The sun., 1902-03-11

the Union IaCluc Railway SYSTEM Wh'n
| system within said territory with the said
| Burlington system. a.,
The attempt to turn over a controlling Gas
| interest In the stock Of the Northern Pacitc
I Hallway Company and thus effect virtual
| having thus. in the year 1890. been defeated
| ny deesion OF the supreme court ns o. 'llo
| defendant, the Great Northern Railway
Company, owning or controlling a majority
defendants !. Pierpont Morgan. and his
associate stockholders Of the deiendant' dE'
owning. or controlling a majority Of the
stock of that corporation, acting Tor them
solves as such stockholders aud 9i behaH
Of the said railway companies in which thcy
owned or held q controlling interest, on ahh
prior 20 the l2th day Of Novemhbsr' i'.l.
strain the trade or oommerc" among the
several States and between said states and
Pacific and Great Northern systems, ana
Contriving and Intending unisNiully 20
monopolize or attempt TO mon2polize such
trade or commerce. and contriying ana ~.
tending unlawfuly 20 restrain and prevent
competition among said railway systems "a
respect 10 such interstate and foreign trade
or commerce. and contrlyinF and intending
plawtuly 20 deprive the pubic ot IA" lHcll-
tiot and advantages IA the CARRYING on "i
such Interstate and foreign trade or COM
r,.rce heretofore enjoyed through thr
independent competition oi SAID railway
uon or conspiracy TO rneGt virtual con.
sulldation of the Northern Pacific ana Groat
Northern systems, and TO place r.stra,nt
upuu all comprttiyc Interstate and foreign
trade or commerce carried on nv thcn, and
e. Iuouopuiiic or attempt 10 monoppliIe the
same. and To suppress the competition th're-
tofura existing between said railway -y~-
TENS in said interstate and foreign trade or
cotlirercc. through the in-trumentsllty and
10y The means following, to Wit. ,
A holding corporation, to be called tho
northern securities Company was 10 he
la of A.4Nt
"a capital stock OF SiDD.ulo,uDo, TO which,
in exchange for its own capital stock upon
"a c,.rvan basis and at a certain rate, was
TO br turned over and transferred the capita
stoCit. or "A controlling Interest in the capital
stock, Of each Of the deirud.Ht railway com
pau,s. with power in the holding corpora
ton 10 vote such stock and in all respects
TO act as the owner thereof and TO do what
mann,u such railway companies or enhance
the value of their stock-
In tILls manner the individual stockholders
Of IN, 81 two Independent and competing
and 6nGlp common stoCkhOldcr, the North
tlitcd the interest OF the individual stock
holders in the property and franchises OF
the two railway conp9ni". was TO terminate
being huS converted into an interest In
the property and franchises OF the Northern
SccuTlti'tS Company.
Tho In dvidual stockholders of the Northern
Pacific Hallway Company were no longer
10 hold tn interest In the property or draw
their dN1b'nds from the earnings of the
NJ
stockholders OF the Great Northern Railway
Company wer" no longer to hold an interest
in the pro rty. or draw th",r dividends from
the carnin "a of the Great Northern system
hut haNin z ceased 70 hc stockholders in the
railway cot 1panic- and having become stock
holders in se holding corporation, both were
10 draw th,nr dividends from the earnings
OF both ~ toms. collected and distributed
by the hold NJ corporation.
In this ma nuCr hy making the stockholders
Of ouch ~ item jointly Interested ia both
systems. and by practically pooling tho
of the form'U Stockholders of each. and 10y
Nestlug the selection OF the directors and
Officers Of e0Sh, ~ stem IN q common body.
to wit. the holding corporation, with not
only the power hut the duty 10 pursue "a
policy which would promote the Interests.
not OF one svs ,ttn az the expense Of the other.
al uducemcnt Tor competition between
the two sN-tcuI- was 20 b" removed virtual
oonSolidutI ION Effected and MONOPOLY OF
Z he interstate O. nd foreign conn ercc formerly
carried on by ke two systems Independent
"-i.lbli she'd
tion or conspiracy aforesaid. and solely
NJ IN instru mentality through which to
effect the purT D~"~ thereof. on the 18th day
OF November 1901, the defendant, the North
ern Securities Company, was organized
rrder the general law, of the state of New
Jersey, with its principal oNlce in Hobokcu
I'm snid State. and with an authorized capital
stock Of 00OCp.OOu. \ copy Of the articles
OF Incorporation Of such company j. at
tached to and >tadc "a part of this petition.
Among the purpp-"S and powers dc-Ignedlv
IN serted in said articles l. tho purpose and
power. not only 10 purchase aud hold
--hHrrs of the capital stock Of any Corpor-
alton or corporations, under which said
Wrouisully claims and i cNcr-
and hold the y DCk of the Northern Pacific
and the Great tiorthcrn Railway companies
but the purpo~H aud power. while owner
thereof 'to cN,Tci-e an the rights powers
and privileges Of ownership:" that j., 10 vote
such stock. collect the dividend thereon,
and in all re~p,Sr~ act as a stockholder Of
such railway Cumpanlr- and the purpo-"
aud power TO all in any manner any cor
TOratiOn OF which any bonds
. or stock ore held. and TO
do any acts or things designed to protect,
6f any such bond, or stock mean
ing thereby 10 do whatever 1t may deem
ern Pacific and the Great Northern Rail-
way coWpauic~ or 20 preserve or enhance
the value Of their stocks or bonds
VIII.
In further pursuance Of the unlawful COM
bluHttun or Con~L lruCy aforesaid, aud solely
~ an in~trumoutiitv through which 10 effect
the purposes th'1 cot, on or about tn" lIth
day OF November. lgIl the defendant. tho
Northern S"Curiti4S Company. was organized
by the election ~ board of directors and
IN" selection ~ pr"~ldont and other OH
GERS, IN" defendant James j. Illll, the prp~i-
dent and con'rollltg power iu the manage
ment of th" drfcndgut, the Great Northern
Railway COMPANY. being chosen a director
and ,Sidcnt thereof. and thorcupon. IN fur
thcr pursuance OF the unlawful combination
or conspiracy aforesaid. the defendants
James i iul and DIS associate stockholders
Of the defendant. the Great Northern Rail-
way Company. assigned and transferred
20 the defendant, the Northern Securities
al IN" Great Northern Railway Company the
exact amount being unknown To complainant.
nut constituting a controlling interest therein.
and complainant believes a majority thereof
upon tho agreed basis Of exchange of Slsl
par value. Dt the capital stock uf the said
northern - 'pri'I"s company for each share