New-York tribune., 1902-03-27

mony
Given though they competing INES
A-Even though they own them all ., 20
O-There never had been a representative OF
the Union Pacific on the board of the Northern
Paclhc before. A'-No' ana l iiiae ui,iin ~ was a
pie were most surprised themselves ~ 80 :" a in j."
most unusual thing to do with a coIhpe'tae -. e. 4
terest, bat showed that we had nothlhs u ie''
Q.-Was there any object in putting Mr Gould
the board? Al am sure he was not on the
board. 20, -, -.
Q-Now we come to the famous 18th day or
November, and the organization OF the NORTH N.
ern Securities Company When did you ,I,rnn~ mi ~
hear of a plan to organize a securities company
of any kind? An connection with the MUM
ern Pacific or the Great Northern? ofte-
Q.-The Northern Pacific? A.-That was ai'eI
I came back, some time after x. o.,
Q.-By whom the matter first brought 10
your attention? Alt originated In my own
Q.-When was the Great Northern brought to
your attention? "A year before: ..o
Q-Had you talked with Mr.. Hin apou' i''
A.-Not In any detail
REASONS FOR A HOLDING COMPANY
Q.-It was the desire to keep the control in
one place? A-Not only that. but that the pol
lev of the company should be continued. We
didn't want convusions. I wanted 1t to be
where nothing could interfere with it, 1t was
question of control. of moral control. MY luea
was that after having escaped the great danger
of people absorbing competing lines without
consent that something should prevent recur-
renee of such possibility in future. My ldea
was TO go TO some trust company to hold con-
troll of Northern Pacific stock to protect the
| company so that the policy on which the future
! of the company depended should be continued.
| We do not want financial cOnvulsions and have
| one thing day and another thing another
! day | wanted that the people who should have
! it should he independent. 1 wanted the stock
! put 50 that nothing could interfere with 1t.
Q-When did the idea of putting the control
! Of both these roads in a securities company
| occur to you? Al cannot recall the exact
| time. l Immediately suggested 1t TO MI H1I.
| Q.-How long was the matter under considera.
| ton between you and Mr. Hill? Al canno1
| tell -,
| Q-Mr. Hill owned road and you the
| other? A.-No; / beg your pardon Mr.. mn TOT
/ the Great Northern road had IN MS Ii'Hu Ioi
some time that question OF putting an s"e Sc -
rites Of the Great Northern road ana all the
| subsidiary companies into a securities company.
| SO far the Northern Pacihc ana the HoluIns
| company is concerned, il all occurred suosequehC
| TO May 9 / wanted it so fixed that the pohcy
! we inaugurated should be continued
| Odd you exchange ideas with MI nm on
| that subject during the summer? Al talked
with Mr.. Hill about it in October. he was a
| large stockholder in Great Northern ana said
| 7 did not want TO go through the same RESPONSE
| hIity- again: that il a man owned stock and was
offered a premium Of 100 per cent ne "ou'u Sc"
! O-When did you and Mr.. Hill decide to put
your stock in the Northern Securities company :
| Al decided to put mine in o.
! Q.-That is, if Mr. Hill went in? Al did not
| care whether ne went in or not.
| Q.-Rut YOU could not have majority with
| out Mr. Hill? A.-Yes. l could very easily az
that time Mr Hin had no control of the North
! ern Pacific.
! Northern Prvfc? A.-His and all the other
| stockholders do. The people in the Northern
! Pacific wanted the stock where l put IL ap-
precated the fact that the shareholders wanted
! my policy carried out, and am grateful for IT,
| Mr Hin and l worked together, but was not
dependent on MI Hill in the transaction
DEFENDING MIR. HILL.
Mr. Morgan later objected to the expression
| "coter.e" used BY the lawyer In referring to
| Mr.. HlII and his associates. He said there had
| been no 'coteric"; that the stockholders nat
uralIy desired to get as much out of their in
vestment as possible. and they had perfect
confidence IN MIR Hill There disposition
| TO back up Mr. Hin. because mis- policy had
proved Of advantage 70 them.
! Northern" said the witness, but he is also
| stockholder in the Northern Pacific, ana as
| much my friend as Mr.. HilFs. He was IN AIN
les Eaius when the attempt of the Union Paclhc
! t. get control of the Northern Pacific oc-
| Cured He came To me and said; What IN
time does this mean? Mr.. Morgan. l want 70
give you the handling Of all my stock III
cable over To have 1t sent right around TO your
| Office
Il told him that would be no use for he could
! not sign a proxy But that shows the feeling or
the stockholders toward the controlling interest,
| and it was naturally very grateful 10 me"
! O-But as "A matter of fact MI Hin did put in
his stock in the Northern Securities Company?
! Ale wanted To make as much as he could out
of his Northern Pacific stock | have confidence
in him. and he has confidence In me.
Q-Tou sold Mr. Hill lot OF your stock? A.
Yes
Q.-How much-S SlO.0O0,o0O? Al do not
know
Q.-Do you remember who negotiated with Mr..
! Hin about the stock? A.-TheTe were no negot-
atIuns He paid for the stock just what paid
for it.
Q.-When was the conference about turning
| in the stock of the Northern Pacific to the hold
| ing company A-SinCe my return.
Odd you circular sent out by Mr.. Hill
to the stockholders of the Great Northern ad-
ysing them To turn their stock into the North
| ern Securities Company? A.-NeS | got one
| and turned my stock in.
Q.-You gave il your approval? Al did
Q--And assisted in organizing the company ?
! Al hau nothing to do with II. / was not an
incorporation, director, or anything Of the kind.
Q.-Were You consulted about the directors
! Al don't think l don't know to-day who
! the directors
FIXING THE PRICE FOR THE MERGER
Q-Who fixed the price of $50 for the Great
Northern and 10 for the Northern Pacific =?
Al suppose the directors did
Q.-You must have been consulted? Al
think it very possible l was. That is just what
the stock cost The 10000 shares that We.
bought to protect the market us that
Q.-Then your company large holder Of
stocks that it had bought previously? A-That
has nothing to do with this
Q.-HoW did they arrive at the price of ISO
for the Great Northern? Al know nothing
about what the Great Northern did.
Q,-The Northern Pacific price was agreed
upon before the securities company was organ
lied. You wouldn't care to pay in your stock
without knowing what they were going to nav
for Great Northern? A.-Organizing a com