EDWARD A. BOWERS,
AGT COMMISSIONER.

General Land Office,
Washington.

April 16, 1895.

Gen. S. C. Boynton,

230 West Thirty-Fourth St.,
New York City.

My Dear Sir:

I have, by reference from Mrs. Pomeroy, your letter of the 12th, in reference to the proposed re-organization of the Isthmus Pacific Railway Company, and, in reply, beg to ask if I understand the proposition correctly, to wit: It is that she surrender her present certificate for 50 $1,000. bonds in said railway company, and receive in lieu thereof 25 $1,000. bonds of a first mortgage issue, to be placed on the property for $250,000., and that in addition she receive 25 $1,000. bonds of a second mortgage, to be issued generally on the property and subject only to $250,000 of the first mortgage above referred to. Is this correct ?

Before accepting definitely your proposition, I wish to know what the amount of the second mortgage issue is; what is to be done with the outstanding stock, in which you know she holds a considerable interest ? Of course, on the face of it, this proposition amounts to accepting for one-half of her bonds an inferior lien to the one she now has; and if this is to be done, there should be some showing made as to what the proposed company is, what it proposes to do and how