New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1904-05-21
HILL-HARRIMAN CONTEST.
MERGER CASE UP AGAIN.
Arguments Heard on Northern
Securities Plan.

J,6,e bradford. OF the United States District
Court heard argument in Newark yesterday on
the return OF a rule TO show cause. granted about
n month ago by the late Judge Andrew Kirkpatrick
why the Northern Securities Company with which
the Northern Pacific Railway Company was later
Joined q party defendant, should not be re-
strained from distributing pro rata TO its share
holders fits holdings OF stock OF the Northern Pa
riac and Great Northern Railway companies. The
oomplainants are Edward H. Hartman, Winsiow
s Pierce. the Oregon Short Line Railroad Com
pany and the Equitable Trust Company of New
York. They were represented in court by r. V.
I.ndabury William d. Guthrie and r. s. Lovett.
Tghle the interests Of the defendants were looked
after by lclihu Root. John w Grggs John CT.
Johnson. or Philadelphia; Francis /. Stetson and
". +. Clough
suggested that. inasmuch as the dividends
s4o0o0occO of securities had been retained for six
weeks 1t desirable that the time for filing
supplemental briefs after the argument had closed
should he limited 10 week The court decided,
however, that rule should issue until the full
argument had been submitted.
Mr.. Lindabury then began his argument. After
outlining the history Of the case. he cited the de-
cison OF the Minnesota courts and read from the
decision OF the United States Supreme Court. He
called attention the Of Justice Harlans
decree. where he said: But the decree must
be considered destroying the property OF the
original interest OF the stockholders OF the con-
stituent companies in the securities company"
At the same time they announced that they
about TO organize the Northern Securities Com
pany and that Mr.. Hartman and the Oregon Short
Line could put their Northern Pacific stock into
the new corporation the basis that
which Messrs. Morgan and Hill putting theirs
in Mr.. Landabury said that that the way
in which his clients were forced into the comblna-
tion. He declared that they had nothing do
with the organization OF it, as had been proved
before the United States Supreme Court and they
claimed that now they have right their stock
deposited
DO you understand that TO mean not to destroy
the property Of the original interests OF the stock
holders as stockholders" asked the court.
Ny understanding Of the decision is that the
original depositors of stock under this decree
entitled TO the return of their original stock so
posted" replied Mr.. Lindabury
What effect would il have" asked the court
- - sloqlo appear that the Northern Securities
S9mpany had no equitable ownership OF the stock
Il was about 10 address myself TO the question
OF ownership Of these stocks, answered Mr. Lin
stocks deposited with the Northern Securities Com
6y The custodian ultra wires in view Of the n do
cree OF the United States Supreme Court"
Inc pro rata distribution plan. said counsel. was
n direct contradiction of the general rule that in
restored 10 their original Pos te m sn mdS{ t be
me oonmplainantS were seeking TO gain control
for a majority Of the Northern Pacific We ask
Mbs sto 5e or hats It's markst value tcday
srn and Northern Pacific has a value to-day OF
SefvOVvl The difference between the sums IS
the property we claim 10 own and which we assert
the defendants have claim TO. either in law or
equity" - -
, Mr. Root for the defence. followed Mr. Linda
bury lie remarked that the issue presented for
the adjudication Of the purely a question
OF law. and in noWise affected TIE rules of equity
ano he contended that the compliments entered
into relations with the defendant voluntarily and
py execution OF the contract and agreements at
the time the deliveries made, they debarred
themselves from the equitable consideration Of the
coI 5 :, NO charge OF duress was made in the bill
and therefore il could not be contended by the
compartments that they had been treated with
perfect fairness Mr. Root continued his argument
az some length. taking up The various points in
contention. The court adjourned al 1 o'clock