The times dispatch. [volume] (Richmond, Va.) 1903-1914, 1905-05-26
FIGHT ON
modified |. PLAN
Baltimore Committee, Represent
ing Minority Scaboard Stock /
holders, Issues Statement.
DECLINES 10 MAKE DEPOSIT
Circular Letter Now . Being Pre-
pared by Mr.. JOHN Skel-
ton Williams.
Especial to Tho Times. lspatch. )

& " !.
Especial to Tho Times. Dlspatch)
BALTIMORE, Md, May 25.-The Balti
more committee representing the minorit
OF the scnboard Air Lin
Company, who refused to as
sent to tho terms OF the first plan pro
posed by tho Ryan Blair interests for re
financing the system, will also oppose tn
holding company plan, which has bee
submitted for tho original plan. TIL
committee held meeting this morning
and formulated a letter, which 1t will ma
to all stockholders OF tho company
The letter in full follows:
To the Holders Of international Trust
Company Certificates OF the Sea.
board Air Line Railway:
Genuemen,--Your committee begs
to submit the following report: This
committee was appointed by stock
holders who objected TO the original
5 Ryan Blair plan OF reorganization OF
tho seaboard Air Line Railway On
February Z, 1905, the agreement OF
deposit was entered into between this
committee and certain holders OF the
stock OF tho Seaboard Air Line Rail-
way, now amounting to $4,000 shares.
The term OF the agreement OF deposit
was three years from the above-men-
toned date. Your committee was ad-
vised by counsel that two features OF
the original Ryan Blair plan were u
legal. These features were:
/. The assertion that non-d epositlng
stockholders under that plan would
have no right to subscribe to the new
Issue OF stock, which was offered
hereunder; and.
Q, The creation OF a new preferred
7 stock ahead OF the present preferred
stock.
Your committee was also opposed
to the voting trust feature OF the
Ryan Blair plan.
A modified plan has recently been
issued by the Ryan Blair committee.
This modified plan does not attempt
to create an issue OF first preferred
stock above tho present preferred
stock. 1t Is not pretended In this
modified plan to question the right OF
4 non -depositingl stockholders to sub
scribe to their proportion OF the issue
T OF bonds, which is proposed to be au.4
thorized. S'
It will, therefore. be seen that the
two features OF the old plan to which
this committee especially objected on
the ground OF their lllegality are aban-
doned. .The voting trust feature Is
still found In the modified plan in an
other form; that Is. through q holding
s company. instead OF In the usua. form
OF q voting trust
I Your committee has referred to Its
counsel the question whether this
part OF the modified plan is lawful.
Whatever may be the law on this
x point, your committee will continue to!
hold on to the stock deposited with 1t.
and will not deposit this stock with
the Ryan Blair committee.
This must necessarily be our attl-l
tude from the terms In which the mod
flied plan is proposed. This modified
plan is merely bridge over which It
is hoped to get back to the original
plan. The Blair committee does
not profess to abandon the old plan;
II merely offers the modified plan IN
case the old plan cannot be carried
out. Tho right Is expressly reserved
to carry out the old plan through tne
Sholding company. and. indeed. Without
SO stating, the holding company would
have this power II 1t acquired all the
stock OF the Scabonrd Air Ltle Rail-
way. In order to prevent the execution
~ tho old plan, to which we have al
WAYS been opposed. II for no other rea-
aon this committee will. OF course, not
deposit Its stock.
In holding on to our stock we ac-
complish and have In fact already nc-
complished, at least two results
i, BY retaining the ownership OF
our stock In the Seaboard Air Line
Railway we prevent any scaling down
OF the stock and prevent also new
issue OF first preferred nhead OF 'he '
present preferred stock .
2. Without tleing up our stock ~
the holding company, which Is simply
= ,,1on IN nerpetunte tho control OF q
certain set OF stockholders. We.
through the express provisions OF the
modIfled plan, may take part IN the
s,,bscription to any issue OF BONDS
which shall be made in the future on
the Same terms upon which the holu-
ing company may subscribe 70 SUCH
issue OF bonds, IN,
Your committee will continue. with-
ont compensation, to keep IN touch
with tho course OF events IN tne u!
fairs OF tho Seaboard Air Line Ral1-
way, and will report to you 'anythlMs
which 1t may deem important 70 vow
interests. The outside amount na,he ~
h for EXPENSES under the agreement OF
denosit OF the 7th OF February. !sVo'
wiil OF course, not be Increased dur
Ing the term Of this committee
Your committee Is prepared TO &C.
ont tba deposlt with 1t OF tho stock
\ Of any other stockholders Of the sea- :,
board Air Line Railway, VINO are re =. ~
accord with this committee IN .h1 e
course which 1t has pursued and VIII
continue to pursue,
CARL RuHsTRAT,
ChairmaY.
,.,rua IL 5anTJ,kfAN, 8