railroad Company? NMr. Butler suggested that before going into that branch of the inlvestigation which had been suggested in an anonymous or fictitiously signed letter, sent to the committee, and letter-press copies of which had been circulated among members, it would be well for the comrnmittee to ascertain wh ether there was an11y such person as John P. Randolph, (the name signed to the letter,) of Cedar street, New York. He asked that the messenger of the Sergeant-at-Armns, who was sent with a subpena for John P. Ralndolph, be examined, and then he was willing, himself; to make a statement under oath to the conammittee.'The course sutggested was adopted. WASHINGTON, D). C., February 13, 1873. JO-IN WV. LEBARNES sworn and examined. -By Mr. BUTLER: Question. Are you Deputy Sergeant-at-Arms?-Answer. I am acting as such. Q. Where dcid you receive an order to summon Mr. John P. Rvandolph' -A. While I was at MIr. Ordway's house, last Sunday afternoon. Q. What did you do in consequence? —A. I prepared a subpiena and proceeded to New York on Sunday night. On Monday morning I went to Cedar street. As there was no number given in the order of summons, I examined the entrances to all the buildings on that street on each side of Broadway, and on both sides of the street, and I examined all the signs, and found no person of that namle. Then I made inquiry at various points along the street, of commissioners of deeds, notariespublic, in the bar-rooms, eating-houses, railroad offices, &c., and nobody on the street of whom I inquired knew any such person or had ever met him. I had previously looked in the Directory and found no such name. I went to the banking-house of 1Randolph & Co., in Nassau street, and they did not know any person of that name. I endeavored to find some other persons of the name of Randolph, to make inquiry, but I did not find any one at that time. I then examined the Directories 682 CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. of preceding years, and found a John P. RPandolph, in the Directory of 1870, as keeping a -variety store in Varick street. I went to the postoffice and had an interview with the assistant postmaster, and asked him if he would cause the letter-boxes to be examined to ascertain if any person of the name of John P. Randolph hadl a box. HIfe did so, and no such person had a box. I then gacve him the address that I had obtaiJed from the Directory of 1870, and asked him to have the John. P. Randolph of Varick street traced to the present time. He did so, and in the afternoon he gave me what he supposed to be his address at this time. That address was, " Colored Intelligence Office, corner of Fourth avenue and Tenth street." I went there and bfond that Mr. RaIndolph had moved to Brooklyn. I went to Brooklyn and founnd himl. I found that he was a colored man, formnerly from Richmond, a slave inL the family of the Roanoke Randolphs. Q. Had he written any such letter — A. He had written no letter at all. Ie did not know anything about Pacific Railroads. Ile did not1 know anybody who had anything to do with railroads. He never ha(d heard of the Credit MIobilier, and did not know that there was any investigation in Congress on that subject or any other subject. By M[r. HOAR: Q. Had he ever heard of Congress -A. It was somewhat doubtful. He kept a small intelligence office for colored servants; and, apparently, he did nothing else but that. He was manifestly not the person that I was in search of. In the meanwhile I had telegraphed to Mr. Ordway, stating that I had not succeeded in finding Mr. Randolph, but that I was searching for a John P. Randolph who had kept a variety store in Varick street, and I asked him if he could furnish any further information. I received a dispatch from IMr. Ordway that night that he could not furnish nme with further irformation. I went to Mr. Crane and asked him if he knew 3Mr. John P. Randolph, and he never had heard of such a man in connection with the Union Pacific Rtailroad Company. I went to the office of Mr. MIcComnb, and they had never heard of such a man. I went to Mr. Ham, and he had never heard of him. I made some other miscellaneous inquiries. I found among others Mr. Hanscom, who had prepared for the New York Herald a number of statements in reference to' the Union Pacific Railroad and the Credit Mobilier, and who was then preparing, as he told me, a statement in regard to some other western railroads. He had examined a great many papers and was familiar, to a considerable extent, with the names of all persons concerned, and he had never heard of him. I concluded that I had exhausted all the means of obtaining information, and I returned. By Mr. BUTLER: Q. Up to this time had you heard fro1m or seen mne on the sulbject?-A.:No, sir. I did not know that you had any interest in the matter until yesterday, and I did not know then what it was. Q. Then, in answer to my inquiries, did you inform me that you could not find Randolph? —A. I did. Q. Was there any further or other connection between us, either oral or written, than what you have stated?-A. No, sir. M{r. BUTLER. NOW, in accordance withl the suggestion of General Slocum, as my name has been brought before the committee in the matter of receiving fees, I should like, with the leave of the committee, to state, under oath, the facts exactly as they are. The committee abgreed that 5Mr. Butler should be sworn and examined as a witness. CREDIT MOBILIER AND UNTION PACIFIC RAILROAD. 8 3 TASITINGTON, D. C. Februar~'t:y 13, 1873. IENJAIIN F. BUTLER, having been sworn, at his own suggzestionn made the following statement: I have long lknown 3Mr. Ames, itMhr. Alley, and otlher gentlemen of 31assachusetts connected with the Union Pacific!Railroad Colnpaly. On the 7th of August, 1868, I received a letter, which I hold in my hand,1 from MIr. Alley, dated Bostonu Auguust 7, 1868' j DEAR GENERVAL: I Saw lMr. Oakes Ames to-day, and I told him I was very anxious that he should see yon about the change of thau contract of his and the agreements which he has made. It strikes me that it is illegal; and if so, it is important that he should know exactly how he stands in reference to it. He is very confiding, yo know, alnd he thinks it is all straight and righit because Tracy and these lawyers told him so. But you know their interests and feelings are, with Dunrant I told him that you were conversant with the whole matter; and if, upon examination, you thought it right and legal, I should be satisfied, and, lie might well be, but not without. "1 He wants me to see you, with him, to explain my views, which I shall be glad to do. Now, when can we have an interview with you of an hour or so? I shall be away until Tuesday, and after that day I shall be glad to mleet you. Please drop me a note, or inform me tomorrow at dinner, if you lmeet him. * "' JOH1 B. ALLEY." Following my habit, I made, as you see, on the back of the letter, (which was filed by my clerk and digested,) a memorandum from which my clerk should draw up a note to be sent to Mr. Alley in reply. This memorandum is dated August 10, and is as follows: "M IY DEAR ALLEY: I will meet you and Ames at Mr. Green's offcee on Thursdavy, and talk over the'contract' if it is personal to Ames. If it is a question as to the responsibility of the Credit MBobilier, I shall. desire to give advice as counsel." ldy reason was, that while I was perfectly Awilling to give any coniisel to Mr. Ames as a friend, if I was to give legal advice in a case involving~ many millions, I did not feel like doing so gratuitously to a corporation which I believed and knew was amply able to pay me. I saw MIr. Ames and Mr. Alley in pursuance of that appointmelnt. lMr. Alley had talked with me about the contract before that as friends, but not in the relation of counsel. I restated to Mr. Ames and M3r. Alley, when I saw them, that if this was to be a matter affecting the organization of the company I desired to act as counsel, and in no other way. After going over the question I expressed the view that, as it then stood, it was an illegal contract. I knew that it was a contract which inter se, between the stockholders of the Union Pacific Railroad Company and IMr. Ames, could not be made valid by a simple vote of stockholders. That was the question before us —whether that contract, which was known as the Oakes Ames contract7 could be validated by a vote of the stockholders. I said no; that any stockholder could, in my judgment, enjoin a proceeding under that contract. MIr. Alley then stated to me that he hoped the Union Pacific Railroad Company would employ me as counsel to go to New York, about that contract, and also on the question of the manner of their holding an annual meeting. By the organic act of the, company, and by the by-laws, it was provided that a meeting could only be held on one day, a given day, and that if an election failed, then the old board heldl over. There was a strong contest in the board between the 8.1 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. M.Iassachusetts and eastern stockholders, and the New York stockholders9 largely represented by M[r. lDurant, as to who should get the direction of the road in the future. I went first to New York, and spent considerabd.-1le time over the question of this contract. I met the other counsel, 111r. Tracv, Judge Black, and Samuel J. Tilden, and I counseled with Uthem. M3I. Black represented McComb, Mr. Tracy represented Durant aC-d the stockholders, and Mr. Tilden, I understood, was on our side. After that consultation, and after spending three or four or five. days in New YorIk, I returned home. Before the annual meeting I again went to New York under a letter of employment I had fronm the president of the board of directors, to take care, as counsel, of the interests of the stockholders. I went to New York three days, if I recollect right, cerLainly two days before the election took place. I then found that both sides had gone before Judge MICunn, now dead, and had got injunctions against each side voting, each side alleging' that the stock held by the other was illegal; and it seemed to be pretty clear that there could be no election without whoever voted on either side, in violation of the injunction, going to jail. That matter was dealt with at very considerable leng'th, and at the dlay of the meeting neither side would vote. ~We held legal disputations in the matter, one way and the other, until the hour of luncheon came, about one o'clock. It then occurred to me that there must be a way to get out of that difficulty; and theupon I went -with a gentleman and found Judge McCunn, whom I had known before. I stated to him the dilemmna we were in; that we were in a condition not to have any vote because both sides were enjoined, and I suggested to him to modify the injunction as against s (a copy of which I carried in my hand) so as to allow us to vote, subject to all questions to be raised on the illegallity of it. Judge Mc nunn did so far modify the injunction as to allow us to vote. I thereupon went back and advised my clients to hold an election. It was threatened pretty loudly on the other side what would happen if we voted in defiance of the injunction. I told them that I would take the responsibility, that they need not trouble themselves about me, and we voted in the election. I was served with a notice at that time to answer an attachment for contempt before Judge MIcCunn next morning. I acted as inspector at the election. I staid there the next day, and I think the day after. In the mean time tle contract of Ames came up, and I advised that the only way possible to get along with that contract inter se, i. e., among the stockholders themnselves, if it was desirable to carry it out, was that it should be a contract of three parts, in which the various parties should let the road to MAr. Ames, and they should come in as lartners. That is, they should take it as a joint operation as individuals and not as stockholders, and that they must get all the stockholders to sign, or else any one stockholder could stop it. I left that contract to be prepared by the other counsel. I did not prepare it myself, and I did not see it till after it was prepared. I went home, and in the due course of business I charged my clients $5,000 for services and $81,000 for expenses. Some weeks afterward, when I forwarded the bill, some of the gentlemen in the board whom I had opposed, (for in the mean time they had a compromise board,) said that it was too much. I do not know what argument was used in the board on the subject, but they said they would pay me $3,000. I said I would not take $3,000; that I would not so far demean my profession as to give advice and legal services in the matter of contracts involving $47,000,000, and to a company of $100,000,000 capital, for $3,000 —that I ought to have charged $10,000. CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. 685 Thereupon they sent me $3,000. WVhen I got relieved from my public,duties I sent word to them. that unless the other $3,000 was paid I. should very likely bring suit to recover it. Subsequently that $3,000) was paid, as I believe. I did not feel very kindly to the corporatiorm for thus undertaking to cut down my bill. On1 -account of the disagreement, I suppose, or for some better reason, I had nothing further to do with the company until in the winter after I came to Congress. Mr. James Fisk, who I learned was the promoter of thadifficulty in the election, standing behind some one, threatened to break up, the company. I learned that by the newspapers. The next thing I learned was, that James Fisk sent me by messenger his cheek fob:L $5,000 to be of counsel for him as against the Union Pacific Railroade Company in that contest. I saw that it would involve me in this inconsistency-that although this was a new contest, yet I could not go into) it, without carrying a portion of my knowledge which I hlad obtainied as counsel for the other side. I thereupon wrote to MB'r. Fisk, sending him back his check, and saying that I could not take it, untless the company released me from being counsel. I wrote to IMir. Oliver Amies, I think, certainly to one of the directors, stating the fact, and saying that I wished them to consider me still their counsel, stating my reasons, and I got a letter saying that I should still be considered their counsel. But I did nothing. They sent me no money, and I received none sincey because it was my request that I should be considered their counsel. and I did not wish, therefore, to charge any fee. I then advised them first that thev should employ the Hon. Caleb Cushing, because, I foresaw that the matter would come to the Supreme Court. I then said. to MIr. Ames or to 3Mr. Alley, " I aml afraid that before Judge Barnard in New York, the New York counsel, whom you may have, will find theniselves very much embarrassed, because Judge Barnard is evidently impressed on the side of Fisk, and he will be very likely to visit with his displeasure any counsel practicing be-fore his court whoc interferes with him much, and I think you had better get a man as far removed from New York influences as possible." I had known M1r. Carpenter ever since he studied law in Boston, in the office of Rufus Choate. I had heard him make arguments before the Suprenme Court. I had been brought in contact with him, because there was a branch of the Soldiers' National Asylum in MIilwaukee which brought me in contact with persons in that town, and with Mar. Carpenter. I saw iMr. Carpenter one day, and I said to him, " I hope that you are getting on well in your profession."7 He said, "'Yes; and I wish I could build up a practice in W}ashingtojn, before the Supreme Court."' I said, "'I will do anything I can to aid you in that regard, and I think I have such relations with some pretty large matters as will enable me to throw some business in your vay." Thereupon, with that in my mind, and seeing the want of counsel for the company, and having a high opinion of Mr. Corpenter, I stated to Mr. Ames that in my judgment it would be better for the company to retain Mr. Car. penter in their lawsuit which was then imminent in New York. I said that he was a man who had' tongue77 in his head, and could speak for himself; and would be entirely independent, and that I knew of no such good man for them. I said to Mr. Ames, "'He is a very prominent man, has the confidence of everybody, is a candidate for the Senate, practices before the Supreme Court, and is a very good man." Mr. Ames said he did not know him at all, and I then went into a very considerable description of Mr. Carpenter. JMr. Ames said that he would tale it into consideration. I may have spoken to one or more of the other 8 6 CREDIT MIOBILIER AND UNION PACIFIC RAILROAD. directors who were here. I do not recollect whether I did or did not; but if I did, it was to the same effect. The next mnorning, or soon after, I saw that the injunction had been issued, that the safe of the company had been broken open, and that these troubles had begun; and I there dropped the matter about 1Mr. Carpenter. I never spoke to AIr. Carpenter on the subject from that day to this, until after I received this anony-mLous letter; and then I asked him. what possible foundation there could be for it. T he Central Pacific lailroad I never knew at all. I believe I have been introduced to one or two of its managers, but it was a mere passing introduction. I never spoke to them on business; never knew anything of their business; never asked them for a dollar for myself or anybody else. I believe I did ask them to give a pass over their road to my adjutiant-general, and I do not know whether the request was accorded or not. I never saw a dollar of their money, or of the money of the Union Pacific Railroad Company, other than and different from what I have stated. I have no knowledge or belief, directly or indirectly, (and I mean to cover every possible form,) that either of said roads, or anybody on their behalf, ever paid a dollar to Mar. Carpenter, or that anything else took place in that regard other than I have stated. I have no belief or suspicion or impression that they ever either paid a dollar to hin, or that he ever received a dollar from them. That is the end and beginning of my connection with both roads. There is nothing that I desire to palliate, to excuse or defend. I should dojust so again, and will co so again just when I please, where I please,.and how I please, all the world to the contrary notwithstanding. By iMr. SL-OCuA: Q. You never stated to Mlr. Ames or any one connected with the Union Pacific Railroad Company that it was desirable to have Mr. Carpenter elected to the Senate from Wisconsin instead of Mr. Washburn, Mr. Washburn being an enemy of the road?-A. No, sir. My only statemient in reference to the election was as a recommendation of 5Mr. Carpenter, showing his standing. Q, Did you ever state to MJr. Amles that this fee was paid subsequently to Mr. Carpenter by some other road?-A. Never in the world. I could not have stated it, for I never thought of it. Q. Have you any other information beyond what you have given here that would aid this committee in making its investigation?-A. Within ny personal knowledge there is nothing save and except what I learned in the course of my employment as counsel; but there is nothing that I kno w of even in tbhat way that would be worth stating. I have various ma tters of information froim others which I do not think proper to state. Q. Second-hand information?-A. It is second-hand only. It might be John. P. Randolph over again. I have taken a little pains nmyself, since this copy of the anonymous letter was furnished m7e, to work up?,{r. Randolph, (because I wanted to know his antecedents,) wholly independent of the Sergeantl-at-Arms, and I hav1 e not been able yet to discover 1 - R CREDIT BMOBILIER AND UNION PACIFIC RAILROAD. 6 8 7 NVASIINGTON, D. C., Febrirary 13, 1873. RUICHTAD FRAMSHI-OT sworn and examined. By the CIIAIRBIAN: Question. Where do you reside? -Aiiswer. In Schenectady, New York. Q. Are you in any way cornected with the Central Pacific Railroad Cornpany?-A. I have acted as agent of the company since 1866, I think. Q. Whalt have been the duties to which you have been assigned?A. AWTatching over the interests of the Central Pacific Railroad Company, at Washington and other places, subject to the call of the president of the company. Q. Where are the business offices of the Central Pacific Railroad Company kept?-A. I suppose in Sacramento, California; they have a branch office in aNew York, at 54 Williami street. Q. I refer to the general business offices, where they keep the books and papers relative to the affairs of the Central Pacific Railroad Company? —A. I cannot tell you froim my own knowledge. The general offices are at Sacramento. Q. Who is the present president of the Central Pacific Railroad Coinpany?-A. Leland Stanford, of California. (2. Where does he reside? —A. At Sacramento. Q. WVho are the other officers of the Central Pacific Railroad Coilpany, and where do they reside? —A. The vice-president, C. P. Huntington resides in New York City. I cannot answer positively as to the other officers of the road. Marlk Hopkins, I think, is treasurer of the company. He resides at Sacramento. I may be mistaken in regard to his being treasurer. He is treasurer or secretary. Q. Were you connected with the road in the capacity you have namled during a portion of the time it was being constructed? —A. I was not. Q. Htave you any knowledge or information as to the mleans that were resorted to for the purpose of constructing the Central Pacific Railroad — A. I have not. I have no personal knowledge. Q. Have you any information on the subject -?A. I have not, only hearsay. Q. Do you know of any corporation, association, or organization of any kind, that was created for the purpose of taking contracts for the construction of the Central Pacific Railroad? —A. I do not, only fromn hearsay; I have no personal knowledge. Q. FroIm whom did you hear anything on the subject?-A. I cannot say; I think they have a contract company. The nature of it I know nothinig about. Q. Do you know the name or style of that contract company?-A. I do not. Q. Do you know who were the parties -who were its managing men?A. I do not, only from hearsay. Q. Have you ever heard frtom any of the officers of the Central Pacific Railroad Company who were the persons active in that contract company?-A. No, sir; I have not. It is called the contract company, pr the finance company, or something of that sort; I cannot give the style of it. Q. You had no active participation in the contract — A. None whatever. 688 CREDIT IMOBILIER AND UNION PACIFIC RAILROAD. By Mi3r. HOAR: Q. You have, a general knowledge, I suppose, of tile histo-y of thatroad since 1866? —A. I cannot say that I haTve. Q. What are your duties in relation to it? —A. I take charge of:its business at WVashington, and other places in the interiml of the sessions of Congress. I am subject to the call of the vice-president. Q. What is the interest of the company at WV,ashington?.-A. fothing more nor less than the general interests of the railroad. Ae hase to Awvatch our interests here. Q. What are they? -A. There are frequently questions comling up in Congress relating to the interests of the Central Pacific Railroad. Q. Then you mean that you are an agent to watch the passage of bills through Congress which might affect the intelr'ests off the. colm pany — A. That is so, in part. Q. What other agency for the company have you in t Washington'? —A [Not any. I am subject to the call of Mr. Huntington. Q. Are you a regular salaried officer of the road? —A. Yes. Q. Whatqs your s-alary?'-A. Aty salary is $20,0OO a year. Q. And do you spend substantially your whole time here whlen Clogress is n session? —A. Yes, sir. Q. Are there any other agents of the company here while Congress is in session?-A. _Not that I am aware of. Q. Or officers of the road? —A. Not that I am aware of. Q. The financial office of the company is at New York -' A. That is a branch office, I suppose. Q. W\ here is the interest onl their bonds paid?-A. In New York City. Q. Do you. know where the engineer's reports and the treasnretrs books, covering the period of the construction of the road, and -the period of prelirminary surveys, are kept'-r A. I do not. Q. When you. cerate into the service of the company in 1866, what persons or corporations were then en'oaged in the construction of the road? —A. I cannot; tell you; I suppose their contract com.papny. I have no familiarity with their business proceedinos over there. I k1now notlhing about them. Q. Do you not know whether they were building the road on their own account, or througnh contraetors?7-A. I could only know it VN,hearsay. Q. Were you ever told it by any officer of the road? —A. I think iwas, but still I cannot recollect. I think they had a contract party. Q. Who do you, think that contract party was?- A. I cannot tell you all of them. I do not know that I call any of them. I have no knowledge of my own. It would be hearsay. Q. I think we will inquire the hearsay from the general business a gent of the road. What did you understand the fact to be as to who were the principal contractors for the construction of this road, at the time you came into its service, and since, till its completion?-A. i canntlot give yon an intelligent answer on that subject. Q. Can you give the names of any persons or compainies who, you have been informed, were the principal contractors of the road'? —A, cannot, only from hearsay. Q. Give them from hearsay; fronm what information you have received. —A. I cannot tell you the members of the contract party. Q. What was the name or style of the company — A. I cannot tel)l you that; I think all that information can be got fromll Mr. EHuntington-, Q. I amn asking you who, from your information, were the prinili)Oil CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 689 persons engaged in the construction of the road. If a corporation give the style, and if individuals give the names.-A. I do not know that I have ever been informed on that subject at all. I have an impression in relation thereto. Q. You have a belief?-A. I have. Q. Give that belief.-A. I think that a man by> the name of Miller is one of the parties, Q. Where does he live?-A. In Sacramento. I th-ink M,1r. Crocker is another. Q. Where does he live?-A. In Sacramento. Q. Anybody else?-A. Not that I am aware of. Q. These are the only persons whom you believe to have been engaged in the construction of the road?-A. WAhom I have any reason for believinog. eQ. I ask you whether you have any belief on that subjeet. Are these all the persons whom you believe to have been engaged in the construetion of the road~, whose names you can recollect?-A. I cannot answer that question. I may believe that other parties were engaged. Q. Then be good enouglh to state it if you do. —A. I dio not thiBnk it was confined by any mecans to these two men. Q. Have you in your mind the name of any other person or corporation whomll you believe to have been engaged in the construction of that road? -A. I have not. I have no particular belief about it. I have no personal knowledge in reference to the matter whatever. Q.'Can you give us the names and residences of the persons whomn you have understood to be the principal contractors, or any of them except these two men whom you have named? -A. My opinion is that the stockholders of the company were interested in the contract, but I know nothing about it personally. It is a mere matter of suspicion to me. I have no personal knowledge in regard to it. Q. Do you klnow what the present capital stock of the road is I —A. I do not. Q. You have no information on the subject " —A. No, sir. Q. Or its present indebtedness? —A. -No, sir. Q. Do you know whether the road is mortgaged?9-A. I presume it is. I know there is a first mortrgage on it. Q. [For how much? —A. MVly[ opinion is that the first mortgage is for $25,000,000, beside the Government lien. Q. Is the first mortgage the same amount as the Government lienthat is $50,000,000 for the two?-A. I presume it is. Q. What is the length of the road? —A. About 900 miles. It is from Salt Lake to San Francisco. Q. Do you uknow anything personally or from information of any efforts made or acts done by anybody connected with the Central Pacific l-ailroad Company to afiect the election in the State of Wisconsin at the time that Senator Carpenter was elected to the Senate or shortly before? -A. I do not. Q. So far as your knowledge extends, you negative that transaction entirely?-A. Yes, sir. Q. Did you know of any retainer of Senator Carpenter about that time, as counsel for the company?-A. Nole sir; i did not. Q. Or of any money being sent to him? —A. To, sir; I have no knowledge on the subject. Q. Either personally or from information?-A. No, sir. Q. Where does the treasurer of the comrpany reside?-A. At Sacramento. 44 c Th. 690 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Have you ever been in the office at Sacramento — A. Yes. Q. Do you know where its archives are kept, whether they are kept in Sacramento or in New York — A. They are kept in Sacramento. That is the general office of the company. By the CHAIRMAN: Q. In connection with this contract and finance company, (that is the style of it,) did you ever hear the name of Leland Stanford as being one of the parties?-A. Yes, sir. Q. Did you ever hear of the naime of Charles Crocker as being one of the parties?-A. Yes, I have said so. Q. Did you ever hear of the, name of Charles Marsh as being one of the parties?-A. I think I did. Q. And of C. P. Huntington?-A. Yes. Q. And of Mark Hopkins? —A.. Yes. Q. Are all these gentlemen Miterested in the Central Pacific Railroad Company? —A. Yes. Q. And have been from the commencement of its organization?-A. I think so. Q. You have heard their names mentioned as being parties who were interested in this constructing company -'-A. That is the impression I got. Q. What position in the Central Pacific Railroad Company does Charles Crocker hold?-A. I do not know that he holds any. Q. Has he been a director of the company?-A. I think he has been. Q. How long was he a director?-A. I cannot say. Q. Is Charles Marsh connected with the direction of the company'?A. I think he was; whether he is now or not I cannot say. Q. How long has IMr. Huntington been connected with the company?A. I think since the beginning. Q. And Mr. Hopkins'? —A. I think also from the beginning. Q. Is he still connected with it — A. I suppose so. Q. At what other points beside Washington are you called upon to discharge duties in connection with your company -A. At no particular point. When any business occurs in the interim of the session of Congress, I am liable to be called upon to attend to it. Q. What kind of business is it that. you are called upon to attend to in the interimn of Congress? —A. I cannot say; if anything occurs where I can be useful to the company, I am liable to be called upon to attend to it. Q. Have you at any time been called away to look after business of the company?-A. I do not recollect now; I have, however. Q. To what points have you been called? —A. I cannot say now; I have no distinct recollection of any specific thing. Q. Have you been called, at any time, away from Washington to look after any specific business? —A. No, sir; not from the city of Washington. Q, The business which you have been called upon to discharge,. by virtue of your agency, has been at the city of WVashington?-A. Yes. Q. Have you no recollection of being called upon to look after the interest of the company at any other point?-A. No specific business; I cannot bring any to mind; I may have been away twenty times, but I cannot recollect now. Q. If there had been any business of any considerable importance that you had been called upon to attend you would recollect it, I suppose? —A. Yes, sir. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 691 By MIr. SLOCUM: Q. Have you any knowledge of the Central Pacific Railroad Company ever having paid money or any valuable consideration to secure the election of any United States Senator?-A. I have not. Q. You never have known of an instance of that kind?-A. No, sir. Q. Or to secure the nomination of a Senator? —A. No, sir; nor of af ny member of the House. WASHINGTON, D. C., Feb valry 137 1873. A. J. POPPLETON1 sworn and examinel. By the CHAIrMIAN: Question. What relation do you bear to the Union Pacific Railroad Company?-Answer. I am its attorney. Q. How long have you been its attorney?-A. Since about the Ist, of December, 1863. Q. Where do you reside? —A. Omiaha. Q. Are you fiar it manageent of t brige an the management of the bridge and the transportation Oever it betVween Olmaha and Council Bluffs?-A. I am somewhat fam-miicar witl it, atltholughl I am not entirely acquainted with all its details. Q. Ilow is the tlaunsportation over that bridge managed at the present time? State, if' te ou know? wTether there has been a contract made with anIy one and if so wit3h whom, for the transfer of freight a nd passengers across tli t bridge. -A. The Union Pacific Railroad trains are made up on tile west side of the river and the eastern-bound trains stop on the west side of the river. The trtansfer-tra, in delivers business across the river betwveen the Iowa rowads and the Union Pacificte Railroad. That transfer-train is rn by t1le Union Pacific Railroad Comapeny. It is run under lihe name, hoWever, of the Omaha Bridtge Tra-nsfer Conmpany, -which iS to some extent a separate organization. Its accounts tare kept separate. Q. Did you evser see a contract entered into with one Homans, in relation to the tra nsfler of freights across that bridge'-A. When the bridge was first opened a contract was made withl one George ~'W. Homans for the trarnsfer of freight and passengers over the bridge. That contract, I believe, I have seen. Aftter working under it a short time, it was thought by some peoplei who were interested in the Union:Pacific Railroad Comtpany, that it was an unfavorable contract to the company; but on a close examination of it, it turned out that the contractor, instead of nzaking money, was losing nmoney, and by mutual consent the contract was canceled. Q. How long is it since that contract was canceled? —A. MIy recollection is that it was in May last; I am not certain of the date, but that is my best recollection. Q. Look at this paper, [handing to the witness a paper,l and say whether it is a schedule or time-card for the running of trains over that bridge.-A. It appears to be. Q. What is the date of it?-A. It appears to be dated October 5, 1872. Q. Is Homans still having control of an interest in the transfer of freight or passengers across the bridge?-A. He is nomninally the controller of it. 692 CREDIT 5MOBILIER AND UNION PACIFIC RAILRPOAD. Q. What initerest has he in it now — A. He has no interest in the transfer of freight and passengers, beyond the fact that he is paid a small salary for the use of his name. Q. Who pays hiam? —A. The Union Pacific Railroad Company. Q. The Union Pacific Railroad Company is paying a man to manage the transfer of passengers and freight across this bridge, the proceeds of which do not go into the treasury of the Union Pacific Railroad Company?-A. I mnean to say that the bridge department pays hin, as I understand; that is, the compensation of MIPr. Homans comes out of the funds of the bridge acnd not out of the funds of the Union Pacific Railroad proper. Q. What charge is made for transferringo freight across this bridgeby thee car or by t'he hundre;d-weig,1t — A. I think a en do-llars per car load of tea tolons each. Q. %A;hat charge is made for tranlsferring -passeageors across tthe bridge A —A. Local passengers pay fifty cents each. Q. What do other passengers pagy, A. I m ionable to say. There are coupon tickets issued for the bridce. I do not know w-k-hat the proportion is that is allowed for the tra.nsfeir. Q. You say that the trains western bound are made up on the weht side of the rive-?-A. AYes, sir; the Union Pacific laailroad trains are. Q. Is there a chanlge of cars by passengers at the eastern end of the Omaha bridge' _i T'here is a change ei'o m the transfer trains to the Iowa roads. Q. Passengoers going -west; do they change cars at t he eastern end of the bridge?-A. Yes, sir. Q. And, aoalin at the western end of the -ride -A. Yes, sir; on the. Iowa roads they lchiange on the eastern site; and they take the cars of the Union Pacific R]Lailroad Company on the wrestern side of the river. Q. s fireight transferred in the sane way? —A. Thronugh freight is not transferred. Q. Have you any knowledge 01 inorinmatici of any moneys of the UCnion Pacific Etailroad ColmpanyilS havino been used for the purposes of infiencino or controllinag a member of Con'ress or Unitedi States Senator? —A. None whlatever at ajvny time. Q. HIas the company ever furnlished any momn;ey to Tyou for such putrposes? —A. Aever at any time. Q. Do you klnow the lands on the Iowa side of the river, where it has been contemplated to put a depot, or where theore has been some talk of putting a depot? —A. Yes, sir; I anm acquainted mith the land spoken of as a site:for the depot in case olle should be built on the east side of the river. I do not know that any o'ne contemplates the construction of such a depot. Q. Who owns those lands f-A. According to my recollection, there are in the neighborhood of 1,200 acres of land in all. About 150- acres'of it are held in the name of T. C. Durant, trustee, and is understood to belong to the Credit Mobilier. That is the ground where it has been suggested thats a depot would be constructed( There are adjoining tracts, which I think are held in the lame of individuals, and have been ordinarily understood to be held in the same interest; but I cannot give the names of the persons holding them. Q. Did you ever have occasion to examine as to the real ownership of those lands?-A. Not beyond these 150 acres that I spoke of. Q. What are these 1,200 acres of land worth?-A. It is difficult to estimate their value; because, as farming lands alone they would have one Price) and on the theory tha-t they were actually to.be used as the CREDIT MOBILIER AN) UNION PACIFIC RAILROAD. 699 site for a depot they would perhaps have another value. I think that$100 an acre would be an outside price for any portion of the lands at the present time, independently of the prospective value that may growont of the construction of the depot. Q. Were you consulted in relation to the letting of contracts for the' construction of the Union Pacific Railroad?-A. I was not. From the time when my connection with the road conmmenced until the 1st of January, 1869, my duties were altogether legal. I looked after the litigation and business of the company in that country, having, up to that time, but little to do, and being but little consulted in relation to the organization of the road east. Since that time my duties have been more general. Q. Were you cognizant of the fact that, after fifty-eight miles of the road had been built west of the hundredth meridian, there was a proposition to extend the Hoxie contract over that fifty-eight miles -- A. I was not. I had no knowledge as to the operations of the Credit Miobilier, or of the seven trustees or contractors, save by com-mion rumor, until I became acquainted with that transaction in the course of a litigation which arose after the road was completed, in the summer of 1870. Q. At the time of the transaction, you had cno knowledge of it? —Ao NTo, sir. Q. Was your attenrtion called to the fact that fifty-eight miles, in addition to the six hlindred and sixty-seven miles embraced in termns irn the Oakes Ames contract, were allowed and paid for undcer that contract? —A. Never, until this mnorning. Q. How many times have you been over the land of the Union PCacific Railroad, from Omaha west — A. I cannot, give the precise number of times, but I have been over the road at least half a dozen times. Q. State the general character of the country through which the road was built, and whether there are any serious obstacles in the way of constructing a road along the line on which it is constructed? —A. From Omaha to the Elkhorn River, a distance of about thirty miles, the construction is somewhat difficult, the grades being steep on certain portions of it. From the Elkhorn River to within, sa y, forty or sixty miles of Cheyenne, so far as the surface is concerned, the route is very favorable for cheap construction, a(nd very unfavorable, so far as timber, transportation, water, and other things are concerned. From Cheyenne west the route crosses first the Black Hill Range, and then the Rocky M3Tountain Range, anmd it is, in my judgment, a difiicult route, and an expensive route for construction, not only on account of the face of the country, but on account of the difficulties of operating in that country at the time the road -was built. Q. Can yout give a general idea of the fceatures of the country where the road is located, whether there are heavy cuts and embankments necessary? — A. From Cheyenne to Sherman the grades are very steep, ninety feet to the mile, and there are frequent cuts through granite; and also in the descent to Laramie, the distance beirng fifty-two miles fromx Cheyenne to Laramie. It is difficult of construction, but not so difficult, by any means, as was originally anticipated. Q. How is it beyond that?-A. From Laramie west, over from the Laramie plains, it is less difficult, although the expense and cost of the construction of the road, in that portion, was very much increased by the fact that the Government colmmnissioners insisted that the road, instead of being built undulating with the surface of the plainl, should be made uniform, and the track ssunk below the surface. The result has been the snow-blockades, froe which the road has suffered, and it has cost 694 CREDIT AMOBILIER AND UNION PACIFIC RAILROAD. the company a very large amount of money to remnedy that difficulty. The company had to raise nearly a huIndred miles of their track last summer for the purpose of avoiding snow-blockades. Then, crossing the crest of the,ocky MIountains, the grades are steep, and there are very heavy cuts through the rock. it is the same in reference to the descent. That country at the time the grading was done —at the time the trackl was laid —was destitute of water, and entirely destitute of timber. Nothiing could live there, except as the materials for sustaining life were carried there. Water -was hauled by the track-laying trains fifty to sixty miles, to supply the men, and provisions and supplies were hauled from the end of the track, with four-mule teams, for which we paid $25 a day. They could not be got for less. The difficulty was in pushing the road as rapidly as it was necessary to do. From Green iNiver west to the Wahsa-tch Mountains there is substantially the same characterof country. It is a difficult country to operate in. At WNahsatch commences the deseent of Echo Canon. There was a heavy rock-tlnnel Which cost a, very large amounnt of nmoney. The road follows Echo Canon and another canon until it reaches the Salt Lake Valley. The whole line of construction I would regard as a very expensive one. The grades and cuts and bridges are expensive. The last section of the road, firOm Cheyenne west to Ogden, it should be remarked, was all built between the 1st of January, 1868, (iand the amiddle of Miay, 1869. Beyond comparison the most difficult porption of the road to construct waas built in one year, while three years were given to the construction of the easiest part of the road. Q. State what length of road receivred $48,000 per mile in bonds, and what length received $32,000 per mile in bonds, as stipulated in the eleventh section of the act of 1862,-A. lam unable to state precisely where the eastern base of the PRocky Iountains was fixed; but I think it was at or near Cheyenne. Assuming that as correct, there would be three hundred and seventy-one miles of road that received $32,000 per mile in bonds, and one hunred and fifty miles that received $48,000 per mile. I would like to say one thing in relation to the running of these transfer-trains over the Omaha bridge. The Union Pacific IRailroad Company never admitted that it had any corporate power or existence in Iowa, or that it was amenable to the jurisdiction of Iowa in any form. It has always' insisted that the Union Pacific IRailroad commelnces on tihe west bank of the Mlissouri Riiver; where the initial point was fixed by President Lincoln, on the eastern boundary of sectionl 10, township 15, range 13, whence it was built westward; therefore the company has always confined its trains to the western bank of the river, iand its arrangemeirts have been made with reference to that theory of the law. Its shops and general offices are on the w-est bank of the river, and tlhe trains are terminated and made up there. That is the reasor ifor this transfer arrangement, the Iowa roads refusing to deliver their passengers on the west bank of the river, to the Uniol Pacific Road. Q. I suppose that the Union Pacific Railroad Company refuses to take the Iowa trains on the east side of the river?-A. It refuses to send its trains over into Iowa to get the passengers from the other roads; but it is ready, as I understand, to transport the trainas of thle Iow-a roads, with its own motive-power, to the western bank of the rivers, hen ever they will consent to go there. By Jr. SLOCUTM: Q. State the instructions gi-ve to yost by the president of thie Union Pacific Railroad Comipany, whei you camle on here frolm NTew Yorki at CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 695 the time of the raid?-A. MIy instructions were to deliver the papers which were put in my charge to MBr. Amles, to whom. they were directed, and to cause them, if possible, to be put into the hands of some member who would exhibit the true state of facts on the floor of the House, in case the anticipated resolution was offered. Q. How about paying out money?-A. I cannot say that I had any instructions on this subject, because, in my first interview with Mr. Clark, he declared, unequivocally, that he would not expend or authorize the expenditure of a dollar for any such purpose, and there the matter, to a great extent, ended. I cannot say I had any instructions on the subject; but Mr. Clark had declared repeatedly, and in the most explicit manner, that he never had authorized, and never would authorize, the expenditure of money for any such purpose. Of course that closed the whole question with mne, and none ever was expended, to my knowledge, at any time. I stated in my testimony that Mr. Hom1ans was paid a nominal suni as proprietor or contractor of the bridge; that sum is $100 per month. I wish further to state, in reference to that bridge, that the Union Pacific Railroad Company has always held it a separate thing from the road. The - act of Congress of 1871 authorized the mortgaging of the bridge for the purpose of raising money for its construction, separate and apart from the road; and the mortgage executed on the bridge provides that the fiunds realized from the earnings of the bridge shall be applied to specific purposes. For that reason, among others, the organization for the construction of the bridge, and its accounts on the books of its earnings, have been always kept separate from the general business of the road; and, as the company regards it, they cannot be safely or properly kept in any other way, as it is required that a certain portions of the earnings of the bridge shall go into the hands of trustees under the bridge-mortgage, to be applied in the payment of interest. The earnings of the bridge are, under the mortgage, to be applied, in the first place, to the payment of the interest; and, in the next place, to the repair and keeping in order of the bridge; and, in the third place, are to be invested as a sinking-fund, to meet the payment of the principal. All those things make it necessary and essential that the business of the bridge shall be conducted separately from that of the road. WASHING TON, D. C., Febuary 13 1 1873. CHARLES T. SHERAIAhAN recalled. By Mr. HOAr: Question. Were you ever a member of the committee to examine and settle accounts of the Credit -Mobilier against the Central Pacific Railroad Company for the construction of a portion of the road embraced in the Hoxie contract?-Answer. I was a member of that committee. Q. Do you recollect whether any statement was furnished to the committee in reference to the cost to the contractors for so much of the road as was embraced under the Hoxie contract?-A. I think not. I have no recollection of it, at least. Q. What was the nature and character of your examination on that committee?-A. I can only recollect generally, it is so long since; but we took the Hoxie contract, ascertained the number of miles that were built, and the anlount that was due according to its terms, and then 696 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. we deducted the payments that had been made. It was just a general account and statement. Q. You made no inquiries as to the validity of the Hoxie contract?A. No, sir; as I stated in my former examination, we regarded the Hoxie contract as valid and binding on the company. Q. At the date of the committee's report, was the portion of the road which was built under the ioxie contract thoroughly equipped, so as to be a compliance with the act of Congress? —A. It was thoroughly built, but not equipped as much as we insisted it should be equipped; but it was equipped according to the contract, which was $5,000 per mile for equipment. We claimed that it should be $7,500 per mile. Q. The company was not entitled by the act of Congress "to get bonds from the Government till the road was built and thoroughly equipped for operation?-A. The Union Pacific Railroad Company was entitled to bonds whenever the commissioners, appointed by the President to inspect the road, gave their certificates. We were not commissioners, and we knew nothing about the certificates, and were not responsible for them. Q. But you would not have permitted the bonds to be issued to the Union Pacific Railroad Company, or have been parties to their issue, as Government directors, unless you were satisfied that the road was completed in accordance with the act?-A. I do not know that we had any control over that matter, except to report and represent the facts to the Secretary of the Interior. Q. Did you, in fact, believe, at the time you made that examination, that the road was completed in accordance with the provisions of the act of Congress-so much as was covered by the Hloxie contract? —A. Yes; except that there were various opinions on the subject of the amount of equipment per mile. We. claimed that it should be $7,500 per mile, and Dr. Durant and the directors claimed that $5,000 a mile was sufficient. Q. I am asking you, as to your opinion as to the compliance with the act of Congress. You say that you do not considler that you were responsible for that.-A. No, sir; we were not responsible for the issue of the bonds. Q. But I ask you whether you supposed that the road was buiit and equipped in compliance with the act — A. The act of Congress named no particular amount of equipment, but only that the road should be built and well equipped, according to the business of the road. We Government directors, under the advice of MIr. Williams, claimed that $7,500 per mile would be thle amount which we should fix under the act of Congress. Q. Then you mean to say that you did not think at the time that the road was completed in accordance with the act of Congress!?-A. No, sir; not so far as equipment was concerned. Q. You thought it would take about $2,500 per mile more?-A. Yes, sir; that was our opinion at the time. WASHINGTON, D. C., February 14, 1873. C. P. HUNTINGTON sworn and examined. By the CHAIRMAN: Question. Where do you reside? —Answer. In New York. Q. Have you at any time been connected with the Central Pacific Rail CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 697 road Company; and if so, in what way? —A. I have been connected with it since its organization, which was in 1861, I think. Q. Are you one of the original stockholders?-A. Yes; I was among the early subscribers. Q. How much stock did you subscribe for originally? —A. I think my original subscription was fifty shares. Q. What was the whole amount of stock subscribed at the time of the organization of the company — A. The laws of California, if I recollect correctly, required that there should be $1,000 a mile subscribed and 10 per cent. paid in; that had to be done before they could organize, and that was done. Q. Where are the business offices of the Central Pacific Iailroad Company? —A. They have been always kept in Sacramento. Q. Are the records, books, papers, and documents, relating to the Central Pacific Railroad Company, kept in the office at Sacramento.A. Yes, sir. Q. Do you recollect how many stockholders there were at the time of the original organization of the company?-A. I do not. Q. Had the amount of, stock required by law been subscribed at the time of the organization?-A. I have no doubt but it had been; on all such matters we had our legal advisers, and they told us what was to be done, and we were always endeavoring to do everything exactly according to law, and just as our counsel reported about such things, that was done. Q. Do you know whether the 10 per cent. which was required by law had actually been paid in at the time of organization?-A. I have no doubt about it. Q. Did you pay in your 10 per cent. — A. Yes; I paid mine in, and a good deal more, I believe. Q. WVas that paid in cash? —A. Yes: I have no recollection of anything being paid in except in cash, Q. Who composed the first board of directors?-A. Governor Stanford, Charles Crocker, Theodore D. Judah, Charles Mlarsh, Phil. Stanford, Mark Hopkins, and myself. I am not sure that there were more than seven directors. Q. Can you tell how many subscribers there were to the capital stock at the time this organization was effected? — A. No; I cannot. I had a good deal of trouble in getting subscribers. Q. About how many were there?-A. I should think there were fifty or sixty. Our friends all paid down a little, I went up over the mountains and through to Grass Valley. I got a few subscribers there, and, a few at Dutch Flats, and a few at Nevada City. Q. Did those persons who were elected directors at this first organization hold the majority of the stock that was then subscribed — A. I should think they did. Q. Have those persons whose names you have given continued in the direction of the company ever since? If any of them have been left out, who' —A. Mr. Judah died. Q. Has Mr. Leland Stanford been connected with the direction ever since? -A. Yes. Q. Has Mr. Crocker?-A. No, sir; Mir. Crocker was overworked and went out. Q. How long has he been out?-A. Some three or four years. Q. He continued in the direction from the organization of the colnpany in 1861, until three or four years ago? —A. Yes. Q. fow long didl Mr. Judah continue in the management?-A. Not ~10~ Vl IVL~b~~iL~r~ -LII~ V \rLM*IILL V) —~L~~U~~V II V~lVL~lWU n 698 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. long. He came here to Washington and staid here till after the passage of the bill. Then he went back and was there some time-not over a year, I think. Q. How long did MSr. Marsh continue in the direction? —A. My impression is four or five years. Q. And yourself? —A. I have been a director ever since the organization of the company. Q. How long did Mr. Phil. Stanford continue in the direction of the company?-A. I cannot say. Q. Is he a director now? —.A. No, sir. Q. How long is it since he ceased to be a director? A. I should think some four years. Q. Is Mr. Hopkins still a director?-A. He is. Q. Has he been so continuously from the organization till this time iA. I think he has. Q. What is the amount of capital stock of the Central Pacific Railroad Company?-A. The whole capital stock of the company is $100,000,000. The stock issued is about $54,000,000. Q. After the organization of the companye what means were resorted to for the construction of the road?-A. WVe commenced to build the road on our own means. We got some aid from the Government which we thought would let us through thhe mountains; but soon gold began to rise, (and we paid for everything in gold,) and we saw that we were going to have great difficulty. In fact, I made up my mind that we were not going to get through with the Government bonds and first-mortgage bonds. Ae then went to the State legislature, ande the legislature areed to pay the interest for twenty years on a million and a half of bonds. Gold kept rising, and we saw that we were still going to have difficulties. Our engineer's estimate was $88,000 a mile for getting across. Iron was $40 a ton when the estimate was made, and it went up to about $140. The expense of going around the Horn and taking the war-risks was so great that freights went up very high. and we cast about again, putting in our own money all the time, which was considerable. Aboutthat time the city of San Francisco voted to give us $600,000, or to take our stock to the amount of $600,000 and to give us $600,000, of their 7 per cent. bonds. Afterward the work looked so heavy that they did not like to take the stock, believing it was of no value. We finally compromised with San Francisco, and the city gave us $400,000 and did not take the stock, and they considered they had made $200,000 by the operation, so that we got $400,000 out of the city as a donation. We got then something froml Sacramento County and something from Placer County; and we got across the mountains, although considerably in debt. That I believe answers the question as to how we got our means to build the road. Q. What was the first contract that was let to build this road, and to whom was it let? —A. I have not the data to state the exact time, but it was let to a number of parties. Mr. S. D. Smith had a contract. Q. FJor how much? —A. I think it was five miles. There were, I should think, eight or ten parties. I ought to know their names, but they are out of my mind now. yWe let it to them in that way, but there was a limited supply of labor there, and the parties got in one another's way. Several sections in advance were completed, and sections that were near were not completed; and we made up our mind that it was impossible to build the road in that way. Q. What number of miles of the road were emnbraced in those eight or ten contracts to which you have referred?-A. Wit hout giving the -CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 699 exact distance, I think it was up to Dutch Flats, some seventyv-four or seventy-five miles. Q. A\hat was (done then in the way of making contracts?-A. I was here. Our people cast about to get up a company to build the road. They did let the contract to the Contract anmd Finance Company. They sent to China for labor, and they sent over here to me for labor. Charles Crocker had a contract fiom the very first. Q. Was that before this Contract and Finance Company was organized " —A. Yqs. Q. Was that on his own account or was it on account of a firm? —A. I do not know. I think some sections were let to Charles Crocker, and some to Charles Crocker & Co. Q. Do you know who composed the firm of Charles Crocker & Co. fA. I do not. Q. Had you any interest in that firm J —A. I do not know that I had. Q. Did you hcave any indirect interest in it? —A.. No; I do not know that I had. M1r. Hopkins, my partner. who has been a partner of mine for twenty -years in the hardware a:id metal business, and, in fact, in almost all the business I: had, was attending to it on that side. I said to Mfr. Hopkins, when I left, that Jn anly undertaking there in the construction of the road he could take whatever interest he thought proper ta tale, but to take as little as he could, because we were doing a large hardware and metal trade, and I did not want to be embarrassed in it. I do not think he took any interest in it, but still I do not know. Q. Who else were in the firm of Charles Crochker & Co.?-A. I do not know. Q. How much of that road was eibraced in that contract? —A. I do not know. Q. Do you know at what rate per mile it was let to Charles Crocker?-A. My impression is that it was let per cubic yar-d. Q. Do you know what this contract amounted to in the aggregate? — A. I do not. Q. Passing from the Charles Crocker & Co. contract and the Charles Crocker contract, state what you know in reference to the organization of a corporation known as the Contract and Finance Company, and the purpose of that organization.-A. It was organized, as I under. stood-1- was not there myself-more particularly to gather up labor sufficient and to get means sufficient to build the road. Q. Was it organized also for the purpose of taking a contract for building the road —A. That, I suppose, would follow. Q. Under what authority was this Contract and Finance Company organized?f-A. Under the laws of the State of California, as I understand. Q. WVho composed this company?-A. I cannot say. All of us cast about to get as many into it as we could. Q. What was its capital stock?-A. It was $59,O,0000, 1 thinlk; I am not positive. Q. Have you a copy of the articles of association, or charter, or whatever sort of instrument it w-as organized under f-A. No, I have not. Q. Do you recollect how many subscribers there were to its stock?A. No; I never saw the subscription list. Q. WYoere you a subscriber vottrself?-A. _ No; not myself. If I did subscribe, 3Mr. Hopkins, my partner, did it. Q. Did Mr. Hopkins subscribe? —A. I think he did. Q. Do you know to what amount? —A. I do not know. 700 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. What was the firm's name? —A. Huntington & Hopkins. Q. Did he subscribe in the firm's name?-A. I do not know. Q. Was 3Mr. Leland Stanford one of the corporators in that Contract and Finance Company?-A. I do not know. Q. Was Mr. Charles Crocker? —A. I do not know; I never have seen the subscription list; but, from common report, he was. Q. Was Mr. Judah?I-A. Mr. Judah. died before it was organized. Q. Was Mr. Charles Marsh?-A. I do not know. Q. Were you an officer inl the board of directors of the (entral Pacific Railroad Company after it was organized'? —A. Yes, sir. Q. What positioin did you hold?-A.. I was financial agent at the East, and business manager, a~nd I did most of the business here at the East. Q. I believe you st-ated that you are vice-president of the company now?-A. I am. Q. WVhen did you become vice-president of the company?-A. /My impression is on its organization. Q. Have you been vice-president ever since J-A. I believe I have. Q. Was there a contract let to this Contract and Finance Company for building the Central Pacific Railroad iA. I think there was; I have never seen it. Q. Harve you any doubt about it` -A. NSo, I have no doubt about it. Q. How much of the road was emibraced in that contract?-A. I can give my impression; I cannot give the exact number of miles-about six hundred. Q. Have you a copy of that contract?-A. I have not. Q. Do you know wThere it can be found?,-A. It is in Sacramento, I have no doubt. Q. WVhen was that contract muade "'-A. I cannot say. Q. Do you know who were the officers of this Contract and Finance Company at the time this contract was made?-A. Charles Crocker was president, but beyond that I clannot say. I am quite sure he was president. Q. What other persons do you know of being' officers of that company?-A. I do not know. Q. Did Mtr. Leland StanforLd have any interest in it? —A. I do not know. Q. Did you ever hear him say so?-A. If I did I have forgotten it. Q. Was Mr. Hopkins an officer in that Contract and Finance Conmpany?-A. I do not know that. Q. You were the vice-president of the Central Pacific Railroad Company; I will ask you to state now if you know what amount was paid to this Contracts.and Finance Company for building the road?-A. I do not know..Q. Have you any idea i —A. I have got an impression that they were to have so much in stock, and the balance ii bonds. Q. How much in each?-A. 3y impression is that they took all the first-mortgage bonds and all the Government bonds, and a certain amount of stock. Q. How much stock?-A. I do not know; I do not think I have ever heard. Q. Have you any impression on that subject?- A. No. My impression is that they took quite a large amount of stock. The price of the stock was merely nominal at that time. Q. Did they pay in the money for the stock which they took to the CREDIT MOBILIER AND UNION' PACIFIC RAILROAD. 701 Central Pacific Pailroad Company? —A. I would suppose that it would be counted cash on construction. Q. I simply want to know the fact- whether they paid in the money or not.-A. I cannot say. I suppose that they did pay the money for the construction of the road. Q. You were the vice-president of the Central Pacific Railroad Comnpany. Did you take any interest in the construction of this road? —A. I took great interest in supplying the materials. M3]y associates in the company were gentlemen whom I had known twenty or thirty years, and Mr. Hopkins had been my partner for twenty-odd years. I had all confidence in them, and paid very little attention to matters myself. I shipped all the iron for the road, and all the locomotives, and all the materials; and that kept me very busy. They inquired very little about what I was doinog, and I inquired but little about what they were doing. Q. Did you sell the iron to thle company? —A. I never had a,y iron to sell. Q. Did you purchase twhe iron for t1e road f-A. Yes_ Q. By the contract with the Contract and Finance Company, was th1-at company to build and eqraip this road — A. Such is mly impression. Q. Did you purchase the iron for that portion of the road which the Contract aniad Finance Com-pany was to build -A. I purchased the ironi for the whole road for the Central Pacific Rtailroad Company. Q. Did you purchase it on account of the Contract and Finance Com1pany — A. I purchased all the materials for the railroad company. Q. After the contract had been let to this Contract and Finance Company to build and equip six hundred miles of road, why was the Central Pacific Railroad Company purchasing iron?-A. NVe purchased iron for the whole road and sent it out there; and the Contract and Finaance Cormpanly, as I understood, took it at what it cost to lay it there. We had to buy the iron a long time ahead. W. e had to contract for it. Q. Had you already bought the iron when the contract was made w-ith this Contract and Finance Cormpany for these six hundred miles of roadc-A. I should suppose we had; I am inot positive. We had to contract in advance. i sent ten thousand tons of iron, if I recollect correctly, over the isthmus, for which I paid two cents per pound in gold for freight; and that was when gold was very hig h. I sent twenty locomotives over the isthnmus and I think I paid as high as $77,00 in gold as freight on thelm. Q. I understand you, then, that before this contract was let to the Contract and Finance Compalny, the Central Pacific Railroad Company had already purchased the iron fhr the portion of the road which the Contract and Finance Company was to build?-A. Not all of it. I d(o not know that it had purchased any; but I should suitpose that we had from our manner of buying in advance. Q. Then you are not sure that any of it had been bought?-A. No; not quite sure; but I think it would be quite saife to say that we had bought iron. Q. Had any considerable portion of it been boug'ht by the Central Pacific Railroad Company before this contract was made — A. I have not the data. That was during the war, in 1862 and 186(3, and we bought along as fast as we could. I should suppose that solme of it had been bought before the contract was let and some after that. Q. In what way did you pay for that iron which you bought for the Central Pacific Raiiroad Company f Did you pay for it in money? —A. 702 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Yes, we paid in money. We got time on a portion of it. It was a cash transaction, I think. Q. How long time did you get on it?-A. I got twelve months on some of it. Q. I suppose that the Central Pacific Railroad Company paid for this iron that was purchased by it?-A. Yes. Q. This Contract and Finance Company did not pay for it?-A. It paid the Central Pacific Railroad Company for it, I suppose. Q. I understood you to say awhile ago that this Contract and Finance Company got the Government bonds and the first-mortgage bonds? —A. I do not state that positively; that is my impression. Q. If that is so, from what source did the Central Pacific Railroad Company get money with which to pay for this iron?-A. I sold its securities here for the Central Pacific ltailro ad Company, and every lonth I gave our people a memorandum.r Q. How long was this Contract and Finance Company engaged in building that portion of the road which was embraced in its contract - A. I do not recollect. I think we built five hundred miles of the road in nine months. I know that they had to haul out everything that they used. There was only one man, I think, living between the Big Bend of the Truckee and Brigham City, six hundred miles; and everything had to be hauled that distance. Q. Do you know wuhat profits were made by this Contract and Finance Coinpany on that conrtract?-A. I do not. My impression is that there was lnothing made but some stock of the Central Pacific tRailroad Company. Q. How much of the stock? —i. I do not know: but some considerable. Q. About how m-uch" —A. I cannot say. We iused the stock sometimes to borrow money on, and we sold some. In fact, we had to use as collaiterals everything that we had before we got through. The stock would probably not have been good for more than 10 per cent. as collateral. Q. Do yout know anything in relation to dividends having been de-. dlared by the Contract and Finance Company?-A. 1No, I do not. Q. Did you. ever participate in any dividends yourself? —A. Yes; I th-ink I did. Q. What did you receive in the way of dividends? —A. It would be impossible for ine to say. I was usinmg a good deal of money, and was carrying on my hardware and metal business, and they were all mixed up together. AWhat I got hold of I sold, and used the money again to rpay debts. Q. Can you not give the coim mittee some estimnate, some approximration of what yout received as dividends, and in what you received them _?-A. I never received any Government bonds at all. Q. Did you receive any first-mortgage bonds' —A. I never received any first-mortgage bonds, I am sure. Q. You had a second mortgage on that road, I believe? —A. We had a m-illion and a half of bonds, which we called State aid Q. Was there not a second mortgage on that road?- A. No; we had a lalnd-grant bond. Q. Did you get any of them?-A.. I think I had a few of those land grant bonds. Q. And you had some of what you call State aid bonds, did you get any of them — A. No. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 703 Q. How many land-grant bonds did you get? —A. I cannot say. I did not get many. Q. About how many? —A. I really cannot say how many. I got them a few at a time. Q. Did you get any stock? —A. Yes, I got some stock. Q. How much?-A. I do not know. MAr. Hopkins keeps a melnorandam of that. Q. Do you not understand about how much stock you had of that company; have you no idea?-A. No, sir. Q. Can you tell the committee within one hundred shares how much stock you had? —A. No. Q. Can yon tell within one thousand shares?-A. I do not think I can. Q. Can you tell within two thousand shares how Lmuch stock you hadl?-A. Yes; I think I can tell within one thousand shares probably. I should think, I had something in the neighborhood of a million dollars of stock. Q. IHow much did your partner have?-A. I do not know that. I supp)ose he has got about the same. We have bought and sold stock sometimes, and borrowed money on stock. Q. flow did it happen that you received dividends in this Contract and Finance Company; I understood you to say that you are not a meniber of that corporation"?-A. I certainly do not know. Q. If you do not know that you were, how did it happen that you received this large amount of dividends of which you have spoken - A. I do not know. I trusted these things altogether to MAr. Hopki:ls. Q. Where cdid you get this million dollars of stock?-A. I do not know that it was dividends. Q. If you did not get it as dividends how did you get it i-A. We are pretty large operators in all kinds of securities, and may have got it in th at way. Q. Did you buy this million dollars of stock in the open market?A. It was not sold in the stock-market. If ift was bought it was picked up from contractors. Q. I want to know whether you did pick it up from contractors?i-A. I do not know. Q. Do you wish the committee to understand that you do not know hbw you acquired that stock-?-A. No, I do not; but really I am rather ignorant of those things that were done on the west coast there. As I said before, I had great confidence in my associates there. They did miy business as they did their own. Q. Do you wish the committee to understand that you did not get this stock as a division of profits made by that Contract and Finance Company? —A. No, I do not. Q. Do you wish the comimittee to understand that you did receive it as division of profits?-A. No; I am not positive about it. I said I had no interest that I was positive of in the Contract and Finance Company. I presume that I had, and I believe I so stated. Mr. Hopkins attended to that thing. Q. If you had an interest in the Contract and Finance Company, to what extent was that interest?-A. I do not know. Q. Can you give us any idea as to the extent of that interest? —A. No, I really cannot. Q. Did you have five shares of stock in it, or an interest to that amount?-A. It would be fair to presume that if I had any, I had considerably more than that. 704 CREDIT MOBILIER A.ND UNION PACIFIC RAILROAD. Q. Can you tell us within a hundred shares the interest you had in that Contract and Finance Company? —A. Really, I never saw the subscription list. Q. And have no idea of how much you had?-A. Really, I have no idea; and I do not know what the capital stock is. I believe it is five millions. Q. How many stockholders were there, as nearly a~s you can reco!. lect?-A. I do not think I ever heard. Q. Who were the principal stockholders in that Contract and Finance Company?-A. I do not know that, for I never saw the list. Q. Were you present when the contract was made with that Contract and Finance Company?-A.. No, sir. Q. Had you anything to do with that contract?-A. Not that I recollect. I have been on this side. I have been here for eleven years, almnost all the time. Q. By whom were the contracts made on the part of the Central Pacific iRailroad Company to build this road? —A. The Central Pacific Railroad Company, I suppose, would represent the one side, and the Contract and Finane Comlpany the other side. Q. I want to know who were representingr the Central Pacific Railroad Company in making these contracts. Did you have an executive com mittee, a contracting committee, or in what way wtas it done?-A. I do not knowa I have not been in C(alifornia probably (except for a few days at a time) in eleven years, and I never looked into these matters. Q. Do you know what the net earninlgs of the Centra I Pacific Railroad Company are now — A. I do not know. I c'an mnake a statement. The figures are easily obtained. Q. Do you know what its present indebtedness is'? —A. My impression is that the Central Pacific Railroad Company owes little or nothing outside of its bonded debt. We have taken great pains to make the Central Pacific Rtailroad a solid, paying road. -Wherever we could ran branches to advance the interest of the main road we have done so. I have attended to matters on this side, and can tell you pretty much 1all that has taken place on this side, but very little of the other side. Q. Do you know what the floating indebtedness of the company is?A. illy impression is that we may say we have no floating debt. We may have a small floating debt, but it is covered by cash, or by something equivalent to cash. Q. What has been done by the Central Pacific Railroad Company in the way of consolidation with other roads?f-A. There is the California and Oregon road; there is the San Joaquin Valley road, and there is the Western Pacific road. Q. And the Southern Pacific — A. No; that is another organization entirely. It runs into another system of roads. There is the Oakland road, I think, and there is the Alameda road. Q. Are those roads now all unuder the direction of the Central Pacific Railroad Company? —A. Yes. Q. And all controlled by the parties who control the Central Pacific Railroad?-A. I believe they are. Q. Was the stock of those roads purchased by the persons who control the Central Pacific Railroad?-A. That was done by consolidation. It would naturally be by consolidation. Q. Are there any ferries connected with any of those roads? —A. lty impression is that those ferries at Oakland belong to the Central Pacific Railroad Company. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 705 Q. Any otlhers? —A. No; except the one from Alameda Point. I think that belo)rgs to the Central Pacific Railroad Company. Qi D3o you think of any other ferries? —A. No, I do not think of any others. Q. What steamboat lines does this Central Pacific Railroad Company own?-A. I tlhin k we own the line fromn Sacramnento to San Francisco. That is a antter which I would not be positive about. I a:l answering these (uestions just as I think, and without positive knowledge. Q. Does the comrnpany own any steamship lines? —A. I think I amn quite saffe in saying that not one of us owns a share in any outside steamship stock. Q. I only llave reference to the Central Pacific Iailroa(l Company itself — A. I thinkl it has not any interest in steamnship lines. I ami quite sure it has not. Q. I believe you stated a awhile ago that you got somle aid from Placer Couty t, in California?-A. Yes. Q. Did the Central Pacific Railrolad Company have some litigaltioan with trhat lounty on account of the stock which the county hI(ad subscribed? —A. I do not know that it had. There was a party there who said he would commntence a suit; but if he did I do not know. Q. Do you know what he was going to bring a suit about? —A. I do not know. Q. Are you aware of the fact that suit was brought in that county?A. No, I amn not. I may have heard of it; but if I have it has passed:out of mty Ine lory. By Mlr. $SIIEILABARGER:. hllo was president of this Central Pacific Railroad Company when you begani to be its vice-president? —A. Leland Stalford, I think. Q. Ilow long d(id he continue to be its presidlent?-A. I think from that tithe to this. Q. Who was the active man of the Central Pacific Railroad Company during the period of the construction of the road; and who would be able to give the committee most information in regard to those matters which you have been sked about? —A. TIy impression is that M5r. Stanford would, or Mr. HIopkins, or Mr. Crocker. Up to a certain time, Mr. Crocker would lknow more about it than anybody else, but he would not be able to give any information in regard to present matters. Q. Where are those gentlemen whom you have namledl —A. They are in C(alifornia. Governor-Stanford was here after this question came up, and staid here some few weeks. Q. Has the C(entral Pacific Railroad Coumpany been in the habit of keeping in the eastern portion of the United States any books that would show the, condition of its affairs and transactions?-A. No. Q. Never?-A. Never. As to purchase of materials, I have clone all of that, and every muonth I have sent out a statement, and the people there put it on their books and distribute it. Q. Are there in the eastern portion of the United States any books now that will show the transactions about which the chairman has inquire(l; or would they have to be obtained froin the Pacific side? —A. We never have kept any records of those things here. Q. Are there none here now as far as you know?-A. No, sir. Q. What was the (late, as nearly as you can tell the committee, of the organization- of this Contract and Finance Companly?-A. It is a mere impression that I can give at best. and I might be years out of the way. I should sa:y, however, that it was in 1865. 45 C( A1 706 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. I-Tow much of the road hald been made, if any, prior to the organization of that company? —A. I should say about one hundred miles. I may be out of the way in these answers. Q. Where did the one hundred miles begin at the western end? —A. At Sacr-amento. Q. And running'? —A. Rlunning' eastward to the Sierra lNevada. Q. HIow was that constructed; was it by contract, or was it constructed directly by the Central Pacifie Rtailroad Company itself?-A. It was constructed, I thinkl, in small contracts. I know there was a good deal of trouble in getting labor. They said that they had great trouble in working up to the requiremients of the law with these small contracts. Q. Whlen was that one hundred miles constructed which was made before the org'anization of this Contract and Finance Company?-A. We got to work in X1630, I believe. Q,. And you worked along till 18'65? A. Yes. Q. Did you draw upon that hundred miles tlle Government bonds to which Ayclu were entitled by act of Congress prior to the formation of the conlstruction compally?-A. I should say we did. Q. Had you disposed of those bonds, before the construction company camne into operation, that you had so drawn, including the firstmortgage bonds of the company?-A. Yes, sir; I think we sold the Governments in advance of getting them. When I comnenced buying locomotives for the roadl we paid l11,0()0 each for them. We lad subsequenltly to pay 832,500 fo)r them(. These things cramped us, somewhat and we had to sell the bonds in ad van*e, agreeing to deliver theim when we received them. Q. "What did you get for the Government bonds and the first-mortgage bonds. prior to the date of the construction company? —-. We commnienced selling the Governments at 90. Q. Is that the average price you got for them f-A. Mly impnT ession is, that was about rhe average. They were a new thing, and we\ had some difficulty in disposing of thenm. Q; How about your first-mortgag;e bonds? —A. We sold those at 95, We had considerable expense in selling them; cadvertisements, commis-i sions, &c. Q. Were those contracts, which -were let prior to the forlmation of the construction company, let upo1n actual surveys and estimates, both of quantity and of cost? -A. Yes, sirl; I think so. I khlow they were over the mountains, and, in f~act, I aim quite positive they were the whole distance. If it would be proper. I would like to say that in taking the material out for 600 miles, where there were no inhabitants, it was next to impossible to let the contract, except to one party, because the contractors at the front would never get any men; all the others would pick them up before they got there. Q. I amrl now confining my inquiry to the one hundred miles let prior to the formation of the construction conmpany; that, you say, was let, accordinlg to your recollection, upon actual estimates?-A. Yes, sir. Q. VTWhat did it cost, as near as you can recollect; I mean cost, in actual payments to men and materia', to build the road? —A. 3Sy impression is that the road cost fully $100,000 a mile in gold. I heard the governor say the other day — was refleshing my menmory on the subjec:t-that the three miles of snow-galleries cost us $100,000. That is where tlhe snow comes down in avalanches, and we'have galleries to cover the road. We have twenty-five miles of sheds, and they cost a great deal of money, CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 707 Q. Nqow we come to this construction comp.any period. 5Was that a corporation or a copartnership?-A. It was an organization under the laws of the State of California. Q. The chairman puts in my hands what purports to be a bill in chancery of the 14th judicial district of California for Placer County, in which bill the county of Placer is plaintiff lnd a large number of deien(llants; and on this point, in regard to the organization of the construction company, he calls my attention to a statement in the bill which I will read to you. Oae of the avertnents is, " that afterwards, to wit, on or about the 18th day of November, 1867, the said defendants, Huntington, Hopkins, Leland Stanford, C. alnd E. B. Crocker, and divers others, their associates and confederates, to plaintiff unknown, combined and confederated together to cheat and defraud the plaintiff and other stockcholders of the Central Pacific Railroad Comnpany and the said Central Pacific Railroad Companly, and fi'audulently to acquire and appropriate to themselves, without consideration or a, just, equivalent,, large profits and gains and large amounts of the assets and property of the said Central Pacific Railroad Company, organized themselves and some of their servants and employdes to plaintiff unknown under the laws of the State of California, into a corporation styled' The Contract and Finance Company,' for the purpose of taking contracts for the construction of subdivisions of the railroad andt telegraph line of the said Central Pacific, and the appurtenances necessarily connected therewith, and the equippin Ig and furnishing of the saime." Nqow, the first question I wish to friame upon that statement is, whether this construction company was organized under the laws of the State of California' — A. As I understand it, it was. I guess there is no doubt of it. Q. Was that organization about the date of the 18th of November, 1867?-A. It may be if that statement says so. I supposed it was earlier than that. Q. Among tile persons stated as f6rming that organization are inclu(led Huntington, Hopkins, Stanfordl, C. Crocker, E. B.. Crocker. Were those gentlemen anlong the men who formed that organization?A. I do not know, except from common report. I have never seen the,subscri tion- book. Q. WVere you one of those persons so associated under the laws of California?-A. I suppose so, if that answers the question. I believe I am the gentleman referred to there. Q. Did you yourself take part in that organization, or was your name used without your knowledge or consent?-A. If my name was used it was perfectly right and proper to be used. Mr. Hoplkfirns had a right to use my name as he thought proper. I told himL that whatever he did in regard to the construction of the road I would (lo also. Q. At this time were you an officer of the Central Pacific Railroad Company — A. I have been vice-president of the company from its organization down to the present time. Q. Were you a director also?-A. Yes, sir. Q. Was Mr. Hopkins connected with the Central Pacific Railroad Company?-A. Yes, sir; I think he has been director ever since it was organized. Q. WTas Mir. Leland Stanford an officer or director of the company 3A. M{y impression is that he has been president of the company since its organization. Q. W as Mr. C. Crocker also an officer of the roadcl?-A. I do not think he has been. I do not think he ever was with the board but a short time. 708 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. W as he a director at that time?-A. I think not. Q. WVas lie a stockholder?-A. I suppose so. Q. Was' Mr. E. B. Crocker a director or stoclkholder, or both? —A. My impression is that he was a director; and you have to be a stockholder to be d director, as I understand the law. Q. At what clate was the contract made for constructing a portion of this road by the corporation styled "The Contract and _Finance Company?'f"-A. I could not say. Q. How nmuch of the line of the road did the first contract which they took cover? -A. I could not answer thn:.t. Q. Answer as near as you can.-A. I do not know. My impression is that the FinL.ance Coimpany ouilt tabout. six undred miles of the road. Q. You said it was nearly impossible to let that road except in large tracts; was that true at the datite of this lettinmg-the first lettinll of the conitract to the Finance Companly?-A. Xes, sir. I think that tile coininittee will see that it would have been imnpo3sible when they understafr ud the circumstan.ncces unlcbder whxicl1 the road wxas built. The Union Pacfie peoplle were pusliti-n on \with fearf'l speed and reckless expenditure 1o drive us out of the Salt Lalke Valle.- to drive us out of that business.,VMe dlid not expect to have any local business on the four hundred miles of the eastern portion of our road ialthough I 1ami happy to say it has since been developed andl proves to be very satisfactory. We felt very anxious to have the road reache te Silt L ake Vahley, so as to participate in that trade, and wVe thouR(glti it a x ital point that the roa.d should be pushed on to meet the Union Pacific about where we did meet it. I umtade an overlaien:d trvip across the continent of thirteen hundred miles in the winter to see how they wecre getting alolg. They were rovNing1 camps, Ipaying double wages, &c. Q. At the formation of this conlstracting company, what proportion of the stock of the Central Pacific road was owned by the persons that becamne members of the Contract and Finance Company.- -A. I have no idea. Q. W\Vas it half?-A. I have no idea at all. Q). Can you not approximate'f —A. No, I could not. I never saw the boolis. Q. Do yout know what amount of stock had been issued at this particullar date, November, 1867'-A.:No, I do not. Q. Another averim-ent in the bill from which I have read. to you is, that after the organization of the Contract and lFintance Company, all the conltracts made and elitered into in the name of the Central Pacific Rgailroad Comlpany for materials to be furnished and for work to be done were by Leland Stanford, Charles Crocker, and their confederates, couiposing a majority of the directors of the Central Pacific Railroad Comn1panyi, voted to be let, and were in fact let, and entered into by the Central Pacific Railroad Companiy of the one part and the Contract and Finance Company of the other part, without advertising the samie, and without in any manner inviting competition therefor. Now, the first question, I desire to ask you is, whether at that date you had any personal knowledge ol that first letting to the Contract and Finance Company?-A. My impression is that I did not know an ything about it at that date. Q. Tell me whether you were in California at the periodl of the first letting'.-A. There was three years that I was not in California at all; if I recollect correctly, from about 1863 to 1866. Q. Were you present at any meeting or interview which had regard to the formation or organization of this Contract and Finance Company? CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 709 -A. My impn)ression is that I was not. If I had been inl Cailifornia I should have been at the meeting, and I lhave no recollection of being there at the tinme. Q. V ho represented your interest in the matter?-A. M3ark Hopkins is my partner. Q. He was there?,-A. There would not have been much done for me unless lhe was there. He lived in California at that time. Q. What is the fact as to the first contract being' let, as stated in this bili, without in any manner inviting competition, or advertising? —A. I shouldl haave considered tihat to have advertised would have been so much wasted as was paid for advertrising. Q. That is not the question. The question is whether it was advertised?-A. I (do not klnow. Q. You kinow nothing about the fact?-A. No, sir. Qe. What extent of road was let in the first lettinge to the Contract and Finance Colnlpany?-A. I cannot say. I am quite familiar with inost things done on this side, and I know very little about the matters done orl the other side. Q. What Awas the stock of the Central Pacific RIailroad Company worth in cash aat the date of the formation of this Contract and Finalkee:Company? —A. M3y impression is that it would not have brought in the market ten cents on the dollar. Q. )o you lknow what the stock tihat was owned by the persons wlho entered into a.nd became members of the Contract and Finance Company cost in cash to those who then held it?,-A. I do not know. The stock that we took originally was paid for at par7 but much of it was t-aken by the friends of the enterprise. This man too k $1,000 and that man took $ 1,000, saying that they were willing to give that in order to get lthe railroad and that they never expected to see any lividends. Q. Was that which was originally subscribed paid pa up in cash, as far as you know, accor(ing' to the requiremen, ts of the charter?-A. I suppose it was. Q. WaiTs yours? -A. I suppose it waTS Q. You do not know?-A. M31r. Hopkins attended to all those matters. I do not supp)ose tha't any stock was isstued until it was full paid. Q. Now, take that which was not originally subscribed, but which weras ow ned by those gentlermen whfo went into the Contract anId Firranee Compan-y, and tell ine what it cost t le, n. — A. That I ca.-nniot stay. Q. Can you tell what yours cost you whicit yon tlewn held and did not origilally subscribe for?-A. N t; I hav e not any idea. Q. Would ten cents onl the dollar be aibout as ner as von can tell IA. I suppose my stock cost ne a good deal more tharn that. The trlde alolng the line of the road is developing, and it lools n ow as though the stockholderl s would all get dlividends betore a goreat whinle. Q. I find the next averment in thtis bill to be th3at under the frandnlent and illegal pretense of paEyin)g for the said inaterids, worlk, &c., whick really inl fict had been furnished and done by thle said directors and ecoifederates for their own benefit, the said last-mnenttioned directors and confederates fromi time to time voted to pay and (leli-ver, and make over in the tname of the Central Pacific Railroad Company to the staid Contract anld Finance Company and its confederates, large sums of money, and large amounts of bonds, lands, and other valuable assets of the satid Central Pacific IRailroad Colmpany of great value, to wit, of the value of 8225,85501,68.17. Now, do you know of any dividends made to the Contract and Finance Company at or about the period otf November 6, 1867?-A. No; I do not. I do not know where they got those figures, because that is twice the value of everything we have. 7!0 CRnEDT MOBILIER AND UNXON PACIFIC RAILROAD. Q. Do you lknow of any division or payment made in the way of division of profit by the Contract and Finance Compaiiny to its 3enl3bers?A. I do not know. I cannot answer the question. I have no doubt but that they have imade sonme dividends. Q. You said hwhile ago, in answer to the chairman, that you had received dividends, or something that amounted to that, and that as nlear as you could state the amount of the stock that you held amounted to $1,000(t),0. State whether vou wish to be understood tiat that $100),O)(0O, or whatever the amiount is, is what you have derived in the way of dividends as a member of that Contract and Finance Company. -A. I cannot say. Q. WTho can say? Tell us where we can get the information which we seek on that point.-A. If Mark Hopkins does not know I do not know where you can get it. ~We have endeavored to construct everything on high grounds. Q. This Contract and Finance Conmpany yon have said was a joint stock- company? — A. It was an organization under the laws of California, as I understand. Q. What uamount in dollars was each share of stock S-A. One hundred dollars, I think. Q. I-low many shares did you and your partner own? —A. I do not know. I have not the most distant idea. I amn sorry to say so, because if I lad an interest there I should like to know just what it was. I do not rknow anything about it. Q. Do you lnow how that stock of the Contract and Finance Comnpanry xwas paid for?-A. I do not know. Q. Who supplied the funds to pay for the shares of the Contract and ~Finance C(ompany which you. ad your partner owned?-A. I do not know. That was in California, and was something that I did not know anything about. Q. What is the stock of the Central Pacific Riailroad Company worth now? —A. It has no mLarket value; it never has been put on the market. It is growing in value, we think. The local business of the road is growing very fast, and we do not know what the stock is worth. Q. Have you any knowledge as to how many persons are now stockhollers in the Central Pacific Railroad Company, and who are entitled to vote in its elections? —A. I cannot say. Q. Can you give us any idea whether they are a large numlber or a small numberl —A. No; there are quite a good many. Q. How many men own a majority of its stock i?-A. I cannot answer that question. Q. Can you give us any idea. whether they are few or many?-A. TMy impression is that there are not a great many. Q. As many as half.a-dozen i-A. I guess more than that, a good deal. The stock has changed hands, and it has gone out. Q. Is not a majority of the stock of the Central Paeific hRailroad Cornmpany owned nlow by less than a dozen men or a dozen firms and men put together?-A. That is possible. Q. Do you not understant that to be the fact-that less thCan twelve men or firms control the majority of the stock of the Central Pacific Itailroad Company'?-A. Without being positive, as I said, it is possible. Q. You say it is possible. Now give us your best information and knowledge in that regard. —A. I do not like to state a thing which 1 do not know. Perhaps 1 may say it is probable that it is controlled by a dozen. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 711 Q. lHave you not an impression upon that subjeet?-A. It is rather my impression. Perhaps that is a better word. Q. What is that stock worth now, as nearly as you can tell, to mlen who should wa, nt to invest in it-A. It has never declared a1ny (dividend. I really do not know. I suppose that if we shouldl go a-nd offer the stoek on the market it would bring very little. I think pretty well of it. Q. Woulrd it bring anything from the men who are most intelligent about its affairs -A.. T doubt whether it would bring anysllthing if yotu offered $1,(00,000 of it on the New York stock board to-day. Q. Offering the quantity that would command the best price and competition from purchasers, and offering it to the men who lnew the umost about the prospects anDd condition of the company, what, in your judgment, would be a fair price for the stock? —A. I think that if the Gove-rnment would lire up to its eontracts,with the company, and if the company was not to be disturbed. —--. Q, UTndersctas d tire quevtioa. Takilng things as they afre, the ques6tion is, what that stbck will bring fr'om Ime who are most intelligent as to its ffatirs, and as to evervthing that affects its aff'airs, as thingos now are?-A-. - have hlardly alything to base an answer upon~ Tthe parties who have got it, so far as I klnow, have got all their mlioney in it, and have nlot got much money to buy any more; and if you were to go out and try to pick up new men, I have no idea that you could get any price lir the stock. Q. Is it not changing hands somewhat?-A. Not miuch, Q. To any eytent? —A. I have not known of any sales for a long ti me. Q. What prices did the stock bring in the sales that are known to you as last made?-A. I do not recollect any sales being made in a considera.ble timne. Q. Have you bought any of the stock of the Central P acific Railroad oinpauy for money f-mo — A. Yes; I boought some of the stock a good while a $go Q. What did you give for it?-A. I do not recollect what I did pay. It was a good price. Judge Sanderson, our attorney, stated at one tihme that he had some doubts about the increase of the capital stock, and I bought a little of the stock at about par. Afterwards he said he was entirely clear on the matter, atend then I refused to buy any more. It was a little stock out of the old $85500)00. Aftter he hadn stated that the things were clear in his mind, and that everything was perfectly legal, 1 refused to buy. There were only a few shares of it out that there were any threats about. Q. Whlat amount of land-graunt bonds, in the a.ggregate, hlave been issued by the Central Pacific Railroad Company?f-A. hbout $9,000,000. Q. About what amount has been sold by the company? —A. That anmount. The mortgage is $10,000,000. Q. They are secured by a mortgage on the land granted by Congress?A. Yeso Q. Do you recollect about how much they realized to the company, and how the companly'got, its pay 0fbr the land? —A. MyI iilpression is that they went into the construction and equipment of thle road. Q. They were put in by the company as pay for the construction?A. Yes. Q. The Contract and Finance Company got all those bonds, I suppoe f?-ANo, o suppose not,p 712 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Q. Do you know what the Central Pacific Railroad Cornpany go(t for those bonds that it sold itself, and- that were not paid to the Contract and Finance Company -?A. No, T do not. I did not sell tmhem. The Central Pacific Railroad Compainy has, at this time, about,81,00,0000 of those bonds. Q. Does the Central Pacific PRailroad Compainy own any of its firstmortgage bonds? -A. No, sir. The company edols not own any of its bonds. Q. N6r any of the Government bonlds either? —-A. No, sir. Q. NWhat has thle Central Pacific Railroad Company got left in the wav of assets?-'A. It has got about one thousand three hulndred miles of first-class roads, as well equipped as any road in Ameerica, I guess, for its business. It has go best te ) machit ael -slhop in tlhe3 UnitedQ tat, es, I believe. It'makes its own locomotives and ihas put upt as nitlny as eiglht cars a day in its shops at Sacramentot. Then it has about xfotysix millions of stock. Q. You mean stock that has never yet been subscribed fom or issued?A. Yes; the capital stock of the comIpany is i@1001)00,000. Q. That represenits lno value except the value wtinllich inheres ill the franchise?-iA. It is one of those things which, when the roadA pays dividends, will be a good thing to sell if the company wants to put down a double track. Ifr. HO(Ax. But at present it is the mere right to acqu-ire — 4 of the entire property of the road at the priice of $046,00)000, or any simil al proportion. The WIrtNESS. Yes. Q. What else does the Central Pacific Railroad Company own? —A. It has got about $1,0()0,000 of these land-grant bonds, and it has got some montey. Q. How miuch money?-A. I do not know; enough to pay its debts, I guess. Q. Can you not even give t1e sligltesti idea — -1.00,or I10000,000?A. It is not $1(100,0006 000. I suppose the company ought to have fro in one to two million dolliars. Q. It is your opinio-n that that is the amount it has.-A. I thinak so. QA. And it has no floatinog debt? —A. _No floating debt;t. We have a little floatinl debt } and thenl \ve lhLave $1, 4000,000 of Ca'li'ornia'and Oregon bonds, or Central Pacific bonds on that brianch. Q. Talt is a mot gage on a branlch road that is part of. your line?A. Yes, it is included in our 1,30t miles. Q. then that is an unl(isposed of lmortgage on your own propr'ty?1A. Yes, but these bonds are marketable any day. Q., the selling of them and realiziaig on them will increase by just that much your own debt of course? —A. Of coulrse it would increaseo the funded debt. Q. Now, on tle other side, you. hlave the indebtedness which is represented by the Gove rma.ent subsidy bonds -A.- Yes. Q. T!hat is how much in the ag,,.re,(ate?.. —-A. About 825, 000:000, or a little ov\er. Q. And your owin first-m ortg'age bondis are how much ".-A. The same amount. 4. And that is the extent of your indebtedness, is it — A. Yes, acnd 81,00,000 of State aid. Q. Is there anything else that you owe eithler on thle main line or the branches?-A. Yes, on the San Joaquin Valley road wve oweJ about $6(0001000. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 713 Q). How is that secured?-A.. By a mortgiage on that branch. Q. They are bonds issued and sold, and held by third parties? —A. Yes. Q. Does the company owe anything else on the main line or any of its braellhes?A —. Yes; on the California and Oregon branch. We put a mortgage on that, and the bonds are issued only as thle road is built. We have it built to the amount of about $8,000,000, I believe. Q. Is that road also subsidized by the Governmient?-A. Yes; by a land -g ant. Q. Not by bonds?-A. No;. only a land-grant. The San Joaquin Vallev road hlas no land-grant and no aid f1om the General G overnment. That road is 150 miles in length. Q. What proportion of the annual interest accruing on the Government bonds has the Ceitral Pacific Railroad Company paid to the GovernImenlt, and how has it paid it?-A. That I cannot answaer, but it is a matter easily ascertained. Q. Can you state whether, in that regard, the Central Pacific Railroad Company has been (lealt with in the same manner as the Union Pacific RBailrocad Company? -A. I suppose it has been. If the Governmentll would give us its business, instead of sending it round Cape Horn, as it does, we would be able to pay all the interest. Q. Suppose the Government should require the payment of the whole of the interest that accrues semi-annually on these Government bonds, except vtwhat is paid by thle company in the way of transportation, would the Central Pacific Railroad Company be able to ameet punctually the interest as it accrues? —A. I have no doubt myself but that the Central Pacife IRailrocad Company can meet alb its legal obligations. Q. That does not answer my question. MAy question is whether, if the Government should require the paylment of all thle interest on all its bonds, could the Central Paceific Railroad Company, in that case, pay that interest, and also pay the interest on the residue of its bonded debt as it falls due?-A. I have no doubt but that it could. We have just coimmnenced putting down steel rails on the road, and we expect to have steel rails on all the road in five years. Q. What is in round numbers, as near as you can tell, the net annual earning of your roadn -A. I have not the figulres in my mind so clearly as to state it; I was looking over it the other day to see what was the net earninlls after paying interest and everything, and it amoun.ted to soime $3,00Q0000. Q. Keeillng out of the account all matters of interest, just contrast the gross earnings of the road Nwith the olltlay for running expenses, and exclude the wear and tear and the depreciation of stock and track, but simnply subtract from your gross earnings the necessar' y runnin'g expenses, and state what the net earninlgs of the road are as ascertained in that way.-A. I understand the question to be how tmuch the road etarns over its running expenses; the road earned this last year over its operalting expenses about 60) per cent.; we run the road for little over 40 per cent. outlay, andt the gross receipts were twelve millions eight hundred thousand dollars odd. Q. Then 3your net earnings would be 60 per cent. on the gross earnings — A. The earnings over operating expenses would be a little under 60 per cent.; tihe operating expenses are over 40 per cent. but under 42, land the gross earnings were twelve million eight hundred thousand dollars odd, 714 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By the CrHAIrM-HAN: Q. Do you embrace in the operating expenses the cost of maintaining the road??-A. Most assuredly. Q. And the renewal of iron l —?A. Yes. By Mr. SIIELLABARGER: Q. You do not include in it the laying of new track for any considerable distanlee?-A. rWe have done so thus far. I suppose that this year we put in twenty miles of iron rail here and there, piecing up. This goes into thle operating expenses. Q. You include, then, in your statement of a little over 40 per cent. for operating expenses, this renewing of the track with steel rails?-A. No, not the steel rails, but the renewal of the track with iron rails. I presume the steel rail has gone into the construction account. By Mr. HOAR: Q. I understood you to say that there haas as yet been no dividend paid by the Central Pacific Railroad Company to its stockholders "?,-A. That is the answer I gave. Q. Is it not your belief that the persons who have been prominent in the management t of the Central Pacific Railroad Company, including Sourself, received considerable values either in moneys, bonds, or stock, as profits on contracts made for its construction? —A. I (lo not think we have made as much as we would have made if we had not gone into the road. Q. I ask you if it is not your belief that persons active in the management of the Central Pacific Railroad Company, including )yourself, received considerable values (I do not ask whether they were reasonable or unreasonable) as profits on contracts for its construction? —A. I thinkwe have. I think I have an interest in a contract of the Contract and Financial Companly, and I thinkl I have made some mloney. Q., Do you mean to have me understand, by the mode in whLich you answer that question, that any doubt exists in. the mind of yourself that you have received yourself, while an officer of the Central Pacific RMailroad Company, considerable values, either in money, bonds, or stocks, as profits upon contracts made for its construction -— A. I think I have. I have received no money. Q. The question I now put to you is, whether you mean the eommittee to understand from the way in which you make that answer that you have any doubt on that subject in your mdind?-A. I am not so clear as I would like to be. Q. Be good enough to attend to my question. Have you any doubt in your mind that you have received considerable values, while a, stockholder and officer of the Central Pacific Railroad Comnpany, as profits on contracts made for its construction.- -A. If I have receive(d them at all it is as a stockholder in the Contract and Finance Comr1pany. Q. I do not care whether you have received them as your share of the profits made by a company of which you were a member, but simply whether you have received as profits on contracts made for its construction considerable values?-A. I think I have. Q. Have you any doubt of it? — A. I have doubts about the course, but I presume I have some paper stock, If there have been any lrofits made by my partner I have got some of them. 3Ir. HOAut. I am going to put that question once more and to ask you to give a frank answer to it. The WITNESS. I will endeavor to do so. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 715 Q. tHave you any doubt that you have received, while an officer of this Central Pacific Railroad Company, considera ble values as profits on contracts made for its constructiol, either in stocklis, bonds, or otherwise?-A. The only question in my mind is, whether I have received any considerable value. I would say that I have received, no doubt, some value. Tlhe "'considerable" I wouldl not want to say. Q. Is not the nominal value of the stock which you and your firm have received as profits on such contracts more than. a million of dollars? —A. No, I do not think I have received a million of dollars, or anythling like that, in money's worth. Q. I ask you if the nominal value of the stock is not more than a million of dloliars' —A. I should think somethin'g thereabouts. Without saying positively, I should think something approximatilng thereto. Q. In stock of the Central Pacific Railroad Coimpany?-A. Yes. Q. Have you not also received considerable values in bonds or other obligations to pay money, as such profits?-A. I have received some; I do not kniT vllhat. Q. I am inquiring simply as to your belief as to what you or your firm have received as your share of profits on contracts for the construction of this railroad. Now I ask you if it is not your belief that your firLn have received, in the shape of bonrds, or other obligations to pay, money, considerable values as your share of such profits? —A. My impression is that we have received some values. Q. In bondsl?-A. Yes; some values. Q. Is not; that value in bonds which you have received more than a hundred thousand dollars, according to your bdlief?-A. I should think very likely it would be. I should like to ask Mr. Hopkins, if he were here. Q. So should I. Is it not, according to your belief, more than 5OT 00000 which you hav.e received in bonds?-A. 1 o, sir. Q. G(ive us your best judgment of the amount which you have received in bonds —yourself and your partnerl?-A. I would like to answNer that just as it is, but I have not the data, really, to give an intelligent answer to it. What is the qpestion? Q. I ask you to state, according to your best judgment, the values which your firm has received in bonds as your share of the profits from the contracts for the construction of the Central Pacific Railroad while you were an officer?-A. I really have not the data to give an intelligent ai nswer. I said a hundred thousand dollars because I thinkl it ought to be more than that. Q. You have said that, in your judgment, it was more than $100,000 and less than $500,000. Can you state it any more nearly than thatsomewhere between one and five hundred thousand dollars — A. INo; I do not know that I would want to. Q. Is it not your belief that the practical control of the Contract and Finance Company Nwhich constructed this railroad, and the practical control of the Central Pacific Railroad Company, for which it was constructed, was, at the time of the contract for its construction, and during the execution of that contract, in the same persons?-A. It is my im pressio n. Q. I cdo not know what precise meaning you give to the word "imressioln." I ask your belief.-A. It conveys the same idea, I suppose. Q. The question is whether it is not your belief that the practical coutrol of the Contract and Finance Company and of the Central Pacific Railroad Company, at the tinme of the mallking of the contract for the construction of the road, and during its execution was in the same 716 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. parties?-A. 3My impression is that it was. I should like to say -that I spoke to a good many people to go into that road, and lminost every person refused to do so; and we had great trouble in getting people. Q. Does your company have agencies in the principal Atlantic cities, or any of them, to make contracts for freight and to look after its freight interests?-A. WVe have a man in New York. Q. Do you have any connection with that-any supervision?-A. No, sir; that is under the sllperintendent. Q. Does your company have a treasurer or a treasury in New York?A. No. Q. Where does it pay its interest?-A. At Fisk & Hatch's, in New York. Q. Do you have any supervision of that?-A. I generally look after it. Q. H.ow much looking after does it require on your part?-A. W\Tell, I see that the money is there to pay the interest. Q. Twice a year?-A. Yes, sir. Q. Tile money is sent froim California?-A. Yes, sir. Q. What are the matters on this side which you say you attend to?A. Well, I attend to buying all material. Every day I get orders from California. Q. Material for the maintenance of the road?-A. Ijust got an order yesterday for ten locomotives. Q. I do not care to go into details. I see that is an important duty. Now what other duty (lo -you attend to besides buying material?-A. I am president of the Chesapeake and Ohio road. Q. I do not mean other business. You describe your office as attending to matters on this side. I want to know generally what you attend to?-A. I do not think of anything else. Q. Are there any other officers or servants of the road on this side except yourself, the fheight agenuts, and the men who pay this money to the bondholders?-A. No, sir; there are no other agents on this side. Q. What is the salary of the president?-A. I think it is $10,)00). Q. What is the salary of the treasurer? —A. I thinlk it is $10,000. Q. And of the vice-president?-A. I think it is $10,000. It is credited to me out there, and I draw upon it frol tinme to time. It was 1.0,000 a year, and I suppose it is that yet. Q. I)o you have a compensation or commission in addition to -your salary for the purchase of these materials? —A. The la4t mo-)nathly statement I sent out to California was one million andl oad dollars. i senc out every month a statemlent and they take it and put it on their books, and I have never made one shilling out of it as percentage or coamhission. Q. I am. not directing any inquiry whichl has for it the purpose of investigating whether you have dealt honestly with the comnpan1y or whether you have been iml)roperly paid. I (do not miean to suggrest that there is any dlottbt in my mind about your holnesty. I simply wanC-t to know whether, in addition to this salary of vice president, ~whAatever it may be, you have employment for the road whichl warrants the p:)ayilent to you of a commission or a percentage?-A. No, sir; there is none. I enever got one cent commission frolm the road. Q. What are the duties of M3r. Franchot? —A. Well, if you will allow mle, he acts — Q. In the first place his duties, as I understand, are subordinate to you-that is, they are conducted under your general direction.-A. Yes, sir. Q. Now, what are the duties? —A. I have known General Franchot CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 717 for thirty years. TIe is a son of old Judge Franchot, of New York. I got tlim inl 1866 to come here to look after some land matters ill the Interior Depa.rtment, and certain matters in the Treasury Department, and Cominmissary I)epartlnelnt, where we get our money for the Government freight, and also to attend to other matters here. If we should have any matters before Congress, he could go before the committees and make such explanations and statements as were necessary. Q. What proportion of his duties, so far as you understand themi, consisted in going before Congress; is that any considerable proportion?A. That is, perhaps, a considerable proportion. We, have now a bill before CoJgress —the Goat Island bill. Perhaps it is an even chance that they are going to force us 68 miles. around the city when we are within seven miles of it. Q. Is it any considerable portion. of his duties to appeal to members in private conversation so as to bring the interest of the road to their hnowledge, and urge upon them the views which the road entertains in regard to pending questions?-A. General Franchot's business, if yeou will allow nme, is to enlilghten members of Congress on the merits of anythinlg we ma y have before Congress. Q. Does a considerable proportion of his business consist in what is ordinarily known as lobby-ilg — A. No; I do not consider it lobbying at all. He is the a-gent of the Central Pacific Railroad Company, and a gentleman, I believe, above reproach. I have known him for thirty years. Q. Were you here with him during the session of 1864 at the time of the, passage of the railroad legislation of that year f-A. My impression is, if you will allow ime, that General Franchot was not here thenr, at all. Q. Who was here then dloing, in behalf of the Central Pacific Railroad, the services which you now say General Franchot does? —A. I was here myself. Q. Did you expend, for any purpose while you -were in WVashington, any moneys belonging to any railroad conmpany, or any stock, or bonlds of any railroad company, or the proceeds of them? —A. If I understand the question, I answer no. If the question is, whether I expended anly money in WVashington, I answer yes; but if I expended any money. here at the Capitol, if you will allow nme, I say no. Q. I aim asking you whether you made any expenditure of the character I have mentioned. I do not, of course, meain your hotel bills, but any expenditures of the character described. I do not confine my question to expenditures in regard to Congress. The WyITNESS. I wish you would repeat the question. Mlr. HOAR. The question is, if, while you vere in Washington during the session of Congress of 1864, you expended for any pnir)ose or disposed of any moneys belonging to any railroad company, or anyb bonds or stock of any railroad company, or the proceeds thereof? — A. No, sir; I did not, to the best of my knowledge and belief. I speak more froml my wayTI of doing things than from any recollection. Q. Do you know of placing in the hands or under the control of Joseph B. Stewart, by yourself or anybody else, any cash, bonds, or stock of the character I have described? —A. I saw in his testimony that he says I gave him $2,000 in cash. I have no recollection of it, but if he says so it is problable 1 did so. Q. For what services did you give him $2,000, to your recollection?A. I came here in 1864. I had no experience in these thilngs, and have not now for that matter. I met Joseph B. Stewart. I recollect him as 718 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. being a man who was said to have considerable influence here, to be used in the proper way. Q. Have you ainy knowledige of any transaction by which nMr. Stewart acquired a sum exceeding $82u0000 in railroad bonds I? —A. I know nothing about it. Q. You heard of no such transaction? —A. Nothing but what I have seen in the newspapers lately. Q. Did you make any contracts here in behalf of any railroad you represented? —A. No, sir; I have no recollection of it. If you mean I used any money, I say p)ositively no. Q. Did you employ Mr. Alexander Hay for any purpose during that session? —A. I do not think I know Mr. Hay. Q. Mr. Alexander Hay is an elderly gentleman, who says he hlas been al practicing lawyer for a goodl man~y years, alC onl intimate rela tiolis ith A3r. Stewart, and he says lie took an active interest in getting the act of 1864 passe(l, at the instance of Mr. Thomas C. Durant, Mr. Stewart, and of a California gentlenan nane(l Hnntington, who he believe8s \as vicepresident of the Central Pacific Railroad Compan1y?-A. If I ever saw MrII. Hay I have no recollection of it now. Possibly he is correct if he says he did know me. Q. He says he received a sum of between five and thirty thousand d6llars for the services he rendered at the instance of those gentlemen?A. If lie got any from me I dlon't know how he got it. Q. You say you don't know Mr. HFay? I will read you a portion of his testirnony: "' AIr. Huntington, a short tire before the passage of the act of 1864 through the House of IRepresentatives, stopped at Lmy room. I said to him that the votes on the bill were so stronl that I dlid not think they would call the yeas aLnd nays on the:final passage. He ta)pped me on the shoulder, and s'aid if the bill passed in that way he would -make me a p)resent. I met himl in New York a few days afterward, and reminded him of his promise, the bill having passed in that way. He said lie would see me in the afternoon about it. I did not see him in tile afternoon and have not seen hiin since." I understand you to say you have no recollection of employing this gentleman?-A. I have no recollection of meeting him, but if he says so, it is fair to presume that I dic. Q. Do you know, or have you any knowledge or information froim others, of any mloney or thing of value whatever having been paid (lirectly or indirectly to any member of Congress for the sake of interestinigi hiLa in any node in legislation in which the Central Pacific Railroad Company was concerned at any time or any where?-A. No, sir; lno. Q. Have' you ever had suhe a transaction reported to you by any gentleman, or by any person with whom you consulted about railroad matters, as financial agent? —A. No, sir; never. Q. I)o you make that denial comprehensive enough to cover all the time you were connected with the Central Pacific Railroad?-A. Yes; and I say that from general principles rather than from remembering everything I have done for the last ten years. Q. Have, you any knowledge of any transactions which took place in 1863 and 1864, before the passage of the act of 1864, with an y northwesternl railroad company, the effect of which was to remove their opposition or the opposition of persons interested in thenm to the3 passage of the act of 1864. I refer to an Iowa or Kansas roacd?-A. No; I have not. I did not know much about those things; I was pretty busy about my own matters. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 719 Q. Did you have any negotiations with M'r. Hallet, or General Frdmlolt, o r his agenlt? —A. To; I'atm hll)appy to say I ilever did. Q. I understand you that all the altchives of the road-the engineer's estimates and reports as to its construction, the accounts for disbursements of monley for general purposes-are on the other side? —A. I have never had any records of the construction d(epartmtent on thlis side. Q. So far as you know those records are on the other side?-A. Yes, sir. -By the CIHAIRMAN: Q. Where are the offices of this contracting eompany?-A. In Sacramento, I believe; they are in Califotrnia. Q. Do you know whether they were in the same office as the Central Pacific Railroad Companiy 0?-A. I do not. IMy impression is that they were in the same block of buildings. Q. Wtere they not in the same room? —A. No; I am quite sure not. Q. In the same building?-A. I think they are in the samne building. Q. Are not the offices rioht together, in connecting rooms — A. I think there is easy access from one to the other. Q. Are they not really in the same rooms-this contracting company's office anld the office of the Central Pacific Railroad Cormpany?-A. They are in thie Stantord block, itn Sacramento. Stanford owns 40 feet of it, I own 40 feet, and Mr. Hopkins has an interest in them. They are three. separate buildings, and owniied by three separate parties. The rooms above tte stores are used for officees. The Contract anld Finuance Comnpalny occupy sonie of them, and the Central Pacific Railroad Company occupy SO lne. Q. And all these offices, the Central Pacific's and the Contract and Finauce Comupany's, are all connected, one with another?-A. Yes, sir; I think so. Q. How was it when this work was going on, when the contract was being executed, was it the sane'? —A. I was not there, but I presume it was so. - Q. Do you know whether the employds of the two offices were the samle?-A. I should think not. Q. Can you state in round numbers the present bonded indebtedness of the Central Pacific Railroad Company, including thIe Governlment bonds?-A. I think on the one thousand three hundred miles of road there are about $70,000,000 of debt. Q. When you speak of the gross earnings being about $12,000,000 a year, do you have reference to the earnings of the Central Pacific Railroad proper, or the earnings of thle Central Pacific Railroad in connection with those other roads with which it is consolidated? —A. AVe run it as onle road. Q. You consider it all as one road?-A. Yes, sir; as one road. Q. Are you paying any dividends on any of those roads witht which it h1as been consolidated?-A. No; we cannot pay dividends.. Q. The bonded indebtedness on the whole one thousand three hundred miles is $70,000,000, is it not?-A. I should state, on figuring it up, about $75,000,000. Q. What is the rate of interest?-A. Six per cent. on the Governmuents, and 6 per cent., I guess, on everything except the State aids. The State pays the interest on those at 7 per cent. Q. Your inlterest account, then, would be about $4,200,0000 a year?A. Yes, sir; about that-that is, counting Government interest. Q. Is that interest gold, or currency?-A. The interest is gold. 720 CREDIT MOBILIER AND UINION PACIFIC RAILROAD. Q. The Government bonds are not gold — A. No; they are currency. I believe the Government has never been called, west of Salt Lake, to do anything since we started in there. We have takefn care of the Indians, and the forts have all been taken away. We have taken care of the India ns, and frequently at great expense. We have never called for a soldier on the line of the roadl. We are at considerable expense in taking care of them. By Mr. Holua: Q. Is not that ultrat vires for a corporation?-A. To, sir; we do not give them anything strong-not a drop, not a dlrop. Mir. IIoAR. I see you translate ultra vires extra strength. (Laughter.) By the CHAIRM\AN: Q. Your operating expenses are,about 42 per cent.?-A. Yes, Sir. Q(. That would leave you about $5,00,0000 a year over your operating expenses?-A. Yes, sir. Q. Your interest is 41 4,200,000 a year, and, together with your operating expenses, the total would be $9,200,0O0, and your net earnimngs are $12,000,000 and upwards, which wvould leave you an excess of $3,000,000(? —A. About that; that is about as I have it in nmy mind. Q. What application are you imaking of this excess of $3,000,000 a year? —A. Well, we expect to pay solme dividends by and by. Then we are going to put down steel rails. Q. How long have you been receiving $3,000,000 excess — A. Not until this year. Q. Wh71lat, was it last year? -A. 7Wre just paid the interest last year. iW~e have been building continually; buildling tdhese branches acld strengthening the road in every waty. All our surplus has gone into new roads. By MTr. SIHELLABARG:ETR: Q. Give to mei in detail the elements that make up the $75,000,000 of bonded indebtedness on the road, mentioning each class of b)onds septarately.-A. There are the first-inorltgage bonds, say 25,000,000; the Government bonds to a like amountt, $25,000,000 more; the lanjdgrant bonds, $10,(00,000; the Sant Joaquin bonds, $6,00,0000; the California and Oregon bonds, say another (,;000,(000; (about i,U000,000 of those bonds were authorized to be issued, but only Nit,000,000 have been soldl;) the Western Pacific, $2,700,()00. There is a million and a half of State aids, on which we do not pay any interest, making a total of about $76,000,000. Q. These branches include all that go to make up the agglregate of 13,000) miles ot road?-A. WYes, sir. We are rather proud of what we have done for the Government over there. By the CHAIRMrAN: Q. I have been directing your attention to these things with a view of askilg you one imore question; Mr. Shellabarger inquired of you as to the value of the stock, and you said that it is not selling on the marketf?-A. I would like to answer that, abut I have not any definite idea of what the stock is worth. I would not sell my stock for less than 50 cents. By M3r. HOAR: Q. Is there anywhere, to your knowledge, any aggregate statement of the cost of this roadt to the company?-A. 0, yes. CR.EDIT MOBILIER AND UNION PACIFIC RPAILROAD. 721 Q. I do not speak of what they paid in stocks and bonds that were not worth par, but I speak of what the contractors actually received. — A. I do not know where you would arrive at that; as we make it up, the cost of the road is the bonded debt and stock. Q. That I don't care anything about. You are aware that the act of Congress under which you built the railroad provides that, whenever the earnings of the road amount to 1.0 per cent. on its cost, Congress then has the important right to legislate for the reduction of fares. Now is there anywhere in the archives of the company, or anywhere else, any record which will show what the real actual cost was, as distinguished from nominal values and paper transactions?-A. I suppose the cost of the road would include discounts, interests, commissions, and all those expenditures that always follow the building of a road and the negotiation of its securities. Q. You are aware, of course, that if the entire capital stock of the road were $25,000,0)00, which was not paid for in cash but taken on these construction-contracts, the holders of the stock would own the whole property of the road subject toits debts, whatever they might be. Now it would nake, no difference to the holders of the stock whether it was $25,000,000 or $100,000,000, divided precisely among the same persons. That would be a mere nominal and not an actual value. Of course, then, the amount of stock ought not to be taken as a basis for computing the cost of the road under the act of Congress unless it had in fact been given out by the company for so, much money's worth received in road-building. Now have you any correct computation of the actual cost of that road in cash?A. If you will allow me, I think there never was a road built but what a part of its cost represented a profit to somebody. I have lain awake, I presume, a thousand nights, since 1861, to find out where the money was comling from to pay our bills. Q. You don't seem to have found out enough yet to tell the committee about it?-A. These are the facts; these things I know. The actual cost of the road is the bonds and the stock, ill my opinion. Q. There is no computation in existence on alny other basis that you are aware of? —A. No, sir; only the stock at its par value, and the bonds at their par value. I builit a road in the western country, where they gave me $10,000,000 after the work was done, and they made a better trade than I did. I had completed the road, and they gave me a bonus of $10,000,000. By Mr. SHIELLABAIGER: Q. You have given us some idea of what yowl probably got in the way of dividends, or profits, as members of this construction company; now -will you tell us in round numbers what the company got in the aggregate?-A. No, sir; my impression is that we got the first-mortgage bonds, the Government bonds, and a portion of the stock for building the road. I do not think there was any illegitimate profit. Q. My question is this: It is not what was paid out by the Central Pacific Railroad in pay for work, but what was paid out to all the members of the contractin gcompany in the way of profit? —A. I could not answer that. Q. Can you tell us, then, any reasonable approximation to the amount? -A. No, I could not. Q. WThere can we learn that — A. I suppose that M3r. Crocker could tell you; he was president of the compaany. So coutld Mr. MI;trk H opkins, Leland Stanford, and MIr. Miller. Q. Is there any one in the eastern part of the country that can give 46 C X 722 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. us the information?-A. No, sir; that matter has been attended to over there. The books are over there, and it is a matter I know nothing about. Q. Now this construction company that made that part of the road which it did make, of course kept books?-A. I should suppose so. Q. Those books ought to show what they paid out for material and for work in completing their contract?-A. I should think so. Q. And that will show us the cost of the road so far as the outlays of the construction company would show? —A. I should suppose so; it would seem so. Q. Now, what is it you add (in ascertaining, under the act of Congress, the cost of the road, for the purpose of fixing the amount upon which dividends are to be made before Congress shall regulate the rates of fare;) what'is it that you add to the cost of material for making the road and equipping it, and the cost of its depots and stations, and those other things enumerated in the act of Congress which are to be done before the Government subsidies are issued-what do you add to this as additional elements in making up the cost of the road?-A. Well, the cost of the road would be simply what the road cost; and to get that you find out how -many bonds of the road are out and how nmuch stockl Q. That does not answer my question. —A. I don't know any other way to get at it, They lmade a fair contract to build the road-at least I have no doubt of it. I do not believe that a shilling has gone out that should not go out. I speak of that more from what I know of the men who were engaged in it. They are all high-toned, honorable men. Q. That still does not answer my question. Assuming that the coilnstruction company and the Central Pacific Railroad Company are one thing, are coumposed of the same persons, (and in dealing with the Government we will treat them as one,) then excluding all the profits that were made by the construction company, what did the Central Pacific iRailroad Company pay out as the cost of the road for these various things that are enumerated in the act of Congress as the things which were to be completed before they should be entitled to the bonds of the United States; and in order to make my question more definite, let me read you from the act of Congress the things that are to be completed before the road is entitled to its bonds. The fourth section of the act of 1862 contains the following: "' That whenever said company shall have completed 40 consecutive miles [it was changed to 20 by the act of 1864] of any portion of the said road and telegraph-line ready for the, service contemplated by this act, and supplied with all necessary culverts, viaducts, crossings, sidings, bridges, turnouts, watering-places, depots, equipments, furniture, and all other appurtenances of a first-class railroad-the rails and all other iron used in the construction of the road to be of American manufacture of the best quality," &c. Now, what would you add as a part of the cost of the road to the cost of these' things that I have just read? —A. I do not know. A perfect first-class road wants many things. There are many things that enter' into the cost of construction that you cannot enumerate. The engineer is generally allowed ten per cent. That enters into the cost of constructing' the road. Adljourned. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 723 WASHINGTON, D. C., February 19, 1873. OAKES A3xES recalled. By the CHAIR.MAN: Question. Look at the paper now handed to you and state whether that agreement was entered into by the parties signing it?-Answer. I think it was. There was such an agreement, to retain the control of 60 per cent. of the stock. Mr. HOAR. They should agree to vote for such persons as the majority of the board of directors should nomninate for their successors, or else keep those directors themselves in office. W~as that the agreement? The WITNESS. I think so. The agreement was put in evidence, and is as follows: Memorandum of agreement made this 16th day of October, 1867, between Thomas C. )urant' Oliver Ames, John B. Alley, Sidney Dillon, Cornelius S. Bushnell, Henry S. IKMcComb, and Benjamin E. Bates, witnesseth as follows: The undersigned, being the owners of shares and holders of certain. proxies of the shareholders of the Union Pacific Railroad Company, and expecting hereafter to hold other shares and proxies for other shares therein, for the protection of our mutual interests and the interests of our constituents, do hereby mutually agree, each with the other, at any and every election of directors of the Union Pacifiec Railroad Company, to vote upon the shares of stock then standing in our own names respectively and upon such shares as we hold or may hereafter hold proxies therefor for such persons as directors of the said Union PacificeRailroad Company as may be nominated at or before each annual stockholders' meeting of said company by a majority of the then existing board of directors not appointed by the President of the United States, and no others; and in failure of such nomination for any reason by the said existing board of the Union Pacific Railroad Company, we then agree to vote for the re-election of the elected members of the then existing board. It is further agreed that, in case ainy one or more of the parties hefeto fails or neglects to perform and stand to any of the agreements and covenants herein contained, that he shall not be entitled to or claim any benefit or right under or by virtue of any of the trusts or agreements contained in a certain memorandum of agreemlent heretofore made and concluded by andbetween Oakes Ames, of North Easton, Massachusetts, party of the first part, and the Credit iMobilier of America, a party of the third part, but the said shares and proportion of the said party so in default shall become the property of and be divided among the said several remaining parties for whose benefits said trusts in said agreement are declared. In witness whereof the said parties have hereunto subscribed their niames this day and year first above written. OLIVER AMIES. JOHN B. ALLEY. CORNELIUS S. BUSHNELL. SIDNEY DILLON. H. S. McCOMB. THOMAS C. D URAANT. B. E. BATES. Signed and sealed and executed in presence ofCHARLES BELL. 724 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. By the C-IrIin-tAN: Q. You have informed the coimmittee that you desired to make some corrections in your testimony as printed. What are they?-A. On page 25, instead of the words "' $16,000 a mile in stock," I want to insert " 816(,000 a mile in first-nortgage bonds." The answer referred to will then read as follows: a On 150 miles of the road which was built over the 4Rocky 3Mountains, we got $48,000 a mile in Government bonds, and $48,000 in first-mortgage bonds; fiom the termination of the Hoxie contract to the Rocky Miountains we were paid at the rate of $16,000 per mile in Government bonds and $16,000 a mile in first-mortgage bonds. What the bonds did not pay for we took in stock at par." I also wish to strike out in the next anwer the words "' stock and.e" The answer referred to will then read as follows:; After we passed the 150 miles, for which we got $48,000 a mile in Government bonds and $48,000 in first-mortgage bonds, we received for the rest of the way 8'32,000 a mile in Government bonds and $32,000 in first-mortgage bonds." Then in another answer on the same page I wish to strike out the words "'we, the peop3le," and to substitute for them the words, " the trustees."' The paragraphs referred to will then read as follows: "1 Q. Do you know how much was paid on those contracts? —A. No, sir; but it is my impression that the contractors lost money, althougmh it did not cost nearly as much as the work we did. "a Q. Whom do you mean by we — A. The trustees who carried out the Oakes Ames contract." Then in another aiswer I wisl to make " 850,000 and $60,000 per mile" read " $860,000 and $70,000 per mile."7 The question and answer as corrected will then read as follows: "; Q. That is an average of how much per mile? —A. Between $60,000 and $70,000 per mile. The length of the road is about ten hundred and fifty miles." In a subsequent paragraph; $26,000, 000' should be " 816,000,000." The paragraph will then read as follows:'' Q. So that, in other words, the company would have $16,000,000 to show for its capital stock, besides the lands which the Government has conveyed to it, or is hereafter to convey to it? —A. Yes." On page 26, where " 8$60,000,000" occurs it should be "; $70,000,000." The paragraph as corrected will then read: Q. Do you mean to say to to the committee that your best judgment is that on the entire cost of constructing and equipping that road, about $70,000,000, the profit to the various persons who contracted to do it amounted only to about $7,000,000?-A. I think that would cover it; hardly as much as railroad contractors get in ordinary contracts." On page 29, the word "Adams " should be "Alley." The sentence will then read:'" I guaranteed Mlr. Alley, and I offered to guarantee 3Mr. Hooper." Received of Thomas C. Durant, Oliver Ames, John B. Alley, Sidney Dillon, Cornelius S. Bushnell, Henry S. McComb, and Benjamin E. Bates the sums set opposite our respective names, in full of the dividend declared December 12, 1867, under and pursuant to the foregoing contracts, and payable on the 3d day of January, 1868. And we do hereby, severally, in consideration of the amount so received by us, consent to and approve of the foregoing contracts, and agree, severally, to be bound by and conform to all the terms and conditions of said agreement: and we do hereby release the said Thomas C. Durant, Oliver Ames, and their associates from all liability, personal or otherwise, by reason of their acts t as lparties to said foregoing triplicate agreement. Os a M a. Names.,. n" /)Date. Signatures. cc cc Shares. Shares. Oliver WV. Barnes -. 30 15 $900 $900 Jan. 16,1868 Oliver W. Barnes ---- - -..-..-......... —--------—.. 2-ct. int.-rev. stamp. Thomas C. Drant...7, 564 4,15 294, 900 294, 900 Ja. 4, 1868 Thomas C. Durant -.Do. - Willie Davis Train.-..-.. 230 175 10,500 10, 500 Jan. 14, 1868 Willie Davis Train, by ]H. C. Crane, attorney.-Do. L. Eugene French —--. —------ 30 20 1, 0 1, 200 Jan. 10,1868 L. E. French, by B. F. French, attorney... Do.' Charles A. Lambard -.-.-..- -—.. 1, 2.50 775 46, 500 46, 500 Jan. 10, 1868 Chas. A. Lambard.-... (. Sidney Dillon, president. — ----—. 598 4t0 24, 080 24, 000 Jan. 18, 1868 Sidney Dillon, president, by B. F. Hand, assistant secretary I)o.. Sidney Dillon. 1, 250 1, 005 60, 300 (0,300 Jan. 7,1868 Sidney Dillon..-.-. I)Do. William T. Glidden. - -----—,. - 1, 250 625 37, 500 37, 500 Jan. 4,1868 Wm. T. Glidden, by John Duff -.. -—..-... )-o. J. M. S. Williams............. 1, 245 620 37,200 37, 200 Jan. 14,1868 John M. S. Williams... -—..D......... D..o. R. G. Hazard............. 2,000 1, 690 101, 400 101,400 Jan. 24,1868 R.. HG. azard. — Do. Rowland Hazard -.......... 500 300 18, 0(0 18, 000 Jan. 24, 1868 R. Hazard, by 1B. G. Hazard, attorney. I)o. J John L. King. - - - 7 —------------ - 75 80 4, 800 4, 800 Jan. 4,1868 John L. King -.-..... Do. Fourth National Bank. —.. 750 45, 000 45, 000 Jan. 14,1868 T. C. Durant, per H. C. Crane, attorney Do. Barton H. Jenks. ——.. —-—.- 80 500 30, 000 30,000 Jan. 4,1868 Barton H. Jenks..... —---------------- Do. A. A. Low.. ——..... —-- -.....-. 100 6, 000 6, 000 Jan. 16,1868 A. A. Low. ---—. —----—... —.. —-- -----—...-.... — Do. 0) J. B. Piagot..... -................ 200 12, 000 12 000 Jan. 15, 1868 Joseph B. Pigot..-.......- D... —.................... D. H:tarvey Sanford............ 12. 7, 500 7, 500 Jan. 9,1868 Harvey Sanford, by attorney, E. H. Trowbridge -....-... Deo.. Henry Trowbridge. 75.....4, 500 4. 500 Jan. 9,1868 HeIlry Trowbridge, attorney, E. H. Trowbridgoe -—. —..... --.) Ezekiel H. Trowbridge............ 50 3, 000 3, 000 Jan. 9,1868 E. H. Trowbridge.. —-------------------------............... Do. W. F. Day, cashier in trust - -. 100 6, 000 6, 000 Jan. 3, 1868 Wm. F. Day, cashier in trust, by C. S. Bushnell...... Xoyal E. Rlobbins.......... 200 12, 000 12,000 Jan. 11,1868 R. E. Iobbinus, by H. A. Robbins, attorney. o. William A. Cummings........ 100 6, 000 6, 000 Jan. 9,1868 W m. A. Cuommi gs.. ——.. —-------- ------------------- ---—. Frank W. Andrews.100 6, 000 6, 000 Jan. 23,1868 F. W. Andrews.)o. S. H. Fessenden........50 3, 000 3, 000 Jan. 14,1868 J. M. S. Williams, attorney....Do................................. ~0'0 ~-, Names. ShDate Simatures. 0 aPI0 anC" Shares. Shares. Nathan Peck -........... - - 100 6, 000 6, 000 Jan. 3,1868 Nathan Peak, by C S. Bushnell, attorney t. Nut-arev, stamp. Pierepont B. Foster........... — -.. 50 3, 000 3, 000 Jan. 3, 1868 Pierepont B. Foster, by C. S. Bushnell, attorney D................. ]o. Elizabeth Hazard...................2....., 34 2 040 2, 040 Jan. 24, 1868 E. Hazard, by H. G. Hazard, attorney............,............... Do. Elizabeth Hazard, in trust - - - 13 780 780 Jan. 24,1868 E. Hazard, in trust, by R. G. Hazard, attorney ------------------- 1). Anna Hazard... —- - - -.20 1, 200 1,200 Jan. 24,1868 A. Hazard, by H. G. Hazard, attorney........................... Do. Oliver S. Chapman................. -'624 412 24, 720 24, 720 Jan. 16,'1868 0. S. Chapman........................................ Do. Oliver Ames...................... 6, 251 4, 680 280, 800 280, 800 Jan. 4,1868 Oliver Ames. —------------------------------------------------- Do. C. S. Bushnell...................... 1, 450 410 24, 600 24, 600 Jan. 3, 1868 C. S. Bushnell.................................................. Do. William H. Macy.................. 650 300 18, 000 18, 000 Jan. 6, 1868 William H. Macy..........................................Do. J. H. Scranton. 5 5 300 300 Feb. 13,1868 H. C. Crane.....................................................- _Do. G. Griswold Gray..2 —--------------, 534 1, 620 97 200 97, 200 Jan. 4,1868 G. G. Gray, per H. W. Gray, attorney.Do- -............... Zo. Joseph Nickerson................. 500 380 22 800 22, 800 Jan. 10,1868 Joseph Nickerson, by Amb. Grau, attorney..................... I o. Benjamin Holliday................ 1, 000 750 45000 45, 000 Jan. 6, 1868 Ben. Holliday, per W. D. Halsey, attorney......................I Do. Benijamin E. Bates 5 —-------------- I 1, 000 30 000 30, 000 Jan. 16, 1868 B. E. Bates.D............................- --------------------- Do. Fred. Nickerson 2...)-............. 5 )00 250 1) 000 15, 000 Jan. 14,1868 John M. S. Williams, attorney.1)-........... o. John B. Alley. 1, 000 290 17,400 17, 400 Feb. 6,1868 John B. Alley -Do. Isaac P. Hazard.................... 500 380 22,800 22, 800 Jan. 24,1868 J. P. Hazard, by R. G. Hazard, attorney —....................... t o. Samuel Hooper & Co -----—... 1, 000 750 45 000 45, 000 Jan. 16,1868 John Duff, per order -------------------—....................... Do. Horatio Gilbert -------------------- 251 185 11 100 11,100 Feb. 5,1868 Horatio Gilbert, by H. J. Gilbert, attorney --------------------- Do. Horatio J. Gilbert.................. 175 137 8 2~0 8, 220 Feb. 5,1868 Horatio J. Gilbert -----—. -.-]-3- - Cyrus H. McCormick............. 1, 251 945- 5o700 56, 700 Mar. 9,1868 C. H. McCormick. —------------------------..... -—. David Jones....................... 500 380 22 800 22, 800 Jan. 7, 1868 David Jones. —--------------------------------------- i —-. Oakes Ames....................... 2, 849 1, 955 117300 117, 300 Jan. 8, 1868 Oakes Ames. —----------------------—,). Elisha Atkins..................... 674 622 37,320 37, 320 Jan. 16, 1868 Elisha Atkins, by J. Duff, attorney -. —-------------— )-o. Ezra H. Baker..................... 625 623 37,380 37, 380 Jan. 11, 1868 E. H. Baker, by Howes Baker, attorney D-.......... Ii-. H. S. McComb.. 1,075 750 45,000 45, 000 Jan. 4,1868 H. S. McComb.D —---------------- Do. Ezra H. Baker, jr... —- 50 3,000 3, 000 Jan. 11,1868 E. H. Baker, jr., by Howes Baker, attorney D —-------------------- Do. Paul Pohl, jr.. —-------- ----------- 12' 6 360 360 Jan. 14, 1868 J. M. S. Williams, attorney.D —------------- — o. Janies W. Grimes.. 500...80 2-.,.800 22, 800 Jan. 24,1868 Oakes Ames, attorney for J. W. Grimes ----------—..........- o. Thomas Nickerson.............200 150 9 000 9, 000 Jan. 14, 1868 Thomas Nickerson.D —------------------------------------------ o. George Opdyke.. 0............... 931 712 42,720 42, 720 Jan. 4, 1868 George Opdyke...................... ---------—............. iDo. Josiah Bardwell................... 500 700 4:2, 600 42, 600 Jan. 11,1868 Josialm Bard'well, by C. A. L., attorney............................' PDo. Josiah Bardwell, trustee........... 200 300 18, 000 18, 000 Jan. 11,1868 J. Bardwell, trustee, by C. A. L., attorney....................... i Do. C. C. Waite........................50 80 4, 800 4, 800 Jan. 9,1868 C. C. Waite. D Do. B. ]D. Stewart..................... 5 5 300 300 Jan. 14,1868 J. M. S. Williams, attorney.. Do. IL. C. Crane..50 128 7,680 7, 680 Jan: 4,1868 H. C. Crane........................ Do. E W. Gilmore 200 150 9; 000 9, 000 Jan. 24, IS68 0. Ames, attorney -....o............................ iDo Mary P. Hazard ------------ --------------- 10 600 600 Jan. 24, 1868 Mi. P. Hazard, by R. G. Hazard, attorney --------------- - -------- Do. Lydia Torrey -------------- --------------- 11 660 660 Jan. 24,1868 L. Torrey, by R. G. Hazard, attorney -------- --—................ Do. Anna Horner............................. 1 60 60 Jan. 24,1868 A. Horner, by iR. G. Hazard, attorney ------------------ - --------- Do. Sophia Vernon. 1 60 60 Jan. 24, 1868 S. Vernon, by H. G. Hazard, attorney ---------- ------------------ I ). Henry Hotchkiss —--------------------- 150 9, 000 9, 000 Jan. 3,1868 Henry Hotchkiss, by C. S. Bushnell, attorney -------------- - - 110. William B. Bristol- - 50 3, 000 3, 000 Jan. 3, 1868 Win. B. Bristol, by C. S. Bushnell, attorney.'.. - o. Sylvester M. Beard ----------- -------------- 100 6, 000 6, 000 Jan. 8, 1868 S. M. Beard.................................................... D).:I Eli Beard - -100 6, 000 6, 000 Jan. 9,1868 Eli Beard ------------------------------------------------------ Do. Gamaleil Bradford...................... 100 6, 000 6, 000 Jan. 9,1868 Gamaliel Bradford, Oakes Ames, attorney... Do. Le Grand Lockwood 1, —----- ------------- 500 30, 000 30, 000 Jan. 4,1868 Le Grand Lockwood............................................i Do. John IR. Dnff....................... 500 880 112, 800 112, 800 Jan. 4,1868 John R. Duff, by John Duff, attorney -........................... I Do. Samuel T. Dana.........................100 6, 000 6, 000 Feb. 24,1868 S. T. Dana, per H. C. Crane, attorney...D............. — I Do. John M. Davies........................500 30, 000 30, 000 Jan. 3,1868 John Mk. Davies, per C. S. Bushnell, attorney ----------------—. 1)o. Robert G. S. McNeil.......................5 300 300 Jan. 24, 1868 Oliver Ames, attorney.......................................... io. E. C. Moore...............................10 600 600 Jan. 10,1868 E. C. Moore. —-----------------------------------------------— i Do. J. IN. Smith --—.405 24, 300 24, 300 Jan. 7, 1868 J. N. Smith, per Sidney Dillon, attorney ------------------------ Do. Aaron Hobart, jr........................... 25 1, 500 1, 500 Jan. 23,1868 Oliver Ames, attorney. -Do. Isaac Thatcher......................... 92 5, 520 5, 520 Jan. 23, 1868 Isaac Thatcher, 0. Ames, attorney.............................. _Do. James B. Johnston ----------- ----------. 200 12, 000 12, 000 Jan. 11, 1868 James B. Johnston --------------------------------------------— I.Do. B. M. Boyer........................ 100 75 4, 500 4, 500 Jan. 28, 1868 B. M. Boyer, per H. A. Jackson, attorney -........................] o. Charles H. Neilson......... 2....... 100 6, 000 6, 000 Mar. 4,1868 Chas. H. Neilson..................................................- Do. Josiah Hedden. —------------------- 200 100 6, 000 6, 000 Jan. 4, 1898 Josiah Hedden......,..... ZDo. F. Skinner & Co........................... 500 30, 000 30, 000 Jan. 11, 1868 F. Skinner & Co., by C. A. L., attorney. —-----------—..........- Do. H. C. Crane, trustee.......................60 3, 600 3, 600 Jan. 18,1868 H. C. Crane, trustee........................................o. Charles H. Neilson........................ 50 3, 000 3, 000 Mar. 4, 1868 Chas. H. Neilson................................................1)o. Oakes Ames, trnstee —----------------—.. -- 93 5, 580 5, 580 April 8, 1868 Oakes Ames, trustee.Do. Divid____ofR._G._Hazardwas__eceiptdforbyE._G Hazard attorney,_Dividen__ofMaryP_ 0azard was rece for by R. G. Hazard, attorney. Dividend of I. G. Hazard was receipted for by IR. G. Hazard, attorney. Dividend of ]ary P. Hazard was receipted for by R. G. Hazard, attorney. Dividend of L P. Hazard was receipted for by 1R. G. Hazard, attorney. Dividend of Anna Hazard was receipted for by R. G. Hazard, attorney. Dividend of R. Hazard w as receipt ed for by Ii. G. Hazard, attorney. Dividend of Anna Hormer was receipted for by R. G. Hazard, attorney. Dividend of:Elizabeth Hazard was receipted for by Ii. G. Hazard, attorney. K Dividend of Lydia Torrey was receipted for bSy. G. Hazard, attornef. Dividend of Elizabeth Hazard, trustee, waq receipted for by R. G. Hazard, attorney. Dividend of Sophia Vernon was receipted for'by IR. G. Hazard, attorney. 0q 728 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. STATE OF NEW YOliK, City and County of NewC, tYork, ss: I, Nathaniel Gill, a commissioner for the State of Rhode Island in and for the city, county, and State of New York, duly commissioned and sworn, and dwelling ill the city of lNew York, do hereby certify that I have this day carefully examined and compared the foregoing copy of a certain instrument with the original instrument of which the same purports to be a copy, and, after such examination and comparison, I hereby further certify that the foregoing is a true and correct copy of the said original instrument, and of the whole thereof, and of the signatures thereto set and subscribed. In testimony whereof I have hereunto set my hand and affixed my official seal, at the city of New YorkJ, this 13th da5y of September, A.D. 1870. [SEAL.] NATHANIEL GILL, Commissioler for Rhode Isl'cld in, New Y()orLk. [U. S. revenue-stamnp, 5-c; canceled.] rPECEIPTS UNDER TRIPLICATE AGRZEEBMENT. Received of Thomas C. Durant, Oliver Ames, John B. Alley, Sidney!Dillon, Cornelius S. Bushnell, Henry S. Mi[cComb, and Benjamin E. Bates the sums set opposite our respective names, in full of the dividend declared January 3, 1868, under and pursuant to the foregoing contracts, and payable on the 3d day of January, 1868. And we do hereby, severally, in consideration of the amounts so received by us, consent to and approve of the foregoing contracts, and agree, severally, to be bound by and conform to all the terms and conditions of said agreement; and we do hereby release the said Thomas C. Durant, Oliver Ames, and their associates from all liability, personal or otherwise, by reason of their acts as parties to said foregoing triplicate agreement. Na m es.' c o t Signatures,. Shares. Oliver W. Barnes........ 15 300 Oliver W. [Barnes and others 2 ct. int.-rev. stamp. Thomas C. Durant........... 3, 915 78, 300. —-do................ Do. Willie Davis Train....... 175 3, 500.-..do............. Do. L. Eugene French -......... 20 400......do.-..................... Do. Charles A. Lambard........ 150 3, 000 do.-............... Do. Sidney Dillon, president..... 400 8, 000....do....................... Do. Sidney Dillon................ 1, 005 20,100....o -.......-...... — Do. William T. Glidden.......... 625 12, 500...... do.-................... Do. J. M. S. Williams............. 620 12, 400......do....................... Do. R. G. Hazard................. 1, 690 33,800......do.....do................... Do. Oliver S. Chapman........... 412 8, 240..do....................... Do. OliverAmes................. 4, 680 93, 600......o................ Do. C. S. Bushnell-............... 410 8, 200.- do.......- -............. Do. William H. Macy............ 300 6, 000...do.-..........-.......... Do. J. H. Scranton...............do................... Do. G. G. Gray................... 1,620 32.400. do...................... Do. Joseph Nickerson............ 380..7, 600.... do....................... Do. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 729 Receipts under triplicate cgreementl-Continued. ~.~;c Names. t Signatures. b-n Shares. Ben. HIoliday....-............ 750 $15, 000 Oliver W. Barnes and others.. 2 ct. int.-rev. stamp. Benj. E. Bates................ 500 10. 000......do............... Do. Frederick Nickerson......... 250 5, 000......do...-.................. Do. John B. Alley................ 290 5,80.o.......0 - do-....-......... Do. Isaac P. Hazard.............. 380 7, 600......do....................... Do. Samuel Hooper & Co..-....... 750 15, 000...-..do...................... Do. Horatio Gilbert -.. —-—..... 185 3, 700......do....................... Do. Hforatio J. Gilbert...-....... 137 2, 740......do....................... Do. Cyrus H. McCormick -....... 945 18,900......do....................... Do. David Jones................. 380 7, 600-. do........................ Do. OakesAmes................. 1,955 39, 100......do...-Do. Elish Atkins -. -.............. 622 12, 440.-...do.......... -........... Do. Ezra H. Baker - —............ 623 12, 460 -.. —-.do...................... Do. Ezra H. B3akecr, jr............ 50 1, 000 E. H. Baker, jr., by Howes Do. Baker, attorney, and others. H. S. McComb......-...... 750 15, 000.-...do............... Do. Paul Pohl, jr...............' 120......do..................... Do. James WV. Grimes........... 380 7, 600.-....do.................... Do. Thomas Nickerson........... 150 3, 000...-..do....................... Do. George Opdyke.............. 712 14, 240....D -(..o................ Do. Josiah Bardwell............. 710 14, 200...-..do....................... Do. Josiah Bardwell, trustee... 300 6, 000. —-..do..................... Do. C. C. Waite................. 80 1, 600. ——.do............D........ Do. B. D. Stewart................ 5 100 - do....................... Do. 1. C. Crane.................. 128 2, 560 -—... do....................... Do. E. W. Gilmore............... 150 3, 000.. —-.do.. ——.... —-. —-...... Do. Iowland Hazard............ 300 6, 000..-...do................ Do. John L. King -. —. —......... 80 1, 600. ——.do....................... Do. Fourth National Bank....... 750 15, 000...do..................... Do. Barton H. Jenks............. 500 10, 000.-.. do....... -....-....... Do. A.A. Low.................. 100 2,000. —- do................... Do. J. B. Pigot.................. 1,200 24,000....do................ Do. Harvey Sanford.............. 125 2, 500..................o. Do. -Henry Trowbridge........... 75 1, 500.-....do.......-............. Do. Ezekiel H. Trowbridge.....-. 50 1, 000. do...................... Do. CWin. F. Day, (cash, in trust).. 100 2, 000.....do.................... )o. John Gardiner, trustee —.... 625 12, 500......do...................... Do. Royal E. Robbins............ 2(10 4, 000......do...................... Do, Win. A. Cummings.......... 100 2, 000......do..................... Do. F'rank WV. Andrews.......... 100 2, 000. —-..do......-................ Do. Sewell H. Fesseeiden —....... 50 1, 000......do....................... Do. Tathan Peck................ 100 2, 000......do....................... Do. Pierepont B. Foster.......... 50 1, 000. —-- do....................... Do. Elizabeth Hazard. —. —.... -- 34 680......do...................... Do. Elizabeth Hazard, trustee.... 13 260....-.do —. —. —-----------—.- Do. Anna Hazard............... 20 400.-.-.do........... Do. Mary P. Hazard............. 10 200......do......Do.............. Do. Lydia Torry.......1......... 1 220......do....................... Do. Anna Horn.r.... —.. —--—.. 1 20. —-..do...................... Do. Sophia Vern on............... 1 20......do........... Do. Henry Hotchkiss.-.......... 150 3, 000... —.do....................... Do. Wim. C. Bristol............... 50 1, 000..: do..................... Do. Sylvester M. Beard.......... 100 2,000......do....................... Do; Eli Beard................... 100 2, 000......do....................... Do. Gamaliel Bradford........... 100 2, 000......do....................... Do. Le Grand Lockwood......... 500 10, 000......do....................... Do. John H. Duff.................1, 880 37, 600......do....................... Do. Samuel T. Dana....... -... 100 2, 000......do.................... Do. John M. Davies.............. 500 10, 000......do.................... Do. Robert G. S. McNeil.. —-. —. 5 100.....do................... Do. E. C. Moore.................. 10 200......do...................... Do. J. N. Smith................. 455 8,100......do................... Do. Aaron Hobert, jr............ 25 500......do.................. Do. Isaac Thatcher.............. 92 1, 840.-....do...................... Do, James B. Johnston........... 200 4, 000. do....................... Do. D. M. Boyer................. 75 1,500......do....................... Do. Charles H. Neilson.......... 100 2, 000......do....................... Do, J. Hedden......... 100 2, 000......do....................... Do. F. Skinner & Co............. 500 10, 000.....do....................... Do. HT. C. Crane, trustee.......... 60 1,200......do...................... Do. Charles H. Neilson........ 50 1, 000......do....................... Do. Oakes Ames, trustee......... 93 1,860...do....................... Do. 730 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Dividend of R. G. G. Hazard was receipted for by!R. G. Hazard, attorney. Dividend of I. P. Hazard was receipted for by R. G. Hazard, attorney. Dividend of R1. Hazard was receipted for by R. G. Hazard, attorney, Dividend of Elizabeth Hazard was receipted for by RL. G. Hazard. -attorney Dividend of Elizabeth Hazard, trustee, was receipted for by R: G. Hazard, attorney. Dividend of Mairy P. Hazard was receipted for by R. G. jHazard, attorney. Dividend of Anna Hazard was receipted for by R. G. T-iazard, attorney. Dividend of Anna,Horner was receipted for by BI. G-. Hlazard, attorney. Dividend of Lydia Torrey was receipted for by BI. G. Hazard, attorney. Dividend of Sophia Vernon was receipted for by - G. GHazard, attorney. STATE OF NErW YORK, City and County of Newz Yo-rk, ss I, Nathaniel Gill, a commissioner for the State of Rhode Island in New York, duly commissioned and sworn, and residing in New York City, do hereby certify that I have this day carefully examined and compared the foregoing copy of a certain instrument with the original instrument of which it purports to be a copy, and, after such examination and comparison, I hereby further certify that the foregoing is a true and correct copy of said original instrument and of the whole thereof, save only the signatures thereto subscribed. In testimony whereof I have hereunto set my hand and affixed my official seal, at the city of New York, this 13th day of September, A. D. 1870. [SEAL.] N!ATHANIEL GILL, Connissioner for Rhode Islan d in New York. [U. S. internal-revenue 5-c. stamp; canceled.] CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 731!Received of Thomas C. Durant, Oliver Ames, John Duff, Sidney Dillon, Cornelius S. Bushnell, Henry S. McComb, and Benjamin E. Bates, the sums set opposite our respective names, in full of the dividend deslared June 177 1868, under and pursuant to the foregoing contracts, and payable on the 17th day of June, 1868; and we do hereby severally, in consideration of the amount so received by us, consent to and approve of the foregoing contracts, and agree severally to be bound by and conform to all the terms and conditions of said agreements; and we do hereby release the said Thomas C. Durant, Oliver Ames, and their associates, from all liability, personal or otherwise, by reason of their acts as parties to said foregoing triplicate agreement. Niam es. _ -," e Signatures. 2..3'.j.1 I SharI.%es. John B. Alley. -..-.... 290 }116 00 617, 400 00 John B. Alley andt othe.r. [2-cent rev. stamp. Oakes Ames........ 1, 955 782 00 117, 300 00 Do. Oakes Ames, trustee.. 343 137 20 20, 580 00 Do. Oliver Ames. ——.. -.. 4, 680 1, 872 00 280, 800 00 Do. Frank WV. Andrews.... 100 40 00 6, 000 00 Do. Elisha Atkins......... 622 248 80 37, 320 00 Do. Ezra H. Baker......... 623 249 20 i 37, 380 00 Do. Ezra H. Baker, r...... 50 20 00 3, 000 00 Do. Josiah Bardwell....... 665 266 00 39, 900 00 Do. Josiah Bardwell, trustee 300 120 00 18, 000 00 Do. Oliver W. Barnes...... 15 600 900 00 Do. Benjamin E. Bates... 500 200 00 30, 000 00 Do. Benjamin E. Bates, trus- 45 18 00 2, 700 00 Do. tee for Mrs. Laura E. Morse. Eli Beard............ 100 40 00 6, 000 00 Do. Sylvester M. Beard.-.. 100 40 00 6, 000 00 Do. Henry Blood.......... 4 1 60 240 00 )Do. B. M. Boyer -.- - 75 30 00 4, 500 00 Do. Gamaliel Bradford _. _. 100 40 00 6, 000 00 Do. William B. Bristol...... 50 20 00 3, 000 00 Do. C. S. Bushnell..... 510 204 00 30, 600 00 Do. Oliver S. Chapman 41-2 164 80 24, 720 00 Do. Oliver Charlick.. 3 1 20 180 0. Do. H. C. Crane.....2.... 128 51 20 7, 680 00 Do. H. C. Crane, trustee. 18 72 00 10, 800 00 Do. ~William A. Cummin gs. 100 40 00 6, 000 00 Do. John M. Davis.. 500 200 00 30, 000 00 Do. Martin Zborowski. 100 40 00 6, 000 00 Do. Sidney Dillon... 1, 005 402 00 60, 300 00.Do. Anna M. Dodge... 100 40 00 6, 000 00 Do. John Robinson Duff 1, 880 752 00 112, 800 00 Do. Thomas C. Durant... 5, 658 2, 263 20 339, 480 00 Do. Sewall H. Fessenden... 50 20 00 3, 000 00 Do. Pierepont B. Foster.... 50 20 00 3, 000 00 Do. L. Eugene French.20 8 00 1, 200 00 Do. John Gardiner, trustee 625 250 00 37, 500 00 Do. Horatio Gilbert....... 185 74 00 11,100 00 -Do. Horatio J. Gilbert..137 54 80 8, 220 00 Do. ZE. Xv. Gilmore 150 60 00 9, 000 00 Do. William T. Glidden 625 250 00 37, 500 00 Do. G. G. Gray. 1,350 540 00 81,000 00 Do. ]H. XV. Gray...... 50 20 00 3, 000 00 Do..James W. Grimes. 380 152 00 22, 800 00 Do. -R. G. Hazard. —--- - 1, 610 644 00 96, 600 00 Do. Isaac P. Hazard........ 380 152 00 22, 80 00 Do. R. Hazard.- - 380 152 00 22, 800 00 Do. Elizabeth Hazard 34 13 60 2, 040 00 Do. SElizabeth Hazard, trus- 13 5 20 780 00 Do. tee. I Do. Mary P. Hazard....... 10 4 00 600 00 Do. Anna Hazard 20 8 00 1, 200 00 Do.,J. Hedden......,,.,.,. 100 40 00 6, 000 00 Do. Aaron Hobart, jr...... 25 10 00 1, 500 00 Do. IBen. Halliday...7... 750 300 00 45, 000 00 Do, Samuel Hooper & Co _.. 750 300 00 45, 000 00 Do. Anna Horner........ 1 40 60 00 Do. Henry Hotchkiss... 150 60 00 9, 000 00 Do. James B. Johnston.... 200 80 00 12, 000 00 Do. D)avid Jones.......... 380 152 00 22, 800 00 Do. 732 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. fNames.^ 3; Signatures. Shares. John L. Kin.......... 100 $40 00 $6, 000 00 [2-cent rev. C. A. Lombard. 100 40 00 6, 000 00 stamp.] Le Grand Lockwood.. 500 200 00 30, 000 00 Do. A. A. Low.............. 100 40 00 6, 000 00 Do.'Wm. H. Macy.......... 300 120 00 18, 000 00 I)o. H. S. McComb... 1, 250 500 00 75, 000 00 Do. Cyrus H. McCormick 945 378 00 56, 700 00 Do. Robert G. S. McNeil. 5 2 00 300 00 Da.. C. Moore............ 10 4 00 600 00:Do. Charles Neilson 150 60 00 9, 000 00 Do. ZFrederick Nickerson.. 250 100 00 15, 000 00 Do. Joseph Nickerson...... 380 152 00 22, 800 00 Do. Thomas Nickerson... 150 60 00 9, 000 00 Do. George Opdyke........ 712 284 80 42, 720 00 Do. Nathan Peck....... 100 40 00 6, 0(0 00 Do. J. B. Pigot.......... 150 60 00 9, 000 00 Do, Paul Pohl, jr...... 6 2 40 360 00 Do. Joseph Richardson....0 20 00 3, 000 00 Do. Henry A. Robbins...... 100 40 00 6, 000 00 Do. Royal E. Robbins...... 300 120 00 18, 000 00 Do. Harvey Sanford... 125 50 00 7, 500 00 Do. J. H. Scranton........ 5 2 00 300 00 Do. F. Skinner & Co. 250 100 00 15, 000 00 Do. F. Skinner & Co., trus- 250 100 00 15, 000 00. Do. tees. J. N. Smith............ 405 162 00 24, 300 00 Do Thomas M. Stetson. 30 12 00 1, 800 00 Do. WV. B. Stevens, trustee. 50 20 00 3, 000 00 Do. B. D. Stewart 5 2 00 300 00 Do. Isaac Thatcher......... 92 36 80 5, 520 00 Do. XLydia Torrey......... 11 4 40 660 00 Do.'Willie Davis Train 175 70 00 10, 500 00 Do. Ezekiel Trowbridge. 50 20 00 3, 000 00 Do. Henry Trowbridge.. 75 30 00 4, 500 00 Do. Sophia Vernon 1..... 1 40 60 00 Do. C. C. Waite 80 32 00 4, 800 00 Do. J. M. S. illiams....... 620 248 00 37, 200 00 Do. Dividend of R. G. Hazard was receipted for by R. G. Hazard, attorney. Dividend of I. P. Hazard was receipted for by R. G. Hazard, attorney. Dividend of R. Hazard was receipted for by R. G. Hazard, attorney. Dividend of Elizabeth Hazard was receipted for by R. G. Hazard, attorney., Dividend of Elizabeth Hazard. trustee, was receipted for by R. G, Hazard, attorney. Dividend of MIary P. Hazard, was receipted for by R. G. Hazard, attorney. Dividend of Anna Hazard was receipted for by R. G. Hazard, attorney. Dividenld of Anna Horner was receipted for by R. G. Hazard, attorney. Dividend of Lydia Torrey was receipted for by R. G. Hazard, attorney. Dividend of Sophia Vernon was receipted for by I. G. Hazard, attorney. STATE OF NEW YORKI, City and County of New Yorkl, ss I, Nathaniel Gill, a commissioner for the State of HRhode Island in and for the city, county, and State of New York, duly colmnissioned andt sworn, and dwelling in the city of New York, do hereby certify that I have this day carefully examined and compared the foregoing copy of a certain instrument with the original instrument of which it purports to be a copy, and, after such examination and comparison, I hereby further certify that the foregoing is a true and correct copy of said original instrument and of the whole thereof, save only the signatures, thereto subscribed. CRtEDIT MOBILIER AND UNION PACIFIC RAILROAD. 73 In testimony whereof I have hereunto set my hand and affixed my official seal at the city of New York, this 13th day of September, A. D. 1870. [SEAL.] N NATHANTIEL GILL, Commissionerfor oVhode Island in New York. 5-eccnt internal-revenan stamp, canceled,] RIeceived of Thomas C. Durant, Oliver Ames, John Duff, Sidney Dillon, Cornelius S. B3ishnell, Henry S. McColmb, and Benjamin E. Bates, the sums set opposite our respective names, in full of the allotment declared July 3, 1868, under and pursuant to the foregoing contract, and payable on the 3d day of July, 1868; and we' do hereby severally, in consideration of the amount so received by us, consent to and approve of the foregoing contract, and agree severally to be bound by, and conform to all the terms and conditions of said agreement; and we do hereby release the said Thomas C. Durant, Oliver Ames, and their associates, from all liability, personal or otherwise, by reasons of their acts as parties to said foregoing agreements, or either of them, and we agree to pay such rateable sums as said trustees may call for, not exceeding the amount so received, to enable them to complete the construction contract. Name. Parts. Dividend am. Parts. Dividend Pa ~ ~ h'm.Prts. on bonds. on bonds. Alley, JoIhn B.........-........ 290 $21,750 Hazard, Mary P. —............. 1 $750 Ames, Oakes -....-....- -—.... 1, 955 140, 625 azad, Anna-.- - 20 1, 500 Ames, Oakes, trustee... —. —.. 343'25, 725 edden, J..... —----—... - 100 7, 500 Ames, Oliver................... 4, 680 351, 000 Hobert, Aaron, jr............. 25 1, 875 Andrews, Frank V —....... —... 100 7, 500 Holiday, Benjamin....-... 750 56, 250 Atkins, Elisha. —-.-.... —... 622 46, 650 ooper, Sanmuel, & Co --------- 750 56, 250;Baker, Ezra H --.-......... —... 623 46, 725 Horner, Ann.-... —...-....... 1 75 BaLker, Ezra H., jr --—..-.-... 50 3, 750 Hough, Benj. K --- --- - 50 3, %50 i.Bardwell, Josiah. —............. 665 49,875 Hotchkiss, Henry............. 150 11, 250 Bardwell, Josiah, trustee. —. — 300 22,500 Johnston, James B..... —--—. 200 15, 000 Barnes,: Oliver V-. —.-.......- 15 1, i25 Jones, Davidt -....-............. 380 28, 500 -Bates, Benj. E.................. 500 37, 500 King, John L -...............-. 100 7, 500.Bates, Benj. E., trustee. —-..- 45 3 375 Lombard, C. A --- ----- 725 54, 375 Beard, Eli z................ 100 7, 500 Lockwood, Le Grand. —.. —-.- 500 37, 500 Beard, Sylvester M -............. 100 7, 500 low, A. A..................... 100 7, 500 Blood, Henry..........3.... 4 300 Macy, Wm. H ---- --- - 300 2'2, 500 Boyer, B. M......... —.... —.. 75 5, 25 McComb, H. S —.. ——.... —.. 1, 250 93, 750 Bradford, Gamaliel............ 100 7, 500 McCormick, Cyrus H.......... 15 70, 875 Bristol, Will am B. —.......... 50 3, 750 McNeil, Robert G. S..... —... 5 375 Bushnell, C. S................. 510 38,250 Moore, E. C -...-..............10 750 Chapman, Oliver S ——.- -------- 412 30, 900 Neilson, Charles H..........- 150 11, 250 Charlick, Oliver-.-...-........ 3 225 Nickerson, Frederick - -....... 250 18, 750 Crane, H. C................. 8 9, 600 Nickerson, Joseph............ 380 28, 500 Crane, H. C., trnstee.. —....... 180 13, 500 Nickerson, Thomas...........100 7, 500 Crane, H1. C., trnstee 1X. D. 17;5 13, 125 Opdyke, Geeo.........72... 712 53, 400 Train. Peck, Nathan. —..-.......... 10 7, 500 Cummings, min. J —-..- - - 100 7, 500 Pigot, J. B................... 150 11, 2; navies, John M.............500 37, 500 Pohl, Paul, jr.................. 6 450 Dillon, Sidney —... 1, 003 75, 375 Richardson, Joseph 5......... 50 3, 750 Dodge, Anna M............. 100 7, 500 Robbins, Henry A........... 100 7, 500 Duff, John Robinson......... 1,880 141, 000 obbins, Robert E ——.. - 300 22, 500 Durant, Thos. C —.. 5, 653 424, 350 Saniford, HLarvey. —........... 95 9, 375 Fessenden, Sewell......... 50 3, 750 Scranton, J. H..............5 375 Foster, Pierepont B.......... 50 3, 750 Skinner, F. & Co.............. 250 18, 750 French, L. Eugene... ——. —.. 20 1, 500 Skinner, F. & Co., trustee 25... 0 18, 750 Gilbert, Horatio..........185 13, 875 Smith, J. N................ 405 30, 375 Gilbert, Horatio J -—...137 10, 275 Stetson, Thomas N -.. 30 —- 2-, 250 Gilmore, E. WV.....iSO... 50 11,2 50 Stevens, W. B............... 50 3, 750 Glidden, W3. T —--------—.. --- 625 46, 875 Stewart, D. B................ 5 375 Gray, G. G... —-.. —.. —... 1, 350 101, 250 Thatcher, Isaac..........-..... 92 6, 900 Gray, H. W...........-...... 50 3,750 Torrey, Lydia....-........ -... 11 825 Grimes, James W............. 30 28, 500 Trowbridge, Ezekiel.....-.... 50 3, 750 Hazard, R. G. ——.. —.. —... 1, 610 120, 750 Trowbridge, Henry......... 75 5, 625 Hazard, Isaac P.............. 380 28, 50 Vernon, Sophia.............. 175 Hazard, R.............. 380 28, 500 Waite, C. C -............-...... 80 6 000 Hazard, Elizabeth.34 2, 550 Williams, J. M. S.............. 620 46, 500 Hazard, Elizabeth, trustee 13 975 Zebrowski, Martin............ 100 7, 500 734 CREDIT MOBILIER AND UNION PACIVIC RAILROAD. Dividend of HR. G. Hazard was receipted for by R. G. Hazard, attorney. Dividend of I. P. Hazard was receipted for by RH. G(. Hazard, attorney. Dividend of R. Hazard was receipted for by R. G. Htazard, attorney. Dividend of Elizabeth Hazard was" receipted for by P. G. Hazard, attorney. Dividend of Elizabeth Hazard, trustee, was receipted for by H. G. Hazard, attorney. Dividend of 3ary P. Hazard was receipted for by R. G. Hazard, attorney. Dividend of Anna Hazard was receipted for by TR. G. Hazard, attorney. Dividend of Anna Horner was receipted for by H. G. Hazard, attorney. Dividend of Lydia Torrey was receiptedfor by R. G. Hazard, attorney. Dividend of Sophia Vernon was receipted for by R. G. Hazard, attorney. STATE OF ]NSTEW YORK, City and County of T7eqw Yorklc ss: I, Nathaniel Gill, a commissioner for the State of Rhode Island, in the State of New York, duly commissioned and sworn, and dwelling in the city of New York, do hereby certify that I have this day carefully examined and compared the foregoing copy of a certain instrument, with the original instrument of which it purports to be a copy; and after such examination and comparison, I further certitf that the foregoing is a true and correct copy of said original instrnment, and of the signatures thereto set and subscribed, and of the figures set opposite such Signatures. In testimony whereo)T, I have hereunto set my hand and affixed my official seal,'lt the city of New York, this 8th day of September, A. D1. 1870. [SEAL.] IATTAhNIEL GILL, Conmmissioner for tRhode ISland, in'ew oTrk. [U. S. revenue- stamp, 5 cents, canceled.] Received of Thomas C. Durant, Oliver Amnes, John Duff, Cornelius S. Bushnell, Henry S. 2McComb, and Benjamin E. Bates, the sutns set opposite our respective names in full of the allotment declared July 8, 1868, under and pursuant to the foregoing contract, and payable on the 8th day of July, 1868, and we do hereby severally, in consideration of the amounts so received by us, consent to and approve of the foregoing contracts, and agree severally to be bound by and conform to all the terms and conditions of said agreement, and we do hereby release the said Thomas C. Durant, Oliver Ames, and their associates, from all liability, personal or otherwise, by reason of their acts as parties to said foregoing agreements or either of them. 2Names. Parts., caDsh. Signatures. John B. Alley................................................... 290 $8, 700 John B. Alley,, Oakes Ames -....-....-.................... 1, 955 58, 650 and others. Oakes Ames, trustee....-............................. 343 10, 290 Oliver Ames -............-.................. 4, 680 140, 400 Frank W. Andrews................................................I 100 3, 000 Elisha A kins.................................................... 622 18, 660 Ezra H. Baker, jr............................. 50 1, 500 Josiah Bardwell..6............................. 665 19, 950 Josiah Bardwell, trustee. -..........................-....... 300 9, 000 Oliver W. Barnes..............n......................... 15 450 CREDIT. MOBILIER AND UNION PACIFIC RAILROAD. 735 Dividend Names. Parts, Dveh. Signatures. cash. Benjn. E. Bates.-...................... -..................... 500 $15, 000 Benjn. E. 1Bates, trustee..-.................-.................... 45 1, 350 Eli Beard.. —1..- -. -...................- I............................ ]00 3, 000 Sylvester M. Beard-..0................................... 100 3, 000 Henry Blood...4............................. 4 120 B. i. Boyer.-....................................................... 75 2, 250 Gamaliel Bradford.. —-..-... —-....-.... —--—. —---. —-........ 100 3, 000 Win. B. Bristol -... —-.... —. —-.....-.-..........-.............. —- 50 1,500 C. S. Bushnell -.............................-..................... 510 15, 300 Oliver S. Chapman.-...............-.....-................... 412 12, 360 Oliver Charlick -...........-......................... 3 90 H. C. Crane.....................-........................... 128 3, 840 H. C. Crane, trustee-. —... —.... —...-...... —. —.. —-.. —--—.. 180 5, 400 H. C. Crane, trustee, W. P. Train -------------—.- -------. 175 5, 250 Wm. A. Cummings1......................................... 300 3, 000 John AM. Davies -..-.....-.... —..-......-..-..-.................- 500 15, 000 Sidney Dillon --------------------------- 1, 005 30, 150 Anna M. Dodge --—........ —..-...... —..........-...-......... —- 100 -3, 000 John R. Duff-..............-.................. 1,880 56, 400 Thomas C. Durant..-......-.........-............................ 5, 658 169, 740 Sewell H. Fessenden................ -......................... 50 1,500 Pierepoint B. Foster -.... —........... —........ —... —----—... —- 50 1, 500 L. Eugene French —2 —. --------- -- 0 600.Horatio Gilbert. —.. —........ ——. —---—.......... —-............. 185 5, 550 HIoratio J. Gilbert. —-... —................... —--—.-... —..... —. 137 4, 110 E. W. Gilmore -....-.-.-. —........... —-.-..... -.. —...-.... 150 4, 500 W. T. Glidden. —...-............ —.. —---—.. —------—.-.... —-—. 625 7 518 G. G. Gray...........................1........................ 1 350 40, 500 R. W. Gray ------------------------------------------------------- 50 1,500 James W. Grimes —8.................................. 380 11,400 H. G. Hazard -—..-. —-....... —...- -..-.. —................ 1, 610 48, 300 t. Hlazard.-.. —-.- -.-...-....-.-...-.-................ 380 11,400 Isaac P. Hazard 1......-...................................... 380 11, 400 Elizabeth Hazard -....-.. —......... —. —.- ------—.. —. —-—.....-34 1,020 Elizabeth Hlazard, trustee.-.. —....-.... —..-.......-........... 1. 390 Mary P. Hazard....................... —10 300 Anla Hazard —- -.-.........-...-.....-................... —.. 20 600 J. Hedden. —.... —-......-......-...-...-..-........... —. —-- 100 3, 000 Aaron Hobart, jr -..-.... —- —... —-............. —. —-.-.-...... 25 750 Benjn. H[olliday 750 22, 500 Saml. Hooper & Co --—.. —--— I-;; —-------- - —. — i. 750 22, 500 Anna Horner ---—...-...-.- -....-..-.....-.................. —. 1 30 Benjamin K. Hough —.-.......-.. —...-....................... 50 1, 500 Henry Hotchkiss -------------------------- 150 4, 500 Jaines B. Johnstcn..-.......................-........... 200 6, 000 David Jones..-..380.11.....;.................. 380 11,400 John L. Kin..........................1................. 00 3, 000 C. A. Lonmbard —.-..- -...- - -........ —-..-. —.. —---—. —--- 725 2I, 750 LeGrand Lockwood -.......5....... --............ 500 15, 000 Ak. A. Low..6 3,0 0 A. A. Low............................................ t....... 100 3, 000 Win. H. Mhacy —........... ——.. —..-... —. -........ —.. —..... --- 300 0, 000 C. H[. MkcCormick..945'28, 350 Hr. S. el.cComb................................................. 1,250 37,500 C. H. McCormice............................................. 945 28,350 Robert G. S.M~cNeil ------------------ ---- ----—... —-------------- 150 EC.Moe —------------------- ------------— ~ —----------- 1 0 Charles H. Neilson....................1............ [50 4, 500 Frederick Nickerson.....................2.................... 250 7, 500 Joseph Nickerson................................................. 380 11,400 Thomas Nickerson.................................... 100 3, 000 George Opldyke.................................... 712 21,360 Nathan Peck..............10........................100 3, 000 J. B. Pigot...........................................-.. 150 4, 500 Paul Pohl, jr................................ 6 180 Joseph Hichardson. -.. —. ----— 5 ——. ---- 50 1, 500 HIenry A. Robbins........................................... 100 3, 000 Royal E. Robbins —.. —-.... —............3.8..-.................. 300 9, 000 HIarvey Sanford.-....1... —..-......-..-..-. —.. —..-........ —. 125 3, 750 J. H. Scranton.............................................. 5 150 F. Skinner & Co................................................... 250 7,500 F, Skinner & Co., trustees. ------ --- ---—'I... 250 7, 500 J. N. Smith.4.............. 405 12,150 Thomas M. Stetson........................................... 30 900 W. B. Stephens, trustee.. —.. —.... —...................... ——.- 50 1,500 D. B. Stewart..-.. —.-.... —---—... —..................... —. 5 150Isaac Thatcher.................................................... 92 2, 760 Lyden'Torrey....1....................................... 11 330 Ezekiel T'rowbridge.-.-.... —................. —-. ——... — -—.- 50 1, 500 Henry Trowbridge........................................ 75 2, 250 Sophia Vernon...-..-.......-.... —.... —.....-....................1 30 C. C. Waite...................................... 80 2, 400 J. M. S. Williams.............-.. —-.. —........... 620 18, 600 Martin Zebrowski................................ 100 3, 000 736 CREDIT MOBILIEIR AND UNION PACIFIC RAILROAD. STATE OF NEW YORK, City and County of TCew Yorkc, ss: I, Nathaniel Gill, a commissioner for the State of Rhode Island in and for the city, county, and State of New York, duly commissioned and sworn, and dwelling in the city of New York, do hereby certify that I have this day carefully examined and compared the foregoing copy of a certain instrument. with the original instrument of which it purports to be a copy, and, after such examination and comparison, I hereby further certify that the foregoing is a true and correct copy of said original instrument and of the whole thereof save only the signatures thereto affixed. In testimony whereof I have hereunto set my hand and affixed my official seal, at the city of New Yorki this 13th day of September, A. D. 1870. [sEAL.1 NATTIANIEL GILL, Commissioner for Rhode Island, in Xew York. IU. S. internal-revenue 5-cent stamp. Caneeeld.] Received of Thomas C. Durant, Oliver Ames, John Duff, Sidney Dillon, Cornelius S. Bushnell, Henry S. McComb, and Benjamin E. Bates, the sums set opposite our respective names in full of the allotments declared December 29, 186S, under and pursuant to the foregoing contract, and payable the first day of January, 1869, and we do hereby severally, in consideration of the amount so received by us, consent to and approve of the foregoing contract and agree severally to be boundc by and conform to all the terms and conditions of said agreement, and we do hereby release the said Thomas C. Durant, Oliver Ames, and their associates from all liability, personal or otherwise, by reason of their acts as parties to said foregoing agreement, or either of them. C, ~i \ames. S a= Signatures. John B. Alley.....-.................. 290 5 0 Johu B3 Alley and others. Oakes Ames. —...-. —-. ——.. —-—........ 1, 955 3, 910 Oakes Ames, trustee............................ 343 686 Oliver Ames ---- - - —...-..... —------—.. 4, 680 9, 380 Frank W. Andrews............................ 100 200 Elisha Adkins..........-... 2 2 1,!44 Ezra H. Baker.. —---.. —-.. —----— 1... —.. —-. 23 1, 2460 Ezra H. Baker, jr - -. 50 100 Josiah Bardwell..-....... 665 1, 3 30 Josiah Bardwell, trustee........ 300 600 Oliver Wr. Barnes —.....,- -......-..,......,,. — 15 30 Benjamin E. Bates..............-......... 500 1, 000 Benjamin E. Bates, trustee.-.................... 45 90 Eli Beard. —.....-.............. 100 I 200 Sylvester M. Beard......- -.......... 100 200 Henry Blood................................... 4 8 B. Ai. Boyer.150......................... 75 150 Gamaliel Bradford............................... 100 200 WVilliam B. Bristol....50.....................0 100 C. S. Busndell...-.............. —. 510 1, 020 Oliver S. Chaplian..-............ 412 824 Oliver Charlick.................................. 3 6 H. C.. Crane..........-.................... 128 256 H. C. Crane, trustee......................... 180 3(60 H. C. Crane, trustee, W. D. Train...-............ 175 350 William A. Cummings. —-.. -..... ——.. —. 100 200 John M. Davis................................... 500 1 000 I,Sidney Dillon................................... 1, 005 1, 010 CREDIT MOBILIERi AND UNION PACIFIC RAILROAD. 737 cl~~~~3 i <> Names. nScignatures. Anna M6. Dodge.................................. 100. 00 John 13. -l-ley and othem john I. D uff... u....................... 1 8.. 3, 700 Thomas C. IDurant............................. 5, 65 11,316 Sewell HT. Fessenden...50.........50......50 100 Pierepoint 13B. Foster............................... 50 100 L. Eugene French -......-...-.....-.. —....... - 0 40 Horatio Gilbert,................ -.................. 15 370 Horatio J. Gilbert................................ 137 274 E. W. Gilmore. —-.. —-..-.- 1.3............... - -... 0 300 William F. Glidden -.......... ——.-.-. —-.... (-625 1,250 G. G. Gray......... —.........................~..... 1, 50,'O G. G. Gray ---------------------------------------- 2, 700 H. W. Gray.................................. 50 100 James W. Grimes................................ 380 760 R. G. Hazard -....................................'1, o10 3, 220 H. Hazard - -80 70 Isaac T. Hazard --------------- -:30 760 Elizabeth Hazard -------- ------ - 34 (i8 Elizabeth Hazard, trustee....-...........2....... 13 6 Mary P. Hazard - - -............... 0 20 Anna Hazard -. —.............. —--—.-........... 20 40. Hedden —-------------— 100 200 Aaron Hobert..ir. — 0-..........-..1...-........ 5 50 Eenjamin Holida,y -..-.-..........-............. 750 1, 500 Samuel Hooper & Co.......................-.. -'-50 0, 500 Anna Horner................................. 1 2.Benjamin K. Hough —... — 0. —...-..-......... -0 100 Henry H1ot1chkiss - —.-...-(-.. 3.................. 15 300 James.B. Johnston -...-.....-............ —. 200 400 David Jones -..-......................, —-- - 380 700.Tohu L. King................... 00 o 203 C. A. Lambard -.......-.............-..-............'25 1, 450 LeGrand Lockwood -------- — 7 —- - 500 1i, 000 A. A. Lowo 0-............ —-.- -..-..-.- -... - i0 0 200 William H. Macv.-..1..... -.. — -.-..-........... 300 600 I. S. McComb ------------------------------ - -1, —. 50 7, 700 C. H. McCormick ----------- - -—. 9.5 1890 Hobart G. S. MeNceil............................. 5 10 E. C. Moore......................................i 1 20 Charles H. Keilson --— 1) —------ - 50 300 Frederick Nickerson ------- ---- - - 50 500 Joseph Niekerson -------- --------- 30o 760 Thomas Nickerson....................-.........- 101 200 George Opdyke -..-.......-...................... 710 1, 424 Nathan Peck....................................:-t 200 J. B. Pigot ---------------------------------------- 150 300 Paul Pohl,jr. ----- --.. —..... Joseph Richardson -..........- 0.............. 5 00 Henry A. Robbins.-.-.....-...-................ 100 200 Royal E. Robbins................................. 300 6 00 Harvey Sanford — 2.3......_.....-...-.......... 125 2350 1. H. Scranton --------- --- -...... 5 10 Fi. Skinner & Co. —...-.-.. —.-.................. 250 500 F0. Skinner & Co., trustees.-...................... 250 500 J. N. Smith. — -1............................... 405 810 Thomas M. Stetson........................... 30 60 W. 13. Stevens, trustee -...........-.......... 50 100 1D. B. Stewart................................... Isaac Thatcher....... —.-... 92 18Lydia Torrey.-.............. —-—.-..........- -11 22 Ezekiel Tr-owbridge -..........................50 100 Henry Trowbridge............... 75 150'Sophia Vernon................................... 1 o C. C. Waite — t..O.................-........... 80 160 J. M. S. Williams -- t ----------------------------- -;;31 1. 262 Mkartin Zbrowski..-.1..........-1.. —.......... 100 2 00 Barton H. Jenks ---------------—............. 400 t800 Dividend of 1,. G. Hazard was receipted for by 1R. G. Hazard, attorney. Dividend of I. P. Hazard was receipted for by SR. G. Hazard, attorney. Dividend of R. Hazard was receipted for by iR. G. Hazard, attorney. Dividend of Elizableth Hazard was receipted for byv 1:. G. Hazard, ato, 7 rey 1 738 CREDIT MOB3ILIERI AND UTNION PACIFIC R1AILAROAD). Dividend of E-izabeth lHazard, trustee, was ree,ipted fOr by i_. 0,' Hazard, attorney. Dividend of Mary P. Hazard was receilpted for by TI. G. HaCzard, attorney. Dividend of Anna Hazard was receipted for by It. G. Hazard, attorney. Dividend of Anna HIorner was receipted for by Ei G0. Hazard, attorniey. Dividend of Lydia Torrey was receipted for by I.. -G. Hazard, attorney. Dividend of Sophia Vernon was receipted for by Pt. -. Hazard, attorney. STATE OF' Ln5 YORlc, Ci0ty and Cootty of zNew Y:ork, ss: I, Nathaniel Gill, a commissioner for the State of Rhode Island in and for the city, county, and State of New York, duly commissioned and sworn, and dwelling in the city of New York. do hereby certify that I have this day carefully examined and compared the foregoing copy of a certain instrument with the original instrument of whichl it purports to be a copy, and after suclI examination and comparison I hereby further certify that the foregoing is a true and correct copy of said original instrument and oi the whole thereof, save only the signatures thereto affixed. In testimony whereof I have hereunto set rny hand and afixed my official seal, at the city of New York: this 13th day of September, A. 1). 1870. [SEAL.] NATHANIEL GILL, Coom))lssiolelr fo~r Rhode IslandC in New, Yor7l. [U. S. internal-revenue 5-cent stamp. Canceled.] TREASURY DEPARTIIMENT, Wl ashington, D. C., January 21, 1873. SIr: In conlpliance with request contained in your letter of the 18th instant, I submit schedule embracing replies to your first, second, and third inquiries, and would respectfully refer you to the Secretary of the Interior for answers to the fourth and fifth, as the original pkapers are filed in that Department. When accepted. Date of issue of bonds. Amount. 1 January 24, 1866.-...-... 40 January 27, 1 866 - -.................. 640, 000'2 May 1, 18662........................ 25 M'[ay 7,1866.-..-.-.-..-..-........ - 400, 000 3 June 25, 1866.....-.. 4) June 26, 1866 --.. —....-... 640, 000 4 July 12, 18662...................... 20 July 13, 1866...- -.................. 320, 000 5 August 8, 1866.-... 35 August 9, 1866.- ------—...... 560, 000 6 Sepember 11, 1866 45 Septesmber 11, 1866......-.........t 720, 000 7 October 12, 1866........-...,. 35 October 1.3, 1866............ 5..........60, 000 8 November 6, 1866 -.. 3 No vember 7,1866................... 480, 000 9 January 2, 1867-.... 5..-..... 35 January 8,1867 —....... -....I 560, 000 10 June 10, 1867.....4........... 40 June 10, 1867 -..................... 640, 000 11 July 5, 1867....J........ --... 40 July 6, 1867 -... ——... 640, 000 12 Auust 27, 1867 35 August 29, 1867......-.-....-... 560, 000 13 October 1, 1867 -........ 335 October 2, 1867 -....- 560, 000 14 November 4, 1867 35 November 5, 1867...... 560, 000 15 December 11, 1867.-................ 20 December 13,1867................... 320, 000 16 January 25, 1868.............-.... 14 9 Jauary 27, 1868-..- - 957, 000 17 iay-15, 1868 2.................0 M11ay 16, 1868 -...................... 960, 000 18 j May 16, 1868. -—.. —..-..-20......... MIay 18, 1868.. ——.9 —-—... —.. 960, 000 19 June 12, 1868.................. 20 Jumie 12, 1;8....................... 960, 000 CRtEDIT M:OBILIEB AiD') UNION PACIFIC RAILROAD. 739 S W'heiv accepted. Date of issue of bolds. Amonunt. 5)2~~~~~~~~~~~~~~~~~~~~~6 20 June 16, 1868 —.......... -....... - 20 Jine 18, 1868 -.-....-.. - -............ $960, 000 21 July 21,868....................... 20 July 22,1868 ----—.. 960, 000 22 Juliy 23, 18 - - 35. 078 July 24, 16-8 ------------ 1, 41, 00 23 July 23, 1868. -....... —... —- 4... 24 August 8, 1868 —----- -— 20 August11, 1868.-.-.-... —..... 640, 000 25 August 27, 1868.-....-....-.......... 20 August 28, 1868..-..-...- -......... 640, 000 26 September 5, 1868.. —. — -.......... 20, September 7, 1868.. —-----------. 640, 000 27 September 5, 1868..............-.... 20 September 7, 1868 --—....... -...-.i 640, 000 28 September 22, 1868 -------- 20 September 23, 18686................. 640, 000 29 October 21, 1868 ---- ------ 20 October 21,1868 -...-. —-......... 640, 000 30 November 19,1868 ----------------— I 20 November 19, 1868 -—... —.. —-. — 640, 000 31 December 5, 1868.-. —..... —-.... 40 December 7, 1868.. —.. —-—..........! 1, 160, 000 32 December 12, 1868.-.... —-.......... 20 December 14,1868.l..-.. —.. -.. —. 640, 000 33 December 16, 1868.- - 20 December 16, 1868..-........... 640, 000 34 December 23, 1868 —.. —- - 20 I)ecember 23, 1868 -................. 640, 000 35 December 23, 1868................ 20 1 December 24, 1868 —...-.-... -...... 640, 000 36 January 28, 1869 - -................... 20 January 29,169...........-....... - 640, 000 37 February 9, 1869 ----- ---- - 40 February 10, 1869 -. —........-...... 1, 280, 000 38''......... 39 July 15,1869 20 July 16,1869 - -..-............ —--- 640, 000 40 July 15, 1869 -...................I 6. 8 November 6, 386- ---- 437, C00 40 July- 15, 1839 -- ----------- 5 July 14, 1870.-...-.......-......... 160, 000 Fractional amounts for various see-] tions witlhheld and issued on final settlement ---------- 1,512 Total.........................1,038. 68.........-..... 27, 236, 512 Very respectfully, GEO. S. BOUTWELL, Secretary..1i0on. J. M. i. VIL::(ON, Clhirvianl Select Committee oit Credit Jobitier, &e., House of Representativces. DEPAPTIME' NT OFP TIIE INTEgRIOR, ],Washington, D. C., January 16, 1873. SiR: In7 answer to your oral inquiries of this morning, in relation to the Union Pacific IRailroad Company, I have the honor to state that there have been ipatented to said company 6541,419 acres of land; that of lands that under their grant will inure to them, as yet unpatented, there are about 11,345,580 acres. This is, of course, only an approximate estimate. Of these unpatented lands, a large portion is yet unsurveyed. The patents for tracts surveyed and selected have been withheld, in order that the Department may first be satisfied in reference to certain matters connected withI the construction, management, and eastern terminus of the road. The first 100 miles were definitely located 19th October, 1864; the second 100 miles, 20th June, 1866; from 200th to 380th mile-post, 23d November, 1866; from 380th mile-post to near the 700th, from 1st April -to 15th November, 1867; from near 700th to Ogden, (termination,) from 1st May to 3d July, 1868. The map showing the general route from a point 100 miles west of Omaha to Salt Lake City was filed 28th June, 1865, and seems to have been the first map filed. Diligent search has failed to find estimates of engineers, either before or since the construction of the road, as to its cost. The law did not require such estimates to be transmitted to the Department, and they can probably be found only on the files of the company. 740 CdEDIT MOBILIERI AND UMNION PACIFIC RAILROAD.. Only two reports of engineers appear to have been submitted with the annual reports to the Department, viz, for 1868 and 1869. That for 1869 has been printed, and a copy is herewith transmitted. That of 1868 is of similar scope, but is so voluminous that I have deemed it best not to impose the labor of copying it on our limited clerical force mntil I should be specifically informed that it is desired. A copy of the late report of the Government directors to the Department, and a list of such directors and their terms of office, are herewith transmitted. I also transmit some printed papers relating to the road that may be of interest to you. Very respectfully, your obedient servantt B3. R. RCOWAEN,E Acting Secr)etary. f-lHon. J. 3M. WILSON, Cha irmlan of Credit M3obilier Ceommiilttee of Jnzestqation, Jios,6we of iejp rcnseftativeS. Detailed statesenet o' the date qf o;riginal icssue of stock by the hUnion Pacific Railroad lCon)mpany, atmountt f each isrsue, and to iwhom issued. 1883. Dec. 22. F'or first installment of 10 per cent. on thIe entire sulbscription of the comprl)any to ilis date, as per fo:llowing list: Akm' t:)'~ [d >lSha-reMs. iiito treas. of Co. Andre ts, S......2.... 2... 20 2,,000 Ahern, S. J.. —-.2 —-. —-.- -... 20 2, 000 Ashley, 0. D2. -—. 20 2, 000 Blood, H.... —. —--... —----- -- 0 2, 000 Basford, H. AV.. -.. -20 2, 000 Belmont, Aug -—.. ——..- ----—.. P0 1,000 Bushnell, C. S...........- -.. —---- -- 5) 5, 000 Brodhead, E. C..................... 0, 00 Bonner, G. T., & Co................. 20, 000 Butler, E..1..................... 10 1, 000 Bartholomew, Geo. MI..-. ——.-.-. 10 1, 000 Boody, H. H....................... 0 9, 000 Barney, D. N'..... 2........ 0, 000 Blatchbford, R. M;..2.................;, 000 Butterfield, John... 10 1,000 Blair, John I....................... 20, 000 Cass, G. W... -- 20............. 2,000 Clark, Edward..................... 90 2, 000 Clark, Dodle & Co. —----—..-. —. 20 Y2, 000 Cook, E... ——.. —-.. —------—. 50 5, 000 Curtis, N. B......................... 2, 000 Cisco, John J......20 2.., 000 Cheny, A. N.. —---— o —..-.' —. 2, 2000 Crane, J. S. —-... —----—. —-—. 5 500 Crane, H. C..................... - 50 5,000 Cooper & HTewett...................2 2, 000 Chittenden, S. B.-....... -...... 10 1, 000 Corning, Erastus -.. -20 2, 000 Campbell, Allen- 5 500 Carver, B..... -...... - - - - 10 1, 000 Dix, John A........................ 20 2, 000 Duncan, Shermani & Co.............. 2,0 000 Dehon, Clark & Bridg'es - - 0 2, 000 Dnvolm., Cli. W. 5 o5....................... n o2,000 D l ll ( i31l )ti \YV sw eo o Xc s (t *0 t (CIREI)1 MOTB1-iLIER ANi) 1UN ION T'ACIFIC' EAILR.0A)D. 741 Dunham, James.L...... -9.0 $2, 000 Durant, W. IP........................ 20 2, 000 Durant, Thomas C ------- - 50 5,000 Dows, D....... to10 1,000 I)urant, V. W.. -— 2 —-... ----— 0 2,000 Dodge, Win. E. —------------—. 20 2, 000 De llonge & Dyett -- 2.......0 2, 000 Gibson, E. T.H0................ 50 I5,000 innell, MI................10 1,000 Gibsoi, C. D. —------------------ --- 10 1,000 G ray, S. M........................... 10 1,000 Greswold, Gco-.-..-20.-......... 2, 000 Gould, Charles - 2..........90 2, 000 (Gardner, Ransom -.................. 500 }:[artson, G. B.....................- I-20!2,000 Hatriman &n Jeroime -------—.- - —. 20`2, 000 Hod ges, 2. 2.. —. —........... 20 2, 000 Hienry, J. I..B-..-................... 50 5, 000 llnsblford, O. 0 —.-.................. 1. 100 &Ha.ven,- I1 - ------------------------—. 10 1,000 iHolliday, Benj............ — ----- 0 2,000 Jerome, A. G... — -.....20 2, 000 leorom~e, L. WV............... 0, 2,000 Jones, David -2.0 ——.I....... 2, 000 K1owa1iski, C...........- -—...... —. 20 i2, 000 Ketchunm, Morris -.... - - - 0 q, 000 Komrtze,.Agustus 500.......... - --- 5 500 Lainhard, H.J.. — 2....0.... 0 2, 000 Low. A.A-'. 20 2,000 [Lambard, Chas. A...-.........20 2, 000 MeComb, 1-f. S.-....... 10 1, 000 Merriam &di Bell -.- -.....202 2, 000 1ceAndrews & Wai na 20 2, 000 Maxwell, John.......1) —. 10 1,000 -McPherson,William IM - -.. -. —- ---- 5 500 McCormick, John —... —......-..... 1 100 Megrath, James - -. I 100 Ogde V:. B`20 — ----- eCi', toB —-_~__l~~ ~___~10 1, 000 Ogden, Win. B -- 20 2, 000 Opdyke, Geo. —-- -— 2...-.-..-... 90 2, 000 t'ratm, O. W-.-..-. —.......... —--—. 20 2, 000 Price, J. M -............... — ------.'20 2, 000 Pruyne, J. V. -I -.. —. —--—. —-- - 2 0 2, 000 Poor, Ienry V -.-.. —...... -...... 10 1,000 Pomeroy, S. C-... —... 5 500 Quintard, G. M --------------- -...20 2, 000 1oselrans, E. H-. —....20 2, 000 lamsford, G. S -----------—.- - ---- 1(0 1,000 btichards, i. S-.-... — -. —- 20 2, 000 Richards,: P ----------—.- - —. 20 2, 000 Richmond, Dean................... - 20 2, 000 Russell, C. H. 20 2, 000 Rickley, John.. —........ — -.1 —. I 100 Roberts, M. 0 --—. —---------—..2. 20 2,000 Seott, Thoruas A.... —-. —--- —...-. 20 2,000 Scranton, J. H -.. —---—..-. —--.50 5, 000 Stebbins, H. J., & Sons --—.- —. 2( 2, 000 Smith, Samunel B ---------—.- - ----—. 20 2, 000 Smith, Platt -----------—.- - --.5 500 Sloan, Samll...-........ 5 500 11ith, Francis. -—.. —-----—..-.-1. 100 Saith, Geo. R... —-- -- —. 1 100 Sweesy, WXillianm J 1...........1 100 Tuttle, Charles ---------—..- --—. 20 2, 000 Thom0son, J. E -----------—. — ----- 30 3, 000 Tuttle,. T -.............20 2, 000 Train, Geo. - - - 2............ 0 2, 000 Tracy, J. T. - -- —..2.-........ 20 2, 000 Trlruis, w. —:-,-....... ---- 20 2, 000'[Ein. Wilie -)2............ 0 2,000 vd 742 CREDIT YMOBILIER Ai UNION PAC3IFIC RAILROAD. Tilden, WAilliam, - -... -.. -. 10 f' 1, 000 Thayer, Nathaniel 20.2............. 20 2, 000 Tiffany &Co................... 10 1, 000 Tilden, S. J_ r —------ 20 2, 000 Taylor, BAoses ---—............... —-—. 0 2,000 Thomson, G. A......... 5 500 Van Schaick & Massett-. -... 20 2, 000 Winslow, Lanier & Co..-.-.. 20 2, 000 W5Tright, J. B-.- 2..... —-.. —-—. -0 2, 00( Williaim-is & Guion --. —.-.. 5 500 Watkinson, Robert -..., -. 10 1, 000 WAvilliams, John M. S................20 2, 000 WVeed, Thurlow -.-.-. —---- -----—. 10 1,000 Williams, N. S..- - 20 2, 000 Winston, F. S......................- 500 Youn g, Brigh am n —........ _. 5 500 McCrcady5 F. -1.-... 20 2,000 17. 0 0 1o 2, 177 1864. Sept. 26. By cash1: econtd inistallmh. en-t on following sll)scription Wiln. B. Ogden.. —....-. 00 ILt. NVatkinson......................- -........ 1, t00 Willi.m!1ns & GulO n -. -......._... -500 Au'-. Belmont.... 1,000 J. BLtterfield —.............. -..-....-. 1,000 E. H. oseklrans.,, 000 E. Cook.......... -.-.... 2,000 000 Sept. 26. By cas' ll irst inlstallme'nt 10 per cent. S. SeyGm-our —-3.-. - -.2,000( — - C!l j l,,],,-..,................, 0 (J V Clai-k Bell 3.000 G 000 Sept. 7. Bly cashl- Second installment 10 per cent. G. F1. -1M. Davis -------------- ------------- 3 000 Oct. 1, By cash: 10 p3e cent. on following new y-sabsclr''iption: C. S. Bus1hnell.-.. —-.- -.-. 1.0, v00( J. C. Kennedy. —................... 1 000 Alex. Hlayves _ —— __-_2- - _ -____ —___2, 000 l3, 000 Oct.; 1. i3y cash: Second installment of 10 per cent. J. P. Tracy 000...-......- - -....... 1, 000 J. C. Kennedy —.....- -.... ——.-. —--—.. 1, 000 C. S. Bushnell..-.-...-....- 5, 000( Alex. HMayes.. —.... -- -............... — 2, 000 _, 000 Oct. 3. By cash: 2d ihnstallmlent, 10 per cenut. T. C. Dsurant - -. —---------—. -. —-. —-. —--- 5-. 000 W. W. Durmat —...................-....-.-....... 2, 000 A. Kountzo --—.................... —-..-...... 5(00 T. G. iegratth l —..-............... —--------—. 100 W. J. Swasey - -.-1 00 J. Rickley.-.-. —------------------------------—. 100 0. P. Hasitolrd...................... —...... 100 J. McCormlic........... -.. —..-.._.. 10(0 J. E. HenryNm-. ——............ ——. -—... — - -.. 2, 000 10, 000 Oct. 28. By cash ll st installmient, l 0 -per cent. H. C. Cra'ne, agent -...-.-. —---------. 25, 000 If. }-1. Hoxie -,-.-, - f —---- -25, 000) _____.50., 000 Mlade in accor-dance with Irovision iHn }oxio contzact. Nov. 15. By cash: h2d installmentt 5.per- cen-lt. Robert X WatkIlin son- -.,..500, CIREI)IT MOBILIER AND UNION PACIFIC IA.ILROAD. 74 Nov. 15. By cash: 2d installment, 5 per cent., plaid on the ifollowing subscriptions. Shares. E. C. Broadheadc. --------------—. —-. —------ 20 H!. Ws................................... Bas..ord0 ). Dows- -10 N. 13. Curtis........... ——. —-----—. ------------ 20 H. Blood —. —----—.. —-------------------- ------ 15 M. H. Grinnell. —------. —--—. —-------- -------- 10 T. Haven. —---—. — -—.. —.. —--------... ——. —- 10 Thurlow Weed --------—. -—.. —-.. — --—. —-—. 10 Ransomn Gardner.5.......... Clark Bell........... 30 J. M'. Price —-—.. —-—. —. —-—. —-.. —---.. —- --- 20 G. M. Quintard.20 —-. —--—. —..... —----—. —--- J. T. Tuttle. —----------—. ——. —— 2 —----------—. 0 M. Van Sehauch —--.-. —-.. —-—. —------------—. 20 Merriam & Bell. ——.. —.............- 20 G. M. Gray. —-------—. —----—.... —-...... ——. 10 H1. C. Crane -----------------------—. —-. —------ 40 A. N. Cheeny. --—. —----—..20.-.!1...... CG. W. Pratt. —— 0 —--------- ---- --- ----- xV. IV. Durant -------------—. ——. —-—. —-. —--- 20 H. C. Crane, agent.-....-...... - -250 Pickerinn Clark —. —... —. —- -. —- --- -—... —.. 10 J. G. Butler, tu.-................-. 20 C. S. Bushnell l —---—....... — --.. 100 G. T'. 11 o,.-" n e --—. —o —---------------— ~ —---------- 20 Gi. 5[. Bonerrry_-.,, ~~.~-.. —..- -.................... 12 JS. E. Hle..ry. -. —. —--- ------- --—.1 —----- --- 0 E. Cook - ---- -- -- - ----------- 10 5:leAndrews &. Man.. —----—.... -----------. 20 S. J. Ahem............ Ed. Clare -----—. —-. ——. —. —----------------- 20 E. Butlerh 1.. -------— 1.... —--—. ——. I0 B. F. Carra-1 0..... T. 11. MeGready ---------- 20 W. F. Durant.20 S. Andrews-... -—. —-----—......20 J. D. Maxwell ----------—..... —------- -10 N. S. WVilliams-....... --— 2 —-. —---------- 0 T. P. Richards-2...0.......... G. B. Hartsonu. —-. —..-... —------— 2. —--- -0 DeShon Clark and B- -10......... I Clark Dodge —— 1.. —— 0.......... 0 —-------- ---- - tH1arriman & Jerome. —-—. —------—... ——. —. 2 —0 SamuelB. Smith- 20 E. H. Rosekrans-... -0 H. M. Hoxie —20.. 0 L. C. Clark -10 T. C. Durant — --—... —....-................ —--- 165 11. M. Iloxie -30 1, 525 $576, 250 1864. Dee. 27. By cash: Being 95 per cent. ialance due on subscription to capital stock of this company by Brigham Yonng, for five shares of,,000 eatch, making it full-paid steack..-......, 500 18615. jan. 20. By cash: E. Cook, 15 per cent -------------------..... - ---- 1,500 Jan. 20. By cash John E. Henry, 15 percent-.-....................... 1,500 MIay 17. By cash: R. Watkinson, 5 per cent. on 10 shares -.......... 500 Nov. 8. Ily cash: R. PWatkinson, being 5 per cent. on 100 sh-ares stock held by him - -....-..-.... ------.. —.. —------ -.... 500 1866. Feb. 17. iv cash 0. P. H. Hinford, 5 pier cent -.......-...... 50 744 CIElDIT MOBILIER. AND UNION PACIFIC RhAILROAD Mfar. 8. By cash: Received from Credit Mobilier of Armerica for account of installment on the following subscriptions to capital stock of this company, inmakliing the said stock 20 per cent. paid. Shar's.Pr. Ct. j. C. D)urant. ---.................... 20 10 Do o. —.......... —-—. —..-.... — -.2 0 10 Do ——. —-—.. —-—. —-—.- -. —------ 10 10 W. D. Train-. -.-.. —---------— 2 —---- 0 10 C. Fo~. Train -.................................... - 20 10 John A. Dix. --—.. —-----------—. --—.2-. —... ~0 10 Clark Bel -l —- —... —-..-.. 20 10 J. J. Cisco -—.-.. —---—..-. —. — -—..-....-.. 20 10 J. F. Tracy.......... 20 10 H-. V. Poor -------------------------- - ---------- 10 10 C. A. Lambard -----------—.......- - ------—. 5 10 Miilo J. BurIe - 15 10 J. MI. S. Willianms —... — —.. —--.-........ 20 10 Charles Tuttle..-: —20 10 J. I. Scranton -----—. —-. —----------------- 50 10 E. C. Brodhead......-........... 20 5 H. W. Baslhford. - - - -............. 20 5 D. Dows- -....... 10 5 N. B. Curtis —.... —-------—. —------------—... 0 5 -I. Blood ( —.................. — ----------------- 15 5 M. H. Grinnell -—.................. — - -—. —. 10 5 FP. -Haven ---------- -- 10................. t 5 Thurlow Weed-_...-.-........ 10 5 Rtawson Gardner-.......- --------------------- O Clark Bell - -—...) —-.. 0 5 G. T. Bonner, &- Co. -20 5 J. E. Henry ---------------------- - ------------ 10 E. Cook-...............- -..... - 10 5 McAndrews & WaVan --—.-... t0 7 S. J. Ahern. —.. —-... 120 t E. Clark, ---------- ---- ----- 20 5 E. Butler —. -........ 10 5 B. F. Carver....... 10 5 F. H. McCready. ----- ---------—...(.-..)....:20 5 W. T. Durant —--............. — 20 5 J. M. Price..........................0 5 S. Andrews -. —. —-..................... j2 G. M. Quintard -.-......... —--—. —.. —... 0 5 J. D. NMaxwell —--- — 1.0 —.. -., -. —........... 10 J. F. Tnttle.-.............. 2 N. S. Williams. —-...... —---- 120 5 Van SchanclI & Messet-t-........... 20 5 T. P. Richards. -............................. MAlerriam & Bell —....... 20 5 G. T. Hartshorn —--- -- 0-. ——............... ~20 5 G. M. Gray.................................... 1T 5 Dehon Clark & B -—....... 10 5 I-. C. Crane --- ------ - 40 -5 Clark, odge & Co ——...- -----—.. 10 A.W. Cheaey — 90. J. Harriman --------------------- - -2 —--------. 0 5 G. W. Pratt —---.2-.... — -............0' 5 Samuel B. Smith.............................. 20 5 T. C. Durant-0........ L. C. Clark 10 5 Pickering Clark —............. 10 5 T. C. Durant-_l...............!_ 5 J. G. Butler, tris -.................... 0 5 H.. M. Hoxie -—.............. 30 5 C. S. Bushnell —. —.. —.... 1-00 5 Sidncey Dillon......... - -- 5 5 0. S. Chapman -5 5 WV. T. Gliddden -0- ------- John Duff-.-...............50 Oliverkn Ames - -- -..5 —-- -- --- (EIi',I3T'.BILIi..lK.h AN -- INION P 1ACIFIC( PA.LLROAIt. 7 4r15 Stha res.cir. Ce.,I M. S.. lWilliamU -.......................... -.. 0 5 Frederick Nickerson........,. 5 05 R. G. IHazard..... 25.5 C. A. Lalibard -. —......- - ---- ---- 50 5 t.. M-T io..i... e......-.-. —--—. —---- 150 5 1,775 $102, 0 l5~5. MJar.'241.'y ca-sh: For civ- e i fI-rom Ccedit Mohiier of Ami elict, lo account of installments onl the following subscription to capital stoel, of this coImItIpany, making thte sjaine 30 per cent. pa id Shares..Per cei t Sidcney Dillon ----------- —............. - 5 10 (. S. liSapan. -C-apml ----------- -. 5 10 W.T,. lidden............................ 0 J-ohn Duff - --- -- - ---- ------- 50 10t 0. A-mes 5 — - 1 (. J. M. S. lWillil iam s....... 50 tIo0 F'reclk Nickerson..:25 t0 1r:T. G. 1KHazard........................ 25 i 0 C. A. i 4,' i a rd 6_.............................. _5_0^. _. o _. _ _ _ _ _.l 1 _ _ _. C. A.. Lat i ard - - 50 t( CY.M..of A-.. Y. -..... -75 O0 lf 1. Gray --—...... C.- -0- o 20 Griswold.......................................'20) 20 1-;7, 50.0 June 22. 1 cash': I. (. ralne, a-isistanlt tire'tasl'er, beingL 30 per cent. oni:1new s, ltbscription!or 5,000 shares of lO0 0 each to tapital stock of thiis companly --- -.... —-. —-- 50000 Jul y 1. yXl )v cash: For received from Ht. C. Crane. a.ssisi nsittL ea t t';'real: instalh:h:u:etsc to caerpital stocl as follows: N. B. Curtis............... —-- -----—.. 200 T. Weed..................... to00 F. HIaven ---—.- — 100... ------- I10 ~* Phoselkrans - - -..-........ 200 GF.. ardner-.......- -.... -. 50 WV. h11'. rinn.ell. 100 P:'. Clark — l........... a..O 1.00 C-. T.. Davis.-to. o........ 100 C. A. Lainbard................ - - - 200 J, F. 9'Tracy -.O.2... v.0.0....... 200 3. J. Cisco............................. (00 J. A. Dix -.-. —-------------------- - -. 200 J.. Henry.......... 200 E. Cook..-...-. --------—.. —-. — 1o00 C. Tuttle -. —- ---------------- -- - ---- 200 T. C. Duranlt.............. 100 -C. MA. A.-....-.-.........., 100I 7,450,ilhares.n..Per cent. G(eo. Op(lyke............. 00 at 20 1H. S. McComb........................ 00 at 20 C. H. McCormick.-... 50 at, 20 B1. l1olltday..-.. -..-.-.-. 200 at l20 G5O i;50 shares at,',20 per cent. 7, 450 shares at 10 per cent........................... 7, 500 Aug. I s. By c ashl —scrip, account: For amount of scrip received fr'ont the following —named parties, in paylent of 70 per cent. on numb er of shares standing in their inames, sanme having', been, transferretl to thlem b y Credit Mobilier of Aierica, Ibeing( 30 pero ccilt. stock, ).akling, their stockG fiull p)aid 746 CREDT MOBILEIqER AND UNIOlN PACIFIC RAILROAD. Shares. Oliver Ames, March 29. 1, 563 Ocakes Ames, March 39.. 449 James W. Grinles, March 2i9.. -- 125 Paul Pohl, jr., April 4.. 3 J. M. S. Williams, April i.....,..1... 34-3 W. T. Glidden, April 4.-...312 Johli Duff, April 4-..-. 625 Elisha Atkins, April 5.-.-. —-- -—. 1 56 WVm. H. Mi}acy, April 5....- 125 rP. G. Hazard, April 6 -- -- —... —. 500 I. P. Htazard, April 6 --------- - 125 C. A. Lainbard, April 6........ 625 S. Hooper & Co., April 10.-.. —— 0.-..... 250 F. Nickerson, April 10.................... 125 GC. G. Gray, April 11. 633 Ezra H. Baker, April 12.-.. 156 Thoma-s Nickersonl, April 12. ——.. 50 E. 1heed Meyer, April 19I............ J-0 J. B. B Alley, April 1-3 I-................. 250 Wr. D. Forbes, April 13 -. —.. —-...... ——. 50 0. S. Chapman, April 13 I.-.. —---... 15 S [Dillon, A-iril 13. —-.-.-. —- 31-3 11. S. xicComb, April 195.0..-.... 250 Georoge Opdyke, April 27 2.. 31 O. 0 V. Bar nes, April 30. —().....-. 20 T,. M. Gra y, M'laaT y 9.... 1? C H.,MeCormick, May 14....... 31) [,. E. French, June 10.Jun -........ 01 11 J. Gilbert, June 15.... 44 Hloatio Gilbert, June 19.-0-... ——. —. 6i Oliver Ames, July 6.-.-.-. 1, 53 Olaes Atles & E. W. G;ilhnore, July 26.-.. 40 John Duffl, July 2..................... J. M. S. WTilliamls, July 2.6....... "-2 W,. T. Glidden, July 26-91 —-- ---- - - - ]f. W. Grayi, July 26.. G. G. Gray, July 26 G-6;4 WIT. D. Forbes,.July 26.- 50 J. B. Alley, July 26. 0 Sidney Dillon, July 26. - 1... —. 31) H. S. IMCoImb. July 26................... 250 _ e901, 530 Sept. 21. By cash: Am;oll t paidi in by Joaln A. Dix, for fifty sh'ares ot 4100 etach, subscribed for hlim t'is day, rmakinig the same full paid.......... 5, 000 Sept. 24. By cash: For amouno t of scrip received fioi1 the followin — named parties in payment of 70 per cent. on number of shares standingf in their names, sanle having beenl tralnsferred to thIem by Credit Mobille of America, bein 30 per cent. stock, thus making their stock full paid: I. P. H-lazard, August 3 - -. - 250 $17, 500 -I. G. Hazard, August 3..- --- -. i 250 87, 500 Charles M. Hall, August 10..-....... 15 1, 050 0. S. Chapman, August 28.... —..... 156 10, 920 Br. aCdwarell, Augmust 30 —.. ——. --—'0 17,500 3. E. Bates, Septeiriber 18 ---- -66..600 42, 000 James W. Grimes, Septermber 19.-.. 1, 25 8, 750 S. Ilooper & Co., September 19. 250 17, 500 Horatio Gilbert, September 19.... —- 63, 410 Hot lio d. Gilbert, Septetlber 19. —- 44 3, 08O NF. Nic:kerson, September 19. 125 8, 7 0 Ezra H. Baker, Septemoer 20 -. 156 10, 9210 C. S. Bshinell, September 229 - 750 592 500 Zaenjamin Tolladayl, September 22.., 500 35, 00 Elishis Atkins, Septenmber'22. —-.. 156 5)2 500 Pa-ul ohl, 11.,7 S8eptember 22.-. 2 010 oesephi Niekersorn, Septelyi belr,. 1295 73, 50 CR!lEDIT MOB01ILIER AND UNION; PACIFIC RAILIROAD. 747'?~ " ) 9....... 50 H. S. MIcCombl, Septemnber 22- -0 $3, 500 C. A. Lalmlbard, Septemrber'22..-.... 625 43,750 Thomas Nickerson, September 19 -. 50 3, 500 $3S8, 01.0 Sept. 22. By eash'i Received fromni Credit Mobilier of Anieriea an installiment of 30 per cent. on sabscripion to capital stock of 2,000 shares subscribed for by them 9 lst instant................. 0, 000 Sept. 22. By scrip I For amount of scrip received firom Thomas C. Durat, t being for an installnient of 25 per cent. on his subscription for 19,000 of the stockc of the comparny, 21st. —----—.00 0000 Sept. 297. By cash: For aimount paid by Charles Tuttle, on 22d instant, beinog payment in fall onil his subscription foir twenty shares of the capital stock of this company.....2, 000 Oct. 23. By cash: For amnount of installment of 5 per cent. on capital stock of his subscription -.- -.-.. —. -.-................. 500 Dec. 31. By cash: For subscription, this day, to capital stock by the Credit Mobilier of America fobr 19,192 shares, of $100 each, 30 per cent. paid-n 5.... 760............... 70 Dec. 31. By cash': or 5 per cent. instalnlment received froni Credit I\obilier of Amnerica onil subscription of 12,000 shares made by T. C. Durant, on which 25 per cent. was paid, this installment mInkino same 30 per cent. stock.-..... —......... —.- 60, 000 Dec. 31. By cash, for'30 pier cent. instanlment on new sabscription of Credit idobilier of America for 19,200 shares, on which they paid upon 19,19'2 shares, leaving 8 shares iinow received...... 240 Dec. 31. By scrip': For 0 per cent. on 24,494 shares capital stock paid in this dav' Shares. John Duf1 -— f. ---------—.1-........ t — - -, 250 S. Dillon. — (.....3..... 259 J3'. M. S. SW illiams --. —........ 620 Oliver Ames. —.. —------—.- -.2). 3, 125 B. E. Bates -------------- --------- -60O John 13. Alle. —-. ——. -—...-........ —..-.. 500 WT. D. iForbes. — - -—.. —---—.-....... 100 11. G ilbert —-- 125.. --—. -- -............. i!5 C. H. HMcCormick -----— 9 —- - --- - 625 E1isha Atkins. —......... 312 Fl. S. McComb —---------- - --- 550 P. Po0111, ir. - ------ ----- 6 Thos. Nickerson- - - - - I- - - 1.00 B. D. Stuart. ——. —--—........-5-...- -... 5 ".. Hazard.. - - - - - - - - -- -. - - - - - - -: 2-50 GF..'Train — —.-.......... 125 Williami s & Guiion. ——..-2-............ 9`-50 C. S. Bushnell. —------------—....... — - ----. 700 J. H. Scranton —-------- - --- 5 David Jones —2.-.5.... ——. —- 9,5.0 C. C. WXaite — - - --- - - - - - - - - - - - 5( G-eo. Opdvke-..........-.- -.. 350 T. C. Durant 8 —---...... —-. —.-. - - -, - -808 G.. Gray. -.2. ——...1,2 —----—.-...... l, 67 G. F. Trai1n ------------------ 125 C. A. Lanmbard -------------------—. — - ----—. 1, 250 WV. T. Glidden -------—................ — - ---- 625 0. S. Chap'an --------------— n —------ - ----- 312 J. Nickerson -- - -.. —. —...... —----------- 250 F. Nickerson.-. —---. —-............ — —..2.. 250 I. P. Hazar --.......... 250 S. Hooper & Co - - - -.. 50[0 H". J. Gilbert-. —-...-.... ——.. —- 87 Oakes Amies ------. —.-. —------------- -—... 800 E. H. laker ------------— 313 J. L. Kine' — 50 J. W. Grinies — - - 250 J. Bardwel — --- - 250 _. AV. Gihne. c....100 0.. Barines —.......... -10......0 748 C ET DIT MXOBILIER A-ND UNION PACIIC A'I, P AIl JOAD.,s'hcnore 1I. Ay. ra-,................. W. H. Macy 0...... *-.950 Benj1. Hallalday.in0............. - 00 E. Reed Meyver --- ---- _ r — 20 H. C. Crane., —--------------,.-.......T. C. D ra t............. (;0 D. Jo il i3s - - - (Geo. O)pdlyke.'..' -l —... —-.. —-. 1'9:.;!, 714,.500 24, 494 )ec3. 31.. ) slito: si' -1 010 1)per( c:nlt. onl 313 sla.l-re.s 8stolk beloml-illgf to C. 1t. McColrnuik, paid in by I-tim this day, makinG Sih aidno l stockli flll paid..... I.1............ 910 91 le. b gl. By scrip: For 70 ler cent. on 6,000 shares stock lbelolnigln to, T. C. D)nuant. paid in by hini this (1,ay, malcilln saidi stoct ihll paid i.._.._..__ 42,,) 000 )eb. 27. 3By srip) -.o'0i 0 )pr c lut. p.ti3! in by Elisthal itiKins on 5(} shares.-..-0..0........ 3,500 IMar. 25. By scrip': Il'o scrip received froni R. -. I- izard, \tar'n i 9 on account, 250 shae res'- 17', 5!00 April l29. By scrip' Scrip received froml Credit iMobilier of ili:.!. e tof imakke the bollowingl stochk 30 )er cent paid: On11 thousand folur lulndred slarsc Credit >A.oob.iiier oft Almerica, 10 peor ient. paoid 20 r)tl cent l........ 0 Less overpayillent zas follows: E. H. Rosekrans: 200 shares, 5.- 1, 00( Credit Mobillier of Amerlica, 2100 shares,;5...... 1, 000 Credit- ofNiif erb o( f merioan i 0 sha ve, ]' o.)n... 2s, i5...................4,500:23. 500 Oct. 10. By sCL'ipl -IL' For ila llit o i il') rrtllendmii'ited -.Jolitn I. 8Henry, b3ehl 1-5 pet cent. on 100 shares stan'dino' in lis name, mlllakin same ll 30 per cnt. stock........... Oct. 2.. B y scrip: Amount received from S. B. ChittenIlen., being 20 per cent. oni 10 shares, maling samelo 30 perl cenmt.. 000) Oct. 3. 1. By scrip:'or amiount receixed from A Morris Ketellam, being o20 per cent. on subscl:iption of 20 shcares rlmatin sam e 3() per cen t p ai -................................-0-......... (00 Nov-. 1. 1$.!:3 sndiries: 3y scrip -.i. —.......... t, 97 0 Credit Mobilier ol Ailerlica, otr allltnot p.,aid ill 13,530 tllis d'ay followinog suls-icriptions: V'. W. Shipmen, 20 sharoes, 20 per colt'...... -, 000 ID. W. Buarnes, 20 shllares, 20 per cent.-_ -4. 4, 000 C. R. Shelden, 15 shaLres 20 per cent......... 3, 000 AV. B. Ogden, 5 shares, 10 per cent..... 500 O. D. Ashley, 20 sheres, 20 per cent 4.........., 000 Making samrne 30 per cent. o` —~ -. — _-~ _ - 15, 50(0 Nov. 7. B. ty Credlit Mobilier of nAmerica., for aollo t; paid tlis -day oi account following stock:.E. V. W. Shipmau, 10 shares,:20 per cent.. 2,000 \A. Campbell, 5 shares, 20 per cent............. 1, 000 Ma'lking saonle 30 per cenlt. paid.:;, 000 Nov. 20. [}B5 cash: Capital stock, 1l. Nally-. —.. -...- -...... —. 4-,000 Dec. 14. B)y cash: Capital stock, sundries: I.rancis Smith 2................................. 200 Sanmuel Sloan.............................. 1,000 ~Coroehus Mead- ------------- 4, 000 Dec. J17. - c:ash: Cash to sundries; capital stock on account: J.ames 3Barthlisb, 20 shares, 20 per cent -,... 4,00().J. Ii. Cliambnerlan, 30 shares, 20 per cent.... (6, 000 (. C. ass, 5 sha:es,:0 l)er coen t -....... 1, 0t)0 CI, 11}' A1I(OIILEIE AND UNION I'ACIFIC RIAILIOAD. 749 J. 1'. Lamo, 5 shares, 20 per cent... —. 1, 000 J. E. Thompson, 5 shares, 20 per cent........ 1, 000 J. Ulrich, 65 shares, 20 per cent.13............, 000 Silas Seymour, 30 shares, 20 per cent —........, 000 G. A. Thoimpson, 5 shares,`20 per ceint 1.. i, (00(:- 33, 000 Dec. 18. By cash: Cash to sundries; capital stock on account -- -...___ 4, 000 Dee. 20. By cash: Capital stock: Tiffany & Co, 10 shares, 20 per cent..... 2, 000 A. (. Butler, 10 shares, 20 per cent...... 2, 000) W. E. Dodge, 20 shares, 20 per cent -.. 4, 00( D. A. Carrington, 20 shares, 20 per cent! ----—. 4, 000 (C. AV. Hodges, 20 shares, 20 per cent4...... 4, 000 F. S. WVinston 5 shares; 20 pe cet...... 1, 000 _ - 17, 000 LDec. 24. B1y ciash ~ Clark Bell, 20 sltres, 1,0 It'r ent...... 2, 000 Clark sell, 10 shares,'20 per ent ------ - - 2, 000 - -:, 000{} 1)ec.'27',:By cash: Alex. MHx ayr, i Ov shares, 1-0 pner t.t... 2, 000 A. G. Jeromre? 0.' shares, 20 per cent................. 4, 000 W. Tiltden, 10 shlares, -.0 per cent.-....-. 2, 000 -enuryv Blood. 5 shares, 20 per cent 1.,.-.. 1, 000 James C. K1,l-{nneldy 10 sha'es, 10 per' cr lt.... 1, 000 10.(, 000 1ee.)t +~. Bc r ( a si' (,`pit;tl s(icI o -— E. Cooo'. J. E. l(Henry. 100 shlares 15. per cit 1.......................................... 1, 50() 1868. J an. 4i. BY cashll ( aital stclk —Contlract, ors, 22, 960 shaltes... 2,'296, O0( Credit MAobiliet of AmIerica,! 15. 881 shares,:tt 70 lper ceilt;. 1I, 670 5. F. (Gordon, 5 shlares at 90 per 1e1nt -. —---—. —-----------., 50(.-'an.:11. ]y c.tsl to (aS rpital st. c':800 T-. C. Duranelt.................,r#,-U0(}o.-T. G. 5a'rat-;.............................. S00 Fe'b). 7,. D: cash to capitaml istf:1:Aus-Ot I3IBehmnont, 80 per c cit. on 10 shares -...... 8, 000 L. W. Jero 1loe, 0 pet cent. onl 20 shares.... 18, 000 r. R.'Travers, 90 per cent. on 20 shares...... 18, 000 G. T. Smith, 90 per cent. on 1 share. —---- 900,Tohn Ilickley, 80 ptr cent. ilon i shlre - -..... 800 45. 700 April 7. Iy s ca1sh to capital stock: S.. ]C. 1Pomeroy, 90 per ccltt. o.l 5 shares......., 500( O. P. Iltiford, 75 per cent. on I share -.-.... 750( A. Koulnt(ze. 0 )per cent. on: shares ---- 2, 400 7, 650 J LunCe 17. By clash to capital stock: Benjamin E. Bates, treasure...- - 1, 500, 000 July 3. Byl cash to capital stock: Contractl;ors, 25,00() slares. 500, 000 luly 9. By cash: B. E. Bates, trustee for contractors.-.-.............:300, 000 J. J. Criane. —-... —--------------------- 4. 500 S"ept. 1(;..,: cash: John Butterfield.............-..-.......... 8, 000 hanso m Gardner 2,5(0 lMossc.'nll............................ 7,000 *_cc.;tO, I~t~~18, -50( Dee..30. By cash 11.C. a:, ne ssist lan t reasncir, 75,000 sitares - -..-....,7, 5(0, 000 1869. Feb. 17. I:Px cash::.11. C. Cl-a te., as;istant treasUrer1, subscription, 40,000 share,,s ~.,, 0 00, 0l0() Oct. it2;. Iv\ C(ashl 1. I1;. i[ates, treasurer oi' trustees, sabscription, 10,00l)i hRes:: - - * -. _-s.1*., r _.~ _ _ _, ____1 (t( O t00, 0 750 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Nov. 3. By cash: John A. Rice, assistant treasurer of trustees, subscriptiou, 10,000 shares- -----------------------------------, 1, 000, 000 Nov. 26. By cash: B. E. Bates, treasurer of trustees, snbscription: 10,000 shares................ —-1,000,000 Dec. 18. By cash: B. E. Bates, treasurer of trustees, subscription, 10,000 shares 0.00.................... I, K 000 1870. Jan. 11. By cash: B. E. Bates, treasurer of trustees, subscription, 10,000 shares --....................................... 1,000, 000 Jan. ~25. By cash: B. E. Bates, treasurer of trustees, subscription, 10,000 shares. -1, 000, 000 Feb. 11. 1By cash: 13. E. Bates, treasurer of trustees, subscription, 20,000 shares —-- -...................... —.......... —..-..:2, 000, 000 Feb. 18. By cash: B3. E. Bates. treasurer of trustees, subscription, 10,000 shares -—..1 ——. ——.- -.......................... 1, 000, 000 July 29. By cash: B. E. Bates, treasurer of trustees, subscription, 30,000 shares -...................... 3, 000, 008 *1864. Nov. 1l. Capital stock debtor to cash: For amount paid Robert Watkinson, being 10 per cent. on his subscription paid by him in error on second installmnient, new call, made for 5 per cent., and paidl by him-. -......, 000 *1866. July 30. Capital stock debtor to cash: For repaid 10 per cent. installmnent on stock, 20 shares, in name of H. S. McComb, being amnount overpaid 18th instant-............, 000 3,000 Total. —-----—... —-.. —. —-—. —.. —... —---. 36, 762, 300 INCOME-BONDS AND STOCK. Cash to sundries-.. 52.................................................. i1,527,200 For incoine-bonds and stock sold ifollowing stockholders: Bonds. Stock. P. Adams Ames. —........ —-.......... —. 7,000 14,000 B. K. Hough.... ——.. —............. —4..... 4,000 8,000 J. Bardwell.-..- - -....-........ —. —----—........ ---—. 4,000 8,000 R. G. Hazard................... -50, 000 10, 000 Henry Sanford............................................. 52,000 24, 000 P. B. Foster -......-... —.. —-...-.. —-. ——. ——... 8, 000 16,000 G. G. Gray —--. —----—.. ——.. —-—. —-.. —-----—. —-—. 13,000 26, 000 H. 11. Macv. —-.. —......-.... ——... —.. -----— 7. 7,000 14, 000 C. S. Bushnell —---------- ------ -- 14, 000 24, 000 B. H. Jenks —.. ——.. —--—. ——... ——.... —--------— 4. 40,000 80, 000 C. S. Bushnell.. —--. —--. —----—. —-- -....2.... 25, 000 50,000 G. G. Gray. —....-.....-......... 9, 000 18,000 R. G. Hazard............................................. 15, 000 250, 000 ~~~'Jas. Phelps —...................2,000 4, 000 T. C. Durant.2.............. 10, 000 420, 000 C. S. Bushnell-......___........... 50, 000 100, 000 E. C. Moore............................................... 1,000 2, 000 Chas. Tuttle.. —--..-.............. ---------—. —-—. 6, 000 12, 000 J. J. Cisco. ——.....-........... —..- --- -.. ——. —.. —- 5, 000 10, 000 B. F. Ham............. —..... -2, 000 4,000 D). N. Smith- ------ -- ------ --- ------- 25, 000 50,000 H. IH. Macy -.. ——. --—. —....... —--—. —--- -. —-------. 20, 000 40,000 T. C. Durant --------------------—. —------------------—. 50,000 100, 000 B. H. Jenks —...............-.-.. -.................. - 2,000 4,000 C. S. Bushnell-.................-26,000 52,000 G. G. Gray................................................ 50, 000 100,000 CREDIT MOBILIER _AN D Ui_-ON PAC1 P' IFPC j'[ ROAD.- A oniids. Stock:. T. C. Dnrant..............................................35, 000 70, 000 T. C. Durant —---. —-.-..... —-- -—.-.... —--------. —--.150,000 300,0 000 H. C. Crane, trustee..- -..-...........-. 24, 000 48, 000 H. C. Crane, W. D. Train -----------------—.... — - - —. 26, 000 52, 000 J. F. Tracy. ——. ——..............-.... -----—.. 5,000 10, 000 W. F. D)urant ——..1........................ 113,000 26, 000 A. H obart J F.-. —-------------------------------—...1, 000 2, 000 Glidden & Williams. —--—. —. ——........ — - - --—.:..... 38, 000 76, 013 T. C. Dnrant;........................ -50, 000 100, 000 J. Hedden — 1 0.. —0........ 17A 0, 0000 E. Reed Meyer -------------- - -—........................ 4,000 8, 000 Geo. Opdyke.................................... — - - —. 17, 000 34, 000 F. Nickerson. —.... —.......... ——. ——.. 3,000 6,000 J. Bardwell.....- -— 2... -...... 3, 000 64, 000 SR. S. Hazard. —-. —---------- -. ——... —--. —.. -. I — - 10, 000 20, 000 J. L. King-.-.U.............. 1000, 6,000 E. W. Gilmnore. —-.- -.......... -- -..-. — -.-...... — - - - 3, 000, 000 T. C. Durant -—. —...........1, 000 24,000 J. B. 9Alley --.......................,000 18,000 R G. Hazard —- --. —....- -............ — — 2-..-..-... 27,000 54, 000 G. G. Gray.-.-...-.- -....._..... 12,000 04,000 T. C. Durant. ——.. —... —-....... —..... -—. 100,000 00, 000 John Da-uff ------------------------—........... — - - --—. 101, 00 202, 000 E. Cook —.-..........-............ 30,000 60, 000 0. S. Chapiman..................................... — - - —. 1,000 2,000 G. G. Gray. -- -- -------- -...................5... 5- 5, 000 110, 000 T. C. Durant --- —.. —...-.-............................. 40,000 80,000 B. H. Jenks-................................................ 5,000 10,000 R. G. Hazard.............................................. 16, 000 32, 000 T. C. Durant.......-.....-....... 35,000 70,000 B. E. Bates.-....-....-............' 8,000 16, 000 H. & H. Gilbert -..-.......................-.............-. 8, 000 56, 000 Thos. Nickerson --- —..-... —.-...... 1,000 2,000 J. Bardwell -............................................... 20,000 40, 000 T. C. Durant.............................................. 18,000 36, 000 W. A. Guest_.....................6,000 12, 000 1, 909. 000 3, 818, 000 Income-bonds, 1,909,000, at 60. —...-. —.. - -.- -.-.-............,1,145, 400 Stock Union Pacific Railroad Company, 3,818,000, at 10.................. 381,800 Profit and loss-3,. 436,20................................ 3,436, 00 To stock Union Pacific Railroad Company.-............... —.-.... 3,436, 200 To discount, 3,818,000, at 90.-. CONTRACTS OF THE UNION PACIFIC RAILROAD COMPANY. A. WN'EW YORK, August 8, 1864. T'o the Presidcent and Committee on Contracts of the Union Pacific Railroad Conipany: GENTLEM3EN: I propose to enter into a contract to build and equip one hundred miles of your railroad and telegraph, commencing at Omaha City, complying, as far as practicable, to the general specifications hereunto annexed, upon the following terms and conditions, viz: To proceed at once with the grading and bridging, and complete the same within the time required by the acts of Congress specified, and in such manner as will comply with the same; to assume all your contracts for ties, iron, and equipment-the company reserving the right, if they elect, to dispose of what iron they have with the exception of, say, five five hundred tons, which may be required to facilitate the grading, and also to dispose of the equipment not needed this season, except three locomotives and ten platformn-cars: but in case they elect to do so, shall 752 CREDIT )IOBILIER ANI) UNION PACIF'IC I:AILR(OAD. give me written lnotice of their intentionl priorl to tlhe sl; sday of October next. To build all necessary side track, not exceeding six per cent. in length of the main line, the contractor to have the right to chang'e grades, provided the maximum grade, shall not exceed that of the Neiw York Central Railroad. Also to have the right to enter upon all lands belonging to said company, for the purpose of obtaining material usecd. irn the constrnction of the road. Should the company decide to Burnetize the cottonwoo{d used for ties, they shall pay in addition sixteen cents for each tie, anid f:or all other timber in like proportion. The contractor shall not be required to expend in ithe conistruction of any one bridge over eiglhty-five thousand dollars, nor shall lie be required to expend for the erection of station-buildings, machinery, machineshops, tankls, equipment;s &c., more than. five thousand dollars per mile, or five hundred thousand dollars in the aggcregate, but, the same shall be expended as directed by the engineer. The contractor to have the use of thie road until the contract is comupleted. The work on the sections near Omaha, which ha-ve been let by the company, or -which have beein commllenced, to be continued by them or transferred tlo mic as ma y be agreed upon hereafter, and the cost of thle same to be charged. to me in final settlement. Any excess in the cost of iron above one hundred and thirty dollars per ton at (Omaha to be allowed by the cormpany. Rlight of way to be furnishled by the company. The expense of engineers engaged in the construction to be paid by tle contractor. The conmpaany to pay:for thle same, at the rate of fifty thousand dollars for eachl and every mile so completed. Payments to be made as the workl progresses, upon the estimate of the engineers, in making' (whicht the engineer shall deduct from each section its proportion of the cost of equipment not then furnished, station-buildings, superstructure, and cost of telegraph;l but all material delivered or in transit for the account of the company may be estimated for. The contractor to fr'lish money upon the securities of the company, as hereinafter provi.lded for in the construction of each section of the length required by thlie acts of Congress hereinbefore referred to, viz: The company shall proceed to mortgage the land acquired -from the Government at not more than sixteen thousand dollars per mnile, bearing seven per cent. interest, payable semi-annually in the city of ~New Yorlk, which bonds shall be receivable as the bonds of the comupany a,'t such prices as mnay be fixed upon from time to time as the cash price of' the lands. The company to proceed to the preparing of the first-mortgage bonds as provided for under the act, made and put on record, the mortgage securing the same, so that the bonds may be ready for use as soon as the provisions of the law are complied with: and shall do everything necessary and requisite to obtain the Government bonds at an early day. Inr the mean time, if required, the company to execute certificates of an amount to correspond to the first-mnortgage and Government bonds, changeable for the same upon the company's obtaining the'United States bonds. Said certificates to bear interest payable semiannually at the rate of six per cent. On these certificates I will advance, or procure to be advanced, the necessary funds to the company. at the rate of eighty per cent. of their par value, and on the land-grant bonds seventty per cent., reserving the right to dispose of them whenever the amount so advanced, including what may be ldue on construction, shall exceed five hundred thousand dollars, or whenever' said advance shall have been made over four mountlhs, but nlot to do -,so r less tlha CREDIT MOBILIER AND UNION PACIFIC IRAILROAD. 753 the prices above named. The company in their option to decide whether I take the bonds, or any portion of them, at the prices above named, in payment for advances and interest, if called upon to do so within thirty days thereafter. I will also subscribe, or cause to be subscribed, to the capital stock of your company, five hundred thousand dollars. I will assumne and pay such obligations or accounts as may have been certified to by the committee appointed by your board or executive committee for services and expenses, the company paying me the amount of the obligation so certified to and assumed. In making this proposition, it may be well to state that I am connected with and agent for parties who have machines, oxen, and necessary outfit for prosecuting the work, and are prepared to commence at once, having sent cattle and tools to Nebraska. H. Al. — HOX IE, iBy H C. C RG NE,, Attorney. -H. I.. HoxE, Esq.: DEAR SIR: You will please go on with the work under the above proposition, and if the company do not accept it before the first day of October next, they will pay you upon the same terms and conditions for -what work ma,y be done, as shown by the estimates of the engineers, nmade as provided in this proposition, first giving you thirty days' notice that they do not accept. GEOPRGE T. 3B!. DAVIS, peeiaoel Conmmittee. Atbove contr act is a-pproved In1'rd rti:flied. [SsAE.] AJOEHN A. DIX. C. S. BUSH NELL GtEORGE T. A. DA SEPTnLI;AL3t- 237, 864. -FEW' YOrCK Oct:ober 4, 1864. 7o the Preside!t anld aExecutive Cozmittee of the Union Pacific Railroad Company: On condition th at your railroad company will extend my contract fromn its present length for one hundred miles, so as to embrace all that portion of the road between Omaha and.the one hundredth meridian of longitude, I -will subscribe, or cause to be subseribedi for five hundred thousamd dollars of the stock of your company. Respectfully, yours, i. ]iL?OXIE, By' Hi. C CRANE, Attorney. Tlhe above propcsition is hereby a,:eept-c ed:tfo' avnd on be'alf of the Union1 Pacifeic Ltailroadl C(ompany. JOHN A. DIX, C. S. BUSHlI TELL, 3EO. T.. MN. DAVIS,ffvial Commtittee. Oc~'a o:is 0' 3, 1844..JntwEi Y'oyKu, 0c?,Ltber 7, 1864. Whereas Ii. 1iMo Aoxi, escq, of the Setate of Iowa, Bal a certain cont ract, betaring dt te e cig th day of -Atiicct., 134l, 7fr 0t;e con structio n 48 c'': 754 CIdEDIT MOBI,-IE.[I.AND U-NION' PA CIFIC R,A.ILRI,)OAD. of a portion of the road of the Union Paciiiie Railroad Company, w-ihich contract the said Hoxie has agreed to assign to rThonlas C. Derant, ekq,l of the city of New York, or to such party or parties as hae may desig'nate by agreln.nent, bearing date tlhe thirtieth (lay of September, 1864: the terms of whichl assignment form a part of thls agreement: Now, therefore r e, tihe undersigned, hereby agree to take an interest in the said contract to the extent set opposite our respective names, deposit-. ing ait the same time, in the han ds of scalid Thomas C. Durant, twenty.. five per centurn in cash on the in.terest so subscribed. And the parties, hereto agree one with the other, that, should default be made in pasy ment of the balance of the interest so subscribed as required, the party so defau1lting shall not be entitled to any further interest in said con-_ tract than the almount paid bears to the amount subscribed. It is understood that the amount subscribed fbr the carrying out of this con.. traect shlall be one million six hundred thousand dollars. Tho'mas C. Durant, six hundred thousand dollars; C. S. BBushnell, four hundred tthousand dollatrs; Cha'rles.L. Lanmbard, one hundrred thousaind dollalrs; H. il. S cCornb, one hundred thousatd doiilrs1; u 7. NW. Cray,' t''wo hnnd:rd' thousJ.'d dolblars, &c., &e. C. 1(aow all nm by tAese pe s, ti_, Lerbert MA. Hloxe. fiur b md. in*, consideration of one dollar, to e in hanIi ipaid, tiLe receipt wheireof is herebv aeMiKowledged' and f divs-ers other good aaid valualtble considerations me taieren to mnoving, do hereby sell assign, tranlsfer, and makes, over unto JIohnl Dufft trust(ee all alnd singular tl' a(greemlents between the Union I Paeife ata ilroad Company and mnyself, made by and contained in a certidt proposition in writring, siogned by ime, and dated An. gust 8, 1864; and an acceptrance thereof by said company, under its seal, dated Septemlber 23, 1864, both wjhich proposition and acceptance are hereto annexed; and also all mny rights under said agreement, and all moneys, property, privileges, payments, benefits, and advantages to me or to my heirs, representatives, or assigns by said agreement provided. for or secured, with full power to use my name whenever necessary or proper for obtaining, receiving, or enforcing the said rights, moneys, property, privileges, payments, benefits, and advantages as fully as I myself could do the same; subject, nevertheless, to my agreement with. the Credit Mobilier of America, dated the 15th of March, 1865, a.nd all my rights thereunder. In witness whereof I have hereunto set my hand and seal ttis fifteenth lday of Jia,rch, one thoulsand eight hundred and sixty-five. IIERBERIT IM. HIOXTIID:. [., s,} Cl'nited States intelr:nal-revell st;1:p, }I, elnceleil.] IN. B. —1. 24, 1:r h written on1 era sure hbef 3ore exec 1 utioaon. Wi tness: EN'JAes'iN ]. [IJE tl_.P Wlhereas, Herbert iL. 1-oxie and the Union Pacific ltailroatd ~onpya, i. have entered into an agreement by mleans of the foregoing -writings, (namely, a proposition fiom said -lHoxie, dated.August 8, 184, aind Iaii acceptance thereof, dated September 23, 1864:) Now these presents witness that the Credit Mobilier of Xanermics,.ia' consideration of one dollar, to them in hand paid, the receipt whYereof i hereby aek:uowledgced and for dv ers iher good and valuable cornsid C:.RIEL)IT:MOI31ILIER ANDI) XION PACIIfIC t AII.AIOAD. 7T5 erations them thereunto moving, (lo hereby covenant and agree to guar.. antee, and hereby (lo guarantee, to and with the said Union Paeifice Railroad Company, that the said Herbert; 3M. Hoxie, or his representdatives or assigns, shall and will, well, truly, and perfectly perform and ftilfill the said agreement in all things o-n his part to le done or per.. formed, according to the terms and true intelnt of said agreement, as il. said foregoing writings contained. In witness whereof, the said Credit Mobilier of America have ctaused these presents to be sealed with their corporate seal and signed by their president, this fifteenth day of M2,arch, one thousanid eight hunldred and -sixty-five, at their agency in the city of New'York. [SEAL.] THOBiMAS C. DURAiNT PT esident,. Attest: B. 1F1. ]3UTN-KIn Assistant Secretar7y. MeIzeora?,dvm ofq an agreement mvade the 15th day of Mi/larch, 1865, betwtee:, the Credit iiobilier of America, a cowlpoation organized un;der the laws of the State of Peznnsylrania, qf oae prt, ant d ander rbert Ml. lgoxcie, of the other 1part. WAhereas, by certain writings hereto annexed, a.ild'foriming) lpart o:f these presents, a contract has been made by and between the U:riio:r lPacific R.ailroad Conmpany and said Hoxie; xaind whereas said Ho-xie has partly perfornmedl t1;i samire: Now, in consideration of the premises, a.nd of the Imutual grants atnd 2agreements herein conta, ined, the parties to these pl)esents grant and agree as follows: Said Credit Mffobilier agrees to execute to sai(l company a guarantee of the performance of said contract by said Hoxie, and also to make to said Hoxie all advances of money which may be necessary to provide and pay for labor, materials, services, and all other expenses and charges in the construction of the railroad, and other performance of said contract on said Hoxie's part; and also to provide for, secure, and obtain all subscriptions to capital stock required by said contract fronm said Hoxie. Said Hoxie agrees to, and hereby does, assign to said Credit Mlobilier all his right to have and receive from said company securities, stocks, moneys, profits, and payments due or to become due for constructing the railroad, or other performance of said contract, upon said l-oxie's being paid for all work done and materials furnished, as by adjustment certificates of the engineer or settlement made in December last; and he hereby appoints said Credit lM\obilier his lawful attorney irrevocable, to take, collect, and receive for their use all the matters and things so assigned. And for the better securing said Credit M3obilier ag'ainst beinlg m4ade chargeable on said guarantee by any defcault of said HRoxie, and against, any loss of the nmatters and things above assigned, said Hoxie hereby appoints said Credit Alobilier his lawfutLl attorney, irrevocable, to name, constitute, employ, and at, their pleasure rein o-ve all agents and subagents which said C(redit MIobilier may deeiii necessary or proper, to conduct., managei, and do the business of construetting the railroad, otherwise performing said contract, and to pay out and apply the muoneys so to be advanced to the uses for which -the same are to be advanced, and does hereby pledge and transfer to said Credit M4,obilier the said contract and all his rights under the same as collateral secu. rity for the per-forman-ace of said contract on 1his part? with full poWOrtr to enforce suc3h p1lMedge 0oa def(a tlt without notice. 756f CREDIT MOBILIER AND UNION PACIFIC RAILROAD. The said Credit Mobilier agrees to save said Hoxie harmless and indemnified against all claims under said contract, and to pay the said Hiloxie five thousand dollars in cash and ten thousand dollars in the stock of the Union Pacific Railroad Company, and to carry out the conditions relating to a construction bureau, as shown by specifications hereto annexed. In witness whereof said Credit Mobilier has executed this memorandum under its seal and signature of its president, and said Hoxie has signed and sealed the same, the day and year first above written, at their agency in the city of New York. T. C. DURANT, President. HI. AM. HONXE. W'Vitness: B. F. BUNKER. L. B. BooNER, EsQ., Chicago, lllinois: SIR: Referring to our informal agreement for the coinstruction of a portion of the Union Pacific Railroad, I hand you the following memnorandum of contract, whichif in accordance with your understanding as -to details, you will please indorse as accepted, and return me one copy, retaining the other for yourself: 1st. You to assume such existing contracts for material, grading, bridging, &c., &c., as may properly belong or appertain to the construction of one hundred and fifty miles of the road westward from the one hundredth meridian of longitude, ilncluding an agreement for the grading and superstruction of that portion of tIhe road between the one hundredth meridian of longi-tude and the west bank of the North Platte River, at the rate of nineteen thousand five hundred dollars per mile, exclusive of the bridge over the said river, which bridge is to be paid for at the actual cost of construction. 2d. All the present employ6s on construction are to be retained and employed under this contract, unless discharged for inefficiency or other good reasons. That the work shall be under my supervision, or that of the engineer or person designated by the company, and through the stperintendents, engineers, agents, and contractors now on the work, in order that the present effective organization may not be im1paired or changed until the raiiroad company decide whether they let the, contract for building and equipping te balance of te roa the rod to parties who miany wish to have the advantage of the present organization or do the work themselves as a corporation; but nothing in this shall be construed to prevent the employment of othear agents, if thereby the wonrk can be more expeditiously and economically prosecuted. 3d. The grading, bridging, and superstructure to be completed to the satisfaction of the comlpany's engineer and the acceptance of the Government commissioners, and of the same character as to workmanship, material, and kind of iron, &c., as in the construction of the one hundred miles east of the one hundredth meridian of longitude. 4th. Work on station-buildings, depot-grounds, tank-houses, or anything' appertaining thereto, or equipment and rolling-stockc, to be an additional charge, but all such work is to be done with the sanction and tunder the direction of the enlgineer in charge. The side-track and tulrn-outs necessary for the inlmmediate requirements of the conmpany, at the several stations established on the line, as indicated by the engineers ait the ipresent time, to be constructed at the expense of the contractor. If nlor:eshould be requd.0ed:9 th, e ame is to be conat,nted at the expense of tae:, comnipiay. CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 757 5th. The cost of iron, delivered at Omnaha, is guaranteed not to exceed one hundred and thirty dollars per ton; and if ties or bridge material are burned or destroyed, the company is to pay the actual cost of the same. The transportation of men and material, &c., used for the construction, to be free of charge to the contractor over the completedI portion of the road. 6th. The w-ork to be pushed with the same rapidity as heretof:orc, and, if requiredl, to be cormpleted at the rate of two i-tiles for eaech pleasant working,-day, provided the compa-ny deliver and transport tihe:necessary material therefor over thel completed portCion of the rfoar -without caulsinlg ldetention. In case the engtineer in charge is of the opinion the grading, &c., is not progressing as fast as required to comply with the contract, he shall be at liberty to plaeo more men on the iwork,7 at the cost of the contractor; but the company shall not require grading to be done while -the ground is fiozent unless at their own cost and expense; neither shall the contractor be liable for delays frontl high water or causes en.tirely beyond his control. 7tt. In consideratiou of the faithful perforlnance on your part of tLhe above work, you 8shallt be paid tiwenty thousand dollars per mile i:, each and every imile so com pleted west of the North Platte River bridoge to the termination of the fourth hundred miles westward front Onmaha anid nineteen thousand five hundred dollars per mile, and the cost of the North Platte Ri-ver bridge, for each and every mile between the one hundredth meridian and thle west kbank of the North Platte River, as hereinbefore referred to. Piayments to be made as the work progresses, on the monthly estimates of the engineer in charge of the work, anid that material delivered or in transit may be estimated when the saemle has been shipped for account of the comnpany. THOS. C. DURANT, Ajgent. NEw YonR, November 1.0, 1866. I hereby accelpt the above. L. B. B. BOO ME R. I hereby become personally- responsible for the payment to you of the above. THOS. C. DURANT. The within contract may be terminated by giving me ten days' notice, in writing, and the payment, according to the terms thereof, of all sums that may be due for work lperformed and material furnished. L. B. BOOMER. E. CERTIFICATE OF ENGINEER REFERR ED TO IN ABOVE REPORT OF THE TREASURER OF THE UNION PACIFIC RAIL.ROAD COMPANY. Estimate to contractors for building road west of one hucndredt:h meridian, Decenmber 31, 1868. 100 miles, at $42,000 per mile........................... $4, 200, 000 167 miles, at $45,000 per mile................ 7, 515, 000 100 miles, at $96,000 per mile.................. 9, 600, 000 100 miles, at $80.000 per mile....... 000, 000 100 miles, at $90,000 per mile. 9 000, 000 100 miles, at $96,000 per mile............................ 9, 600, 000 46 miles, at $90,000 per mile......................... 4, 1407 000 758 CRYEDIT MAOBiLI.ER AND UNION'PACIFIC RAILTtOA]). 400,000 ties, at $1 each................-................ 400, 000 10,875 tons iron, at $110 per ton......................... 1, 196, 250:30 tons splice-bars, at $185 per ton...............- 5, 500 100 frogs and switches, at $100 each.................... 10, 000 1,000 telegraph-poles, at $2 each.......................... 2, 000 100 miles wire, at $50 per mile -........... -..... 5, 000 500,000 F. B. iX. bridge-timber, at $50 per......... 25, 000 100,000 F. B. M. lumber, at $85 per M...................., 500 10.-0 miles grading, at $20,000 per mile........... 00, 00 (00 Equipmeit,: 103 locomotives, at $14,000 each......-.................. 1, 4i42, 000 16 first-class passenger-ears, at 84,000 each........, 00 8 second-class passenger-cars, at $3,500 each....3 00.......... 000 14 baggage and express cars, at $2,800 each.. —..... —-. 39, 200 81 caboose-cars, at'$2,000 each.............1.............. 1, 000 49t box frieioht ca, rs, at $900 each -.......... 444, 600 1,589 platforml-cars, at $767 each - - -.. 1 218s, 763 54 station-houses, at, $2,500 each......................... 135, 000 60 tank-houses, at $1,500 each.......................... 90, 000 70 windmills, at J,;,00 each 105,000 bO~ wildrnills, t I,,,800 eaeh........................... 5, 000 1i0 coal-houses, at el,(OS eacho - - - - 18, 00 12 turn-tables, at $1,500 each............................ 18, 000:North Platte round-house........................... 809 000 North Platte shops -......1 00........................ 150, O00 NTorth Platte eating-house.. 1- -- 000 Sidney round-house. -...........-.-................. 20, 00 Cheyenne round-house............................... 80 000 Cheyenne shops......................... 100, 000 Cheaenne eatting-house............................. 22, 000 Sherman round-house...........- —.................. -20, 000 L.aramie round-house. - - - SO, 000 Laramie shops....... o 000 Laramie eatingssouse............................ 4,000 Iedicine B3ow round-house..0..............0.. 20, 0o(} tRaw-ling's Springs round-house.... -........- -............. 40, )000 Bawling's Sprinlgs shops-...1............ 0........... 150, 000 Rawling's Springs eating-house........... 27,000 Bitter Creek round-house............. -........ 40, 000 Machinery fbr Bryan shops.............................. 150, 000 60, 738, 863 Deduct unfinishedI work, as foilows: 713 miles equipment, per contract, at $7,500 per mile...... 5, 347, 500 55, 391, 363 Amount received from company.... -.-.......... 43, 725, 000 11, 666, 363 G. A-. DODGE, Chief.Engineer. CREYDIT M'9NtOBI!.iR AN_' UTNION P1AC:F:IC R.:E:ILEROA). 759'T'tE:" Ob AI.(iSf A_ -S CfO NT(lT ACT,"' AND T-IE TRA.NSE'IRS OF THE SAME. Cowy(r co ntlratct UnThiona Pacif/ic Railroadl Conp3an.y3 w.ithl Oakeb:7e Amzes, antd tran,,?,sfer to T. C. Drarsaz t and others. Agyr'eentment makde this 116th day of August, 1867, between the Union,Paclific mRailroad Company, pa, rty of the first part, and Oakes Ames,'party of the second part, witnessethThat the party of the first part agrees -to let andl coi-tlact, an. the party of the second part agrees to contract, as 01oiows, to wit:.First. The party of the second part agrees and binds himnself, his heirs, executors, admiinistrators, and ass8ig11ns, to build and equip the followViUn-namled portions of tlhe railroad and telegraph lin.e of the party of the first part, commencin ge at the _100th e0-ritdian of hlongitude, ulon the following termn-s a.n d conditions, to Awit: 1st 100 miles at, and for the rate of, $42,000 per Tm:!e. 2fd 167 miles at, anid for thle rate of', $15,000 per mile. 3d 100 tmies cat, and for the rate of, $0)6,000 per mile. 4th 10(0 miles at, aild for the rate of, 4880000( per mile. 5th 100 miles at, an-d for the rate of, $90,000 per mnitle. (ith 100 miles at, anld for the rate of, $96,000 per mile. Second. At lecast three hundred and fifty imiles shall be, if possible, completed and ready for acceptance before the 1st day of January, 1868, provided the Union Pacifict IVairoad Company transport tle material. The whole to be constructed in a good and workmanlike manner, upon the same general plan andi specifications as adopted east of the 100th meridian of longitude. The party of the second part shall erect all such necessary depots, machine-shops, in achinery, t'anks, turn-tables, and _provide all necessary machinery and rolling-stoek, at a cost of not less than $7,500 per mile, in cash, andl shall construct all such necessary side-track as may be required by thle party of the first part, not exceeding 6 per cent. of the length of the road constructed, and to be constructed, under this contract. The kind of timber used for ties, and in the bridges, and in its preparation, shall be such las fromz time to time:lmay be ordered or prescribed by the general agent, or the company, under the rules and regulations, and standard, as recommended by the Secretary of the Interior, of the date of February -, 1866. Third. Whenever one of the above-named sections of the road shall be finished to the satisfaction and acceptance of the Government commI-issioners, the same shall be delivered into the possession of the party of the first part, and upon such portions of the road, as well as on that part east of the 100th meridian now completed, the party of the first part shall transport, without delay, all men and material to be used in construction, at a price to be agreed upon by the party of the second part, his heirs, executors, administrators, or assigns, and the general agent, but not less than cost to the party of the first part. Fourth. The party of the second part, his heirs, executors, administrators, or assigns, shall have the right to enter upon all lands belonging to the comupany, or upon which the company may have any. rights, and take therefrom any material used in the construction of the road, and may have the right to chanmge the grade and curvature within the limits of the provisions of the act of Congress for the temporary purpose of hastening the completion of the road, but the estimated cost of reducing the same to the grade and curvatures, as established by the chief 760 CREDI>T MOBILIER AND LrNtIO PACIFIC RALLRtOAD. engineer, or as approved from time to time by the company, shall be deducted and retained by the party of thle first part, tuntil such grade and curvature is so reduced. Fifth. The partfy of the second part, his heirs, executors, ad.iinistrators, or assigns, is to receive fronm the company and efijoy the benefit of all existing contracts, and shall assume all such contracts and all liabilities of the comlpany accrued or arising therefrom for work done or to be done, and material furnished or to be furnished, for or on account of the road west of the 100th meridian, crediting, howvever, the party of the first part on this contract all moneys heretofore paid or expended oni account thereof. Sixth. The party of the secoid p i rt, for hi-nself, his heirs, executors, administrators, and assigns, stipulates and agrees that the Awork shallbe prosecuted and completed wilh energy and all plossible speed, so as to complete the sa.me at the earliest practicable day, it being understood that the speed of construction and time of completion is the essence oj this contract, and at the same time the road to be a first-class road, with equipments; and if the same, in the opinion of the chief engineer, is not so prosecu-ted, both as regards quality and dispatch, that thein the said party of the first part shall and may, thro!glh its general agent, or other officer detailed for that purpose, take charge of said work,1 andl carry the same on at proper cost and expense of the party of tlhe second part. Seventh. The grading, bridging, and superstructure to be completed under the supervision of the general agent of the.compan-ty, to the statisfaction of the chief engineer, and to be of the samne character as to the workmanship and materials as in the construetion of the road east of the 100th meridian. It is, ho-ever, uniderstood, thcat all iron hereafter purchased, or contracted for, slali be of the weight of not less than fif ty-six pounds to the yard, and to be fish-bar joints. Eiglhth. All the expenses of the eng'ineeriung are to be charged and paid by the party of the second part, except the pay and salary of the chief engineer and consulting engineer, and their immiediate assistants, and the expenses of the general survey of the route. Ninth. The depot buildings, machine-shops, water-tanks, and also bridges, shall be of the most approved pattern, alnd they, as well as the kind of masonry and other material used, shall be previously aplproved( by the general agent and chief engineer of the company, and all tunnels shall be of the proper width for a double track, and shall be arched with brick or stone, when necessary, for the protection of the same. Tenth. Payments to be made as the work progresses, upon the estimates of the chief engineer-in making which the engineer shall deduct from each section its proportion of the cost of the equipment not then firnished, station-buildings, superstructure, anrd cost of telegraph, but all materials delivered or in transit for the account of the company may be estimated for. Eleventh. Payments hereon shall be made to the party of the second part, his heirs, executors, administrators, or assigns, in cash; but if the Government bonds received by the company cannot be converted into money at their par value net, and the first-mortgage bonds of the company, at ninety cents on the dollar net, then the said party of the second part, his heirs, executors, administrators, and assigns shall be charged herein the difference between the amount realized and the above-named rates; provided the first-mortgage bonds are not sold for less than eighty cents on the dollar, and if there shall not be realized from the sale of CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 761 such bonds an amount sufficient to pay the party of the second patit, his heirs, executors, administrators, or assigns, for work as stipulated in this contract, and according to the terms thereof, then such deficiency shall, fromn time to time, be subscribed by said party of the second part, his heirs, executors, administrators, or assigns, to the capital stock of said comrpany, and proceeds of such subscriptions shall be paid to saidt party of the second part, his heirs, executors, administrators, or assigns, on this contract. Twelfth. On the first one hundred miles on this contract there shal1 be added to the equipment now provided for, and intended to apply on this section, as follows, viz: six locomotives, fifty box-cars, four passenger-cars, two baggage-cars, and a proportionate amount of equipment of like character be supplied on the second section of one hundred miles after the same is completed. Thirteenth. The amount provided to be expended for equipmrenlt, station-buildings, &c., shall be expended under the direction of the party of the first part, and in such proportion for cars, locomotives, machtineshops, station-buildlings,, &c., and at such'points as they may determine. The party of the first part to have the fall benefit of such expenditures without profit to the, contractor, or they may, in their option, purchase the equipment, and expend any portion of said amount provided at any point on the road where they -may deem the same most advantageous to the company, whether on the section on w hie' said reservation occurs or not. Fourteenth. The telegraph-line is included herein under ther term-i " railroacd,' and is to be constructed in the same, manner and with similar materials as in the lines east of the one hundredth meridian. The said parties hereto, in consideration of the premises and of their covenants herein, dlo mutually agree, severally, to pe-Arform and fulfill their several respective agreements above written. This contract having been submitted to the executive committee by resolution of the board of directors, August 16, 1867, and we having examined the details of the same, recommend its execution by the proper officers of the company with the E-Ion. Oakes Ames, the party namled as the second part. (Signed) OLIVETR AMES, C. S. B3USUNELL, SPRINGER HIARBAUG H THOIMAS C. DIURANT, -Executive Committee Union Pacific Railroad Com2pany. At a nleetlng of the executive committee held on the Ist day of October, 1867, a resolution was offered to approve the foregoing contract, which was lost. Thereupon the following resolutions were offered and adopted: "Resolved, That the foregoing contract between the Union Pacific Railroad Company and Oakes Ames, referred to the executive committee by a resolution of the board, August 16, 1867, to settle the details, be approved, and that the proper officers of the company be instructed to execute the same, subject, however, to the written approval of the stockholders of the company, as understood by the board of directors when the same was voted upon. "Resolved, That the option to extend this contract to Salt- Lake be referred to the board, with recommendation that said option be accepltedl"; 762 CREDIT MOBILIER AND UNION PACIFIC RAILROAD. Assignment of contract to T. C. )Durant and others. Ml:emuoranduln of agreement, in triplicate, made this 15th day of Octobe,r 1867, between Oakes Ames, of North Easton, Massachusetts, party of the first part, Thomas C. Durant, of the city of New York; Oliver Amles, of North Easton, Massachusetts; John B. Alley, of Lynn, Miassachusetts; Sidney Dillon, of the city of New York; Coruelius S. Bushnell, of New Haven, Connecticut; Henry S. McComnb, of Wilmington, D:elaware; and Benjamin E. Bates, of Boston, Massachusetts, parties of the second( part, and the Credit Aobilier of Amlerica, party of the third part. That wherea.s the party of the f1irst part hCas undertaken a certain. large contract for the construction of ai certain portion therein named of thie railroad and telegraph line of the Union Pacific Railroad Company over the plains and through and over the Rocky Mountasinis, which will require a very large and hazardous outlay of capital, which capital he is desirous to be assured of raising, at such times and in such sums as will enable him to complete and perf'ornm the saidl ctntract according to its terms and conditions; and Whereas the Credit Aobilier of America,, the party of the third pcart, a corporation duly established by law, is empowered by its charter to advance and loan monev in aid of such enterprises, and can control large amounts of capital for such purposes, and is willing to loan to said patrty of the first part such sums as may be found necessary to complete said contract, provided sufficient assiurance may be made to said party of the third part thlerein that said sums shall be duly expended in the work of completing said railroad. and telegraph line, and that the payments for the faithful performalnnce of said contract by said railroad comnpany shall be held and applied to re-imburse said party of the third part for their loans and advances, together with a reasonable interest for the use of the money so loaned and adlvanced; and Whereas said party of the third part fully believes that said contract, if honestly and iaithfully executed, will be both profitable and advantageous to the parties performing the same, are therefore willing to guarantee the performance and execution of the same, for a Peasonable conmmission to be paid therefor; and WVhereas both parties of the first and third part have confidence alnd reliance in the integrity, business capacity, and ability of the several persons named as parties of the second part hereto, and confidently believe that said persons have large interests, as well in the Union Pacific Railroad Company as in the Credit Mobilier of America, they will execute and perform the said contract, and faithfully hold the proceeds *thereof to the just use and benefit of the parties entitled thereto: Therefbre it is agreed by and between the said parties of the first, second, and third part hereto as follows, that is to say: That said Oakes Ames, party of the first part hereto, hereby for and in consideration of one dollar lawful money of the United States, to him duly paid by the party of the second part, and for divers other good and valuable considerations herein thereunto moving, doth hereby assign, set over, and transfer unto the said Thomas C. Durant, Oliver Ames, John B. Alley, Sidney Dillon, Cornelius S. Bushnell, Henry S. McComb, and Benjamin E. Bates, parties of the second part, all the right, title, and interest of, in, and to the said certain contract heretofore made and executed by and between the Union Pacific Railroad Company and the said Oakes Ames, bearing date the 16th day of August, 1867, for the construction of portions of the railroad and telegraph line CtEDI:T MOBILIER AM IN-) TNJCON PACIFIC t.A.ILROAI). 763 of said railroad company, to which contract reference is herein made, for them, the said parties of the second part, to have and to hold the same to them and their survivors and successors forever in trust. Nevertheless, upon the following trusts. and conditions and liraitations, to wit: First. That they, the said parties of the second part, shall perform all the terms and conditions of the said contract so assigned, in all respects, which in and by the terms and conditions thereof is undlertaken a nd assumed,and agreed to be done and performed by the said party of -the first part herein named. Second. That they, the said parties of the second part, shall htold all the avails and proceeds of the said contract, and therefrom shall re -inbnurse themselves and tlhe party of the third part hereto, all mnoneys advalnced and expended by themn, or eitlher of them, in executing or performing the said contract, with interest and commission therleon, as hereinatter provided. Third. Out of thle said avWails and proceeds to pay unto the?arties of the, second part a reasonable sum as complensation for their services as su-rch trustees for executing and performing' the t ermis aLnd conditions of this agreelment, which compensation shall not exceed thll sumr of three thousa.nd dollars per annum to eachl andl Aevery one of tihe parties of the second part. Fourth. To hold all the restl and residue of the vsaid proceeds and avails for the use and benefit of such of the several persons holding and owning shares in the capital stock of the said Credit Mobilier of America 1,on the day of the date hereof; in proportion to the number of shares which said stockholders now severally hold and own, anld fr the use and benefit of such of the several assignees an-d holders of such shares of stock at the times herein set forth, for the distribution of said residue a-nl remainder of said avails and proceeds, xwho shall comn-ply with the provisions, conditions. and limitations herein contained, which are on their part to be comp)lied with. Fifth. To pay over, on or beolre the first WYednesday of June and )ecelnbher in each. year or wtlhin thirty cdays thereafter, his just share and proportion of the residue and remainder of the said proceeds and avails as shall be justly estimhated by the said trustees to have been. xnade and earned as net profit on said contract, during the p)receding six months, to each shareholder only in said Credit Mobilier of America, who being a stockholder in the Union Pacific Railroad shall have made and executed his power of attorney or pioxy, irrevocable, to said several parties of the second part, their survivors and successors, eCmpowering them. the said parties of the second part, to vote upon at least six-tenths of all the shares of stock owned'b said shareholders of the Credit Mobilier of America in the capital stock of the Union Pacific Railroad Company, on the day of the date hereof, a.nd six-tenths of any stock in said Union Pacific Railroad Company he may have received as dividend or otherwise, because or by virtue of having been a stockholder in said Credit Aobilier of America, or which may appertain to any shares in said Union Pacific Railroad Company which had been so assigned to him at the tine or times of the distribution of the said profits as herein provided; and this trust is made and declared upon the express condition and limitation that it, shall not inure in any manner or degree to the use or benefit of any stockholder of the Credit Mobilier of America who shall neglect or refuse to execute and deliver unto the said parties of the second part his proxy or power of attorney, in t;he nlanner and for the purpose hereinbefore provided, or who shall in 764 CREDIT MOBILIER AND UkNION PACIFIC RAILR. OAAD. any way, or by any proceeding, knowingly hinder, delay, or interfere with the execution or performance of the trust and conditions hereinl declared and set forth. And the above transfer and conveyance of said contract is made upon these further trusts and conditions, to wit: First. The said parties of the second part, their survivors and sxccessors, trustees as aforesaid, itn all their acts and doings in the exee,-ttion and performance of said contract, and in the execution of thleix several trusts and conditions herein set forth, shall act by the concurrent assent of four of their number, expressed in writing or by yea aamd nay vote, at a meeting of said trustees, either or both of which shall hbe recorded in a book of proceedings of said trustees, kept for the purpos, by their secretary, and not otherwise. Second. Saild parties of the second part shall keep an office in t,el city of New York, for the t'raisaction of the business incidental to saind trust. Mleetings of said trustees may be held onQ call of the secretairy on req(uest of any two of their number; such call xmay be imadoe pea'rsonalily or by mail. T'hird. The said trustees shall appohint a coimpetent person as scr,-. tary, who Sh all keep a faithful record of all their acts, proceedings, a nfd contracts, in books to be provided for that purpose, and shall cause to be kept suitable books of accou-nts and vouchers of all their b usines.s transactions, -which. books shall at all times be open to the inspeeOtion of artn of said trustees. Fourth. The said trustees shall cause a monthly statement *to be made, showving the amount due fromll the Union Pacific Railroad Coin. pany on account of work done, or' equ ipnment or material furnished under 1.tie contract, according to the estimates of the engineer of' the Union Pacifie Railroad Company, as provided in said contract, a copy of which statement shall be furnished to the Credit Mlobilier of America, Acd the above transfer and conveyance of said contract is imade, upon the fir'ther trust and condition: First. That in case of death, declination, disability, by reason of sickness or absence fromnr the country for the space of six months, or neglect to fulfill the duties and obligations of said trust for the same time, by either said trustees, the remaining or surviving trustees may declare the place of such trustee to be vacant, ant fill such vacancy by vote irl manner aforesaid. Second. That in case any one of said trustees shall willfully neglect or evade the performance of his duties as such trustee, or shall willfully attempt to hinder, delay, obstruct, or interfere with the execution or performance of said contract, or the due execution and performance of said trust and conditions, according to the true intent thereof, or shall appropriate to his own use or benefit any money or other valuable thing belonging to or appertaining to said trust, fund, or property, he shall not be entitled further to act as such trustee or to receive any of the benefits of said trusts, either as shareholder in said Credit Mobilier of America or otherwise. The parties of the second part do hereby accept the said trust, and agree faithfully to execute and perform the same according to the terms, conditions, and limitations herein set forth. The party of the third part, in consideration of the premises, hereby agree to advance, as upon a loan, to the said parties of the second part, their survivors and successors, all such sums of money, and at such times as may be necessary, to enable said trustees economically and promptly to execute and perform the conditions of said contract, upon CREDIT MOBILIER AND UNION PACIFIC RAILROAD. 765 the call of said parties of the second part, their survivors and successors, such sums, never to exceed in the whole the amount provided for in said contract, to be paid by the Union Pacific Railroad Company for the execution and performance thereof, and to receive therefor interest at the rate of seven per centum per annum, payable semi-annually, on each sum so advanced, until the same are repaid. And said party of the third part do further agree, for the consideration aforesaid, and for an amount equal to two and one-half per cent. on the amount to be by them advanced, to be paid to them as commission, to, and do hereby, guarantee unto the parties of the first and seeond part, the due performance and execution of the said contract according to its terms and conditions, and to indemnify and hold harmless the said parties of the first and second part, of and from all cost, liability, loss, or damage to them, or either of them, arising from or on account of said contract, and to the faithful performance of the agreexments, contracts, and conditions hereinabove specified to be done and performed by each. And this conveyance and transfer is made upon the further trust and condition that the trustees shall adjust and pay over to the Credit Mobilier of America such portion of the net profits of the work done and material furnished on the first 100 miles west of the 100th meridian as wais done and performed prior to January 1, 1867. In witness whereof the party of the first part, the several parties of tihe second part, in their own proper persons, have hereunto set their hsands and seals, and the party of the third part has caused these presents to be executed by its president, attested by its secretary, with the seal of the said. comnplany, on the day and year above written. OAKES AMES. THOS. C. D UtIANT. OLIVER AMIES. JOHN B. ALLEY. SIDNEY DILLONN. COItENELlUS S. BUSHNELL. H. S. McCOMB. BEN JAMIN E. BATES. Sig-ned, scaled, and delivered in presence ofCLARXK PELL. TIHE CREI)IT MOBLLI ER OF AMtERICA, B]yv its president, SIDNEY DILLON. -Atte st: Bu,,ENJ'AAIN F. IHA-, Assistant &er etar/.Y, NEAw YoPtx, F+ebruary 26, 1869. The executive committee of the board of directors of the Union Pacific ]-tailroad Conpany, pursuant to adjournment, met this day at the office of the company. Present: 3Messrs. Ames, Durant, MifcComb, Duff, and Bushnell. The following communiication was then received from the vice-presid en% M3Ir. DLira n t: dNe7nE Mw YOInIr, grNotvember 27, 1868. Tb the Board of 9Diretors of the Union Pacipce Raitroad Conmpany: LE:::;NL~:M~EhN:e I haInd you herewith copy~ of contriact a.nd an assignmen3at of the suame in trust to the same parties who are trustees bor the 766 CREDIT,MOB31LIER-:t AND UNION tACIFIC PRAIL ROAD. assignees of' the Ain-tes contract, the whole subject to the approval of the stockholders of the Union.Pacific Railroad Company. I found it absolutely necessary, in order to carry out the wishes of the board, to commence work on this portion of the road at once. The present organuization, with its large outfit of teams, tools, and mlen, presented the most available means of doing the same. To have created an entirely new organization would ca use so much delay that the programme of the com:pany for the year would have been endangered. Should your stockholders not sanction the contract, you will have to make some fair arrangement with the trustees of the Ames contract for the use of their outfit. On the other hand, if a.pproved, the worfk can go on under tIlhe same organization as heretofore. Referring the whole subject for yourour action, I remain, very respectfully, yours, &c., TH)OM1AS C. DUIRANST,'Vice-President and General Agent, There having been no meetinlg of your board since the date hereof, I hand the report. to your executive committee. You will perceive I have taken the terms of the Oakes Ames contract as a base, believing that: to be the wishes of the stoclkholders who approved said contract. WE7nER~, Na7orember 1, 1.868. Tholnas C. D1f),Cran-,'i've'- lesitent anf,'-d G'eneral Agent, Uiio~( Bac.fiC:h-"roadJ Compaya: Sinm: 1 0\will buil ad equip, according to thie, s-pecifications of the c'ontract made by your company with Oaices A'mes, esq., all that portion of your roadc not embraced in the said countract, and west of the sanme, upon the conditions and terms embraced in said contract, for the rpro rata price per mile according to the anmount of work to be done, which rate shall be established by cometent engi-neers, or in such. manner as your boanrd shall determine. (Signed) Yours, &eC JAMIES W'. DAVIS., Accepted, subject to approva-l of all the stockholders of November 1. (Signed) THOTAS C. D'URANT, Vice-President and General Agent.'WEBER, November 6, 1868. Know all men by these presents that I, J. W. Davis, do hereby, in consideration of one dollar lawful money of the United States to me in hand paid, and for other considerations to me satisfiactory, do hereby assign, transfer, and set over to Oliver Ames, Thomas C. Durant, John Duff, Sidney Dillon, H. S. MIcComb, B. E. Bates, and C. S. Bushnell, trustees for the stockholders of the Union Pacific Railroad Company, thIe contract made with me for building a portion of their road, dated Novermber 1, to have and to hold the same, as trustees aforesaid, and ail. benefits and profits accruing from the same, they assuming and paying all losses and liabilities of every kind; said profits, if any, to bie divied. pro rata according to the amount of stock held by each stockholder, or' to whieh he was entitled on the 1st day of November; this assignment and the contract referred to be-ing sutbject to the approval of th1ie afresaid stockholders. (Signed) JA'IES'N. D AVR[ Witness: (Signed) C,, L. FROST, By resolut1ionl, my (action as'to this contract was approved, apnd n a co-n - rmittee aj ppo5ilted to obtaif t-he assenit of the stock "lolders.. II N~ I) E X. A. Page, John B. Alley.-.... -.......3............. 307, 556 Oakes Ames- 2............,, 344, 723 Oliver Ames-2.41,!230, 2935 Oliver Akes.............................................................. 250,;39 Elisha Athiusi — - -i s 2 —B3. C. S. Bnshnell-.....-......................,..,...I.,.................. 38, 5:23 0........ Barnes-................ 133 B. F. Butler............................... ------- -- -3 C. Horace F. Clark —--. -- --—.. —... —. -.-.................. -394,;.? C. C. Cox.574................'4 Henry C. Crane.- 30, 512, 574,629 ID. Thomas C. Durnt -62, 67, 965, 513 John Duff —. —-..-.-......... —-—. 478 Peter A. Dey --—... —-.. —..-..-..-.-.......................... 238, 668 Sidney Dillon............................................................. 49:7 iton. O. J. Dickey-. —7...........................;764 G. Thomas P. Gilmant,.......................................................... (38 H. Benjamin F. Ham-.....................................................6, 371, 631, ($40 Alexantder Hay 4...................... 457 T. Z. Hoover. —........... 569 Hion. D. W. Kelley..-.......................... 0 John W. Le...Barne-.-...-......................... 18!lE[ward Morgan- 48 ~A. J. Poppleton —-, A. J. Poyppleton.,,..,..,..,...,...,.......,.,...,..~.....,.,.,.................6 768 INDE:X.'. Page. E. H. Rollins.....-..................180, 210, 582, 638 J. A. Rice........................................... 294 Joseph B. Stewart-.................. 173, 388 W. Bigler Shaw.................................................... 220 B. W. Spence..............................344,367,525 WVebster Snyder................................................ 467 E. J. Smith. —................................. 568 Thomas A.'Scott.... —.-................................................. 649 Charles T. Sherman........................................................ 651, 695 V. CY C..an Zandt................................................ 475 J. M. S. Williams... —.-.-............... -. —.... 160, 201 James t. Wilson.........._................ 2'27, 362 IN DEX TO TESTIMONY~ ALLEY, JOHN B., testimony of: Existence of the Credit Mobilier, p. 1; officers of the Union Paci fic Railroad, 1; who procured the charter for the Credit Mobilier, 2; parties to the originial organization of the Credit Mobilier, 2; Credit Mobilier a regular corporation, 2; New York agency, Credit Mobilier, 2; officers of the Credit MIobilier, 3; office of the Credit Miobilier, 3; custodian of the books, 3; officers and directors of the Iunion Pacific Railroad Company, 3; custodian of the books of the Union Pacific Railroad, 3; amount of stock of the Union Pacific Railroad Company subscribed and actually paid in, 3; the first contract for the construction of the Union Pacific Railroad, 3; IMr. Ames induced to become a member, 3; the contract for 247 mniles of road practically made with the Credit Mobilier, 3; the Credit Mobilier had nothing to do with building the road except the first 247 niles, 4; Mr. Durant objects to the Credit Mobilitr having the contract to build the road, 4; the Credit Mobilier agree to guarantee the fulffillment of the Ames contract, 4; property of the Credit Mobilier consisted of, 4; Oakes Ames agrees to build 607 miles of the road, 4; Davis contract, 4; the Ames contract subject to the assent of the stockholders of of the Union Pacific Railroad, 5; Ames contract assigned to seven trustees of the Credit Mobilier, 5; dividend declared by the Credit Mobilier, 5; profits made from the Ames contract, 5; out of what the two 6 per cent. dividends were mllade, 6; stockholders of the Union Pacific Railroad assent to the Ames contract, 6; the Government was not reoarded as having an interest in the contract,; protest of Government directors filed with the Secretary of the Interior-testhnony with reference to, 307; Mr. Sherman, Government director-his position with reference to the 58 miles of completed road under the Hoxie contract, 307, 305; Alley opposed to the Ames contract, 308; Mr. Ames did no work under his contract, 303; stockholders assent to the Ames contract, 308; reason why Mr. Amles demanded the assent of the stockholders, 308, 309; $10,000 paid to aid 1-larlal's election, 309, 31.0; suspenseaccount of $435,000, 310-313; report of the comniittee on the suspense-account, 314; resolution of Mr. 1McComb, approving the suspense-account, 314; a large portion of the money set out in the suspense-account was expeonded in 18'2 and 1864, 314; the$i112,000 mentioned in the suspense-account as navilnff been paid toDurant December 29, 1865, 314, 315; money spent under the authority of the board, 315; money handed over to J. B. Stewart, 316; no report made to the directors of the Union Pacific Railroad of the result of the investigation of the suspense-account, 316; names of the committee of investigation on the suspense-account, 316; the 450;000 paid in settlement of the Fisk suit, 317; the Credit Mobilier and Union Pacific Railroad never paid a dollar to aid in the electioan of a United States Sena-tor, 317, 318; explanation as to the $1,004,000, 318-320; can only explain the expenditures from memory and not from the books, 320;;36,000,000 in cash paid into the treasury of the Union Pacific Railroad on account of stock, 320; Credit Mobilier paid for the stock in cash or checks, 320; explanation as to the mlode of paying for stock, 321; advice of counsel as to what constitutes ar- equivallent for moneyF, 321; value of stock at the time of the Ames contract, 32)2; Oakes Ames mistaken about the value of the stock, 322; stock had no markeot vaziue 323; the price per mile agreed to be paid for the construction of the road was iLcreaseod because the payment was to be made in stock, 323; the Union Pacific Ralailroad could not get dollar for dollar for its stock, 324; the stockholders of the -Lnion Pacific Railroad Company and the stockholders of the Credit Mobilier Ywer- the same persons, 3.24; proposition to buy stock of those who were not williung to becomne stockholders in the Credit Mobilier, 324; those who did not buy stock in the Credit Mobilier received a part of the profits, 325; niode of letting the contracts, 325; when the Oakes Amb's contract was let the stock was undlerstood to be worth less than par, 325; the stock issued to the Credit Mobilier paid for in catsh, in effect, 326; price paid per share for Union Pacific Railroad stock, $4 per share, 327, 328; all banks are organized under the advice of counsel, Boston lawyers, 329; parties to participate in the dividends under the Oakes Ames contract, 3:30; proxies, by whom 4 0 c iqr 770 INDEx, ALLEY, JOHN B.-Continued. held and for what purpose, 330; the lifoxie contract, its extent, &c., 331; track laid not accepted by the Government, 331; the Oakes Ames contract, extended over the one hundred and thirty-eight miles of completed road, in order to give the Credit Mobilier a profit upon thie construction of that portion of the road, 332; Credit Mobilier claimed an interest in the Ames contract, 333; don't know how the profits were estimated, 333; dividends, amount, dates, &c., 334; in casoe the money paid out in dividends was required to complete the road, it was to be paid back, 334, 335; loans made to the road, how secured, 335; dividends could only properly be made cut of the earnings of the road, 336; actual cost for building the road under the Ames contract, 336, 337; $12,000,000 profit, 337, 338; Mr. Ames did not expect to put the contract through himself, 338'; value of stock, 339; what saves the company from bankruptcy, 339, 340; large sunms owing to the Credit MIobilier by the Union Pacific Railroad at the time of maki.ng' the Ames contract2 340; road accepted by the Government, and bonds issued, with dates, &c., 341; consideration paid to Hoxie for the assignment of contract, 342; the road considered in a delicate position financiallv, 342, 343; amount of Union Pacific RIailroad stock lheld by MIr. Alloy, 344; statrtdmen,11U and additional testimony of airo Alley, 556. AMES, OAI(ES, test;imonri of: The Governmuent has paid to thle Union Pacif'ec Pailronad Compan $r16,000 per mile'to the foot of the Rocky iMountains, p. 2.3 about,27,000,000 or bonds in the nwhole 23; *the Government hlas given about one-fourth of the land, and withholds the other three-fourtihs, 23; we lihave got the land certified to us ifor 2U0 miles at twel-nty sections to the mile, in all, 5,000 sectiijns, 23; almount of the first-mortgageL bonids prier to the lien ol tlh e United Stat-es, about ~27,000,000,23; first-nortgrane bonds nwere used for tthe con struction of the road, 23 the first mortga(ge-bondts sold at 92~}, 23; the bonds were sold for 92-, alc' we afterward got par for them, 23; about $2,000,000 worthi of iand sold,,3; 24; the Credit Mobilier assumed the IHoxie con — tract, 24; the Union Pacifuc Railroa d paid over $47,000,000 on the Ames contract, 24; price per mile paid, 25; the B3oomer and Davis contracts were assigned to the trustees, 25; I think the entire cost!br construction of the Union Pacific Railroad, including the equipment, and the entire paralphernaiia of the road. amounted to about $60,000,000, 0 5; stock all paid in cash, 25; I thinku we mlade about 15 per cent. on the Ames coutracti, 2(; tle first-morttoage bonds were taken by the truistees, 26; I took the contract witlhot regard to anybydy else, 27; dividenids paid, 27; Union Pacicc R ailroad is not now paying dividends, 27; Unlion PacifiC Railroad earnin's, 27; net proce eds last year over running exp)enses and interest on bonds, $3,5000000, 28; 1 am a shovel-maker, 28; I looked over the estimates before making the contract, u$; I estimated thlat I should nralke 20 per cent., 29; the profits of the Credit e'obilier were about 300 per cent., 9; I guaranteed lots of stock-buyers against loss, 09; 1 guaranteed Senlator GCrriles aind others, 29; I took the capitalists in before I made the cortract, 30; my present judgl-ment is, thllat e made ~$8,000,000 or 9,000,0~0 on the Oalkes Anes contract, 30; I think the profit -w\as mnore than 200 per ce-nt.; I think it na;ast have been 300 per cent., bit I canlnot tell you from memory, 30; hotel item of $18,000 paid at Willard's, 344; I have a recollection that an estirmate was made by the chief engineer on tlle 31st of Deceomber, 1808, 679; I think the salary paid to the first president of the Union Pacifie Railroad ivas j$S,000 per year, 679; General Dix was a stocklholier before I had anything to do writh the road, 679; I recollect there was a letter froin General Dix, 679; I let Painter heave thirty shares, 680; Painrter rwas clerk to' some committee, 681; memorandum of agreement mnade the 16th day of October, 1867, between Thomas C. Durant-, J. B. Alley, and otliers, 723; I wish to correct my former testimony as follows: on page 25, instead of the words "' $16,000 a mile in stock," I want to insert "016,000 a mile in first-motto'age bonds," anld on the samne page strike out the wordls "e, the peole" anmd substitute "-the trustees;" also other corrections, 724. AMES, OLIVER, testimony of: Elected director Union Pacific RailroadA Company Octohler, 1866, p. 241; elected president Union Pacific Railroad November, 1866, 241; became a stockholder in the Credit Mobilier in 1865, 241 and 242; Oakes Ames contract assigned to trustees within a month or two months after it was made, 242; Oliver Ames president of the cornpany at the time contract was made, 242; Oliver Amres one of the board of trustees, 242; Davis contract, 242; Davis contract assigned, 242; Oliver Ames president of the company when Davis contract was made, 242; assignmient of D.avis contract to trustees, 242; trustees construct the road embraced in Davis contract, 242; trustees declare dividends, 243; only 5 and 10 per cent. paid on subscriptions, 243; $3,000,000 subscribed under the law of 1862, 243; stock subscribed for under the Moxie arid Ames contracts, 2-44; stock received by the Cre7dit iMobilier, 244; first INDEX. 771 AMiES OLIVER —Continued. subscription made, 244; subscriptions for 1867, 244; original subscriptions in 1863, 244; 10 per cent. paid on shares, 244; subscription June, 183,3. 245; dividend of 60 per cent. in cash and 40 per cent. in stock, 245; stock on -which the dividend was made, 245; stock dividend at its Oar value, 245; trustees subscribe for $2,500,000 Union Pacific Railroad stock, 245; ailotment of 75 per cent. to the stockholders Credit lobilier, 245; proposal to sell 28,125 shares Union Pacific Railroad stock at not less.than 40 per cent., 246; allotment of 30 per cent. in cash to the parties interested in trust, 246; subscriptions for $4,000,000 stock Union Pacific Railroad and purchase of,500,000 of certificates first-mortgage bonds Union Pacific Railroad at $t101, 246; payment for stock how made, 246; Credit Mobilier calls for paymerent of $1,666,363, being amount due from Union Pacific Ra ilroad. on contracts, 246; Credit Mobilier subscribes for $7,500,000 stock in the Union Pacific Railroad, 246; allotment made to the parties of the trust 200 per cent. in stock Union Pacific Railrad, 246; commnittee to confer with Governor Evans in respect to iron and materials for the Denver road, 246; Duff and Bates, a comnmittee to sell $5,000,000 Union Pacific Railroad stock at not less than 50 of thie par value, 247; conmmittee to adjust accounts, 247; resolutions of the seven trustees, 2:7; all stock subscribed for, 247; abandoned stock, 247; shares reduced to 1o00 each, 247; books kept open until 1869, 248; subscriptions, where made, 248; public notice inviting subscriptionis, 248; on stock subscribed in 1866 and 1867 only 10 per cent. was paid, 248; first subscription by the Credit MTobilier, 248; indebtedn.ess of the Union Pacific Railroand Company for construction nAder the Hoxie contract, 248; stock only represented wrhen issued, 249; only paid stock voted in the government of the company, 249; stock paid for by the ildebtedness of the Union Pacific Railroad to the contractors, 249; subscription of 50,000 shares of the stock of the Union Pacific Railroad by John A. Rice, 249; authority by awhich the Rice subscription was made, 249; how the subscriptions made by Mr. Rice aras paid, 249; entries in the ledguer of the trustees, 249; stock issued under contract, ~1 per share, 250; paid cash for building the road and took stock from company, 250; stock not considered an equivalent to so nmuch cash, 250; Credit Mobilier actually paid cash, 250; UnIJon Pacific Railroad Companiy considered stock equivalent to cash, 250; contractors paid in cash, bonds of the company, and Government bonds, 250; value of the stock, 250; mode of payi5ment by clecks, 250; understanding at the time of jmaking- the Oakes Aumes contract, 2.51; expectation in regard to aid, 251; partnership between Oakes and Oliver Ames, 251; Hoxie contract, 251; profits on Hoxie contract shared by the stockholders of Credit Mobilier, 251; Ames paid for road already built, 251; the character of the route and the existence of the Evans pass, 252; location of the road, 253; tru stees aeitually pay $30,000 per mile in construction, but their contract n-ith the Union Pacit.c Railroad gives them $96,000, 0253; Credit Mob-llier, how paic, 253; over one hurindred miles completed and inclulded in the Ames contract, 253 and 254; Ames's profit on the work, 254; road let upon enuineer's estimates, 254; route adopted after the Oalkes Ames contract 255; opinion as to price at which the Oalkes Aniles contract, Tas let, 255; Hoxie a man of no means, 256; stockholders in Credit Mobliler in 1865, 256; dividends, how divided, 256; affirmance of Mr. Alley's testimony, 256 and 257; stockholders in the Credit Mob)ilier interested in the Ames contract, 2o7; existence of the board of trustees, 258; one hundred and thirty-eight miles of comnpleted road included in the Ames conitract, 257; dividends, how divided, 258; route, 258; cost of the one lhundred and thirty-eight miles of completed road includled in the Ames contract, 258; Government commissioners examine' the road, 25S and 259; the money derived under the Ames contract for the one hlundred and thirty-eight miles of completed road divided among the stockholders of the Credit Mobilier before Ames commenced work on the road, 259 and 260; special legal expenses, including the $126,000, 260, 261, 262, 283, 264,. and 265; release of Oakes Ames from his contract, 266; stock held by Oakes Ames and his brother, 266 and 267; note for $2,000,000, dated August 4, 1869, due Credit Mobilier on account, 267, 26, 269, and 270; Credit Mobilier on acconnt of agreemeint for conltract claims, $1,1041,000, be;.ng money advanced by the Credit Mobilier to the Union Pacific Railroad, 271; dividends declared by the trustees, 271 and 272; proxies, by whom given, 272; Ames and Davis contracts, 272 and 273; statement of cost of road west of one hundredth meridian, per mile, built when the Oakes Ames contract was made, 273, 274, 275, and'276; value of stock at the time of mnaking the Ames contract, 276; number of miles embraced in the Am-ies contract, 277; in letting the Ames contract the prices of the lettings were fixed with reference to the value of the stock, 276 and 277; stock issued to the contractors or the seven trustees, 277; resolution of Mr. Bushnell in relation to the item of $1,104,000, 278; undler the Ames contract the Credit Mobilier was to advance money, 278; stock of Credit Mobilier held ini trust by Oakes Amies, 278 and 279; stock to be disposed of amrong Congressmen, 280 anmd 281; dividendl 12th December, 1867, 281, 282, and 283; resolutioni offered 772 INDEn X. AMES, OLIVER-Con-tkinued. by Mr. Lambert in relation to the Hoxie contract, 283 and 834; Boomer contract, 285; responsibility of conltractors, 285; bribe given to a Governlment commissioner, 287, 288, 289, and 290; trustees receive money on their cointracts, 286; stock wanted to control the road, 2091; advice of counsel'in regarcl to the issue of stock, 292; money paid to Gene-ral 3. F. Butler, 293; report of John J. Cisco relating to legal expenses, 295, 296, 2'97,:98, and 2939; suspense account, 300 a:d 301; mroneiy paid to Hon. Thad. Steveris, 302 manl 303. ATKIUNS, ELISTIkA, testrmonai of: Stockholder in the Credit Mobilieri 303; director Union Pacific Rnailroad Company, 303; I hold in niy possession the note for $2,009,000, 304; the circumstances under which the $2,000,000 note was given stated, 304; copy of the note, 304; the note never was used, 304; the note was given as collateral security for the parties signing the bond, and for no other purpose, 304; a member of the finance committee, 305; the $126,000 bor legal expenses, 305; suppose the $126,000 w.as spent legitimately, 306; the $50,000 for special legal expenses, 306; the $50,000 paid out undcler the direction of the president of the colmpany, 306; reaoson for holding the $2,000,000 note stated, 306; names of the parties who signed the bolnd for which the $,,000,000 note was given as collateral, 306. BUSHNELL, CORNELI'US S., tcstimony of: Relation sustained to the Union Pacific Railroad Comnpany, p. 38; first directors Union Pacific Railroad Company, 38; history of the transa tions of the company, 38; how the construction of the road was commenced, 39; surveys made before the Hoxie contract, 39; rate at which the contract was let to Hoxie, 39; extension of the Hoxie contract, 39; there was only one letting made to Hoxie, 39; assignment of the Hoxie contract to the Credit Mobilier, 40; Ioxie to be paid in securities in the road. 40; amount received froma the Government, with statement of Mr. Bushnell, 40; bonds given to the new stockholders to enlarge the stock of the Credit Mobilier, 40, 41; paying money to the Credit Mobilier secured bonds in the Union Pacific Railroad Company, 41; ten millions of bonds sold at 95, 42; the bonds were sold by the treasurer of. the Union Pacific Railroad Company, 42; Black Hills line adoplted in the spring of 1867, 43; the cost of building less than at first anticipated, 43; Ames contract let on actual surveys and location by the engineer, 43; reports of engineers, how made, 43 the resiclue of the construction to the western terminuus was by Datvis 44; description of the road over the Rocky Mountaills, 45; the road was coinileted on the 10th of MIay, 1869, 45; the Pacific Road meets promptly the interest on its bonds, 46; the averafge price of stock last year was 38, 47; thei highest price paid ifor stoclk, 45- to 45', 47; stock sold as low as $9 per share, 47; laud-grant bonds orutstanding upon unsold land, 48; cost of road, 48 an 49; minerall products from Salt Lake, 49; annual earnings of the road, 49; what the Government has saved by the road, 50; the eniigiieer in charge representing Mr. Amnes was Mr. Reed, 50; the Credit Mobilier had nothing to do with the construction of the ioad; it was done by the seven trustees, 50; estimates were only submitted to thle trustees, 51; reports of the enlgineers, how and where kept, 51; average gross earninugs of the road yearly, 52; effect upon the Union Pacific of the comnpletion of the:Northern and Southern Pacific Railroads, 52; amount of bonds issued by the Union Pacific Railroad, 53; contracts, by whom drawn, 53; names of the attorneys employed by the Union Pacific Company, 54; General Butler paid counsel fee, 55; no money paid to elect Harlan or any other Senator, 55; money contributed to aid in elections, 56, 57, 58; stock sold to members of Congress, 58, 59; stock guaranteed to subscribers, 59; when the stock subscribed for by Congressmen. was paid, 60, 61; I -was present at the meeting of the board of directors of the Union Pacific Railrbad on the 9t~h of March, 1871, 528; I was one of the committee to investigate the account for $126,000, 528; no vouchers were presented, it was based on a statement of my own, 529; statement of Bushnell in relation to the $126,000, 529, 530; I gave Colonel Scott the $19,000 check, 531; I borro wed money from Ordfway, 531; the persons to whom the $126,000 was paid, 532, 533; I was not aware that I was on the committee, 534; the $19,000 cheek was not given to Mr. Wilson, I received it and paid it over to Colonel Scott, 535; the first bridge-bonds issued were in the latter part of the year 1870, 536; the money raised on the bonds was seven or eight hundred thousand dollars, 536; I got the accommodation from the 28th to the 30th of December, 1870, 536; the bridge-bonds were issued under the general authority in the charter, 537; the bonds were secured by a mortgage or a trust deed, 537; the bonds were pledged as collaterals -for a loan in New York, 537; two million five hundred thousaud dollars in bridge-bonds, two millio-a one hundredl' and thirty-six thlousand dol INDEx. 773 BUSI-iN'ELL, COiM JLIUS S.-Continued. lars in land-grant bonds, 537; the amounto f oe 4;-2-'6,' 00 paid to General Dodge, 537 538; Mr. Williams and Mr. Spence had their dosks in tfhe same roonl,5:9; I gave Mlr. Dodge the heck on the day of the transaction, 539; I bought the first issue of the Omahlia bridge bonds from the Union Pacific Mailroad Comlpany, 540; purchase was made before the passage of the act authorizing the bridge to be minortgaged, 540; the reason why the Union Pacific Railroad gave the bonus of $126,000, 540; I think I ought to have had more, 540; I seat agents abrotad to dispose of those bonds, 541 resolution of Bushnell to pay over to the Credit Mobilier the sumrn of $1,104,000 to make the stock of the Union Pacific Railroad full paid, 541; Mr. Diurant was determined that the contract should not be made unless the assent of the stockholders was obtained, 542; General Dix's stock was paid for by Da, rant, 54-; General Dix got $50,000 for his shares, 542; the Credit Mobhlier paid General Dix cash for his shares, 542; the stock never sold at par in the market, 542;! thought General Dix's stock was worth 75 or 80, 542; there was a combination of reasons w-hy Gecneral Dix was paid par for his stock, 543; 1 saw a letter in the harnds of Mir. Barlow, pirporting to have been written by General Di)x 5-3; w' e were led to believe from that letter, and from remnarks of 21r. Barlow, that it iwas advisable- to buy that stock, 543; 1 don't like to decry the securities of the Union Pacific Railroad Company, I haed always great faith in their, 5a3; Mr. Cisco -was treasurer.at the time the airst mortgage-bonds were issued. 5143; the letter of Generial Dix -to Mr. Barlow was to the effect that IMr. Bariow had authority to settle the matter, 544; I think the letter was in a complaining spirit, 544; it is barely possible that the stock was voted to General Dix by the company, 544; large amounnts were paid to trustees for siguning the bonds 54o5; General Dix was president of tire road frm 1864 until he wvent to Enrope, in 18A8, 545; a charged i 10,000 a year far my services, 545; I think General Dix knew of everythrng that was going on, and he didn't see anything wrong, 546; General Dix rei'rec president after hre went to Europe, 546; the only contract the Union Pacific iTilroad Company ever had with the Credit Mobilier was under the direction of and ex:ecuted by General Dix, 546; under that contract there was a dividend of 12 per coent. 543; General Dix was president at the time the umnderstanding about tire ABmes contract was had, 546; the profits nder the Ames contrtact wouldl have been less than $11,000,000 on an outlay of over $90,100,00 547; I got for my Union Pacific stock from 30 down to 20, 547; Mr. Oliver Amies wias p resident p)ro tea.i duriiing the year 1867, 547; I think it was nnderstood by the Niew York interests that General Dix was to continue president until he returned from Europe, 548; extract from a report made by J. L.. Williams, Governiient director Union Pacific Railroad, 550; I understand that every year the lobby has levied blackmail upon the Union Pacific Railroad, 551; I have not coine to Congress to wash my dirty linen, 552; the $50,000 paid to Fullerton was blackmail, 552; we dildnr't iake as much as we thought, and I do not think as much as we ougnht, on an expenditure of $90,000,000, 553; on the o-riginal subscription, 10 per cent. was paid, but those payments were made by checkl, 554; the next payment was made by the Credit Mobilier, 554' the amounts and payments paid into the treasury of the Union Pacire Railroad, 554; thie Credit.Mobilier took an assignment of tihe Hoxie cointract, 554; there onay have been a few individual stoeliholders who paid oil small amountras up top 5a per cent., 555; names of counsel wNho giavei opinions 556. BAIRNES, OLIVER W., testinmony of: Secretary of the Credit Mobilier, p. 138; stockholder in Credit Mobilier, 138; dividends paid on stack, 138; received a larger amount of Union Pacific Railroad stock than the entire amount of cash paid in to the Credit M1obilier, i39; reports, how made, what they consisted of, and in whose custody retained, 139; negotiation for the charter of the Credit Mobiler, by whoam madce, 140; the first installment of 2~ or 5 per cent. paid in, 140; dispute between the two boards, how settled, 141; the Credit Mobilier agreed to -procure and.gri e to its stockholders stock of the Union Pacific Rnailroad at a large discount, 14t; there was no written or printed statement, and the busin ess of the trustees wais done without publicity, 142; stock issued directly to the person, 143; number of shares of Union Pacific Railroad stock received on forty shares of Credit Mobilier, 143; certificate, 144; fiscal agency meeting, 145; certificate of proceedings a-t second subscription, made 29th May, 1863, 146; Mir. Darant purchased control of tihe fiscal agency 3d March, 1864, 147; Credit Mobilier organization Ikept up in Philadelphia, business done in New York, 148; railway bureaun, 148; average amount of stock subscribed to the Pennsylvania fiscal agrency, 149; money paid to members of Congress, 149, 150; moneys paid to commissioners, 151; stock placed in hands of Mr. Ames ifor distribution, 151, 1529; Credit Mobilier, its source of revenue, 152; proxies given to the executive committee Credit; xMobilier, 153; offces of the two companies held in the same place, 774 INDEX. BARNJES, OLIVER NjT.-f ontinued. 153; resolution to equalize, the date of npayrnent to liceease stoeii suI)bSCri'ptions, 154; report of the treasurer to the stockholders of the Credit otlobilier, 154 list of stockholders of Credit Mobilier, May 18, 18,66, 1 15; stockl-list of the Credit RMobtilier of America, LMay 17, 180G, 156; list of stolkholdlers of the Credit MJobilier, May 16, 1868, 157: subscrriptio n-list to the Credibt l~ol)ihier, 159; ilncrease of ra.ilwa'y bureau, H1O. BONDS.. United StLates pe ceant. 30year bono ds r15; Vlited States 6 iper ent. 30-uyear bontds on hand, 616j U2nited States 6 per cent. 30-year currency-bonds, 618; fils-r-ortgage bonds, 619; Union Pacific Bailroad bonds, 611; land-grant bonds, 624, 66, 627; income-bonds, 611, 627; income-bonds anld st'oc sold by trusties, 634; bonds sold by truste es 633; bonds of all clases, 3 2,0 b els ce-slhe-t, Am.-ies c'ontract2, 6'3; balance-sheet, Davis contract, 633. BUTLE L, Hon. i. F., testimony of: Letter from Jo.n TB. Alley to General Butler, 6iS3t Genieral Buiil3er's stL.atei ent int; regard to his connecti'lon itsrh tmlh Urnion Paciii'c'ailroadl, 60.j. CLA2rK,!HORACIE C F. tesilmoilny or. President of the Union Pacific Railrond p. 39P 4; elecrted ]resitenu t 6thi of M~larcih, 1872; never w.as connected with the Credit 1hilobiiier, 394; matdle report to the Secretary of the Interior 1-2th September, 1872; 1 only know the cost of the road from bookaccount, 394; the items that go to make up the capital stock of the col-pany, 394; what the company owns, 395; the floating debt, in round numbers,is $2,000,000, 395; in the floating debt we do not embrace arrearages of interest due to the Government, 395; the floating debt is wholly in notes, 395; gross and net earnings of the road, 396; a detailed statement of the earnings, 396; if the Governiment withheld the nmoney, and -there should be a snow-blockade, I think the result would -be disastrous to the road, 397; the weight of the iron per yard is 58 pounds, 397; no fund has been set apart for renewing the iron, 397; it is not customary for railroads to put aside a sinking-fuind 398;. 1 think it will be necessary to expend this year half a million of dollars for relayingl the track, 398; the cost for relaying is to be deducted from the gross earnings, 398; 1 have not had the practical management of any road, 399; have given attention to railroads, 399; unfriendly relations between railroads and the State or Federal Government would affect its prosperity, 400; I think there is no traffic that requires any very large expenditure, except for the mlaintenance of the track, 401; there have been " accommodation transactions" with the company since my administration, 402; those who ha. e loaned the company money are secured by collaterals, 402; the stock, instead of being estimated at 100 cents to the dollar, was estimated at 30 cents, 403; coal was discovered while the road was in course of construction, 404; rumors about coal, 405; at the time of the Alies contract, I think the belief was quit e universal that coal deposits accessible would be found, 405; where the first indications of coal appeared, 406; copy from Durant's report, 405; reports relating to coal, 407, 408; Evans Pass, 408; the general route of the road was undns'er st ood befbre the Ames contract; 4609; copy fcom the report of Mr. Doldge, 409; became a stockholder' after the 1et of January, 1872, 410; not a cent used to carry elections, 410; an amount equivalent'i; to the capital stock is sold o-ver many times in the course of a year, 410; couunlicatiolis wre sent to me, snying thft tlere was danger of bills being introduced that would injure the road, 410, copies of collmmunications and answers, 411 412, 41, 414, 415; resolution for the issullng oi ixteen mnillions of new bonds, 416; the bonds are 1eing' elngraved, 416; the sales of th:e stock of the Union Pacific Railroad Company have beern very large during' the p-ast year, 417; before electing officers vwe give notice in advance, keep the boloks opien1 to a certain day, to permit transfers, then -we close the books, 418; Hon.. Shellabarger propounded to the witness a series of questions elating to the Ai-nes and other contracts, which are fully answered on 418, 419, 420, 421, 422, 423, 424, 425; *answers to interrogatories propounded by HI-on. G. F. Hoar, 425, 426, 427, 428, 4~29, 430, 432, 433, 434, 435; salaries paid the presidents of the road, 436; General Dix rendered service, some service, while in France, 436; the snin paid General Dix $50,000, 436; after General Dix left the road he received $ 0,000, 437, 438; the Wyoming coal contract, 438, 439; there is no such thing as a perfectly finished road, 440; the outlays for repairs will come out of the net earnings, 440, 441; amount of the assets of the company hypothecatedl, 441, 442; we have no floating debt, except the $2,000,000, 442; 1 do not think the company could pay the floating INDEX,, 775 CLARKE, I 10RACE F. —Coontinued. debt and imaintain itself, 442; I do not mean to say that Lhe Goverinmesnt h1ad withheld the whole of the land, 442; we have sold. abouta 2,909,000 acres of land, 443; if the Government withholdls the mioney dune on trans)ortation, somebody has to fill up the gap; I do not know who will do it, 4A-3; we have resident enoineers on the line of the, road, 443; I hiave treated the $2,000,000 note as a nullity, 444; report maade by Mr. Shermllin, 444; I do not see the relation of the note to the resolution, 444, 445; I should think 48-pound iron would be light, 446; the Wyoming Coal Comi pany complains of bad treatment, 447; I say that the records of the company show that the road cost 114,00,000, 448; I do not know of any unfriendly action on. the part of Congress; I spoke of deparitmental action, 448; Mr. e Wndell, Governme-nt commissioner, received $25,000, 449; I think the Goveimnent was prompt and liberal in the issuing of bonds, 449 by raids upon tha stock I mneant, fbr instance, the witholdiin of money by the Treasury Departmnent, 449; the next raicd is the one that re-openls again this quostion of withholding the moneyV, 450; the Omaha bridge, 451; the esrnings of the bridge, 451; Mr. CowlTan, wvrho alddressed to rme all the coulrunications whichli are before the committee, was a stranger to me, 452, 453; it is impossible to ascertain the number of shares of a speculative stock, 454; I bou Lt a large amount of stock at prices varying fiom 30 to 35, 454; I made oath to the report that w as filed with the Secretary of the Interior, 455; the Governmont t treated us with great liberality, 455; wIe have received bonds for the entire road, 455; we have not paid to the Governtent the 5 per cent., 456; the outstanding debt under the land-mortgage bonds in lovemlber -was $8,948,000. The lands of the company relmaining unsold amount to 11,430,)948 7,2 acres, 456; we have got oni hand notes for andl sold, not counting interest, to the amount of $ 1,377,239.27, 456; we have sold 649,000 acres to actual settlers, at an average per acre of $4.20, 457. COX, CHiRISTOPHEER C., testimony of: I was Commissioner of Pensions fromn Augunst, 1808, to May or June, 1869, 574; I never owned or had any interest in any of the bonds of the Union Pacific Railroad, 574; I never had any inconie-bonds of the Union Pacific Railroad, 574; I owned, in 1870, for a few days, a few of what are called, I think, the third-mortgage or third-income bonds of the Eastern Division of the Union Pacific Railroad Company, the Kansas Road, 574; Hoover agreed to sell the bonds, 575; the amount of bonds proposed to be sold I think about $10,000, 575; I do not think that the profit amounted to over one or two hundred, 576; 1 never statexd to Hoover that the bonds had been procured for aiding in the passage of legislation, 577; I bought the bonds entirely as a speculation, 577; Hoover's reputation is the worst possible. I do not think that there are three persons in the community who would i-ndorse his character for anything that is proper and right, 578; I have the charity to believe Hoover insane, 578. COST of the Unioin Pacific Railroad to the Union Pacific Railroad Company, 630; cost of the Union Pacif c i-ailroad, 637; cost of the i1oxie co e.tract, 610; cosat of whole road, 644. CONTRACTS. tIoxie contract, 10; TWirlitims contract, 1 0; Am-nlos contract, 181; Davis contract, 181; HIoman, jr., contract, 500; Glfr'ey & larell cotrac 5r91;a 1 a; capital Credit Mobilier, 15, 377. CRANE, HENRY C., testimonly of: Officer in the Credit ilobiier, p. 30; stocklholdrer in the Credi t Ifobilier, 31; office of the Credit BlMobilier kept at New York, 31; names of the f2ifcers of the Credit MlIobilier at the time of the Ames contract, 31; dividends made to the Credit lMobilier, 31; naumber of dividends declared, 32; at the time of making the Anies contract was secretary of the Credit Mobilier, 32; Union Pacific Railroad Company in payment of the Ames contract paid cash, 33; trustees received payment ifrom the Union Pacific Railroad in cash, 33; nnmber of dividends and amount per cent., 34; capital stock of Credit Mobilier, 34; value of bonds and stocks, 35; increase of Credit Mobilier stock, 35; additional stock issued to Mr. Neilson, 35; dividend declared by the Credit Mobilier before the capital stock was increased, 36; dividends on what amount of stock declared, with amount per cent, 36, 37, and 38; there had been payments made on account of the contract of Boomer, charged to Gesner, 513; amount paid to Boomer $1,895,954.47, 513; the total cost of the Ames contract, 629; cost of the Davis contract, 629; whole cost to the company under the Ames and Davis contracts $42,914,774.61, 629; the first-mortgage bond-account is not a part of the construction, 629; the dividends mnade under the Ames contract amount to $20,,437,500, 530.; resolution of Bushnell to make an allotment of 776 INDEX. CRANE, HENRY C. —CoLtinued. 30 per cent., 6.30; extracts frorn tlhe books of the co;tlpa-ify,'31 1'6iher'e weAr $5,811,000 incowme-bonds sold by the coripany to the trlstees, at 60 cents, 63217 balance-sheet, Ames coutract, 63; inconie-bonds and stock sold by trustees, 636. DEY, PETER A., testimony ot: I was employed in September, 1862, to mnalke a. reconnaissa —nc from the Missori River -to Salt Lake and tell what I thought of the clhanlces of buibliiing a road, 238, 239; I was employed about the 1st of September, 18G3, to make surveys, by Durantn, 239; the Evans Pass was discovered in the fall of 1865; the grading is very light until you aet to the Black Hills, 2329; no estimate nmade prior to moy co-nnectionc nwith the roadl, 240; my idea is that the estimates were large, 240; diMr. John E. Henry inslntlru tedl me to make a large estinlmate, 240; saidl he got his instructions f-rom Dunr anr, P co0; I think $30,000 per 1mile for construction, includingl equipments, would cover all ex penses on the road between Oimiaha aPnd -the one hundretlh meridian, 241; esti!ateo for the second huncdred miiles, 241; made the second estimnate on the first one hliddred miles September or Octobler, I1864; I resigIned as chief engineer Union P eific Railroad 30th December, 1864, 668; 1 exSamin ed thle whole line firomi Salt Lake Valley to OlAlaha, 668; my estimate was that the road could be builtC i4- cash "~r,40,0O0,000, 669; my resignation Awas tendered because I objected to being nmade an instrument to carry out the provisions of the Foxie contract, 669; copy of Mr. Day's letter of resi g;unation, 66l9 resigl ation sent to General Dix, with copy of private letter from Dey -to General Dix, 669; copy of reply sent by General Dix to DJey, 670, (671; my objections to the Htoxie contract were, that it was letting the work for (,2,000,000 more than it ought to Lhave been iet, 671 nmy experience in railroad-building had been that in the early stages of a road it should not be burdened with debt, 671; from the terminus of the one hunndred'iles to the one hundredth meridian my figures were about ]$27,000 per rmie, 6'72; I speak of cash'when I speak of values, 673; I put on. the prices that wa-ere ruling at that day, 674; the distance from the one lhnlildredt;h meridian to the 3l3ack Hills. about 270 miles, 674; no tauinnelling was necessary, 675; 1 never let a piece of work except cn estilates, 675 ij; insttructionas to icrease elstimat came tllionigh Durant, 676. DICKEY, 11on. OLiVEl J.: Statement of Mr,. Dicdkey, ina deflense of — i,. Th addeis -.fte.en'S, 72. DILLON, SIDNEY, testimony ot!: Land owned by the Credit Mobilier at Counlcil Blnffs, Iovwva, 497; there has beel a good. deal of discussion about the initial point, 497; property owned by the Credit Mobilier at Council Bluffs, Iowa, Columbus, Nebraska, and a claim augainst the Union Pacific Railroad for 82,000,000, is about all tbhe present property of thie Credit Mobilier, 497 value of the lands, 497; a claim against the Union Pacific Railroad, as long as -their note has never gone to protest, must be considered good, 498; in round numbers, I think the property of the Credit Mobilier is $2,200,000, 498; we have got a note of hand, but they claim that it is not a valid note, 498; if the depot was established at Council Bluffs, the land would be worth $400,000, 499; the Credit Mobilier holds less than 2,000 shares of the TUnion Pacific Railroad stock, 499; president of the Credit Mobilier since May, 1867, 499; 1 knew nothing about the transactions going on around'Washington, or anywhere else, 500; I renmember that J. AM. S. Williams male a proposition to build the road, 500; the trustees got the stock and bonds which they divided up from the compainy, 502; there might have been' ain estimate made on the part which had been done by the Hoxie contract, 502; the highest gradeon the road is ninety feet, 503; the contract was taken by Ames as an individual, 503; I am one of the seven trustees, 504; the checks were used to pay subscriptions of stock, 504; the bonds were procured in th:le same way, 504; the accounts between the Union Pacific Railroad and the trustees is about even, 505; I thlink I allowed Davis three or five thousand dollars for the assigrnment of hlis contract, 505; I don't think it would be a fraud if there was a small amount of work remaining to be done, 505; by getting the bonds a month or so sooner it would give'us increased strength to build the next thirty or forty miles, 506; statement made by the vicepresident, Durant, 507; I think the Evans Pass was adopted as the route at the elate of the Oakes Ames contract, 508; it was impracticable to let the work in small quantities, 509; I thought we were doing justice to the Government, and that they had no right to complain, 510; T. C. Durant is a fast man, 510; I would not take a contract unless 1 thought I could snake 20 per cent. IN-DEX. 777 DIRECTORS of the JUnion Pacifie Railroad, frlom 184 to 1872, 590.; dividends, when made, and amoIult, 6:'0; demuand-note, 595; detailed statement of bills payable, 593. DIVIDENDS. Dividend pyabySt- JTims ry, 1828, 7:5; diviidendi' pa Jan ary 3,, 8..; dividend payaoble Jnre, 18C, 7t31: dividend pa ryable J0ly 186s-7'33. DUFF, JOHN, testi'mon- of: Connected with the Union Pacific RailroaLd. srine 1363, as, director 478- stockholder since 18607 478; I amn vice-president of the coimpany, 478; subscriecd for stock in the Creciit Mobilier at the time it was organized, 478; I disposecd of my Credit Mobilier stoc' three or fonr years ago, 478; there wecre two dividends made before I disposed of imy stock, 478; I think I received bonds as a bones at the time of the increase of the capital stock of the Credit Mobilier, 478; 1 know nothing about the $1260000 but Ar-hat I have lheard since this investig~ation com-menced, 479; I was on the committee, 479; I came to Washington. to see lwhat Congress was going to do in reference to this olrer of MIr. Bout-ell, 479; 1 declined to act on the committee becautse I kneow nothing about it, 479; I did nect iknow of legoal expenses at Washington, 480; reasons wiihy lir, Dff reftilsed to serve on the committee appointed to investicatte the account of 4!l P000, 480, 481; I lknow nothling about the i;12G,000 cexcept that it was paid, 481; I rwas in'Waslhington a day or two at the time of the passage of the lerislationr of 1864, 481; I came to Washington at the request of -Mr. Ames, Sr3; nay purpose in comning to IWNas'hington was to klno'w what C'onLress wvas' doiun,i 48,1; General Dodge told me that the Governiient transportation wvould be paid as usual, 482; the duties of the toice-president are not defined1 except to act in the absence of the president, 4S9; it has been the practice of a good many directors to refuse to act on-commnx ittees, 483': I understood that the committee cwas to act on legal expenses, 433; I am now vice- president of the road, 484; a large a0mount of tile bonds are held abroad, 484; I know nothing about the sl-uspenlse account except thle reports nadcie by the different colnmnittees, 485; resolution offered by Durant to loan the funds of the trustees, 486; resolution offered by Durant to authorize the treasurer to subscribe 81,500,000 to the stock of the Union Pacific Railroad, 4487; resolution of Bates that. in accordance with the provisions of the trust, a dividenld of 60 per cent. in cash, and 40 per cent. in stockl of the Union Pacific Railroad, be paid to the holders of the stock of thre Credit Mobilier, 487; resolution of IBuslinell that the treasurer make demand on the Credit Mobilier for an advance of $2,000,000, 487; resoluvtion of Biushlnell offered that the treasurer be anthorized and directed to subscribe for $2,500,000 of stock of the Union Pacific Railroad, 487; resolution of Bushnell that the treasurer be aunthorized to purchase $2,500,000 first-mortoi'age bonds Union Pacific. Pailroad, 487; resolution of Bushnell that an allotment of 20 per cent. in cash be made to the parties inlterested in the trust, 487; the check was taken for the work clone, and the check was paid back for the stock, 488; at the time of letting the Anmes contract I was a director in the Union Pacific Railroad, 488; I was opposed -to making- the Ames contract, 485; parties who were not good railroad men, 489; it rwas stated at the tinme of the Ames contract that there were about 138 miles completed, 489; I never knew the details of the Boomer contract, 490; the reason -why the 138 riiles mas included in the Ames contract, 491; I am an experienced railroad nian, 492; actual. cost of the Ames contract, 494; I think Davis, for the assignmrent of his contract, made a demand for $2,000, 495; the initial point lies bet. ween two anld three miles above the city of Omaha, 493. DUtRANT, THOM3AS C., testimrony of: Vice-president and director Union Pacific Railroad, 62; surveys comlrmrencecd in 1863, 62; last survey mllade in 1869, 62; last location nmade in 18ti, 62; estimates made on several parts of the road as they were located, 62,; cannot tell what disposition was made of the estimates, 63; first contract made for the construction of the road, 63; amount of money expended by the company. for construction and equipment, 63; the U.nion Pacific Railroad Company ceased to construct the road, 63; Hoxie's contract, 63, 64; transfer of tile Hoxie contract,, 64; the Credit Mobilier had the right to take charge and construct the road, 64; the Credit Mobilier did take charlge of the work, 64; in closing up the Hoxie contract the Credit Mobilier mlade the settlement with the Union Pacifice Railrocid, 64; excess paid by the Union Pacific Railroad, 65; the work on the Hoxie contract completed oil the 5th of October, 1866; the vwhole length was 247-L4- 5,m iles, 65; officers at time of making the Hoxie contract, 65; board of managers, 65; officers of both companies, 65; directors of the Union Pacific Railroad directors of the Credit Mobilier, 66; the contract for building the road, after the Hoxie contract-w-ith wvholn made, 66; the price per mile -under the Boomer contract, 66; Boomer contract made on the 10th of Novem 778 INDEX. DURANT, THOf3AS C.-Continued. ber, 1866, 66; extension of the Hoxie contract, 6S; IHoxie contract extended over tile Boorner contract, 67; Boomer contract never approved by the board, 67; resolution extending the Hoxie contract, 67; cost of the ro ad over which the Hoxie contract was extended, 67; protest entered, also in1junction obtained by Durant, 68; copy of protest, 68; relative positions of the two corporations had changed at that time, 68; resolution offerecd by Mr. Bushnell rescindingi the extension of the ioxie contract, 68; engineer under the Boorner contract, 69; resident engineer's reports not indorsed by chief enoineer, 69; reports afterward approved, 69; rate to be paid by the Union Pacific Ruailroad Company under the Hoxie contract, 69; actual cost of the fifty-eight miles, 70; William is contract, with copy of proposition, 70; resolution acceptin the Willi as proposition, 70; copy of D rura nlts protest, 70, 71 the protest stated ihcts, 71; WVilliams's assignment of contract to the Credit Mobilier, 71; don't recollect whether advertisement for bids to the public at large was given, 71; proxies were given by stockholders of the Credit lMo'oilier, wllo were stockholders in the Union Pacific Railroad, 72; per cent. of stock in the Union Pacife [Railroad owned by stocliholders in the Credit Mobilier, 72; Credit MIobilier assets, 72; the reason why a boa-rd of trustees wcas formed, 72,.73; tile trustees held the profits in trust under the Oakes Amues contract for all thle stockholders of the' Union Pacific Railroad, 73; dividends, how divided, 73; although no proxy was given, the stockholders received profits, 73, 74; at the time the Oakes Ames contract was made the Credit MIobilier did not own the stock, 74; securities could be sold aRfer the Ames contract was irmade, 75; every member of the Credit Mobilier was liable for the performance of the contract, 75; whenever the trustees wished to make a purchase they made the Union Pacific Railroad Company an offer for a certain amount of securities, fixing the price, 75, 76; the compalny preferred to sell their own securities, 76; the stock was always at par, 76; bonds sold to the trustees, 76; bonds only obtained by purchase, 76; the trustees had acquired entire control of the railroad, 77; power to vote on six-tenths of the stock, 77; amount of money distributed to the stockholders of the Credit Mobilier in cash -was $3,375,000 on the Ames contract, 77; amount of bonds distributedl, 78; amount of Union Pacific Railroad stock distributed in the aggregate, 78; the Davis contract wNas assigned to the trustees, 78; amount divided which was derived from the Ames contract, 78; nothino but stock, bonds, and money divided, 78; capital stock Credit Mobilier increased, 78; increased stock, how disposed of, 78, 79; stock held by Mrs. Anna Dodge, 79, 80; Davis contract, date when made and assigned, 81; Durant and Brooks come to 5Washington, 81; Simeon Johnson wanted payment for services, 82; Mr. Brooks agreed to take Credit Mobilier stock, $2, 83, 84; value of Credit MIobilier stock Janiiuary 5, 1867, and its advance, 84; first survey in the Rocky MIountains made in the fall of 1863, 85; surveys made from 1863 to 1867, 85; became acquainted with the general character of the country in 18'03 or 1864, 85; preliminary surveys before the Oakes Ames contract was mlade, 85; the reports contained estimates of quantities, 86; duties of vice-president, 86; there mas a committee appointed to receive propositions, 86; every stockholder of the original two and a half mnillions paid up in full on his stock, or the Credit Mobilier did, 87; whole aimount of stock issued by the Union Pacific Railroa(d, 87; amount subscribed for stock before 15th August, 1867, 87; only five or six millions of stock taken at the tinme of the Oakes Ames contract, 87; no ag'reement to take stock, 87; the contract with Oakes Ames guaranteed to the comipany the funds to compldte the road, 87; stock to be paid only in money, 88; the Credit Mobilier stock advanced in price as soon as it was kinorwn that it htd an interest in the Ames contract, 88; the details of the Ames contract left to the executive committee, 88; Yvalue of the Credit Mobilier stock, Ang ust 15, and October 1, about par or 95, 88; no understanding between Ames and the Union Pacific [Railroad abouts others sharing in the profits, 88; how long acquainted with Ames, 88; opinions as to Mr. Ames, 89; Mr. Ames would not have taken the contract without approximate estimate, 89; the Ames contract, estimates, &c., 90; IMr. Aimes may have had copies of the estimates, 91.; duties of the chief engoineer, 91; duties of the Government directors, 91; after Mr. Aimes transferred his contract, the Union Pacific Railroad gave him a general release, 91; dividend of 12 per cent., 91; the Oakes Ames contract was made by Oakes Ames, on one side, and his brother Oliver on behalf of the company, 92; Oliver Ames was president of the company, 92; Oliver business partner of Oakes Ames, 92; the provision of the AiAmes contract, 92; stock had to be issued over and above the first-mortgage bonds and Government, 92; route adopted in 1863, 92; the reason for adopting the new route, 92, 93; Durant furnished money to aid Mr. Harlan, 93-96; suit to recover stock from Oakes Ames, 96; stock assigned to Oakes Ames to enable him to fulfill his contracts, 300 shares, 97; value of the stock held by Oakes Ames, 98: contractors are not in the habit of making reports to the public, 98; Oliver Amnes has custody of the books which show the profits that were divided among the Credit Mobilier INDEX. 779 BDURANT, TiHOM-IAS C.-Continuedt. stockholders, 98; testinmony relating theretto 99 Id,:. Jcncks employed as an attorney, 99; General Butler employed as anl attorney, C(19; statement of the $10,000 paid to aid in Harlan's election, 100-102; suspense-account, 103; the 16S,000 chargedl to the suspelse-account, 103; money, on thle general suspenseaccount vwere paid by the treasurer, 104; J. B. Stewart.got one or two hundred thousand dollars, and may be more, 105; Alexander Hay got seventy-five or' one hulndred or one lundred and fifty tlhousand dollars, 105; Stewart and -lay were in'Washington; I don't kinow whaxnt they werte doing, 105-107; resolution appointino a committee to invewstio'ite the suspense-account, 108; checks sent to Harlan not embraced in the suspense account, 109; Harlan checks, 110; examination as to the suspense account, 11L; vouchers given, 111; Stewart and Hay, 112; the point on the road at -rwhich the Almes contract commenced, 113; on the day the Amnes contract was authorized there was 188 miles of the road constructed, 113; the Ames contract was assioned to the Credit Mobilier on the 16th October, 1867, 113; nuniber of miles completed west of the hundredth meridian, 114; reason why the comnleted road was embraced in the Ames contract, 114; examination on samne sunject, continued, 115, 116; dividend declared on the 12th of December, 1867, 116; the capital stock of the Credit Mobilier, 116; the aggregato of the dividends declared on that occasion, 116; it was the understanding that the Davis contract was to be transferred to the board of trustees, 117; by the transfer of the Davis contract tle effect was to extend the Ames conltract over the uncompleted portion of the work, 11.7; resolution to illquire by what authority the checl for $50,000 was paid, also, $11,000,000, and $3,000, 117; copy of protest filed by Mr. Durant, 118; the trustees had drawn money on the 667 before the Davis contract was made, 118; extension of the Amnes contract, 118, 119; copy of a letter written by Oakes Amnes addressed to H. S. McComb, 120; conditions of the Ames contract, 120; I think;65,000,000 would have constructed and equipped the road, 121; Government expenditures, 121; statement of earnings for eleven months in 1872, 121; value of the stock of the road, 122; Wyoming Coal Company, 122; first contract in regard to the Wyoming Coal Company, made in 1868,122, 123, pay of Government directors, 124; Sioux City Construction Company, 124, 125; railway bureau, 125; executive committee created thle railway bureau, 126; suspense-account items, 127; money paid to Stewart, 127, 128, 129; after 1866 or 1867 there were no numnbers to the bonds, 129; character of the land-grant bonds, 129; the lanli-grant bonds were solb to anybody, 130; land-grant bonds issued in 1868, 130; land not of much value, 131; of what the railway bureau consisted, 131; the resolution relative to the land-grant bonds was adopted, May 12, 1864, 131; amount paid for the Fiscal Agency charter, 131, 132; the first time the two companies had anything to do with each other, 132; Ames's proposition and action of the board, 133; Credit Mobilier paid 30 per cent. on subscription, 133; the two corporations confounded, 134; statement of Mr. Barnes inaccurate, 134o; copy of communication addressed by Mr. Durant to the board of directors'of the Union Pacific Railroad Company, 135; copy of thle proposition of James W. Darvis, to build and equip, 135; copy of agreemnent made wiith Davis, 136; copy of cost under Hoxie contract, 136; dividends -and allotments as shown by the books, 136; total dividends and allotments, 136; statement of suspense account, 137; report of committee, 137; I never knew what became of tlhe bonds after they went into Stewart's hands, 514: Stewart was in my employ, 514; money and bonds paid to J. B. Stewart, 516, 517, 518, 519; never had a transaction with Tllhaddeus Stevens, 522; copy of letter addressed by Durant to Ames, on the subject of tlhe payment of the $235,000 to Wendell, 523; I did not authorize Snyder to make the paylment to Wendell, 523; copy of letter addressed by Durant to the President of tee JUnited States in relation to the Government commissiolners, 524; copy of a letter freom Snydler to Duralt in. re!a;tion to the paymeint Ilade to 1Weidell, 52t5. GILMAN, TAEHOT-kS P., testilvery of: I think Cfelnel G. Cer. Deoc(-) dcpoite:l thle cheek for $2,C0,,69, EAM,I, BENJAJTIN F. testimony of: Assistant secretary and treasurer, and also a director of the Credit >Mobilier, 7; copy of the act to incorporate the Pennsylvania Fiscal Agency, 7; letters-patent signed by the governor of Pennsylvania, 8; an act to change the name of the Pennsylvania Fiscal Agency, 9; second amendment of charter 9; the first meetilln of the Credit MBobilier was on the 29th of May, 1863; names of the original stockholders 780 INDEX. HAM, BENJAMIN P.-Continued. Credit Mobilier, 10; books of the Credit Mobilier lost, 10; stock subscribed for in the Credit Mobilier, 11; my son holds three shares Credit Mobilier stock, 11; amount paid on account of the three shares of stock, 11; dividends receivedZ 11; amount of Union Pacific Railroad stock received on three shares, 12; value of shares of Union Pacific Railroad stock received, 12; first directors of the Credit Mobilier, 13; list of officers of the Credit Mobilier, 13, 14; the Credit Mlobilier had charge of building the road. to the hundredth meridian, 14; the Credit Mobilier paid on account of construction under the Hoxie contract $202,770, 14; the Credit Mobilier lost its money, 14; tile Credit Mobilier lent money to the Union Pacific Railroad, simply on book account, 14; only one dividend declared by the Credit Mobilier, 15; Credit Mobilier stock increased, 15; value of the Credit Mlobilier stock in 1867, 16; stock was held at all sorts of fictitious prices, 16; Credit Mobilier interest in the Ames contract, 16; at one time auditor of the Union Pacific Railroad Company, 16; was an officer of both corporations, 17; -where the lost papers were contained, 17; lost books, 18; cause of their disappearance, 18; dates -whien stock in the Credit Mobilier was taken mwith nrames of subscribersi 19; the profits on the Amles contracts -were paid directly to ste ockholders, 20; oniy,:5 or 10 per share paid on the stock, 20; stock how issued, 021 at the timne of making the Oakes Ames contract, the Credit Mobilier stbstanltially owned all the stock of the Union Pacific Railroad,'21; o*f what uthe origiimal stoci consisted, 21; Union Pacific Railroad stock,.36,000,000 anditor of the Union Pacifi@c Railroadl 371; the 1Hoxie contiract cost 8,50,000 per nile 371; the cost of the 1loxie contract,,i,14,290,8:35.00, 371; the c:,000,000 note referred to, 371; copies from the conimpany's books showing items for cost of construction under the Hoxie contracts, 372, 373; what it cost the Credit?Mobilier to build the road up to the one hundredeth meridian, 373; copy of a letter wr-itten by Hatin to Williams,. 374; the cost of the Oakes Ames coUltract has neuver boeei settled, 3741 the Credit dMobiliet paid to the Union Pacific iRailroad $1,i111,670 and 3>4,000, 374; they paid itover in checlks, 375; Credit Mobilier held 15 8SiO shalres of 30 per cent. stock, 375; the $1,104,000 -was paid over, by the trustees, to tlie Credit Mobilier, 375; the contractor subscribed for 22,90 shares of stock, 375; a check is considered cash, 375; the charter prohibited anything being taklen for stock except cash, 375, 376; the amount paid on the Ames contract, 376; payments made on the Ames contract covered the -whole extent of 667 miles, 377; Davis contract, 377; the amount of profit on the Hoxie contrac-tc, 86,272,232.91, 377; actual capital stock of the Credit Mobilier, 1st of Januar y, 1867, 377; how the profits were disposed of, 377-382; the Credit iMobilier paid the Union Pacific Railroad 85 for the bonds, 383, 384; other stock divided in the regular dividends, 384; dividend mlade, 385; present assets of the Credit Mobilier, 385; whole amount of stock issued by the Union Pacific Railioad, $36,000,000, 386; hovw Rice paid for stock, 387; two dividends of 6 per cent, 15; resolution of Mr. Bushnell, that the treasurer pay over to the Credit Mobiller, in accordance with the provisions of the contract of Oakes Ames with the Union Pacific Railroad, of August 16, 1867, the surm of $1,104,000, or a sufficient sum to enable them to make the stock of the Union Pacific Railroad Company held by them1 full ptaid, 374; the Government bonds were sold at par, 636; the Ames contractors did not receive bon(~s, 636; staternent of the cost of the Union Pacific Railroad to the company, 636; statement of the actual cost of the Union Pacific Railroad, 637; copy of a circular, 637; cost of the Hoxie contract, $12,974,416.24, 640; the above figures enmbrace the $1,934,769, 640; cost of the Hoxie contract to the contractors, 640; the Credit MIobilier advanced on the Anmes contract, $576,697.01, 641; the profits made on the Ames and Davis contracts, hov divided, 643; the aggregate profits made on the Amies and Davis contracts, 644; whole cost of the road, 6&14; well, it is the same thing( buying them or taking them upon a contract, 647. HAY, ALEXANDER, testimony of: I have retired f1rom business, 457; I -was in Washington pending tfhe legislation of 1864, 457; received an order firom Joseph B. Stewart on Durant to deliver moe 230 construction bonds, which I received, 458; other bonds received, 458; I deposited the bonds with tlle president of the Merchants' National Bank of this city, to the credit of J. B. Stewart, 459; $18,000 was placed to my credit, 459; I am very intimate with J. B. Stewart, 460; I had almost daily transactions with Stewart, 461; I had no special business here in 1864, 461; I took an interest in endea voring to get a bill reported to Congress, 461; Stewart paid me handsomely for what I did1 do, 462; he gave me $23,000, 462; I think there is a rec-eipt for the 250 boLnds in my trunk, 463; I was not a la-wyer, 465. INDEX. 781 HOOVER, T. Z., testimony of: The only officer of the Government who received Union Pacific Railroad bonds, that I know, was C. C. Cox, 569; in the latter part of 1868, or 1869, Ar. Smith came to me, and wanted me to negotiate $500 of Union Pacific Railroad income-bonds, 569; Mr. Smith stated that Dr. Cox, who was then Commissioner of Pensions, was part owner, 569; the bonds were put into my hands by C. C. Cox and Mr. Smith-they were together, 569; I think I must have received from Cox and Smith in the neighborhood of $35,000 worth of bonds, 569; I think that all the money that proceeded from my hands into the hands of Mr. Cox was in the neighborhood of four or five thousand dollars, 570; I asked either Cox or Smith how it was that they had so many income-bonds, and'he said, "It is through influence that we got possession of those bonds," 570; he gave me to understand tEat it was for getting legislation through Congress that he got those bonds, 570; Cox said we all float in the same boat, 570; Cox stated to me that Mr. Smith and he had joint ownership, 570; I was shown a receipt at a certain time purporting to be signed by a member of Congress, 571; Smith said it was Kelley, of Pennsylvania, 571; I was under complaint in this city, 572; I think they called it in that indictment obtaining money under false pretenses, 572. KELLEI, HJon. W. D., test;rony of: I am happy to say, as I do under the solemnnity of my oath, that I have never received, in way of compliment, or testimonial, or compensation, previous or subsequent thereto, directly or indirectly, any consideration for the couyse of legislation I have followed, eithler in speech or vote, 580; statement of Mr. Kelley, 580, 581. LE BARNES, JOHN W., testimony of: I am acting deputy Sergeant-at-Arms, 631; I had a summons for John P. Ranudolph, and proceeded to New York, but after the most diligent search could not find any person answering to that name, except an old colored man, 681. LEGAL expense-'acount, 189-191. LIABILITY of the Union Pacific Railroad to certain persons, 595. 5MORGAN, EDWARD, testimony of: Drafts were drawn for account of C. S. Bushnell against land-grant bonds of the Union Pacific Railroad Company at 70 cents to the dollar, and accrued interest;.the proceeds of the drafts went to Mr. IBsnilell's account on our books, and he got the benefit of the same, 648. MI~SSING books and papers, 18. NOTES due in 21arch, 1873, 5,4; notes due in April, 1873, t94; notes due i. May, 1873, 594; notes duie in Jul-y, 1873, 595; notes due in February, 1873, 595; notes due in Decelnber, IS72, 5935. POPPLETON, A. J., testimony of: I have been the attorney of the Union Pacifie Railroad since about the Ist of December, 1863, 691; I am familiar with the management of the bridge, and the transportation over it between Omaha and Council Bluffs, 691; when the bridge was first opened a contract was made w-ith one George WV. Horanas, for the transfer of freight and passengers over the bridge, 691; passengers going west change at the eastern end of the bridge, 692; general character of the country stated, 693. ROLLINS, E. H., testimony of: Treasurer of the Union Pacific Railroad, 180; secretary in May, 1869; first contract made with Hoxie, 180; references with reference to entries on books of the company, 180, 181; the amount paid under the Hoxie contLract and charged to it was 782 INDEX. ROLLINS, E. H.-Continued. $14,550,278.94, 182; payment of $2,000.000, 182; consideration for which the.2,000,000 note was given, 182; additional clharges on the Hoxie contract, 183; testimony relating to the $!2,000,000 note, 183; an order to issue $16,000,000 additional bonds, 183; copy of preamble and resolutions, 184, 185; the $2,000,000 note and additional bond issue, 185; collateral security for the redemption of the bonds, 185; amount of bonds lost, 185; cost of the construction of the road covered by the Ames contract, 186; item charged to the Ames contract, 185; entry copied from the journal, 186; cost of the Davis contract, 187; copied from the books showing the cost of construction nnder the various contracts —Ames contract, Davis contract, and Hoxie contract, 187, 188; total cost of road to the Union Pacific Railroad Company, 188; amount of first-mortgage bonds issued by the Union Pacific Railroad Company, 188; land —grant bonds issued, 188j the Union Pacific Railroad Company does not owe the Credit Mobilier, 188; the Credit Mobilier indebted to the Union Pacific Railroad, 188, 189; present board of directors Union Pacific Railroad, 189; the company owes money to its directors, 189; special legal expenses, 189; resolution appointing a committee to audit legal expenses, 189, 190; testimony relatinl to lecgal expenses, including iten of $i26,000, 190, 191, 192, 193; the Union Pacific Railroad Company contract with the Pullmnan Car Coumpany, 193, 194; the HIarlan.$10,000 legal-expense item of $126,000, and money to influence elections, 195; property belonging to the Union Pacific Railroad in the possession of the treasurer, 196; statement of assets, 197; loans in which the Union Pacific Railroad has an in - terest, 198, 199; net earnings for the last year $4,000,000, 199; the Governmeent 5 per cent. comes in nthen the road is completed, 200; claim against the Government for transportation, 200; gross ancld nlet emrning"s, 200, 201; statement of the indebtedness of the Union Pacific Railroad, 210; statement of notes payable December 10, 1872, 210; notes due in January, 211; notes due in Felbrnuatry 21-1 o notes due in March, 212; notes due in April, 212; dendlmaid notes, 212; statelment of all the current indebtedness of; the, company, 212; Omaha bride bondls, 224 the earnings on the bridge are ample to pay the interest on tle bonds, 213; in favor of the Government recoonizingi the road as completecd, 213; amount irequired to complete the road, z14; land-grant bonds,!2i4; the average price per acre I'ro which lands were sold, $41.25-)-v, 214; the road Iwdill nleed fir the present the same assistance it had in the past, 214, 215 estimated tirme tlat rails will la-st, from- seven to ten years, 215; permuanent coulsel in the employ oi thle road, and sal aries paid, 216; examined with reference to the $126,000, 216, 217; special attorneys employed, 218; corrected statement of Mr. Rol"lins, 919; tle indeiiture under whwhli the Oniaha bridge bonds were issuec bears date ist day of NLovemler, A.D. 1870, 582; resolution in regard to the disposition made of the bridoe bonds, 582); Mr. Bushnell received a part of the bonds, 583; after the act of Congress of Feurularyrl' 24, i871, a new boind,T(as issued, bearing 8 per cent. interest, and the old issue was Aithdrawn, 583; the new bonds were sold to C. S. Bushnell? 583; the bonds w.ere sold at oabout i0; the Union P'acifie Cornpany's books show that the coinmany received $2,00,000 -br them, 583; Bashnell arranged the loans ini New Yorck for the company, 58'13; 1,27'5 bonds were delivered to the trustees of the OmrnLa blridge bond, 583; they x- ere afterwards sent to London, and there sold, 583; A. E. T. Sickeles was general s1perintendent on the 21st of March, 1872, 584; the char-es on the Omaha bridg'e is 50 cents for each passenger, and $10 a car for freight, 5.84; the same rates are charg ed for the transportation of Government freight, 584; there is a separate accoliunt kept at Omaha of the moneys received from the bridgoe 584; the incomle bonds were issued pursuant to a resolution of the executive committee, adopted September 23, 1869, 584; copy of the resolution, 584; disposition made of the incomebonds, 585; copy of the checks referred to in the testimony of Mr. Spence, 585; I indorsed all the checks as secretary, 586; amount paid Rollins and charged to legal expense account, 586; the services I rendered were in adjustment of accounts of the company and the Departments at Washington, and also with reference to matters pending before Congress, 587; the company is receiving coal from the Wyoming Coal Company, since 1869, 587; the company pays 7 per cent. per annum and cornmission, 588; amount due John Duff and Oliver Ames, 589; executive committee resolution in relation to stocks, bonds, and securities, 589; amount of collaterals placed in the hands of Mr. Clark, 589;. all the securities of the company are held as collateral, 589; copy of telegram sent by Sickles to Rolling, 590; corrected statement of the bonds of the company, 590; copy of the aoreement between Union Pacific Railroad Company and George W. Homuans, jr,, of OCmaha 590; copy of contract Union Pacific Railroad Company with C. O. Godfrey andc Thomas WVardell, 591; detailed statement of bills payable, January 31, 1873, 593; notes due in April, 1873, 594; notes due in May, 1873, 594; morloraondum shovwinog tihe liability of the compnany to the persons named, 595; list of directors from it69 to 1872, 595, 597, 59, 599; copy of list of stockholders used at ti;e, anniua l ieclioltn 106630, 5069, 600,6 01i; list of INDEX. 783 ROLLINS, E. H.-Continued. 604; list of subscribers to the capital stock of the Union Pacific Railroad, 604; stockholders Union Pacific Railroad, and number of shares standing in their respective names at the closing of transfer-books, February 24, 1879, 601, 602, 603, list of stockholders of the Union Pacific Railroad at the close of business, February 26, 1870, 605; list of subscribers to the capital stock Union Pacific Railroad, 607; list of stockholders Union Pacific Railroad February 25, 1871, 607; list of subscribers to the capital stock Union Pacific Railroad, shares $1,000 each, 611; disposition made of income-bonds, 611; statement of income-bonds exchanged for certificates for first-mortgage bonds, 611; detailed statement of the persons who received the 8,263 land-grant bonds sold under resolution of April 9, 1869, 613; United States 6 per cent. 30-year bonds; abstract from ledger, 615; abstract Ledger C, 616; abstract from Ledger A, 617; United States 6 per cent. 30-year currency bonds on hand; abstract Ledger B, 618; first-mortgage bonds, abstract Ledger A, 619, 620, 621; first-mortgage bonds; abstract Ledger B, 622, 623; firstmortgage bonds, abstract Ledger C, 624; land-grant bonds, 626; incorne-bonds, 627; action taken by the board in relation to the disposition of the land-grant bonds, 638; amount realized by Ihe company from each class of bonds issued and received, 639. RICE, JOHN A., testimony of: Stock issued in thle name of Rice, e29:4; stock issuled to B. E. Bates as treasurer of the trustees under the Armes anud Davis contracts, 294; paid the money to the treasurer for tile shares, 294; assistant treasurer of the trustees, 294; did not leave any money -with the treasurer, 2994; name signed for 120,000 shares of stock, amounting to $12,000;000, 2'-. SCOTT, THOM-i.AS A., testimony of: Was president of the Union Pacific Raiimoad,om.MarTch, 187i, until March, 187'2, 649; I was at tiie meetino on the 9th of March; the committee lheard Mr. Bushnell's claims, as statetdl by nmyself, and (raU ted himn the amount of $123,000, 650; Bushnell gyave.me a hIeik for $19,000; his cleek I deposited on miy returin to Philadelphia, at thea Girard bol-k 651. SIIAW, ) WT. BIG~LE, testi mony ofs Newspaeper correspondent, 2960; was fvware of lthe steps tak-en r,y the Secretary of the Treas ury, 220; ascertained the fact fromn the Secretary huinself. 220; conversation between Boutwell anld Shaw, 221; pefore the stock fell I nnloaded, 221; I gave two hundred dollars to R. J. Hinton, 223; am always more or less dabbling in stocks, 223; brokers carried stock for ine, 224; 1 do not think it is a part of the business of this committee to inquire into my private transactions, 224. I think Mr. Clews carried stock for me, 2,25. SHERMAN, CHARLES T., testimony of: I was one of the Government directors, 651: the route mentioned in the Williams report was the one adopted, 651; the Black Hills route was fully known to the directors at the time of letting the Ames contract, 651; we condemned the Hoxie contract at the first meeting of the board in New York, 652; but afterward, when we discovered that the executive committee had extended the Hoxie contract 150 miles fi.rther, without submitting it to the board, and without communicating or reporting it to the board for nearly a year afterward, we did feel disposed to protest and take some action on the subject, but why we did not I cannot give the reasons now: we felt outraged at the time, 652; the ground of objection was that tnie price was too large, too extravagant; it was $50,000 a mile, but it should not have cost the half of that, 52; the price stated at which the Oakes Ames contract was let per mile, 653; I think the prices paid Ames were double what they should have been, 654; the Hoxie contract was extended while I was a director, 655; we knew that the Hoxie contract had been assigned to the Credit Mobilier, of which a large number of the directors were members, 655; by a report of June, 1865, we set out the Hoxie contract in full to the Secretary of the Interior, and stated our objections to it, after which we acquiesced in it, 656; I had a general knowledge that the capital stock was not subscribed, only just the minimum amount, 656' the Boomer contract I never saw, and I do not recollect the particulars of the Hoxie contract, 657; in 1864 our compensation was fixed at so much per day, 658; I cannot say that I have experience in railroad-building, 658; I think the profit was a good deal more than fifteen millions, 659; I sho-uld treat the Government 784 INDEX. SHERMAIN, CHARL:ES T.-Continued. bonds and the first-mortgage bonds in the hands of the contractors as cash, 660; land-grant bonds are a third-class security on the road, but a first-class security on the lands, 660; I think $40,000 a mile from Omaha to the terminus of the road would have been sufficient, 662; I think a profit of $18,000,000 is more than it should be, 662; the first-mortgage bonds were averaging over 80, 663; I have never been over the road, 664; I was a member of the coumlittee to settle accounts, 695; I made no inquiries as to the validity of the Hoxie contract; 696. SMITHI,. J. testimony of: I know a unan named T. Z. Hoover, 578; I intrusted him with bonds to negotiate, 579; I cannot recollect the amount, l)ut think I did not receive over a thousaud dollars, 579; the reputation of Hoover is that he is a thllief, a liar, and a perjurerthat is the common repute, 580. SNYDER, WEBSTER, testimony of: I was general superintendent of the Union Pacific Railroad, 467'; I think I paid all the Government coimmissioners, 367; paid Cornelius WTenlell $25,000, 467; be declined to act without, 467-469; I think Dr. Durant opposed the payment, 470-472, 474, 475. SPENCE, BENJAMITiN W., testimony of: I am an accountant, 344; was an employs of t1he Union Pacific Railroad Conmpany; was assistant treasurer of the trustees under the Ames contract, 345; full statement in relation to the $126,000, 345; how and to wholl the $;126,000 was distributed and paid, 345; amount of each check, 346-353; the $2,000,000 note was charged to the Hloxie contract, 354; the Credit Mobilier was indebted on the books of the Union Pacific Railroad Comnpany, 354; the Hoxie contract stood debit on the books, $263,620, 355; Okes Aimes was debited with $1,748,739.95, 355; the entries show that the contractors on the Ames contract owed the company $1,748,739.94, 355; the books show a debit on the Davis contract of $23,548,547.54, 355; Credit Mobilier indebted to the Union Pacific Railroad, $816,285.01, 356; bonds sold, 356; bonds sold, income,land-grant, and bridge, to Mr. Bushnell, to the amount of q$4,000,000 and $5,000,000, 356; subscription made by John A. Rice, 356-3583; value of stock, 358; copy of a circular sent to the stockholders Aunust 11, 1869, 358; second circular sent September 22, 1869, 359; what the stock of the Union Pacific Railroad realized in cash to the company, under the propositions stated in the circulars, 359; resolutioni of Mr. Duff relating to the interest, delays in location, and extraordinary expenses in building the road, 360; shortage on the bonds, 360; company ought to be in possession of the numbers of the missing bonds, 360; delivered the check to J. F. hWilson, on the 9th of lay, 1871, 361; left the employ of the Union Pacific Railroad in June, 1871, 367; certificate of good character, 368; brought suit against the company, 368; I recovered two thousand two hundred and sixty-seven dollars from the company, 369; banks named where checks were collected, 370; I made the figures that I might be able to explain, in case any of the directors asked questions in relation to the checks, 526; the Wiilson check came back at the enld of the month, when the bank accounts camne, 527; I did not give the check to Bushnell; the ~19i000 check went out of my hands to MAr. WVilson, 527. STATEMENT of assets of Union Pacific PRaflroad, 59.; statinlmeinnt of Un'on Pacific Railroad bonds, 61.1; statement of the 8,263 Iandl-glant bonds, 613; stockholders of Union Pacific Railroad, 599; stockholders February 24 1872 601; stockholders February 26, 1870, 605; subscribe to the $1,000 stock, 607; stockholders Felbruary 25, 1871, 607; statement of those who receivel the S,Q93 landl-grant bonds, 613. STEWART, JOSEPH B., testimony of: General answer to inte-rogatory, 173: d(id. all I conlid to procure the passage of the amendment of 1864, 174; took a pretty acttive part in getting up the amnendment, 174; addrsssed members of Congress througoh the press and personally, 174; disclaims being a lobby member, 174; for the last twenty years have had a great deal of business before Congress, 174; labored for the Pacific Railroad act of 1864, 175; for individual services was paid $30 000; receivedlpay through Durant, 175; bonds received from HIallett and Durant, 175; Durant and Hallett paid me a largae amount, to exceed $250,000, 176; decline to allow any inquiry into my clients' business, 1'76; I object to the use of the language having traced into into my hands, 177; I have stated imost distinctly that exceeding ~50,000 of bonds passed through my hands, 177; never paid any of the bonds to an officer of the Government 177; I INDEX. 785 STEWART, JOSEPH B. —-Continued. got the bonds the latter part of,June, 1864, 179; I am the author of the eleventh section of the act of 1864, 179; reported to Durant how the money was spent, 179; refuse to answer, exclusively upon a sense of duty'to my clients, 179; I stated that I had received $2650,000 of bonds, 388; to the best of my recollection, I received something exceeding $100,000 of the bonds of the Union Pacific Railroad, 389; 1 have repeatedly stated, and I now again say, that I will make no statement about the business of my clients, 389; I refilse to speak about the business of my clients, 389; you need not give me another opportunity to answer that question, 389; questions propounded by the chairman to the witness, which he refused to answer, 390-393. STOCK, how acquired, 327, 374, 375. VAN ZANDT, CHARLES C., testimony ot: I do not think I heard it stated that any of the money was used for corrupt purposes, 477. WI WILSON, JAMES F., testimony of': Governmuent commissioner, 227; when appointed, 227; was in Washington during the legislation of 1871, 227; was a, member of a special committee for the examination of special legal accounts, 227; did not meet or act with the committee, 227; reason why I refused to act with the committee, 227, 228; General Dodge always insisted to me that there had been no money used improperly, 228; I had misgivings, based on public rumors, 229; if the nmoney was used improperly I am glad I do not know it, 229, 230; I had an interest in the Credit Mobilier, 231; never examined the books of the Union Pacific Railroad, 231; since a member of the -board have been opposed to their line of policy, 232; resolution of the 19th November, 1869, referring to the Wyoming coal contract, 232-234; resolution offered by Mr. Bushnell, referring to the Wyoming Coal Company, 234; I always got more information in regard to the road at Omaha than I did at Boston, 235; have frequently protested against the action of the executive committee,'236; change of route from Sioux City, 236; I took a good deal of interest in the road, 237; I am quite certain the character of the route was not disclosed, if it had been discovered, 238; examination of Mr. Spence by Hon. J. F. Wilson, 361, 362; statement of Hon. J. F. Wilson to the committee, 362, 363; was in the office at the time the checks were given, 363; additional statement relating to the $126,000, 363-367. WILLIAMS, JOHN M. S., testimony of: Treasurer from March, 1869, to March, 1871, Union Pacific Railroad Company, 160; was elected a director, but never served, 161; was one of the original stockholders, 161; I held stock to the amount of $20,000, 161; hold stock in the Credit Mobilier, 161; myself and partner hold $125,000 Credit Mobilier shares, 161; took no additional stock, 161; I was a member of the executive conmmittee, 161; motion of Mr. Durant to establish a railway bureau, 162; proposition of Mr. Williams to build the road, 162; communication addressed by Mr. Williams to the railway bureau, 163; Mr. Williams's proposition accepted, 163; I think a small portion of the road incl'uded in my bid was built, 163; I was trying to get the road in the.right hands, 163; the Union Pdcific Railroad Company and Credit Mobilier were identical in interest, 163; we were building the road for ourselves, by ourselves, and among ourselves, 163; Mr. Duraut had entire control, and we proposed to get it out of his hands, 163; the Credit Mobilier and the Union Pacific Railroad Company were the same people, 164; all the business of the executive committee of the railway bureau was done by the Credit Mobilier, 164; the Union Pacific Railroad issued the bonds, but could not sell them, 165; the dividends made by the trustees were dividedl among the stockholders of the Credit Mobilier, 165; the Williams contract was mnade in the interest of the Credit Mobilier, and was so stated on the records, 165; there was no provision made by -the Credit Mobilier to report to Congress the actual cost of the road, 166; the return made to the Government was the cost of the contract, 166; it was in their capacity as stockholders in the Union Pacific Railroad that the division was made, 166; 1 do not think the Government was interested in it at all, 166; under the act of 1862 the road could not be built, 167; I think we had a righlt to do with them (dividends) what we had a mind to; they were our property; nobody else had any interest in them, 167; first-mortgage bonds and Union Pacific Railroad 50 c: 78 36 INDEmx. WILLIAMS, JOHN M. S.-Continued. stock divided by the trustees, 167 and 168; 1 do not know the numnber of miles built, 168; signed the Oakes Ames contract some time after it was made, 168; if the stockholders haa not consented to the contract, it might have been wrong, 169; I was in the railway bureau, connected with the management of the Credit Mobilier, and I was left out of it, 169; it was understood that the profits of the Ames contract were to be divided among the stockholders, 169; 1 based my opinion th that the stockholders would share in the profits of the Ames contract because it was a common -understanding, and nobody would have a right to make a contract for common. benefits, 170; we were acting together; there was no wrong done to any one of us,'170; did the road cost. the linion Pacific Railroad more than it did the Credit Mobilier? I answer by saying " If your right-hand pocket hadl more money than your left, and you took somne from the right and put in the left. you woulld be neither richer nor )oorer, 170; the cost of the road was represented by bonds, stocks, and money, 171; General Butler was elnployed as counsel, 172; the stockholders had not assentled to the Ames contract, 172; I remember -there was a note for $,2,000,000 given as a part o-f the balance due the Credit Mobilier, 201; it was an unaseertailned balance, supposed -to be about $2,500,000, 2013.; the note was given to Elisha Atkins,2 01 tihe Credit Mobilier were the contractors for building the first 247 miles of road, 202; the Union Pacific Railroad agreed to pay- 21 per cent. for sonlething, 202; the, Hoxie contract was completed in 1867, 202; cannot explain why the $2,000,000 note, was charged to the Hoxie contract, 202; was treasurer at the tine the two-m nillion not;e was given, 203; I was opposed to the Ames contract,, 203; -was a stockholder in the Credit Mobilier in 1869, 203; the note was given as collateral to those who signed the bond in the Pennsylvania tax.-suit, 203; all were interested in both corporations, 204; statement as to reasons for giving the note, 204; copy of letter from B. F. Harn to Mr. Williams,, 205; in 1867 was -treasurer of the Union Pacific Railroad Company, 206; I Tpaid the'$i.2i,000 -to NMr. Dlodge.'206-210.