]3^v Yv3
L A WS
AND
PUBLIC PROCEEDINGS
RELATING TO
The St. Louis, Alton & Terre Haute Rail
road Company
AND
ITS LEASED LINES.
TABLE OF CONTENTS,
pages.
CHAPTER I.
Belleville ^nd Illinoistown Railroad Company :
Act of 1849, incorporating same t. 1-5
Act of 1852, incorporating same 6-15
Act of 1865, reviving act of 1849 16
CHAPTER IL
Terre Haute and Alton Railroad Company :
Act of 1851, incorporating same 17-20
Act of 1851, extending same 20-21
Act of 1851, incorporating Ohio and Mississippi Railroad
Company, and containing allusion to T. H. & A. R. R. Co. 22
Act of 1851, supplemental to act incorporating T. H. & A.
R. R. Co 28
Act of 1853, amending act incorporating T. H. & A. R. R. Co. 24
Act of 1854, amend ing act incorporating T. H. & A. R. R. Co. 25
Act of 1855, changing name and amending charter of the
Chicago and Mississippi R. R. Co., authorizing it and
Belleville & Illinoistown R. R. Co. and Terre Haute &
Alton R. R. Co. to contract and lease 26-28
Terre Haute, Alton & St. Louis Railroad : (Vide Chapter
VI., infra 85-91)
CHAPTER III.
St. Louis, Alton and Terre Haute Railroad Company :
Act of 1861, perfecting the title of the purchasers of the T.
H. & A. R. R. Co. and enabling such purchasers to form a
corporation, etc 28-8
Certificates of incorporation ( Vide Chapter VII., infra 205-209)
Act of 1863, authorizing St. Louis, Alton and Terre Haute
R. R. Co. to extend railroad and connect with Illinois
Central R. R. Co 36
CONTENTS.
Act of 1863, empowering St. Louis, Alton and Terre Haute
R. R. Co. to extend railway, etc 87
Act authorizing branch road to Staunton, Illinois 38
CHAPTER IV.
Leased and Connecting Lines :
Belleville and Southern Illinois Railroad :
Act of 1857, incorporating same 39-46
Act of 1859, amending same 46
Act of 1861, further amending act of incorporation 47
Acts of 1865, further amending act of incorporation 48
Act of 1867, further amending act of incorporation........ 49
Paducah, Metropolis and St. Louis Railroad Company :
Act of 1859, incorporating same 49, 50
Belleville and Eldorado Railroad Company :
Act of 1861, incorporating same ... 51-53
Carbondale and Shawneetown Railroad Company :
Act of incorporation under name, " The Murphysboro and
Shawneetown Railroad Company " ( Vide Chapter VIII.,
infra > 233-240)
Act changing name to Carbondale and Shawneetown Rail¬
road Company ( Vide Chapter VIII., infra 241-243)
Belleville and Carondelet Railroad Company :
Articles of incorporation (Vide Chapter VIII., infra 244-246)
The St. Louis Southern Railroad Company :
Articles of incorporation (Vide Chapter VIII., infra 247-249)
The Chicago, St. Louis and Paducah Railway Company:
Articles of incorporation (Vide Chapter VIII., infra 250-254)
CHAPTER V.
Extracts from Constitution and General Railroad 'Laws :
Constitution of Illinois 53-56
Act of 1849, providing for general system of railroad in¬
corporation 57
Act of 1852, incorporating Wabash Valley R. R. Co. and
regulating capital stock of other railroads 58-59
«
Act of 1853, amending act of 1849, providing for general
system of railroad incorporations 59
contents.
• • •
111
Act enabling railroad companies and plank road companies
to consolidate stock 60-62
Act amending general act of 1849 63
Acts of 1865, amending law for consolidation of roads 64-65
Act concerning branch railways in State of Illinois.. 66
Act of 1867, relating to consolidation of companies 67
Act of 1869, further amending general act of 1849 68
Act providing for changing names and places of business,
for increasing or decreasing capital stock or number of
directors, for enlarging or changing objects, and for con¬
solidation of incorporated companies... .. 69-72
Act enabling railroad companies to borrow money and to
mortgage their property and franchises 73-74
Act amending act of 1872 for incorporating railways 75-76
Act of 1875, relating to lessees of railroads 77
Act of 1877, authorizing change of number of directors of
incorporated companies 78-79
Act to increase powers of railroad companies 80-82
Act amending act of March 1, 1872, and authorizing all rail¬
road companies to own and hold stock, etc., of other rail
road companies » 83-84
Act in relation to residence of directors 84a
CHAPTER VI.
*
Articles of Consolidation between Terre Haute and Alton
Railroad Co. and Belleville and Illinoistown Rail¬
road Co., forming the terre haute, alton & St. louis
Railroad Company 85-91
CHAPTER VII.
Papers and Proceedings on Reorganization of the Terre
Haute, Alton and St. Louis Railroad Company :
General plan of reorganization of T. H., A. & St. L. R. R. Co. 92-100
Deed, Azariah C. Flagg and another, Trustees, etc., to
Robert Bayard and others, conveying T. H , A. & St. L.
R. R. Co ^ 100-111
Deed, T. H., A. & St. L. R. R. Co. to Robert Bayard and
others, conveying T. H., A. & St. L. R. R. Co. 112-116
Deed, Edwin C. Litchfield, Trustee, to Robert Bayard and
others, conveying T. H., A. & St. L. R. R. Co 117-127
Deed, John G. Richardson, Trustee, to Robert Bayard and
others, releasing title to T. H., A. & St. L. R. R. Co 128-130
iv
CONTENTS
Deed, Robert Bayard and others to St. L., A. & T. H. R. R.
Co., conveying T. H., A. & St. L. R. R. Co 131-143
First Mortgage, Robert Bayard and others to Robert Bayard
and others, as Trustees 144-162
Second Mortgage, Robert Bayard and others to Samuel J.
Tilden and E. J. Hawley, as Trustees 163-191
Equipment Mortgage, Russell Sage and St. L., A. & T. H. R.
R. Co. to Samuel J. Tilden and Thomas Denny, Trustees.. 192-204
Certificates of Incorporation of St. L., A. & T. H. R. R. Co.
(Illinois and Indiana) 205-209
Deeds and Agreements between Wiggins Ferry Co. and St.
L., A. & T. H. R. R. Co 210-224
Agreement between St. L., A. & T. H. R. R. Co. and Chicago
& Alton R. R. Co 225-229
CHAPTER VIII.
/
Leased Lines: Additional Acts and Articles of Incorpora¬
tion :
Act of 1867 incorporating The Murphysboro and Shawnee-
town Railroad Company 233-240
Act of 1869 changing name of last-named company to
Carbondale and Shawneetown Railroad Company 241-243
Articles of incorporation of the Belleville spid Carondelet
Railroad Company 244-246
Articles of incorporation of The St. Louis Southern Railroad
Company 247-249
Articles of incorporation of The Chicago, St. Louis and
Paducah Railway Company 250-254
CHAPTER IX.
Leased Lines : Leases and Agreements :
Lease, dated October 1,1866, Belleville and Southern Illinois
Railroad Company to St. L., A. and T. H. R. R. Co 257-267
Agreement, dated June 10, 1882, modifying last-named lease 268-273
Agreement, dated December 10, 1886, modifying last-named
lease 274-279
Lease, dated July 1, 1880, Belleville and Eldorado Railroad
Company to St L., A. and T. H. R. R. Co 280-288
Lease, dated June 1, 1883, Belleville and Carondelet Rail¬
road Company to St. L., A. and T. H. R. R. Co 289-296
Agreement, dated July 11, 1884, modifying last-named lease 297-301
CONTENTS
Y
Lease, dated December 1, 1886, Carbondale and Shawnee-
town Railroad Company to St. Louis Southern Railroad
Company .... 302-309
Lease, dated December 1, 1886, St. Louis Southern Railroad
Company to St. L., A. and T. H. R. R. Co 310-325
Lease, dated March 1,1888, Chicago, St. Louis and Paducah
Railway Company to St. L., A. and T. H. R. R. Co 326-338
CHAPTER X.
Deed, Mortgages and other Documents Relating to Sale
of "The St. Louis Division":
Deed, The St. Louis, Alton and Terre Haute Railroad Com¬
pany to Cairo, Yincennes and Chicago Railway Company 341-355
Purchase Money Bond, Cairo, Yincennes and Chicago Rail¬
road Company to The St. Louis, Alton and Terre Haute
Railroad Company ■. . 356-358
Purchase Money Mortgage, securing last-mentioned bond. . . 359-376
Assignment of said bond, purchase money mortgage, etc.,
The St. Louis, Alton & Terre Haute Railroad Company to
the Cleveland, Cincinnati, Chicago and St. Louis Railway
Company 377-385
Collateral Trust Mortgage, Cleveland, Cincinnati, Chicago
and St. Louis Railway Company to Central Trust Com¬
pany of New York and John T. Dye, Trustees 386-418
CHAPTER XI.
0
First Mortgage and Terminal Twenty-Year Gold Bonds :
Resolution of stockholders of St. Louis, Alton and Terre
Haute Railroad Company authorizing issue of first mort¬
gage and terminal twenty year gold bonds 421-428
Mortgage securing said bonds, including copy of bond,
coupon and certificate 429-468
CHAPTER I.
BELLEVILLE AND ILLINOISTOWN RAILROAD
COMPANY.
An Act to incorporate the Belleville and Illinoistown
Railroad Company. In force February 12, 1849.
Section 1. Be it enacted by the people of the State of Illi¬
nois, represented in the General Assembly, That Samuel B.
Chandler, Jacob Knobel, Julius Raith, David W. Hopkins,
John M. Morrison and Nathaniel Niles, and their successors
and assigns, shall be, and are hereby, constituted a body cor¬
porate, by the name and style of the " Belleville and Illinois-
town Railroad Company," for the term of thirty years, and
by that name may be and are hereby, made capable in law
and equity to sue and be sued, plead and be impleaded, defend
and be defended, in any court or courts of record,#or in any
other place ; to make, have, and use a common seal, and the
same to renew and alter at pleasure.
§ 2. The corporation shall have the right and power to
construct, and during its existence, to maintain and continue a
single or double railroad or way, or a single or double track
way, with such appendages and appurtenances as may be
necessary for the convenient use of the same, from the town of
Belleville, in St. Clair county, to the bank of the Mississippi
River, at or near Illinoistown, in the county of St. Clair, with
the privilege of extending the same along the foot of the hills
or bluffs, on the eastern edge of the American Bottom, to the
distance of five miles, on each side of the point or place where
the road from the river aforesaid shall reach the bluffs ; to
transport , take, and carry persons and property on the same, by
the power and force of steam, of animals, or any mechanical
or other power, or by a combination of them, as said Company
2
may choose to employ ; and by their name aforesaid they are
vested with the right and privilege of erecting, building, or
making a single or double railroad, or single or double track
way, for the purpose of using the same in the manner herein¬
after provided. It shall not be connected with nor form any
part of any railroad hereafter to be constructed.
§ 3. If the said corporation hereby created shall not,
within five years after the passage of this act, commence and
finish and put in operation the said single or double railroad
or way, or track way, from the river aforesaid to Belleville,
then the said corporation shall forever cease, and this act
shall be null and void.
§ 4. The capital stock of said company shall consist of
one hundred thousand dollars, with the privilege of increasing
the same to two hundred and fifty thousand dollars, and shall
be under the immediate government and control of the said
Company.
§ 5. The corporation is hereby empowered to purchase,
receive, and hold such real estate as may be accessary and con¬
venient for accomplishing the objects for which this act of in¬
corporation is granted ; and may by their agents, surveyors,
and engineers, enter upon and take possession of and use all
such lands and real estate as may be indispensable for their
railroad or track way, and the accommodations and the appur¬
tenances required and appertaining thereunto ; and may also re¬
ceive, hold and take all such voluntary grants and donations of
land and real estate, and materials for the purpose of said road,
as shall be made to the said corporation by the general or state
government, or by any corporation, company, individual, or in¬
dividuals, to aid in the construction,maintenance, and accommo¬
dation of said railroad or track way, completely vesting in said
company and corporation absolutely in fee simple the same.
But all lands and real estate thus entered upon which are
not donations or owned by the company, shall be purchased
by the said corporation of the owner or owners thereof, at a
price to be agreed on mutually by the said company and the
3
owner or owners. In ease of disagreement as to price, and
before the taking or making any part of said road on
said land in controversy, it shall be lawful for the com¬
missioner, superintendent, or other authorized person or
persons of said company, to apply to some justice of the county
of St. Clair, who shall cause five freeholders of said county to
be summoned, who, after being sworn faithfully and impartially
to examine the grounds or land to be pointed out to them by
the commissioner, superintendent, or other authorized person
or persons, and reasonable notice having been given to the
owner or owners of the property, said freeholders shall assess
the damages which thev believe such owner or owners will
o
sustain, over and above the additional value which such land
will derive from the construction of such road, and make
reports, signed by at least a majority of them, one of which
they shall deliver to the commissioner, superintendent, or other
authorized person or persons requiring said view and assess¬
ment, and the other to the justice of the peace ; and the
amount of damages and costs being paid to the owner or
owners, which shall have been assessed, or deposited with the
justice of the peace, the road may be constructed and located.
If either party shall be dissatisfied with the valuation, where
the lands are in question, an appeal may be taken within
twenty days to the circuit court of St. Clair county, by
petition, setting forth the facts of the case, describing the land
and premises, and the necessity of such land for making said
railroad or trackway, and the attempt and failure to purchase
the same, with the name and residence of the owner of the
same, and reason why the purchase cannot be made. And the
circuit court aforesaid, acting and sitting as a court of
chancery, shall direct such notice to the owner and parties as
shall be deemed reasonable, of the time of hearing the parties ;
Provided, that in case the appellee shall have had ten days'
previous notice of the taking of the appeal, no further notice
shall be necessary, but said court shall proceed to hear and deter¬
mine said case as speedily as practicable ; and upon proof of the
service of notice of the appeal, and upon hearing the testimony
of the parties, which may be taken orally or by deposition, it
4
shall make such order and decree in the premises as to it may
seem proper and equitable, and may either increase or diminish
the amount of damages assessed, or reject said petition alto¬
gether ; and shall also make such order for the payment of
costs as may be just and proper. It shall also order a con¬
veyance of the land in controversy, to be made when the decree
shall be complied with on the part of the corporation. When¬
ever said order and decree shall be fully complied with on the
part and behalf of said corporation, it shall be seized of the
land in controversy, and may enter upon and take possession
of and use the same for the purpose of said road.
§ 6. The said corporation is hereby authorized and em¬
powered to regulate the time and manner in which goods,
passengers, and property shall be transported, taken, and carried
on said railroad or trackway, and shall have power to erect
and maintain toll houses, and all other buildings necessary for
the accommodation of their concerns, and from time to time
fix, regulate, demand, and receive the tolls and charges by them
to be received, for transportation of persons or property, on
said single or double railroad or way, or said single or double
track way. Said company are hereby empowered to make
and erect as many depots and of such dimensions as shall be
necessary for the convenient use of said railroad, and may
acquire as much land as may be necessary, by purchase or by
an assessment of freeholders in manner and form as is de¬
scribed in a preceding section.
§ 7. If any person or persons shall wilfully do or cause
to be done any act or acts whatsoever, whereby any building,
construction, or work of the said corporation, or any engine,
machine, or structure, or any matter or thing pertaining to the
same, shall be stopped, obstructed, impaired, weakened, injured,
or destroyed, the person or persons so offending shall forfeit
and pay to the said corporation double the amount of damages
sustained by means of such offense or injury, to be recovered
in the name of said corporation, with costs of suit, by action of
debt, and shall likewise be subject to be indicted for injuries
5
and offenses against the property of said corporation, as for
injuries and offenses done to the property of individuals.
§ 8. The whole stock of the corporation aforesaid shall
be deemed personal property, and, together with all tools, im¬
plements, machinery, and apparatus of every description used,
employed, or in hand and belonging to said company, and shall
be liable to be seized, executed and sold, after judgment or
decree, to make good any contract, agreement, or stipulation
made by any agent, superintendent, or authorized person or
persons in the employ of said corporation ; and it shall be a suf¬
ficient service of process or notice, in all cases, to leave a copy
of the same with the president or secretary of the company, or
in case of absence from the county of St. Clair, to leave a copy
of the same at the office thereof, with some white male person
of ten years of age or upwards, in the employment of said com¬
pany.
§ 9. The company aforesaid shall have power to make
all the regulations and by-laws requisite for the transaction of
all business appertaining to their affairs ; Provided, such by¬
laws and regulations are not m contravention of the provisions
of this act, nor of the laws or constitution of the United
States nor of the State of Illinois. The corporation aforesaid
shall have power to negotiate for a loan or loans in aid of the
purpose provided in this act ; Provided, that said loans do
not exceed the amount of said capital stock.
This act to be in force from and after its passage.
Approved February 12, 1849.
G
An Act to Incorporate the Belleville and Illinoistown
Railroad Company. In Force, Aug, 22, 1852.
Section 1. Be it enacted by the people of the State of Illi¬
nois, represented in the General Assembly, That Samuel B.
Chandler, Edward Tittman, Jacob Knoebel, Frederick Yon
Schrader, Asbury Harrison, Russell Hinckley, Edward Abend,
Charles Chouteau, Robert Christie, Jr., James H. Lucas, Nar¬
cisse Pensoneau, John Winter, Alexander Kayser, Philip B.
Fouke, James W. Hughes, Samuel Stookey, James Mitchell,
Joseph Kirkpatrick, James L. D. Morrison, Frederick Kempff,
William H. Snyder, William W. Roman, and such other per¬
sons as they associate with them for that purpose, are hereby
made and constituted a body corporate and politic by the
name and style of the " Belleville and Illinoistown Railroad com¬
pany," with perpetual succession, and by that name and style
shall be capable in law of taking, holding, purchasing, leasing,
selling and conveying estate and property, real, personal and
mixed, so far as the same may be necessary for the purposes
heinafter mentioned, and no further ; and in their corporate
name may sue and be sued, to have a common seal, which they
may alter or renew at pleasure, and may have and exercise all
powers, rights, privileges, and immunities which are or may be
necessary to carry into effect the purposes or objects of this
act, as the same are herein set forth.
§ 2. The Belleville and Illinoistown Railroad company
shall have full power and authority to locate, and from time to
time to alter, change, re-locate, construct, re-construct, and
fully to finish, perfect, and maintain a railroad, with one or
more tracks, connecting at Belleville, in the county of St.
Clair, and running from thence, upon a route to be by said
company selected, to Illinoistown, and to take, transport, and
carry property and persons upon said railroad, by power or
force of steam, or of animals, or of any other power or other
combination of them, which said company may choose to use
or apply; and for the purpose of constructing said railroad or
7
way, said company shall have power and authority to lay out,
designate, and establish their said road in width not exceeding
one hundred and fifty feet through the entire line thereof, and
may take and appropriate to their own use all such lands so
designated for the line and construction of said road, upon first
paying or tendering therefor such amount of damage as shall
have been settled by appraisal in the manner hereinafter
provided, on all such lands so designated for the line and
construction of said road, and all such lands as may be
/ «y
taken, or upon any track which may be located by said
company ; and for the purpose of embankments, cuttings,
obtaining of stone, gravel, and sand, may take and appropriate
as much more land as may be necessary for the proper con¬
struction, maintenance, and security of said road ; and for con¬
structing shops, depots, and other suitable, proper and conve¬
nient fixtures in connection with, and appurtenances to said
railroad, may take and have, use and occupy any lands upon
either side of said railroad, not exceeding two hundred feet
in depth from said railroad, said compan}^ taking all such lands
by gift, purchase or condemnation, and making satisfaction for
the same as hereinafter provided : Provided, that this section
shall not be construed to restrict or prevent the construction of
public roads or railroads across the road of said company when
deemed expedient, but not so as to materially impair or obstruct
the same.
§ 3. The said company, and under their direction their
agents, servants and workmen, are hereby authorized and em¬
powered to enter into and upon the lands and grounds of or
belonging to the state, to any person or persons, body politic or
corporate, and survey and take levels of the same, or any part
thereof, and to set out and ascertain such parts as they shall
think necessary and proper for the making of said railroad with
one or more sets of tracks or rails, and for all the purposes
connected with said railroad, for which said corporation,
by the last preceding section, is authorized to have,
take, and appropriate any lands, and to fell and cut
down all timber and other trees standing or being within one
8
hundred feet on each side of said line of said railroad ; the
damages occasioned by the felling of such trees, [unless other¬
wise settled, to be assessed and paid for in manner herein¬
after provided for assessing and paying damages for lands
taken for the use of said railroad company; also from time to
time to alter, repair, amend, widen or enlarge the same, or
any of the conveniences above named, as well for carrying
goods, commodities, timber or other things to and upon the
said railroad, as for conveying all manner of materials neces¬
sary for the making, erecting, furnishing, altering, repairing,
amending or enlarging the works of or connected with said
road, and to contract and agree with the owner or owners
thereof for earth, timber, gravel, stone, or other material, or
any articles whatever which may be wanted in the construc¬
tion and repair of said road or any of its appurtenances ; the
said company doing as little damages as possible in the execu¬
tion of said powers hereby granted, and making satisfaction
in the manner hereinafter mentioned for all damages to be
sustained by the owners or occupiers of said land.
§ 4. The said company shall have power to take,
receive, and hold all such voluntary grants and donations
of land and real estate for the purposes of said road
as may or shall be made to said company to aid in the con¬
struction, maintenance and accommodation of said road, and
said company may contract and agree with the owners or oc¬
cupiers of any land upon which said company may wish to con¬
struct said road or way, or which said company may wish to
use or occupy for the purpose of procuriug stone, sand, gravel
or earth, or other materials to be used in embankments, or
otherwise in or about the construction, repair, or enjoyment of
said road, or which said company may wish to use or occupy
in any manner, or for any purpose or purposes connected with
said road ; which said company is authorized or empowered by
this act to have or appropriate any lands, and to take and re¬
ceive grants and conveyances of any and all interest and estate
therein, and to them and their successors or assigns in fee or
otherwise. And in case said company cannot agree with such
9
owner or owners or occupiers of such lands as aforesaid, so as
to procure the same by the voluntary act or deed of such
owners or occupiers of such lands as aforesaid, then the price
and value of such lands may be fixed, estimated and recovered
in the manner provided for taking lands for the construction of
public roads, canals, or other public works, as prescribed by the
act relating to the public right of way, approved
March 3, 1845 ; but when the owners or occupiers, or either
of them of such lands, shall be a femme covert,
infant, non compos mentis, unknown or out of the county in
which the said lands or property wanted may lie or be situated,
the said company shall pay the amount that shall be awarded
as due to the last mentioned owners respectively, whenever the
same shall be lawfully demanded ; that to ascertain the amount
to be paid as above to the said owners or occupiers for
lands and materials taken for the use of said corporation, it
shall be the duty of the governor of the state, upon notice
given to him by the said corporation to appoint three com¬
missioners, to be persons not interested in the matter, to be
determined by them, to determine the amount of damages
which the owners or occupiers of the land or real estate so
entered upon by the said corporation has or have sustained by
the occupation of the same; and it shall be the duty of the said
commissioners, or a majority of them, to deliver to said cor¬
poration a written statement of the award or awards they
shall make, with a description of the land or other real estate
appraised, to be recorded by the said corporation in the circuit
clerk's office of St. Clair county, and then the said corporation
shall be deemed to be seized and entitled to the fee simple
of all such lands and real estate, and shall exercise over the
same all the rights, privileges, franchises and immuni¬
ties in said act contemplated : Provided, that notice by
publication in some newspaper in St. Clair county shall be
first given, for thirty days, to the owners or occupiers, or un¬
known owners as the case may be, of the intention on the part
of the said corporation to apply to the governor for the appoint¬
ment of commissioners as herein provided: And provided
further, that any appeal which may be allowed under the pro-
10
visions of the act above mentioned, or of any general law of
this state, shall not effect the possession by said company of
any of the lands appraised or taken under this act, and when
the appeal may be taken, or writ of error prosecuted by any
person or persons other than the said company, the same shall
not be allowed except on the stipulation of the party so ap¬
pealing or prosecuting such writ of error ; that the said com¬
pany may enter upon and use the land described in the petition,
or required by the said company for the uses and purposes of the
said road, upon said company giving bond and security, to be
approved by the clerk of the circuit court of the county of St.
Clair, that they will pay to the party appealing or prosecuting
such writ of error all costs and damages that may be awarded
against them on the final hearing of such appeal or writ of
error, within thirty days after the rendition of the same, or
forfeit all right to use the land on the way so condemned.
§ 5. The capital stock of said company shall be
one hundred thousand dollars, which may be increased
from time to time, by a vote of a majority in in¬
terest of the stockholders at their annual meeting, or at any
special meeting which may be called for that purpose by the
directors of said company, to any sum not exceeding the entire
amount expended on account of said road; which stock shall be
divided into shares of fifty dollars each, which shall be deemed
personal property, and which may be issued, certified and reg¬
istered and transferred, in such manner and at such places as
may be ordered and provided by the board of directors, who
shall have power to require the payment of stock subscribed in
the manner, and at the time, and in such sums as they may di¬
rect ; and on the refusal or neglect on the part of stockholders,
or any of them, to make payment on requisition of the board
of directors, the shares of such delinquents may, after thirty
days' notice, be sold at auction under such rules as the direct¬
ors may adopt; the surplus money, if any remains after deduct¬
ing the payment due with the interest and necessary cost of
sale, to be paid to the delinquent stockholder. The board of
directors herein named and appointed, shall cause books to be
11
opened for subscription to the capital stock of said company, at
such times and places, and in such manner as they shall direct :
Provided, that as soon as fifty thousand dollars of bona fide
subscription to said capital stock shall be made, and five per
cent, thereon paid in, it shall be lawful for said company to
commence the construction of said road.
§ 6. All the corporate powers of said company shall be
vested in, and exercised by a board of directors, to consist of
not less than seven, nor more than seventeen in number, and
such other officers, agents and servants as they shall appoint.
The first board of directors shall consist of George Bressler,
Asbury Harrison, Russell Hinckley, Frederick Yon Schrader,
Samuel B. Chandler, Edward Tittman, Joseph Kirkpatrick,
James Mitchell, Charles Chouteau, Alexander Kayser, Jacob
Knoebel, Edward Abend, Conrad Borman, Francis Stoltz and
James L. I). Morrison, who shall hold their offices until their
successors are elected and qualified. Vacancies in the board
may be filled by vote of two-thirds of the directors remaining.
Such appointees to continue in office until the next regular an¬
nual election of directors is held ; and which said annual
election of directors shall be held on the first Monday in June
in each year, at the office of the company, thirty days' notice
being given in a newspaper published at Belleville and
St. Louis.
§ 7. At any election held for the election of d rec¬
tors, each share of stock shall be entitled to one
vote, to be given either in person or by proxy, and
the persons receiving the largest number of votes to be
declared duly elected, and to hold their offices until the next
annual election, and until their successors in office are elected
and qualified. All elections to be conducted by three judges,
to be selected by the stockholders present.
§ 8. The office of the said company shall be located in the
City of Belleville, and the directors herein named are required
to organize the board by electing one of their number presi¬
dent, and by appointing a secretary and treasurer.
12
§ 9. Said company shall have power to purchase, with the
funds of the company, and contract for, and place on the rail¬
road hereby authorized to be constructed, all machines wagons,
carriages and vehicles of any description which they may
deem necessary and proper for the purpose of transportation
on said railroad, and they shall have power to charge for tolls
and transportation and rates of fares, such sums as shall be
lawfully established by the by-laws of said company, not to
exceed, however, on the article of bituminous coal, thirty-live
cents a ton from Belleville to Illinoistown.
§ 10. The said company hereby chartered shall be re¬
quired to keep and use a sufficient number of locomotives,
passenger and freight cars, and the other conveniences properly
pertaining to a railroad, to carry and transport all the passen¬
gers and freight requiring transportation upon the said road,
and shall transport the same, and shall have the power to make,
ordain and establish all such by-laws, rules and regulations as
may be deemed expedient and necessary to fulfill the purposes,
and carry into effect the provisions of this act, and for the well
ordering and securing the affairs, business and interest of said
company, not incompatible with the constitution and laws of
this state.
| 11. The said board of directors shall have power to
regulate the manner of transportation of persons and property,
the width of the track, the construction of wheels, the form
and size of cars, the weight of loads, and all other matters and
things respecting the use of said road, and the conveyance and
transportation of persons and property thereon.
§ 12. Whenever it shall be necessarv for the construction
O v
of said railroad to intersect or cross a track of any other rail,
road, or any stream of water or water course, or road or high¬
way, lying on the route of said road, it shall be lawful for the
company to construct their railroad across or upon the same :
Provided, that the said company shall restore the railroad,
stream of water, water course, road or highway thus obstruct¬
ed or crossed to its former state, or in a sufficient manner not
materially to impair its usefulness.
13
§ 13. The said company shall annually or semi-annually
make such dividends as they may deem proper of the net prof¬
its, receipts or income of said company, among the stockhold¬
ers therein, in proper proportion to their respective shares.
| 14. The said company shall have power, and are hereby
authorized, to receive, take, hold, and again to alienate any
amount of lands, not to exceed twelve hundred acres
at any one time, and to mine and work the coal beds therein,
and to transport the coal mined therefrom, and to this end may
contract with any other railroad company for the lease or pur-
purchase of their tracks, rights, ways, privileges, franchises,
coal fields, engines, machinery, lands and other property, pay¬
ing therefor money, bonds, or stock in the said railroad com¬
pany hereby chartered, and may make, have, use and maintain
any and all branch roads by the said company deemed neces¬
sary in transacting their business, condemning all lands and
ways therefor as herein is above provided. The said com¬
pany is also empowered to lease or purchase of the county
of St. Clair all the ferry right and franchise which
said county now has for a ferry across the Mis¬
sissippi river opposite St. Louis, or such an interest
therein as the said county may, by an order of the county
court, entered upon their records, agree to sell or lease to the
said company, and to be paid for bv said company in money,
bonds or stock of said company, as the same may be agreed
upon ; and the said County Court are hereby authorized so to
sell or lease the said ferrv for any period tliev mav agree
upon Avith said company.
§ 15. The said company may accept subscriptions to the
stock of said road, from the city of Belleville and the county of
St. Clair, or either of them, to an amount not to exceed twenty
five thousand dollars each ; and for the purpose of raising
the amount so to be by them subscribed, the said city of
Belleville, by her corporate authorities, and the said county
of St. Clair, are hereby authorized and empowered to borrow
any sum not exceeding twenty-five thousand dollars each,
payable at such times and places and in such sums and with
14
such rate of interest as may be agreed upon, and may issue
their city and county bonds therefor, under their respective
seals.
§ 16. If any person shall do, or cause to be done,
or aid in doing or causing to be done, any act or acts what¬
ever, whereby any building or construction or work of
said company, or any machine or structure, or any
matter or thing appertaining to the same, shall be stopped
obstructed, impaired or weakened, injured or destroyed, the
person or persons so offending shall be guilty of a misde¬
meanor, and may be punished, upon conviction, by fine in any
sum not exceeding five hundred dollars, or by imprisonment
not exceeding five years, or by both, at the discretion of the
Court, and shall forfeit and pay to the said corporation treble
the amount of damages sustained by reason of such offence or
injury, to be recovered in the name of said company, with costs
of suit, in an action of trespass, before any justice of this State,
or before any court having jurisdiction thereof.
§ 17. Said company shall have the power to extend to
and unite its railroad with any other railroad now constructed,
or which may hereafter be constructed in this state ; and for
that purpose full power is hereby given to said company to
make and execute such contracts with any other company as
will secure the objects of such connection.
§ 18. Said company is hereby authorized, from time to
time, to borrow such sum or sums of money as may be neces
sary for completing and finishing or operating their said rail¬
road and to issue and dispose of their bonds in denominations
of not less than five hundred dollars, for any amount so bor-
rowed, and to mortgage their corporate property and fran¬
chises, or convey the same by deed of trust, to secure the pay¬
ment of any debt contracted by said company for the purposes
aforesaid ; and the directors of said company may confer on any
bondholder of any bond issued for money borrowed as afore¬
said, the right to convert the principal due or owing thereon
into stock of said company, at any time not exceeding ten years
15
from the date of the bond, under such regulations as the direc¬
tors of said company may see fit to adopt ; and all sales of
bonds for less than their par value shall be good and valid and
as binding upon said corporation as if the same were sold for
the full amount thereof.
§ 19. The said company hereby chartered shall be re¬
quired to construct and operate their said road according to
the terms of this charter, within five years from the passage of
this act, which shall be taken and received as a public law, in
all courts and places whatsoever.
Approved June 21, 1852.
16
An Act to Revive the Act to Incorporate the Belleville
and Illinoistown Railroad Company, approved Feb¬
ruary 12, 1849, and to amend the same.
In force April 18, 1865.
Section 1. Be it enacted by the People oj: the State of Illi¬
nois, represented in the General Assembly, That the said act be
and the same is hereby revived, and the time limited therein
for the completion of the railroad provided for in said act to
five years be extended another five years from the passage of
this act.
§ 2. That there be added to the corporators named in the
act hereby revived the following, viz. : Sharon Tyndale, John
Thomas, Thomas Quick, Abraham A. "V an Wormer, and James
B. Spear.
§ 3. That the powers, rights, privileges and immunities
granted by the " Act to incorporate the Belleville and Illinois-
town Railroad Company," approved June 21, 1852, be granted
to the corporation hereby created, anything in the act hereby
revived to the contrary notwithstanding : Provided, that
nothing contained herein shall be construed as taking away
any of said powers, rights, privileges or immunities from the
company incorporated by said act of 1852.
Approved February 16, 1865.
17
CHAPTER II.
TEEEE HAUTE AND ALTON EAILEOAD COMPANY.
An Act to Incorporate the Terra Haute and Alton Eail-
road Company. In force Jan. 28, 1851.
Section 1. Be it enacted by the people of the State of Illi¬
nois, represented in the General Assembly, That Eobert
Smith, Cyrus Edwards, Simeon Eyder, Samuel Wade, Thomas
G. Hawley, Eobert Ferguson, Philander C. Huggins, John S.
Hayward, Joseph T. Ecoles, George Burnap, Thomas Phillips,
Thomas A. Gray, William Wood, William F. Thornton, Jos¬
eph L. Dexter, John D. Bruster, Joseph Oliver, John Ward,
John Small, Byrd Munro, Ilezekiah J. Ashmore, John M.
Easton, James Cunningham, Ebenezer Noyes, Isaac Sanford,
Eichard B. Sutherland, Alanson Baldwin, George Eedman,
and all other persons who have or may become stockholders in
the capital stock of the corporation hereinafter mentioned, in
conformity with the provision of " An act to provide for a
general system of railroad incorporations," enacted by the gen¬
eral assembly of the state of Illinois, and approved November
5th, 1849, and to the provisions of this act, they and their as¬
sociates, successors and assigns, shall be and are hereby, cre¬
ated a body politic and corporate, by the name of " The Terre
Haute and Alton railroad company and by that name they
and their successors and assigns shall and may continue for the
term of fifty years from and after the passage of this act, and
are hereby authorized and empowered to construct and com¬
plete, and during its existence to maintain and continue, a rail¬
road, with a single or double track, and with all such append¬
ages as may be necessary for the convenient use of the same,
commencing at a point on the state line between the states of
Indiana and Illinois, in a direction for Terra Haute, Indiana ;
thence to Paris, in Edgar county; thence to Charleston in Coles
county ; thence to Shelbyville, in Shelby county ; thence to
Hillsboro, in Montgomery county ; thence to Bunker Hill in
18
Macoupin county ; and thence to Alton, on the Mississippi
river, in the state of Illinois.
§ 2. The capital stock in said company shall consist of
two millions of dollars, to be divided into shares of fifty dollars
each, as fixed in the articles of association formed and adopted
at a convention of the stockholders of said company, held at
Paris, in Edgar county, in the state of Illinois, on the 3d day
of June, A. I). 1850, and filed with the secretary of state on
the 15th day of January, A. D. 1851.
§ 3. The corporation shall cause books to be opened for
subscription to the capital stock, at such times and places as
they may choose, and shall give at least thirty days' notice
thereof, by publication in a newspaper published in the town or
city where said books may be opened, and if there be no news¬
paper published therein, then in the nearest newspaper thereto.
§ 4. It shall be lawful for all persons of lawful age, or for
the agent of any corporate body, or agent of any state or of
United States, duly authorized in behalf of the same, to sub¬
scribe any amount of capital stock : Provided, that the direc¬
tors of said corporation may, at their discretion/ limit the
amount of stock that any person, corporation or any agent
may subscribe in their own name, or in the name of any other
person.
§ 5. The corporation may require each subscriber to pay
an amount at the time of subscribing, not exceeding five dol¬
lars on each share, as shall be thought proper : Provided, that
due notice shall be given thereof, before the opening of the
books as aforesaid.
§ 6. As soon as five hundred thousand dollars of the capi¬
tal stock is subscribed, and the fixed amount paid on each share,
it shall be the duty of the directors named in the articles of as¬
sociation before referred to, to call a meeting of the stock¬
holders for the election of thirteen directors, who shall be stock¬
holders to the amount of at least twenty shares, and the said
19
directors shall give thirty days5 notice of the time and place of
said meeting, by publication in at least two newspapers pub¬
lished on said line of road ; and the said election shall be con¬
ducted by two judges, appointed by the stockholders present,
and the persons having a plurality of votes shall be declared
duly elected. In all elections the holding of one share shall
entitle the person to one vote, and votes may be given by the
person owning the same, or by one of several partners, or by
husband, father, mother, executor, administrator, guardian, or
trustee, or by authorized agent of any corporation, state or of
the United States, or any person having a right to vote may
vote by written proxy.
§ 7. Whenever the aforesaid sum of five hundred thousand
dollars is subscribed as aforesaid, the said corporation may
commence, construct and complete the aforesaid railroad.
§ 8. All elections after the first, in relation to the
officers of this corporation, shall be held on the first Monday of
June annually, under the direction of three stockholders, not
directors at the time, to be appointed by an order of the board
of directors at a previous meeting : Provided, that said direc¬
tors may cause elections to be held on any other day, should
there be no election at the time fixed in this section.
§ 9. The directors provided for shall continue in office for
one year and until their successors are elected and qualified,
and a majority shall form a quorum for the transaction of bus¬
iness.
§ 10. The said cor poration is hereby authorized, by and
with the consent of the state of Indiana, to extend said rail¬
road to Terre Haute, Indiana, or to form a connection with
any company that may be formed for that purpose by the au¬
thority of the state of Indiana.
§.11. The said company is hereby authorized to borrow
money, and for that purpose may issue bonds, to bear an in¬
terest not exceeding eight per cent, per annum, to aid in the
construction of said railroad ; but the payment of said bonds
20
shall be secured by said road and its appendages, and the fran¬
chises and property of said corporation : and all sales of bonds
for a less amount than par value shall be good and valid and
as binding upon said corporation as if the same were sold for
their full value : Provided, that nothing in this act shall be so
construed as to confer upon said company banking privileges.
§ 12. This act shall take effect and be in force from and
after its passage, and shall be taken and deemed to be a special
act.
Approved January 28th, 1851.
An Act to extend the Terre Haute and Alton Railroad.
Section 1. Be it enacted by the General Assembly of the
State of Indiana, That the Terre Haute and Alton Railroad
Company, as chartered by the legislature of the State of Illi¬
nois, and approved of January 28, 1851, and by and under
an act to provide for a general system of railroad incorpora¬
tions m said State, in force November 6th, 1849, be permit¬
ted to extend their said railroad from the eastern line of the
State of Illinois, through the State of Indiana, to the city of
Terre Haute, and into the same ; and that said corporation
shall have all the rights, powers, and privileges, in taking land,
and doing all things necessary to carry on and maintain their
railroad perpetually as granted to said corporation by the
above acts by the legislature of the State of Illinois.
§ 2. Said company shall have power and it is hereby au¬
thorized to construct a bridge across the Wabash river at or
near Terre Haute, of sufficient strength and capacity for the
crossing of the same, of all engines, locomotives, cars, and ma-
21
chinery of said company used or to be used on said road ; but
in the construction thereof, said company shall make a good
and convenient draw therein for the passage of all steamboats,
of not less than sixty feet in width in the channel of the river,
and shall cause the same to be opened for all steamboats at
the proper cost and expense of said company : Provided al¬
ways, Said company shall be liable for damages to any steam¬
boat or other water craft navigating said river, for any unnec¬
essary detention or damages occasioned by the improper con¬
struction or management of said draw ; and said company shall
and may erect a sufficient number of piles in said river for the
support of said bridge : Provided, That said bridge shall be of
sufficient height and the piles apart of sufficient width for the
passage of all flat boats : And further provided, That the said
company suffer and permit the Terre Haute and Richmond
Railroad company and any other railroad company to cross
upon the said bridge with their cars, locomotives, and trains,
and use the same in the same manner that the Alton and Terre
Haute Railroad Company may do : Provided, That the said
Terre Haute and Richmond Railroad Company, or other railroad
company shall, before they or either of them have the use of
said bridge, pay to the owners thereof the just and equal
proportion of the cost of said bridge, so that the parties shall
be equal proprietors thereof and the parties, owners of said
bridge, shall be at the equal expense in the maintaini ng of said
bridge and keeping the same in repair.
Sec. 3. This act shall be in force from and after its passage.
Approved February 11, 1851.
22
An Act to incorporate the Ohio and Mississippi Railroad
Company, and for other purposes.
§ 18. All the stockholders of said company shall be sever¬
ally individually liable to the creditors of said company,
to an amount equal to the amount of stock held by them re¬
spectively, for all debts and contracts made by said company,
until the whole amount of capital stock fixed and limited by
said company, or by this act, shall have been paid in ; and shall
be jointly and severally liable for all debts that may be due
and owing to any and all their laborers, servants and appren¬
tices, for services performed for said company, but shall not
be liable to an action therefor before an execution shall be re¬
turned unsatisfied, in whole or in part, against said company,
and then the amount due on said execution shall be the amount
recoverable, with costs, against said stockholders : Provided,
that none of the provisions of this section shall be applicable to
the company hereby incorporated, or to the Terre Haute and
Alton Railroad company, incorporated at the present session
of the General Assembly, until the same provisions shall be ap¬
plied to the Central Railroad company and branches, and the
Rock Island, La Salle and Chicago Railroad company.
az. A?. AA AA AA AA AA
W W w 7v W 77 W
Approved Feb. 12, 1851.
23
An Act.
Supplemental to an Act entitled " An Act to incorporate
the Terre Haute and Alton Railroad Company/
In force Feb. 13, 1851.
Section 1. Be it enacted by the people of the State of Illi¬
nois, represented in the General Assembly, That upon the re¬
quest of said company, in writing, it shall be the duty of the
governor to offer at public sale, to the highest bidder, for any
state indebtedness, payable in twelve months after the day of
sale, all the materials, stone, embankments, excavations and
grading obtained, furnished, done and owned by or in behalf of
the state of Illinois for or on account of the Central branch
Railroad, from Shelbyville to the state line of Indiana or the
railroad from Lower Alton to intersect the Central Railroad,
and that the governor shall give sixty days4 notice of the time
and place of such sale, bv publication in one newspaper pub¬
lished in the city of Alton, and one in Charleston, Illinois, and
he shall execute a certificate to the purchaser thereof, which
shall vest in the purchaser all the right of the State thereto
and therein.
§ 2. That for the sole purpose of aiding in the location and
construction of the railroad mentioned in the act to which
this is a supplement, the right of way over and through any
lands owned by the State is hereby ceded and granted to
said corporation.
§ 3. This act shall be in force from and after its passage.
Approved, Feb. 13, 1851.
24
An Act
to amend an Act entitled " An Act to incorporate the
Terre Haute and Alton Railroad Company.
In force Feb. 12, 1853.
Section 1. Be it enacted by the people of the State of I lli-
nois, represented in the General Assembly, That all rights be¬
longing to the state, in any roads heretofore constructed, or
partly constructed, under the general internal improvement
system, upon the line of the said company, are hereby granted
to and vested in said company.
§ 2. The certificate of the secretary of said company,
under the corporate seal thereof, shall be received in all courts
of justice and elsewhere, as evidence of the regular organiza¬
tion of said company under its charter, and of any act or
order of the board of directors of said company ; and all
the acts and doings of said company, in the organization
thereof, are hereby declared to be good and valid, and the
rights, privileges and franchises of said company as granted
are hereby declared to be in full force and effect.
§ 3. The capital stock of said company may be in¬
creased from time to time by order of its board of direc¬
tors, to such amount as may be necessary to com¬
plete their road, not exceeding four millions of dol¬
lars ; and subscription to the increased capital stock may be
made from time to time, on such terms as may be ordered by
the board of directors of said company.
§ 4. The board of directors of said company, or a majority
of the same, are hereby authorized to fill any vacancy that
may occur or has occurred in their body, occasioned by death,
resignation or otherwise.
§ 5. This act shall be deemed a public act. and shall take
effect and be in force from and after its passage.
Approved February 12, 1853.
25
An Act
to amend An Act entitled " An Act to Incorporate the
Terre Haute and Alton Railroad Company.'
In force Feb* 28, 1854.
Section 1. Be it en acted by the people of the state of Illinois,
represented in the General Assembly, That the Terre
Haute and Alton Railroad Company be and they are hereby
authorized to construct a branch of their line of railroad from
Paris, in the county of Edgar, in an easterly or northeasterly
direction, to such point on the eastern line of the State as may
be deemed advisable by said company, and to form a connec¬
tion with any railroad company in the State of Indiana ; and
for the purpose of constructing said branch may issue stock
or bonds of said company, or of said branch, to such an amount
as the said company may deem advisable, and may secure said
bonds by mortgage upon the said branch road, and may con¬
solidate said branch road with any such company in the state
of Indiana with which it may connect, on such terms as may
be agreed upon between the parties.
§ 2. Said company shall have power to take and hold
stock in, or loan its credit to, any railroad company within this
state, whose road may connect directly, or by connecting lines,
with said Terre Haute and Alton Railroad Company.
§ 3. This act shall take effect and be in force from and
after its passage.
Approved February 28, 1854.
•/ <*
26
An Act to change the name and to amend the Charter of
the Chicago and Mississippi Railroad Company, and to
authorize said company, and the belleville and illinois-
town Railroad Company, and the Terre Haute and
Alton Railroad Company, to make contracts and run¬
ning arrangements with each other, or to lease or
buy the road of the said belleville and IlLINOISTOWN
Railroad Company. In force, Feb. 14, 1855.
-x- -x- * x * -x- -x-
§ 2. The said company shall have power and are
hereby authorized to extend their road from its present ter¬
minus in the City of Alton to the present terminus of the
Terre Haute and Alton Railroad in said city, and to unite
with the road of said last-mentioned company and to contract
with and use the road of said Terre Haute and Alton Railroad
Company from such point of union to the intersection of said
last mentioned road with the road of the Belleville and Illinois-
town Railroad Company, near Wood river, in Madison
county, upon such terms and conditions as shall mutually be
agreed upon by the said Terre Haute and Alton Railroad Com¬
pany and the said Chicago, Alton and St. Louis Railroad
Company ; or in case said companies shall not agree, then upon
such terms as shall be fixed by disinterested persons, skilled
and experienced in the management of railroads, one to be
named by each company, and the two in case of disagreement,
to choose a third, whose decision shall be final, but neither
company shall select a person objectionable to the other. Be¬
fore said last mentioned extension shall be allowed, the said
Chicago, Alton and St. Louis Company and the Terre Haute
and Alton Railroad Company, shall locate and establish a gen¬
eral union depot in said city of Alton, and keep and maintain
the same.
In case the said Terre Haute and Alton Railroad Company
shall not, within sixty days after being requested so to do by
27
the said Chicago, Alton and St. Louis Railroad Company, exe¬
cute and deliver to said last-mentioned company their consent
in writing to the terms of this act, and also a contract author¬
izing them to use that part of the road of the said Terre Haute
and Alton Railroad Company, between its present terminus in
Alton and the said intersection with the Belleville and Illinois-
town Railroad, upon the terms contemplated by this act,
then the said Chicago, Alton and St. Louis Railroad Company
shall have the power, and are hereby authorized to extend their
said road and unite with the road of the said Belleville and Illi-
noistown Railroad Company at or near Wood river, and at the
most convenient point, not exceeding four miles from the city of
Alton. The said Belleville and Illinois town Railroad Company
hereby authorized to make running arrangements and contracts
with the said Chicago, Alton and St. Louis Railroad Company
and the Terre Haute and Alton Railroad Company, or either
of them, and also to lease or sell to said last mentioned com¬
panies, or either of them, the whole or any part of their road,
and the said last mentioned companies, or either of them, are
authorized to make such contracts, lease or purchase of said
Belleville and Illinoistown Railroad ; but no such contract,
lease or sale shall affect any contract heretofore made by
either of said companies with the other.
§ 3. The said Belleville and Illinoistown Railroad Com¬
pany shall have the right, and are hereby authorized to con¬
tract with and use the road of the said Terre Haute and Alton
Railroad Company from the intersection of said roads, near
Wood River, to the junction of the said Terre Haute and Alton
Railroad Company with the road of the Chicago, Alton and
St. Louis Railroad Company, in Alton, and also to contract
with and use the extension of the road of the Chicago, Alton
and St. Louis Railroad Company, from Alton to or near Wood
river, or any part of the said extension, if the same shall be
built, as provided in the last section, upon such terms and con¬
ditions as shall mutually be agreed upon by said companies
respectively, or in case said companies shall not agree, then
upon such terms and conditions as shall be fixed by disin-
28
terested persons skilled and experienced in the management
of railroads, one to be named by each company, and the two,
in case of disagreement, to select a third, whose decision shall
be final ; but neither company shall select a person objection¬
able to the other.
*******
§ 4. This act shall take effect and be in force from and
after its passage.
Approved Feb. 14, 1855.
CHAPTER III.
THE ST. LOUIS, ALTON AND TERKE HAUTE RAIL¬
ROAD COMPANY.
An Act to perfect the title of the purchasers of the Terre
Haute, Alton and St. Louis Railroad, and to enable such
purchasers, when the road is sold, to form a corporation,
and defining the bights and duties of such corporation.
In force February 18, 1861.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That in case the
railroad of tl e Terre Haute, Alton and St. Louis Railroad Com- '
pany, or any part thereof, shall be sold by virtue of any mort¬
gage, mortgages or deed or deeds of trust, either by foreclos¬
ure or other proceedings in law or equity, or in pursuance of a
power in such mortgage or mortgages, deed or deeds of trust
contained, or by joint exercise of the said authorities, the pur¬
chaser or purchasers of the same, or their survivors or survivor,
29
or they and their, or he and his associates, or their or his as¬
signs, may form a corporation, by the name of " The St. Louis,
Alton and Terre Haute Railroad Company," by filing in
the office of the secretary of state a certificate, under their
or his signature specifying the number of directors of said
new corporation (a majority of whom shall always be citi¬
zens of the state of Illinois, residing in the counties along
the line of the road, who shall be not less than five nor
more than thirteen in number), and the period, not exceeding
one year, of their service, the amount of their original capital
and the number of shares into which such capital is to be
divided ; and, thereupon, the persons who shall have signed such
certificate, and their successors, shall be a body politic and cor¬
porate, by the name of " The St. Louis, Alton and Terre liante
Railroad Company ; " and a copy of such certificate, attested
by the signature of the secretary of state or his deputy, shall,
in all courts and places, be evidence of the due formation and
existence of the said corporation and of the facts in the said
certificate stated.
§ 2. The said St. Louis, Alton and Terre Haute Railroad
Company shall have power to acquire, by purchase or other¬
wise, and to hold, use and enjoy the Terre Haute, Alton and St.
Louis Railroad, and each and every part thereof, whether situ¬
ated within or without this state ; and all equipments,
machinery, tools and materials, all lands, property, rights and
things connected therewith or necessary to the use thereof, to¬
gether with the tolls, income, rents issues and profits of the
same, and shall have power to maintain and operate the same,
as fully as might have been done by the Terre Haute, Alton
and St. Louis Railroad Company ; and the said corpora¬
tion shall also possess and enjoy all the facul¬
ties, powers, authorities, immunities, privileges and
franchises, at any time held by the said Terre Haute, Alton
and St. Louis Railroad Company, or by any of the other cor¬
porations heretofore consolidated into the said company or
conferred on the said company, or the said corporations or
either of them, by any act or law of this state or of the state
30
of Indiana, and shall have capacity to hold and exercise, with¬
out this state, all the said faculties, powers, authorities, privil¬
eges and franchises, and all others which may hereafter be
conferred upon it by or under any law of this state or of other
states yhnd the said St. Louis, Alton and Terre Haute Railroad
Company, when formed, in pursuant of this act, stall have
power to create and issue capital stock, in shares of fifty dollars
each, and to such aggregate amount as shall be deemed neces¬
sary to carry out the objects of this act, not exceeding any
amount which fnay be fixed by agreement with the persons
forming the said new corporation, in accordance herewith ; and
may establish preference, in respect to dividends, in favor of
one class of the stock, in such order and manner, and to
such extent, and with such securities as it may deem expe¬
dient, not exceeding in the aggregate any amount fixed as
aforesaid ; and may confer on holders of any bonds which
it may issue or assume to pay such rights to vote at all
meetings of stockholders, not exceeding one vote for
every one hundred dollars of the par amount of the said
bonds, as may by it be deemed advisable ; which rights, wThen
once fixed, shall attach to and pass with such bonds, under
such regulations as the by-laws may prescribe, to the successive
holder thereof, but- shall not subject any holder to assessment
by the said company or to any liabilities for its debts or entitle
any holder to dividends; and the said corporation may make
and issue its bonds, of not less denomination than one hundred
dollars each, payable at such times and places, bearing such
rates of interest, not exceeding seven per cent, per annum,
payable semi-annually at such place or places as may be
agreed upon, as it may deem expedient ; and may hypothecate
or sell such bonds, within or without this State, when issued,
to raise or borrow money, at a price not less than eighty cents
on the dollar ; and all other bonds to be issued shall be sold or
exchanged at par ; and in no case shall bonds, whether hypothe¬
cated or sold, become a debt or liability of the corporation at
less than eighty cents on the dollar ; and the said company
may secure the payment of any bonds which it may
make, issue or assume to pay, by mortgage or mortgages
31
or deed or deeds of trust of its railroad, or any part thereof,
or any other of its property, real or personal, and may
include in any such mortgage or mortgages or deed or
deeds of trust any locomotives, cars and other rolling
stock or equipments, and any machinery, tools, implements,
fuel and materials or other real or personal estate, whether then
held or thereafter to be acquired, for the constructing, operat¬
ing, repairing or replacing of the said railroad, or any part
thereof, or of any of its equipments or appurtenances; all of
which property and things, so included, whether then possessed
or thereafter to be acquired, shall be subject to the lien and oper¬
ation of every such mortgage or deed of trust, in the same
manner and with the like effect as if such property constituted
apart of such railroad; and may also include all franchises
held by the said corporation and connected with or relating to
the said railroad ; and all corporateffrancliises of the said com¬
pany which said franchises are hereby declared, in case of sale
by virtue of any such mortgage or deed of trust, to pass to the
purchaser or purchasers, so as to enable him or them to form a
corporation, in the manner herein prescribed, and to vest in
such corporation all the faculties, powders, authorities, immu¬
nities, privileges and franchises, conferred by this act ; and the
said corporation may do all things which may be necessary or
convenient, to carry into full effect the powers hereby granted;
and the powers hereby conferred may be exercised by the di¬
rectors thereof; and the directors of said new company shall, at
each annual meeting, submit to the stockholders a report in de¬
tail of their acts and doings.
§. 3. That the said St. Louis, Alton and Terre Haute Rail¬
road Company shall, within six months after its organization,
have power to assume such debts, liabilities and claims against
said Terre Haute, Alton and St. Louis Railroad Company, and
make such settlements or adjustments with any of the stock¬
holders or other parties interested therein, as it may deem
proper and as is provided for in this act ; and, for such purpose
may use such portion of the stock or bonds hereby authorized
32
to be created, and in such manner as is in and by this act di¬
rected and provided.
§ 4. That in case the Terre Haute, Alton and St. Louis Rail¬
road, or any part thereof, may have been or shall be decreed
by any court of this state, or by any circuit court of the United
States, for a district in which any part of said railroad is situ¬
ated, to be sold by virtue of any mortgage or mortgages or
deed or deeds of trust upon the same, containing a power of
sale to the trustee or trustees, it shall be lawful for the said
trustee or trustees to unite with the proper officers in making
such sale, or, under the order of the court, to make such sale,
at the time and place appointed by the court, and with such
notice as may be ordered by the court, and to execute a con¬
veyance of the said railroad, or the part thereof that may be sold;
and such sale and convevance shall be a valid and effectual exe-
ty
cution of the powers of sale and conveyance contained in the
said mortgage or mortgages or deed or deeds of trust, and
shall operate to invest the purchasers with the title to the rail¬
road property, and things sold, as aforesaid, freed and discharg¬
ed from all right and equity of redemption by the mortgagor
or unior incumbrances or any other party whatsoever.
§ 5. That full authority is hereby given to the corporate
authorities of the several counties, townships, cities, villages
or municipal corporations, owning stock in said company, and
to all persons holding stock in the said company, in any fidu¬
ciary capacity, to transfer, assign or surrender the same, and to
accept and receive, under the organization, such portion of new
stock as may be apportioned to the stock so owned or held.
§ 6. The said St. Louis, Alton and Terre Iiaute Railroad
?_y
Company, when organized, as in this act provided, may hold
meetings of stockholders or of directors, or both, either at St.
Louis, in the State of Missouri, or at Terre Haute, in the state
of Indiana, as well as in this state and the said company or
corporation is hereby expressly and forever prohibited from
having its treasury or any office or place of business at any
33
point out of the limits of the state of Illinois, other than at
Terre Haute and at St. Louis.
§ 7. All the powers and franchises, by this act conferred,
and the right to exercise the same, as a body corporate, shall
become null and void unless the said St. Louis, Alton and
Terre Ilaute Railroad Company shall, within six months after
its organization, as is herein provided for, provide, as is here¬
inafter directed, for the junior incumbrances, general creditors,
unsecured by deed of trust or mortgage, and stockholders in
the Terre Haute, Alton and St. Louis Railroad Company, by
issuing to the junior incumbrances, creditors and stockholders
certificates of stock in said St. Louis, Alton and Terre Ilaute
Railroad Company, as herein provided, that is to say ; for the
amount due upon the third and fourth mortgage bonds of the
said Terre Haute, Alton, and St. Louis Railroad Company, cal¬
culating interest on such bonds, and on the past due coupons
pertaining to such bonds, at the rate of seven per cent, per an¬
num, and providing only for such bonds as have been actually
sold and for the amount for which the same have been sold, in
preferred stock of said St. Louis, Alton and Terre Haute Rail¬
road Company, upon which preferred stock dividends, at a rate
not exceeding seven per cent., may be paid till the com¬
mon stock hereinafter provided for shall receive a like
dividend, and then such preferred stock shall receive
equal dividends with the common stock, for the ex¬
cess of dividends to be declared ; for all other credi¬
tors, common stock, for the full amount of their debts, and to
stockholders for bona fide stock by them held, stock for the
half of the stock by them so held : Provided, that the board of
directors provided for in this act shall have power and it shall
be their duty to pass necessary by-laws for the adjustment and
settlement of the floating debt that has heretofore accrued
along the line of said railroad : Provided, farther, that nothing
herein shall prevent the directors of said St. Louis, Alton and
Terre Haute Railroad Company from issuing preferred stock
to any of the unsecured creditors of the Terre Haute, Alton
and St. Louis Railroad Company, when the equities of such
34
claim shall, in the judgment of the directors, demand such pre¬
ference : And provided^further, that no person, bondholder,
creditor or stockholder, shall have the benefit of this section
without surrendering and transferring to the St. Louis, Alton
and Terre Haute Railroad Company, within the time afore¬
said, the bonds, claims, demands or stock for which he shall
desire the issue of new stock by the St. Louis, Alton and Terre N
Haute Railroad Company : And, provided%f urther, that the
said St. Louis, Alton and Terre Haute Railroad Company
shall proceed to fence the line of said road, and shall expend
thereon at least twenty thousand dollars in 'each and every
year, till the line of said railroad is completely fenced.
§ 8. After the reorganizing and the formation of a corpora¬
tion, as herein provided, all persons who may have stock
killed, (and for the killing of which the said company may be
legally liable), and also all persons who may furnish, by con¬
tract, wood, ties or other materials or supplies, or work and
labor, of any kind, for the use maintenance, improvement or
operation of said railroad, shall, to secure the payment there¬
for, have a prior lien over all and other future mortgages,
deeds of trust or other incumbrances upon the said railroad
and all equipments, machines, tools, property and other things
connected therewith.
§ 9. The said St. Louis Alton and Terre Haute Railroad
Company shall have the right to fix the rates of toll or tariff
for all passengers or freight, transported over the line of their
said road, with such discrimination as to them shall seem most
conducive to the interests of said road.
§ 10. The said St. Louis, Alton and Terre Haute Rail¬
road Company shall have power to bargain, sell and convey
any real estate which they may hold or acquire, and which is
not necessary to the business operations or use of said road ;
and any mortgage or deed or trust executed by said St. Louis,
Alton and Terre Haute Railroad Company shall not be a lien
on anv of such real estate.
«
35
§ 11. The earnings of said road after paying the operating
and contingent expenses of said road and the paving of all
necessary repairs and improvements, shall be applied, first, to
the payment of interest on the bonds of said road, which now
are a lien, as well as those to be hereafter issued, according to
the order of their priorities ; next, in providing for a sinking
fund for the retirement of such bonds, which sinking fund shall
not exceed two per cent, of the gross earnings of said road, in
each year; and, next in the payment of dividends on the stock,
according to the order of priorities of the stock, as hereinbe¬
fore provided.
§ 12. All bona fide claims or judgments, for stock hereto¬
fore killed by the Terre Haute, Alton and St. Louis railroad,
and all claims for right of way on that part of the road from
Belleville to Illinoistown, and all just dues for work and labor
done and for wood and ties furnished or taken for the said
Terre Haute, Alton and St. Louis Railroad Company, and all
judgments had for the same, which have not been arranged or
settled by said Terr^ Haute, Alton and St. Louis Railroad
Company, shall be assumed and paid by the St. Louis, Alton
and Terre Haute Railroad Company as a condition preced¬
ent to the operation of this act.
§ 13. This shall be deemed a public act, and take effect
and be in force from and after its passage.
Approved February 18, 1861.
36
An Act to Authorize the St. Louis, Alton and Terre
Haute Railroad Company to extend its Railroad, and
Form a Connection with the Illinois Central Railroad.
In force February 13, 1863.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That the St. Louis,
Alton and Terre Haute Railroad Company shall have power,
and it is hereby authorized to extend its railroad, from its pres¬
ent terminus, in the city of Belleville, in the county of St.
Clair, in a southeasterly direction to the Illinois Central Rail¬
road, and to unite and form a connection with the same; and,
for that purpose, full power is given to said company to make
and execute such contracts, with any other company, as will
secure the construction of said road, and the object of said con¬
nection.
§ 2. That said St. Louis, Alton and Terre Haute Railroad
Company, in the extension aforesaid, and in the construction
and operation of a railroad, from Belleville, in St. Clair county,
to the Illinois Central Railroad, shall have, possess and exer¬
cise all the powers, faculities, privileges, immunities and fran¬
chises now and at any time held by said company, or by the
Terre Haute, Alton and St. Louis Railroad Company, during
its existence, by or under any law of this State, and shall, also,
have power to create and issue additional stock, and to such
aggregate amount as shall be deemed necessary, to carry out
the object of this act.
§ 3. This act shall be deemed a public act, and shall take
effect and be in force, from and after its passage.
Approved Feb. 13, 1863.
87
An Act to Authorize and Empower the "St. Louis. Alton
and Terre Haute Railroad Company," to Extend its
Railway, and to Construct a Railroad, from Paris, in
Edgar County, so as to Form a Connection with the
W abash Valley Railroad.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That the " St. Louis,
Alton and Terre Haute Railroad Company," shall have power,
and it is hereby authorized, to extend its railroad, and unite the
same with the Wabash V alley Railroad, and, for that purpose,
to build and construct a railroad, from Paris, in Edgar county,
in a north-easterly direction, to the State line between the
States of Illinois and Indiana, with the view of forming a con¬
nection with the Wabash Valley Railroad ; and, for that pur¬
pose, full power is hereby given to said company to make and
execute such contracts, with any other company, as will secure
the construction of said road and the objects of said connection.
§ 2. The said St. Louis, Alton and terre Haute Rail¬
road Company, in the construction and operation of said rail¬
road, from Paris to the State line, and for the purposes of said
extension and construction, shall have, possess, and exercise all
the powers, faculties, privileges, immunities and franchises now
and at any time held by said company or held by the
Terre Haute, Alton and St. Louis Railroad Company, during
its existence, by or under any law of this State ; and shall also
have power to create and issue additional stock, and to such ag¬
gregate amount as shall be deemed necessary, to carry out the
objects of this act.
§ 3. This act shall be deemed a public act, and shall
take effect and be in force, from and after its passage.
Approved Feb. 20, 1863.
3b
An Act to Build a Branch Road of the St. Louis, Alton
and Terre Haute Railroad from Hillsboro
to Staunton, Illinois. In force,
March 31, 1869.
Section 1. Be it enacted by the People of the State of Illinois^
represented in the General Assembly, That the St. Louis, Alton
and Terre Haute Railroad Company be and are hereby author¬
ized to build a branch of said railroad from Hillsboro, in the
county of Montgomery, to Staunton, in the county of Macou¬
pin, and for the purpose of enabling said railroad company to
construct the said branch road in this act authorized to be built,
said railroad company shall be and are hereby vested with all
the powers, rights, privileges and immunities by any and all the
former acts of the legislature of this state heretofore conferred
upon said railroad company, for the purpose of enabling
them to build their main line of railway.
§ 2. This act shall be deemed a public act, and shall
take effect and be in force from and after its passage.
Approved March 31, 1869.
39
CHAPTER IV.
LEASED AND CONNECTING LINES.
An Act to Incorporate the Belleville & Southern Illinois
Railroad. In force Eeb. 19, 1857.
Section. 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That J. J. Swan-
wick, H. S. Ozburn, David S. Phillips, John Baird, J. M. Sul¬
livan, W. W. Roman, J. L. Mann and C. A. Key es, of Perry
county ; J. L. D. Morrison and P. B. Fouke, of St. Clair
county, in this state, and L. W. Ashley and Sidney Breese and
their associates in and successors and assigns, are hereby crea¬
ted a body corporate and politic, under and by the name and
style of " The Belleville & Southern Illinois Railroad Com¬
pany," with perpetual succession ; and by that name shall be
and are hereby made capable, in law and equity, to sue and be
sued, plead and be impleaded, defend and be defended, in all
courts of law and equity in this State or elsewhere ; to make,
have and use a common seal, and the same to renew and alter
at pleasure ; and shall be and are hereby vested with all the
powers, privileges and immunities which are or may be necessa¬
ry to carry into effect the purposes and objects of this act.
And the said company are hereby authorized and empowered
to locate, construct and finally complete and putin operation a
railroad, from the city of Belleville, in St. Clair county, south¬
wardly, by way of the village of Pinckney ville, to some point
on the Illinois Central Railroad in Perry county, deemed by
the said company the most eligible; and for that purpose the
company are authorized and empowered, upon the most eligi-
ible route, to lay out their railroad, for a single or a double
track, to any width, not exceeding one hundred feet, through
the whole length ; and for the purpose of constructing em¬
bankments, may take as much land as may be necessary for
the proper construction and security of said railroad.
40
§ 2. The capital stock of said company shall be one million
of dollars, and may be increased to two millions of dollars, to
be divided into shares of one hundred dollars each ; which
shall be deemed personal property, and may be issued, certified,
transferred and registered in such manner and at such places
as may be ordered and provided by the board of directors.
The immediate government and direction of said company shall
be vested in five directors, who shall be chosen by the stock¬
holders of said company, in the manner herein provided, who
shall hold their office for one year after their election, and
until others shall be duly elected and qualified ; a majority of
whom shall form a quorum to do business. They shall elect
one of their number to be the president of the company ; and
said board of directors shall have power to appoint all neces¬
sary clerks, secretaries and other officers necessary for the
transaction of the business of said corporation, and to require
any appointee to give bond and security.
§ 3. The said company are hereby authorized, by their
agents, surveyors and engineers, to cause such examination and
surveys to be made of the ground and country between the said
city of Belleville and Illinois Central Railroad, aforesaid, as
shall be necessary to determine the best route for the proper
line or course whereon to construct their said railroad ; and it
shall be lawful for said company to enter upon and take pos¬
session of, and use any and all such lands and real estate as
may be necessary for the construction and maintenance of their
said railroad : Provided, that all lands and real estate entered
upon and taken possession of, and used by said corporation,
for the purpose and accommodation of said railroad, or upon
which the site for said railroad shall have been located or de¬
termined by the said corporation, shall be paid for by said
company, in damages, if any be sustained by the owner or
owners thereof by the use of the same for the purposes of said
railroad ; and all lands entered upon and taken for the use of
said corporation, which are not donated to said company, shall
be paid for by said corporation, at such price as majr be mutu¬
ally agreed upon by said corporation and the owner or owners of
said land ; and in the case of no agreement therefor the price
41
shall be estimated, fixed and recovered in accordance with an
act to amend the law condemning right of way for purposes of
internal improvement, approved June 22, 1852.
§ 4. That if any person shall wilfully, maliciously or wan¬
tonly and contrary to law obstruct the passage of any car on
said railroad or any part thereof or anything belonging there¬
to, or shall damage, break or destroy any of the said road or
implements or buildings, he, she or they, or any person assist¬
ing, shall forfeit and pay to said company, for each and every
such offence, treble the amount of damages that shall be proved
before any competent court that shall have been sustained, to
be sued for in the name of said company ; and such offender or
offenders shall be deemed guilty of a misdemeanor, and shall
be liable to indictment, in the same manner as other indictments
are found, and in any county or counties where such offence shall
have been committed ; and upon conviction, every such offen¬
der shall be liable to a fine, not exceeding five thousand dollars,
for the use of the county where such indictment may be found,
and may be imprisoned in the county jail for any time, not ex¬
ceeding nine months, in the discretion of the court.
§ 5. The time of holding the annual meetings of said company
for the election of directors and for the transaction of any other
business of the stockholders, shall be fixed and determined by
the by-laws of said company ; and at all meetings such stock¬
holders shall be entitled to one vote for each share of stock he,
she or they may own and hold, bona fide, in said company ; and
such vote may be given in person or by lawful proxy.
§ 6. The persons named in the first section of this act are
hereby appointed commissioners, who, or a majority of them,
are hereby authorized to open or cause to be opened subscrip¬
tion books for the stock of said company, at such time and
places as they may think proper, and also to appoint one or
more agents to open such books and receive such subscriptions.
The said commissioners, or their agents, shall require each sub¬
scriber to pay five dollars or execute a note therefor, as they
shall determine, on each share subscribed, at the time of sub-
42
scribing ; and whenever a hundred thousand dollars shall be
subscribed, the said commissioners shall call a meeting (or a
majority of them shall) of the stockholders, by giving four
weeks' notice in some newspaper printed in the counties of
Perry and St. Clair ; and at such meeting it shall be lawful for
the stockholders to elect the directors of said company, and
transact any other business that may be deemed necessary ; and
when the directors are chosen the said commissioners shall de¬
liver said subscription books, with all sums of money and notes
received by them, or by any agent appointed by them as com¬
missioners, to said directors. No person shall be a director
unless he shall be a bona fide stockholder in said company.
§ 7. That the right of way and the real estate purchased for
the right of way and for other purposes by said company,
whether by mutual agreement or otherwise, or which shall be¬
come the property of the company by operation of law, as in
this act provided, shall, upon the payment of the amount of
money belonging to the owner or owners of said lands, as a
compensation for the same, or upon tendering the amount of
money therefor, become the property of the said company, in
fee simple, unless otherwise agreed between said company and
the seller thereof.
§ 8. That said company may take and transport upon said
railroad any person or persons, merchandise or other property,
by the force and power of steam or animal or other proper and
competent force and power ; and may fix, establish, take and
receive such rates of toll for all passengers and property trans¬
ported on the same, as the directors shall, from time to time,
establish ; and the directors are hereby authorized and empow¬
ered to make all necessary rules, by-laws, regulations and ordi¬
nances that they may deem necessary and expedient to accom¬
plish the designs and purposes and to carry into effect all the
provisions of this act, and for the transfer and assignment of
its stock.
§ 9. The directors of said company, after the same is
organized shall have power to open books at such time
43
and places as they may deem proper, for the subscrip¬
tion of stock, until the whole amount of capital stock
shall be subscribed, or such parts and amounts
thereof as they shall desire to have subscribed ; and said di-
•j '
rectors are hereby authorized and empowered to take and re¬
ceive subscriptions to their said capital stock, on such terms
and in such amounts as they may deem for the interest of the
said company, and as they may prescribe by their by-laws and
regulations, from any other railroad company or corporation,
and from any county, city, town or village ; and any such
subscription shall be valid and binding upon any railroad com¬
pany, corporation, county, city, town or village making the
same : Provided, said subscription shall be made, in every re¬
spect, subject to the provisions and restrictions of an act sup¬
plemental to an act entitled, "An act to provide for a general
system of railroad incoporations," approved November 6th,
1849 : And provided further, said company shall be authorized
to take or receive subscriptions to their capital stock, payable
in real estate. And all owners of real estate may pay for
their subscriptions to the capital stock of said company, execute
their notes, with mortgage upon the whole or any part of their
real estate, for the security of said notes, at a rate of interest
to be agreed upon by said company and the said owners of real
estate, not exceeding ten per centum per annum.
§ 10. In case it should at any time appear that an election of
directors should not be made on the day which, in pursuance of
this act or the by-laws of said company, it ought to be made,
such failure to elect shall in nowise affect the rights of said com¬
pany, but such election shall be held at any other time which
may be directed by the directors.
§ 11. In case of the death, resignation or removal of the
president, vice president or any of the directors, at any time
between the annual elections, such vacancy may be filled for
the remainder of the year, whenever the same may happen, by
the remaining directors or a majority of them ; and in case of
the absence of the president or vice president, the board of di¬
rectors shall have power to appoint a president, pro tempore.
44
who shall have and exercise such powers and functions as the
by-laws of the said corporation may prescribe.
§ 12. That whenever it shall be necessary for the construc¬
tion of said railroad to intersect or cross a track of any other
railroad or any stream of water or water course or road or
highway on the route of said road it shall be lawful for the
company to construct their railroad across or upon the same :
Provided\ that the said company shall restore the railroad,
stream of water, water course, road or highway, thus inter¬
sected or crossed, to its former state or in a sufficient manner
not materially to impair its usefulness.
§ 13. That said company shall have power, and it is hereby
made lawful for said company to unite its rail road with any
other railroad or railroads now constructed or being construct¬
ed or which may be hereafter constructed within this State,
which may cross or intersect the same, or be built at either
end thereof, upon such terms as may be mutually agreed upon
bet ween the said company and any other company so connect¬
ing ; and for that purpose full power is hereby given to said
company to make and execute such contracts with any other
company or companies as shall secure the objects of such con¬
nections.
§ 14. That it shall be lawful for the directors to require pay¬
ment of the sum subscribed to the capital stock, at such times
and in such proportions and on such conditions as they shall
deem proper, under penalty of the forfeiture of all previous pay
ments thereon, and shall give notice of the payments thus re¬
quired, and of the time when and the place or places where the
same are to be made, at least thirty days previous to the time
of the payment of the same, in some public newspapers print¬
ed in Belleville or Pinckneyville.
§ 15. That said company is hereby authorized, from time to
time, to borrow such sum or sums of money as may be neces¬
sary for completing and furnishing or operating their said rail
road, and to issue and dispose of their bonds in denominations
[of] not less than five hundred dollars, bearing a rate of interest
45
not exceeding ten per cent, per annnm for any amount so bor¬
rowed, and to mortgage their corporate [property] and fran¬
chises, or convey the same by deed of trust, to secure the pay¬
ment of any debt contracted by said company for the purposes
aforesaid ; and the directors of said company may confer on
any bondholder of any bond issued for money borrowed, as
aforesaid, the right to convey the principal due and owing
thereon into stock of said company at any time, not exceeding
ten years from the date of said bond, under such regulations as
the directors of said company may see fit to adopt ; and all
sales of such bonds that may be made at less than their par
value shall be good and valid and binding upon said corpora¬
tion, as if such bonds had been sold for the full amount
thereof.
%
§ 16. Every conductor, baggage master, engineer, brake-
man and other servant of said corporation employed in a pas¬
senger train or at a station for passengers shall wear upon his
hat or cap a badge, which shall indicate his office, the initial
or style of the corporation. Ko conductor or collector,
without such badge, shall demand or be entitled to receive
from any passenger any fare, toll or ticket, or exercise any of
the powers of his office ; and no other of said officers or ser¬
vants, without such badge, shall have any authority to meddle
or interfere with any passengers, his baggage or property, in
forming passenger trains. Baggage or freight or merchandize
or lumber cars shall not be placed in the rear of passenger cars;
and if they or any of them shall be so placed and any accident
shall happen to life or limb the officer or agent who so directed
or knowingly suffered such arrangement and the conductor or
engineer of the train shall each and all be held guilty of a mis¬
demeanor, and shall be punished accordingly. The certificate
of the secretary of said company under the corporate seal there¬
of shall be received in all courts of justice and elsewhere as evi¬
dence of the regular organization of said company under its
charter and of any act or order of the board of directors of said
company.
§ 17. That the width of said road shall be determined by the
directors of said company, within the limits prescribed by the
46
first section hereof. The said company shall carry and trans¬
port the mail of the United States on such terms as may be
agreed, and all such freights and passengers as may be agreed,
and all such freights and passengers as may be offered if re¬
quired so to do, on the terms usual with like railroad companies.
§ 18. This act shall be deemed a public act, and. is hereby so
declared, and shall be favorably construed for the purposes
herein expressed and declared, in all courts and places whatso¬
ever : Provided, that said railroad company shall commence the
construction of said railroad within five years and complete the
same within eight years from the passage of this act.
§ 19. This act to take effect and be in force from and after
its passage.
Approved February 14, 1857.
An act to amend the charter of the Belleville and
Southern Illinois Railroad Company. In force
February 4, 1859.
Section 1. Be it enacted by the People of the State
Illinois, represented in the General Assembly, That
section number 1 of the charter of the Belleville and Southern
Illinois Railroad Company be and the same is hereby amended
so as to strike out the names of J. L. D. Morrison and P. B.
Fouke and insert the names, Sharon Tyndale and Frederick
Ropiequet.
This act to take effect and be in force so soon as the assent
of the said J, L. D. Morrison and P. B. Fouke to this act shall
be entered upon the books of the said company.
Approved February 4, 1859.
47
An Act to amend the charter of the Belleville and South¬
ern Illinois Railroad, approved February 14, 1857.
In force February 21, 1861.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That the second
section of the charter of the Belleville and Southern Illinois
Railroad, approved February 14, 1857, be, and the same is
hereby amended, so as to strike out the words u shares of one
hundred dollars each, " and insert instead thereof the words
" shares of fifty dollars each."'
§ 2. That the sixth section of the above named charter be,
and the same is hereby amended, so as to strike out the words
4 whenever a hundred thousand dollars shall be subscribed," and
insert instead thereof the words " whenever fifty thousand
dollars shall be subscribed. "
§ 3. That the eighteenth section of the above named char¬
ter be,and the same is hereby amended, so to strike out the words
" within fi ve years and complete the same within eight years/'
and insert instead thereof the words " within ten years and
complete the same within fifteen years."
Approved February 21, 1861.
48
An Act to amend section number one of the charter of
the Belleville and Southern Illinois Rail¬
road. In force, April 15, 1865.
Section 1. Be it enacted by the People of the State qf:' Illi¬
nois, represented in the General Assembly, That section num¬
ber one of the charter of the Belleville and Southern Illinois
Railroad, approved February 14th, 1857, be and the same is
hereby amended so as to strike out the names of " W. W.
Roman and J. L. Mann," and insert in lieu thereof the names
of u Nathaniel Niles and William K. Murphy ; " and further
to add to said section, as corporators, the names of " T. B.
Cantrell, George C. Eisenmeyer, Samuel Holliday, George W.
Wall, and Thomas H. Burges.'
Approved, February 16, 1865.
An Act to amend the charter of the Belleville and
Southern Illinois Railroad, approved February
14, 1857. In force, April 18, 1865.
Section 1. Be it enacted by the People of the State of Illi¬
nois. represented in the General Assembly, That the first sec¬
tion of the charter of the Belleville and Southern Illinois Rail¬
road, approved February 14, 1857, be and the same is hereby
amended so as to add to the end of said section the following
words, viz.: " And to extend the same at any time to the
bank of the Mississippi River."
Approved, February 16, 1865.
49
An act to amend the charter of the Belleville and
Southern Illinois Railroad Company, approved Febru¬
ary 14, 1857, and the several acts amendatory thereto.
In force February 14, 1867.
Section 1. Be it enacted by the People of the State of
Illinois, represented in the General Assembly, That section
18 of the above-named charter, and section 3 of an act amend¬
atory thereof, approved February 21, 1861, be so amended as
to extend the time for beginning the work on said road until
February 14, 1870, and the completing of the same to Febru¬
ary 14, 1875.
§ 2. This act shall take effect and be in force from and
after its passage.
Approved February 14, 1867.
An Act to Incorporate the Paducaii, Metropolis and St.
Louis Railroad Company. In Force I eb?y 16, 1859.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That L. W. Ashley ,
D. L. Phillips, W. H. Green, W. R. Brown, L. S. Trimble, L.
M. Flourney, W. F. Norton, Henry Enders, D. A. Given, G.
H. Morrow, and their associates, heirs, successors and assigns,
be and they are hereby created a body politic and corporate,
by the name and style of " The Paducah, Metropolis and St.
Louis Railroad Company with perpetual succession ; with
power to sue and be sued, plead and be impleaded, in any
50
court of law or equity in this State or any other place ; to
make and use a common seal, and to alter the same at pleasure;
with power to build a railroad and use and maintain the same,
with single or double track, from some point on the Ohio river,
at or near Brooklyn, in Massac County, through the corporate
limits of Metropolis, in said County of Massac, to some point
on the Illinois Central Railroad, south of Jonesboro, to be
selected by the directors of said company.
§ 2. That the several towns, cities or counties, through or
near which said road shall pass, may subscribe for and take
stock of this company ; Provided, that no such subscription
shall be made unless a majority of the legal voters of said town,
city or county shall vote for the same at an election to be held
under order of the County Court, in cases of counties, and of
the corporate authorities, in cases of towns and cities.
§ 3. This company is hereby authorized, for the purpose of
procuring the right of way for said road, to proceed under the
act to provide for a general system of railroad incorporations,
approved November 5 th, 1849, and under the act amendatory
to said act, approved June 22nd, 1852, for the condemnation of
land by incorporated companies.
§ 4. That all the rights, privileges and advantages and
powers with the limitations and restrictions conferred upon the
Paducah and Illinois Railroad Company and Illinois Southern
Railroad Company, so far as applicable, are hereby conferred
upon the Paducah, Metropolis and St. Louis Railroad Company,
with the same regulations, in relation to organization and elec¬
tion of officers, at the option of the commissioners and directors
of said company.
§ 5. The capital [stock] of said company shall be one million
of dollars, to be divided in shares of fiftv dollars each. This
act shall be construed liberally, and shall be deemed as a public
act, and be in force from and after its passage.
Approved February 16, 1859.
51
An Act to incorporate the Belleville and Eldorado Rail¬
road Company. In force, February 22, 1861.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That William K.
Parrish, Tilman B. Cantrell, William Trizell, John D. Wood,
Samuel K. Casey, A. D. Duff, Dr. Jacob Smith, Henry ' ■ eber,
William Watkins, Parker Massey, William H. Parrish, Vol-
tair Chaesser, 1 arren E. Burnett, Willis A. Stricklin, William
Thomsberry, Valentine Rathbone, Richard 1ST. Warfield, Wilie
Elder, Nathaniel Bramlet, William Hall, George E. Burnett and
William Elder, and their heirs, successors and assigns, are created
a body politic and corporate, under the name and style of "The
Belleville and Eldorado Railroad Company and in that char¬
acter shall have perpetual existence and succession ; and shall
possess all the powers, privileges, immunities and rights inci¬
dent to corporations and necessary to carry into effect the ob¬
jects and purposes of this act, which is to lay out, build, con¬
struct, equip, complete and continue in operation a railroad,
from Belleville, in St. Clair county, by way of Benton, in
Franklin county, and Galatia and Raleigh, and to Eldorado, in
Saline county ; and they may cross any railroad or railroad
line, now laid out or hereafter to be laid out in this state ;
and they may make connections with any railroad on the line
or at either terminus, on such terms as may be mutually agreed
upon between the parties ; or, if they cannot agree they may
have the same referred.
§ 2. The capital stock of said company shall be one mil¬
lion of dollars, and may be increased, at any time, by a major¬
ity of the legal votes of said company voting in favor of such
increase : Provided, notice of such intended vote shall have
been published in some public newspaper published on or near¬
est said railroad line at least thirty days before the day of vot¬
ing thereon. Said capital stock shall be divided into shares of
one hundred dollars each, and each share on which there are
52
no unpaid calls shall entitle the bona fide owner thereof to one
vote, either in person or by legal proxy, in all elections for
directors or for increasing the capital stock of said company,
and on such other subjects as may be provided for by the by¬
laws and regulations of said company.
§ 3. Said company may organize by opening books for
the subscription of stock and elect their board of directors, to
consist of seven at any time, after the [passage] of this act, by
giving notice of the time and place of said election by publish¬
ing notice thereof in some newspaper published nearest the
centre of the line of said road and having a copy of the same
directed to each member of said company at least thirty days
before the day set for such organization.
§ 4. Said company shall [have] power, when in their dis¬
cretion, they have a sufficient amount of capital stock subscribed,
to proceed to lay out, locate, construct, build, equip, complete
and operate their railroad ; and, for that purpose, may take,
use, occupy, condemn and own any lands, earth, gravel, sand,
stone or other material, for two hundred feet wide along the
whole length of said road : Provided, the same is condemned
in pursuance of the requirements of the laws now in force for
condemning lands for railroad purposes, in this state ; or they
may mutually agree with the owner of such property or re¬
ceive the same as gifts, grants or donations.
§ 5. Any incorporated city, town or county, situate on
or near the line of said road, may subscribe to the capital stock
of said company any sum, not exceeding one hundred thou¬
sand dollars : Provided, a majority of the legal voters voting on
that question shall have voted in favor of such subscription,
if the notice given and the election held shall have been in
conformity with the laws in regard to other special elections ;
and, to this end, the county court or board of supervisors may,
from time to [time,] order election and specify the amount pro¬
posed to be subscribed, as they may deem expedient ; and the
clerks of the county Court or board of supervisors shall re¬
ceive the poll books and canvass the votes and report the
same, as in other elections.
63
§ 6. Said company may have a common seal, and alter
the same at pleasure ; and the board of directors may make
such by-laws and regulations as they may deem expedient for
the government of said company, not inconsistent with the con¬
stitution or laws of the United States or of this state ; and
they may issue the bonds of the company and negotiate the
same and mortgage the property of said company, both real or
personal, or mixed, for the payment of said bonds or any part
thereof.
§ 7. All the rights, privileges and immunities necessary
to carry into effect the provisions of this act, not granted here¬
in, may be obtained under the laws now in force in this state.
§ 8. This act shall be deemed a public act, and be in
force from and after its passage.
Approved, February 22d, 1861.
CHAPTER V.
EXTRACTS FROM CONSTITUTION AND GENERAL
RAILROAD LAWS.
Constitution of the State of Illinois.
Adopted in Convention May 13, 1870 ; ratified by the peo¬
ple, July 2, 1870 ; in force, August 8, 1870.
# *€■*****
Article II,
* * * * * *
§ 13. Private property shall not be taken or damaged for
public use without just compensation. Such compensation,
when not made by the State, shall be ascertained by a jury, as
shall be prescribed by law. The fee of land taken for railroad
54
tracks, without consent of the owners thereof, shall remain in
such owners, subject to the use for which it is taken.
* * * * * -jf #
Article Iv.
* x # *
§ 22. The General Assembly shall not pass local or special
laws in any of the following enumerated cases, that is to say :
for—
* * % * x * *
Granting to any corporation, association or individual
the right to lay down railroad tracks, or amending existing
charters for such purpose ;
Granting to any corporation, association or individual any
special or exclusive privilege, immunity or franchises whatever.
In all other cases where a general law can be made applica¬
ble, no special law shall be enacted.
*******
Article XI.
§ 1. No corporation shall be created by special laws, or its
charter extended, changed or amended, except those for char¬
itable, educational, penal or reformatory purposes which are
to be and remain under the patronage and control of the State,
but the General Assembly shall provide, by general laws, for
the organization of all corporations hereafter to be created.
§ 2. All existing charters or grants of special or exclusive
privileges, under which organization shall not have taken place,
or which shall not have been in operation within ten days from
the time this constitution takes effect, shall thereafter have no
validity or effect whatever.
§ 3. The General Assembly shall provide, by law, that in all
elections for directors or managers of incorporate companies,
every stockholder shall have the right to vote, in person or by
proxy, for the number of shares of stock owned by him, for as
55
many persons as there are directors or managers to be elected,
or to cumulate said shares, and give one candidate as many
votes as the number of directors multiplied by the nnmber of
his shares of stock shall equal, or to distribute them on the
same principle among as many candidates as he shall think fit ;
and such directors or managers shall not be elected in any other
manner.
*******
§ 9. Every railroad corporation organized or doing business
in this State, under the laws or authority thereof, shall have
and maintain a public office or place in this State for the
transaction of its business, where transfers of stock shall
be made, and in which shall be kept, for public inspection,
books, in which shall be recorded the amount of capital stock
subscribed, and by whom ; the names of the owners of its
stock, and the amounts owned by them respectively ; the
amount of stock paid in, and by whom ; the transfer of said
stock ; the amount of its assets and liabilities, and the names
and place of residence of its officers. The directors of every
railroad corporation shall, annually, make a report, under oath,
to the auditor of public accounts, or some officer to be desig¬
nated by law, of all their acts and doings, which report shall
include such matters relating to railroads as may be prescribed
by law. And the general assembly shall pass laws enforcing
by suitable penalties the provisions of this section.
§ 10. The rolling stock and all other movable property be¬
longing to any railroad company or corporation in this State,
shall be considered personal property, and shall be liable to
execution and sale in the same manner as the personal property
of individuals, and the general assembly shall pass no law ex¬
empting any such property from execution and sale.
§ 11. No railroad corporation shall consolidate its stock
property or franchises with any other railroad corporation
owning a parallel or competing line ; and in no case shall any
consolidation take place, except upon public notice given, of a
least sixty days, to all stockholders, in such manner as may be
provided by law. A majority of the directors of any railroad
56
corporation, now incorporated or hereafter to be incorporated
by the laws of this State, shall be citizens and residents of
this State.
§ 12. Railways heretofore constructed, or that may hereafter
be constructed in this State, are hereby declared public high¬
ways, and shall be free to all persons for the transportation of
their persons and property thereon, under such regulations as
may be prescribed by law. And the general assembly shall,
from time to time, pass laws establishing reasonable maximum
rates of charges for the transportation of passengers and
freight on the different railroads in this State.
§ 13. ~No railroad corporation shall issue any stock or bonds,
except for money, labor or property actually received, and ap¬
plied to the purposes for which such corporation was created ;
and all stock dividends, and other fictitious increase of the cap¬
ital stock or indebtedness of any such corporation shall be void.
The capital stock of no railroad corporation shall be increased
for any purpose, except upon giving sixty days' public notice,
in such^manner as may be provided by law.
§ 14. The exercise of the power, and the right of eminent
domain, shall never be so construed or abridged as to prevent
the taking, by the general assembly, of the property and fran¬
chises of incorporated companies already organized, and sub¬
jecting them to the public necessity the same as of individuals.
The right of trial by jury shall be held inviolate in all trials of
claims for compensation, when, in the exercise of the said
right of eminent domain, any incorporated company shall be
interested either for or against the exercise of said right.
§ 15. The general assembly shall pass laws to correct abuses
and prevent unjust discrimination and extortion in the rates of
freight and passenger tariffs on the different railroads in this
State, and enforce such laws by adequate penalties, to the ex¬
tent, if necessary for that purpose, of forfeiture of their prop¬
erty and franchises.
57
An Act to Provide for a General System of Railroad In¬
corporations. In force Nov. 5, 1849.
Section 1. # * * ; thereupon they directors shall
severally subscribe articles of association, in which shall be set
forth * * * * the amount of the capital stock of the
company, which shall be the actual cost of constructing the
road, together with the cost for the right of way, motive
power, and every other appurtenance for the completion and
running of said road, as nearly as can be estimated by com¬
petent engineers ; the number of shares of which said stock
shall consist ;
* * * * * * -5i
§15. The president and a majority of the directors, within
thirty days after payment of the last installment of the capital
stock, so fixed and limited by the company, shall make a cer¬
tificate, stating the amount of the capital stock so fixed and
paid in ; * * * and they shall file and record the same in
the office of the Secretary of State.
§ 21. Every such corporation shall possess the general
powers * * * :
* * *•#***
11. To borrow money, to be applied to the construction of
their railroad and fixtures, and purchase of engines and cars,
at such rates of interest as is hereinafter provided.
* * # * * * *
58
An Act to Incorporate the Wabash Y alley Railroad
Company, and to Regulate the Capital Stock of
Other Railroads. In force July 22, 1852.
********
§ 5. The capital stock of said company shall be five hundred
thousand dollars, which said capital stock of this or any other
organized railroad company, may, by order of the several
boards of directors, be increased, when deemed necessary,
to any amount not exceeding the actual bona fide estimated
cost of constructing and equipping their respective roads, and
subscription to the increased capital stock may be made, from
time to time, as may be ordered and directed by the boards of
directors of such companies respectively ; which stock shall be
divided into shares of fifty dollars each, which shall be deemed
personal property, and may be issued, certified, transferred
and registered in such manner and at such places as may be
ordered and provided by the board of directors, who shall have
power to require the payment of stock subscribed in the man¬
ner and at the time and in such sums as they may direct ; and
on the refusal or neglect on the part of stockholders, or any of
them, to make payment on the requisition of the board of di¬
rectors, the share of such delinquent may, after thirty days'
public notice, be sold at public auction under such rules as the
directors may adopt, the surplus money, if any remains after
deducting the payments due, with the interest and necessary
cost of sale, to be paid to the delinquent stockholder.
§ 16. Said company is hereby authorized, from time to
time, to borrow such sum or sums of money as may be neces¬
sary for completing and finishing or operating their said rail¬
road, and to issue and dispose of their bonds, in denominations
oi not less than five hundred dollars, at such rate of interest,
not exceeding seven per cent, per annum, and at such discount
as may be thought for the benefit of the company. This sec-
59
tion shall apply to all railroad incorporations in the state
which desire to avail themselves of its provisions, and for any
amount so borrowed, and to mortgage their corporate property
and franchises, or convey the same, by deed of trust, to secure
the payment of any debt contracted by said company for the
purposes aforesaid ; and the directors of said company may
confer on any bondholder of any bond issued for money bor¬
rowed as aforesaid, the right to convert the principal due or
owing thereon into stock of said company, at any time, not ex¬
ceeding ten years from the date of the bond, under such regu¬
lations as the directors of said company may see fit to adopt.
*******
Approved June 22, 1852.
An Act to Amend an Act Entitled " An Act to Provide
for à General System of Railroad Incorpora¬
tions." In force Feb. 12, 1853.
Section 1. Be it enacted by the people of the state of Illi¬
nois, represented in the General Assembly, That all railroad
companies incorporated, or which may be hereafter incorpo¬
rated under the authority of this state, the lines or routes of
which railroads may connect with or cross each other, shall
have power to make contracts or arrangements with each
other for the use of each other's engines, machinery or cars, as
also for the mutual transportation of material, merchandise
and passengers upon and along the lines of each others' roads,
upon such terms as may be mutually agreed upon between any
such corporations.
Approved Eel "uarv 12, 1853.
•j ' •
60
An Act to Enable Railroad Companies and Plank-road
Companies to Consolidate their Stock.
In force Feb. 28, 1854.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That all railroad
companies and plank-road companies now organized, or hereaf¬
ter to be organized, which now have or hereafter may have
their termini fixed by law, whenever their said road or roads
intersect by continuous lines, be and the same are hereby au¬
thorized and empowered to consolidate their property and stock
with each other, and to consolidate with companies out of this
state, whenever their lines connect with the lines of such com¬
panies out of this state.
§ 2. Such consolidation may take place whenever the said
companies shall respectively agree upon the terms and condi¬
tions of the same ; and the said companies when so consoli¬
dated shall be authorized to agree upon the name or names of
such consolidated company, and by such name or names the
said consolidated company shall be a body corporate and pol¬
itic, shall have a common seal or seals, and by any such name or
names shall be respectively contracted with and make contracts,
shall sue and be sued, implead and be impleaded with, and
shall have all the powers, franchises and immunities which the
said respective companies shall have, by virtue of their respec¬
tive charters, before such consolidation passed within the State
of Illinois : Provided, that each consolidated company shall file
for record, in the office of the secretary of state, a copy of their
said articles of consolidation, evidenced by the signature of the
presiding officer of each of the said companies, and the corpo¬
rate seal thereof.
§ 3. The corporation or corporations formed by virtue of the
provisions of this act shall have power to increase their capital
stock to any amount required by resolution of their respective
boards of directors, not exceeding the amount of the cost of
61
the roads and works constructed and equipped by them, to
borrow money and fix the rate of interest therefor, to issue
bonds and the same to sell at such price as they may deem ex¬
pedient, such sales being hereby authorized and confirmed, and
to make any other contracts authorized by the by-laws of the
said corporation or corporations, within the purview of their
said charters.
§ 4. Such corporation or corporations, when so formed, shall
have the same power to consolidate with other companies when
their lines connect, upon such terms as may be agreed upon by
them respectively.
§ 5. No company in this state shall be authorized under the
provisions of this act to consolidate with any company beyond
the limits of the state, until the termini of such company in
this state shall first have been fixed bv the laws of this state
«y
at the boundary line thereof.
§ 6. This act shall not be so construed as to authorize anv
fj tj
plank-road not having power to build a railroad to consolidate
with any railroad so as to lay a railroad upon any plank-road
track, until the termini of such railroad shall have been ex¬
pressly fixed by law, nor shall any plank-road so consolidate
with any railroad unless authorized by law to lay a railroad
track.
§ 7. All proceedings for the purpose of consolidation as
above provided shall be fixed and regulated by the by-laws of
the respective companies desiring such consolidation : Pro¬
vided^ that such consolidation shall not take place until
the terms of such consolidation shall have been approved by a
majority of the stockholders in interest, in person or by proxy,
at an annual or called meeting, of which due notice shall be
given, by publication or in writing, to all stockholders inter¬
ested, or the same be approved by the written consent of a
majority of stockholders in interest, filed in the office of their
company.
62
§ 8. When it shall be necessary for the construction of any
railroad to cross the track of any other railroad, stream of water,
watercourse, road or highway, which it may intersect or cross
by reason of such extension, into or through any adjoining
state, or by reason of its consolidation with any other road or
roads, company or companies, as provided in this act, it shall
be lawful for said company to construct their road across or
over the same by such track or tracks, bridge or bridges,
viaduct or viaducts, as may be necessary to the convenience of
the extension or consolidation of said road : Provided, said
company shall restore the railroad, stream of water, water
course, road or highway thus intersected or crossed to its
former state, or in a sufficient manner not materially to inter¬
fere with its usefulness.
§ 9. This act shall take effect from and after its passage.
Approved Februarv 28, 1854.
«j /
AN ACT to enable railroad companies to enter
into operative contracts, and to borrow
money. (Approved Feb, 12, 1855.)
Sec. 1. All railroad companies incor¬
porated or organized under, or which may be in¬
corporated or organized under the authority of
the laws of this State, shall have power to
make such contracts and arr angements wit h each
other, and with railroad corporations of other
States, for leasing or running their roads, or
any part thereof; and also to contract for and
hold in fee simple or otherwise, lands or
buildings in this or other States for depot
Jb.
purposes; and also to purchase and hold such
personal property as shall be necessary and
convenient for carrying into effect the object
of this act.
§ 2, All railroad companies incorporated
or organized, or which may be incorporated or
organized as aforesaid, shall have the right
of connecting with each other, and with the
railroads of other States, on such teims as
shall be mutually agreed upon by the companies
interested in such connection.
I 3, repealed.
64
An Act to amend the law for the consolidation of rail¬
roads. In force February 13, 1865.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That it shall not be
lawful for any railroad company of Illinois, or for the directors
of any railroad company of Illinois to consolidate their road
with any railroad out of the state of Illinois, or to lease their
road to any railroad company out of the state of Illinois,
or to lease any railroad out of the state of Illinois
without having first obtained the written consent of all of the
stockholders of said roads resident in the state of Illinois, and
any contract for such consolidation or lease which may be made
without having first obtained said written consent signed by
resident stockholders in Illinois, shall be null and void.
§ 2. This act shall take effect and be in force from and
after the passage thereof.
Approved February 13, 1865.
65
An Act to amen:d the law for the consolidation of rail¬
roads. In force February 16, 1865.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That it shall not
be lawful for any railroad company of Illinois or for the di¬
rectors of any railroad company of Illinois, to consolidate their
road with any railroad out of the state of Illinois or to lease
their road to any railroad company out of the state of Illinois,
or to lease any railroad out of the state of Illinois,
without having first obtained the written consent of all of the
stockholders of said roads residing in the state of Illinois and
any contract for such consolidation or lease which may be made,
without having first obtained said written consent, signed by
the resident stockholders in Illinois, shall be null and void :
Provided, that it shall be lawful for the directors of anv rail-
road company created by the laws of this state to contract for
the use and operation of any railroad connecting with their
line beyond the limits of the state, and in all contracts for the
use and operation of any railroad by another corporation, it
shall be lawful for the parties to provide for the use of any of
the powers and privileges of either or both of the corporations,
parties thereto : And, provided, further, that nothing in this
act shall be so construed as to authorize the consolidation of any
of said railroads with railroads out of the state of Illinois :
Provided, that nothing contained in the first proviso to this
act shall in anywise apply to or be taken advantage of by the
Great ' restern railroad company (of 1859) a corporation of
the state of Illinois.
§ 2. This act shall take effect and be in force from and
after the passage thereof.
Approved February 16, 1865.
66
An Act concerning Branch Railways in this State.
In force March 5, 1867.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly,, That whenever the
lines of any railroads in this state shall cross or intersect, it shall
be the duty of the companies or persons controlling or managing
such railroads to make just and equitable contracts for the inter¬
change of business and for the accommodation of such business
as it may be desirable to transact over all or a portion of each
of said intersecting lines, to both lines ; and in case the officers of
said companies cannot agree as to the manner and terms upon
which such joint business shall be interchanged, the said com¬
panies shall each choose an impartial person familiar with the
management of railroads, and the two thus chosen shall select
a third person to act with them ; and the award of the persons
thus selected, or a majority of them, as to the terms, and man¬
ner for transacting said joint business, shall be conclusive and
binding upon both parties. In case either of said roads shall
refuse to select such referee then the county court may select
such referee, upon application of either party.
§ 2. This act shall be deemed and taken to be a public act,
and shal 1 be in force from and after its passage.
Approved March 5, 1867.
67
An Act in Relation to the Consolidation of Incorpor¬
ated Companies. In Force May 9, 1867.
Section 1. Iri all cases when any company or corporation,
chartered or organized under the laws of this State, shall con¬
solidate its property, stock or franchises with any other com¬
pany or companies, such consolidated company shall be liable
for all debts or liabilities of each company included in said con¬
solidated company, existing or accrued prior to such consolida¬
tion ; and actions may be brought and maintained, and recovery
had therefor, against such consolidated company.
Approved, March 9, 1867.
68
An Act to Amend an Act Entitled "An Act to Provide
for a General System of Railroad Incorpo¬
rations," Approved November 5, 1849.
In force, March 22, 1869.
Section 1. Be it enacted by the People of the State of Illinois,
represented in the General Assembly, That it shall be lawful
for any railroad company, organized and doing business, or
which shall hereafter be organized under any law or laws of
this state, by resolution of its board of directors or executive
committee, to divide its board of directors into three classes,
numbered consecutively ; the term of office of the first class to
expire on the day of the annual election of said company then
next ensuing, the second class one year thereafter, and the third
class two years thereafter. At each annual election after such
classification, the stockholders of such company shall elect, for
a term of three years, a number of directors equal to the num¬
ber in the class whose term expires on the day of such election.
All other vacancies to be filled in accordance with the by-laws
of said company.
§ 2. This act shall be a public act, and take effect and be
in force from and after its passage.
Approved, March 22, 1869.
69
An Act to Provide for Changing the Names, for Chang¬
ing the Places of Business, for Increasing or Decreas¬
ing the Capital Stock, for Increasing or Decreasing
the Number of Directors, for Enlarging or Changing
the objects for which such corporations were formed,
and for the consolidation of incorporated companies.
In force, March 26, 1872. Amended June 6, 1889.
Section 1. Be it enacted by the Peoyple of the State of
Illinois, represented in the General Assembly, That when¬
ever the board of directors, managers or trustees of any corpo¬
ration existing by virtue of any general or special law of this
State, or any corporation hereafter organized by virtue of any
law of this State, may desire to change the name, to change the
place of business, to enlarge or change the object for which
such corporation was formed, to increase or decrease the capital
stock, to increase or decrease the number of directors, managers
or trustees, or to consolidate said corporation with any other
corporation now existing, or which may hereafter be organized,
they may call a special meeting of the stockholders of such
corporation, for the purpose of submitting to a vote of such
stockholders the question of such change of name, change of
place of business, enlargement or change of the object for
which such corporation was formed, increase or decrease.
of number of directors, managers or trustees, increase or
decrease of capital stock, or consolidation with some
other corporation, as the case may be, and further that
eleemosynary or religious coporations for educational
purposes, acting under the general law or by virtue of a special
charter, are authorized to change the time and manner of
* electing the trustees, and to allow the alumni of said corpora¬
tions to vote in the election of the trustees, or a part thereof :
Provided, that in changing the name of any other corporation,
under the provisions hereof, no name shall be assumed or adopted
by any corporation similar to, or liable to be mistaken for, the
70
name of any other corporation organized under the laws of this
State, without the consent of such other corporation ; and that
in no case shall the capital stock be diminished to the prejudice
of the creditors of such corporation, or the number of
directors, managers or trustees be reduced to less than
five, or in case of corporations for pecuniary profit, in¬
creased to more than eleven ; And, provided, further, that
no corporation shall, by virtue hereof, change its place of
business from any town, county or municipality where such
town, county or municipality, or any of the inhabitants thereof,
or any person or persons interested therein, shall have donated
or in any manner contributed anv monevor any other valuable
4J %/ %/ %J
thing to induce such corporation to locate in such town county
or municipality ; And,, provided, further, that the provisions
of this act, in reference to the consolidation of corporations,
shall only apply to corporations of the same kind, engaged in
the same general business, and carrying on their business in the
same vicinity and that no more than two corporations now
existing shall be consolidated into one, under the provisions
hereof :
And, provided, further, that no alteration or change shall
be made by virtue of this section to embrace any object that
might not have been lawfully embraced in the statement and
license issued before the organization of such corporation as
provided in section two of an act entitled, " An Act Concern¬
ing Corporations," approved April 10, 1872, and in force July
1, 1872.
§ 2. Such special meeting shall be called by delivering
personally, or depositing in the post office, at least thirty days
before the time fixed for such meeting, a notice, properly
addressed to each stockholder, signed by a majority of said
directors, managers or trustees, stating the time, place and
object of such meeting. A general notice of the time, place
and object of such meeting shall also be published, for three
successive weeks., in some newspaper printed in or nearest the
county in which the principal business office of said corpora¬
tion is located.
71
§ 3. At any such meeting, stockholders may vote in per¬
son or by proxy, each stockholder being entitled to one vote
for each share of stock held by him ; and votes representing
two-thirds of all the stock of the corporation shall be necessary
for the adoption of the proposed change of name, place of busi¬
ness, enlargement or change of the object for which such cor¬
poration was formed, number of directors, managers or trustees,
amount of capital stock, or consolidation with some other com¬
pany.
§ 4. If, at any regular annual meeting, or at the time and
place specified in said notice of a special meeting called for that
purpose, said propositions, or any of them, be submitted to a
vote, and if it shall appear that two-thirds of all the votes repre¬
sented by the whole stock of such corporation are in favor of
the propositions, or of any of them, so submitted, a certificate
thereof, verified by the affidavit of the president, and under
seal of said corporation, shall be filed in the office of the sec¬
retary of State, and a like certificate filed for record in the of-
«/ '
fice of the recorder of deeds of the county where the princi¬
pal business office of such corporation is located. And upon the
filing of said certificate, the changes proposed and voted for
at such meeting, as to name, place of business, enlargement
or change of the object for which such corporation was
formed, increase or decrease of capital stock, increase or
decrease of number of directors, managers or trustees, or
consolidation with some other company, shall be and is
hereby declared accomplished in accordance with said
vote of the stockholders : And, provided, further, that any
corporation, other than corporations for manufacturing pur¬
poses, availing itself of or accepting the benefits of or formed
under this act (except the mere change of name), shall be sub¬
ject to the general laws of this State now in force, or which
may hereafter be passed, regulating corporations of like char¬
acter.
§ 5. Such corporations shall, upon the filing of said cer¬
tificate, cause to be published in some newspaper in, or nearest
72
the county in which their principal office is located, a notice of
such changes of organization, for three successive weeks.
§ 6. Corporations, not being stock companies, may avail
themselves of all the privileges and provisions of this act, by a
ma jority vote of the members of such corporations who may be
present at a meeting called for any of the purposes included in
in this act.
§ 7. Such change of name, place of business, enlarge¬
ment or increase or decrease of capital stock, increase or de¬
crease of number of directors, managers or trustees, or con¬
solidation of one corporation with another, shall not affect
suits pending, in which such corporation or corporations shall
be parties ; nor shall such changes affect causes of action, nor
the rights of persons in any particular ; nor shall suits brought
against such corporation by its former name be abated for that
cause.
§ 8. Whenever any railroad corporation shall desire to
consolidate with any other railroad corporation, by virtue of
the provisions of this act, a notice, as provided by section two
of this act, shall be given at least sixty days before the time
fixed for such meeting, and a general notice, as provided by
said section two, shall be published for nine successive weeks ;
Provided, that railroad corporations shall not consolidate their
stock, property or franchises with any other railroad corpora¬
tion owning a parallel or competing line.
§ 9. Whereas a large number of corporations in this State
desire to change their names, and in other respects to com¬
ply with the terms of this act, whereby an emergency has
arisen as a reason why this act should take effect forthwith :
therefore this act shall take effect and be in force from and
after its passage.
Approved, March 26, 1872.
Amended, June 6, 1889.
73
An Act to enable Railroad Companies to Borrow Money and
to Mortgage their Property and Franchises Therefor.
In force, July 1, 1873.
Section 1.—Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That every rail¬
road company organized under any law or laws of this
State, in force before the first day of March, A. D. 1872, is
hereby empowered from time to time to borrow such sums of
money as may be necessary, for completing, 'urnishijig, im¬
proving or operating any such railroad, and to issue and dis¬
pose of its bonds for any amount so borrowed, and to mortgage
its corporate property and franchises to secure the payment of
any debt contracted by such corporation for the purposes afore¬
said ; but the concurrence of the holders of two-thirds in
amount of the stock of such corporation,—to be expressed in
the manner hereinafter provided,—shall be necessary to the
validity of any such mortgage ; and the order or resolution
for such mortgage shall be recorded as provided in this act ;
and the directors of such corporation shall be empowered, in
pursuance of any such order or resolution, to confer on any
holder of any bond, for money so borrowed as aforesaid, the
right to convert the principal due or owing thereon into stock
of such corporation at any time, not exceeding ten years after
the date of such bond, under such regulations as may be provi¬
ded in the by laws of such corporation.
§ 2. The concurrence of the holders of at least two-thirds in
amount of the capital stock of such corporation in the creation
of any such debt and the execution of an] such mortgages,
shall be made manifest by the votes cast by such stockholders
in person or by proxy, on the passage of appropriate orders or
resolutions at a meeting of the stockholders of such corporation,
called by the directors thereof for such purpose.
§ 3. The directors of such corporation shall give notice of
such meeting by causing written or printed notices thereof to
be either personally served upon or duly mailed (postage pre¬
paid) to such stockholders whose names and addresses shall be
74
known to said directors,, such notice to be so mailed at least sixty
days before the time fixed for such meeting. The said notices
shall state the time and place of such meeting and the purpose
thereof, as well as the amount of the proposed indebtedness.
The said directors shall also cause like notices to be inserted in
some newspaper published in each county through which said
road shall run (if any newspaper shall be published therein), at
least sixty days prior to the day appointed for such meeting.
§ 4. When such meeting shall be held, the resolution or or¬
der authorizing the creation of such indebtedness, and the exe¬
cution of the mortgage to secure the same, together with the
result of the vote thereon, shall be recorded in the office of
the recorder of deeds of each county through which said road
shall run, and shall also be recorded in the office of the Secre¬
tary of State.
kj
Appkoved, May 7, 1873.
75
An Act to Amend An Act Entitled 4'An Act to Provide
for the Incorporation of Associations that may be
Organized for the Purpose of Constructing Railways,
Maintaining and Operating the Same, for Prescribing
and Defining the Duties and Limiting the Powers of
such Corporations When so Organized," Approved
March 1, 1872. In Force July 1, 1873.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, that section num¬
ber twenty-seven of an act entitled "An Act to provide for the
incorporation of associations that may be organized for the pur¬
pose of constructing railways, maintaining and operating the
same ; for prescribing and defining the duties and limiting the
powers of such corporations when so organized," approved
March 1, 1872, be amended so as to read as follows, viz.: That
an act entitled " An Act to amend an Act to provide for a
general system of railroad incorporations," approved March
5, 1819, approved February 13, 1857, and also all of an act
entitled "An Act to provide for a general system of railroad
incorporations," approved November 5, 1849, except the sec¬
tions of the last-named act numbered 34, 35, 36, 37, 38, 39, 40,
41, 42 and 45, and all laws in conflict with the provisions of
this act, be and the same are hereby repealed :
Provided, however, that all general laws of this State in re¬
lation to railroad corporations, and the powers and duties
thereof, so far as the same are not inconsistent with the provi¬
sions of this act, shall remain in force and be applicable to rail¬
road incorporations organized under this act. The repeal of
acts and parts of acts mentioned in this section shall not be
construed so as to affect any rights acquired thereunder ; but
all corporations formed or attempted to be formed under such
acts or parts of acts, notwithstanding any defects or omissions
in their articles of association may, if they will adopt or have
76
adopted this act, be entitled to proceed thereunder, and have
all the benefits of this act ; and all such corporations that have
adopted or that will adopt this act are hereby declared legal
and valid corporations, within the provisions of this act, from
the date of the filing of their respective articles of association.
And the fixing of the termini by any such corporation shall
have the same effect as if fixed by the General Assembly:
Provided, that all corporations to which this act shall apply
shall be held liable for, and shall carry out and fulfil all con¬
tracts made by them, or for or on their behalf, or of which
they have received the benefit, whether such corporation, at the
time of making such contract or contracts, was organized, or
had attempted to organize, under the general laws of the State
of Illinois, or not ; whether said contract was for right of way,
work and labor done, or materials furnished ; or for the run¬
ning of trains, or car ry in g passengers or freight upon such road,
or upon any other road in connection therewith. And if such
corporation has or does take possession of or use such right of
way, labor or material so furnished by other persons or corpo¬
rations, it shall be evidence of its acceptance of such contract
so entered into by such person or corporation with said persons
or corporations for its benefit. And upon said corporation fail¬
ing to pay said sum as it ought equitably to pay for such right
of way, labor or materials, or failure to carry out such contracts
as aforesaid, so made with persons or corporations, it shall be
held liable in an action at law or in chancery for the recovery
of the value of said right of way. labor or materials, and for
damages for non-fulfilment of such contract, in any court of
competent jurisdiction in any county through which the road
of such corporation may be located.
And, provided further, that this act shall not in any manner
legalize the subscriptions of any township, county or city to the
capital stock of any railroad company, nor authorize the issuing
of any bonds by any township city or county in payment of
any subscription or donation.
Approved, April 26, 1873.
77
An Act Relating to Lessees in this State of Railroads in
Adjoining States. In force July 1, 1875.
Section 1. Be it enacted Ijy the People of the State of Illi¬
nois, represented in the General Assembly, That all railroad
companies incorporated or organized, or which may be in¬
corporated or organized under the laws of this State, or of this
and any adjoining State, which now are, or at any time here¬
after may be, in possession of and operating connecting rail¬
roads in States adjoining this State under lease in perpetuity,
or for a period of not less than twenty years, shall have power
to purchase the remaining interests, property and franchises of
the lessors of such railroads situated in such adjoining States,
on such terms and conditions as may be agreed upon by the
parties, or their assigns, to such lease : Provided, that nothing
in this act shall be so construed as to authorize any corporation
acting by or organizing under the laws of any other State to
purchase or otherwise become the owners of any railroad in
this State.
Approved, March 30, 1875.
78
An Act Authorizing the Changing of the Dumber of
Directors of Incorporated Companies in Cer¬
tain Cases. In force, May 22, 1877.
Section 1. Be it enacted hy the People of the State of Illi¬
nois, represented in the General Assembly, That whenever the
stockholders holding a majority of the stock of any corpora¬
tion existing by virtue of any general or special law of this
State, or any corporation hereafter organized, by virtue of any
law of this State, may desire to change the number of its di¬
rectors, managers or trustees from an even number to an odd
nnmber, they may call a special meeting of the stockholders of
such corporation for the purpose of submitting to a vote of the
stockholders of such corporation the question of such change of
directors, managers or trustees from an even to an odd number:
Provided, that the number of directors, managers or trustees
shall in no such case after such change be less than five nor
more than eleven.
§ 2. Such special meeting shall be called by the president
upon the written application of the stockholders of such corpo¬
ration owning a majority of the stock, by delivering person¬
ally, or depositing in the post-office at least thirty days before
the time fixed for such meeting, a notice properly addressed to
each stockholder, signed by the president, stating the time,
place and object of such meeting. A general notice of the
time, place and object of such meeting shall also be published
for three successive weeks in some newspaper printed in or
nearest to the county in which the principal business office of
said corporation is located.
§ 3. At any such meeting stockholders may vote in person
or by proxy, each stockholder being entitled to one vote for
each share of stock held by him, and votes representing a ma¬
jority of all the stock of the corporation shall be necessary for
79
the purpose of changing the number of the directors, managers
or trustees from an even to an odd number.
§ 4. If at any regular annual meeting, or at the time and
place specified in such notice of a special meeting called for
that purpose, said proposition to change the number of direc¬
tors, managers or trustees from an even to an odd number, be
submitted to vote, and it shall appear that a majority of all the
votes represented by the whole stock of such corporation are
in favor of such change, a certificate thereof verified by the
affidavit of the president and under the seal of said corporation
shall be filed in the office of the secretary of state ; and a like
certificate filed for record in the office of the recorder of deeds
of the coun ty wherein the principal business office of such cor¬
poration is located ; and upon the filing of such certificate the
number of directors, managers or trustees shall be and is hereby
declared to be changed from an even number to an odd num¬
ber in accordance with such vote of the stockholders as afore¬
said.
§ 5. All acts and parts of acts inconsistent with this act are
hereby repealed.
§ 6. Whereas a large number of corporations in this State
desire to change the number of their directors, managers or
trustees, from an even number to an odd number, an emergency
therefore exists, and this act shall take effect and be in force
from and after its passage.
Approved, May 22, 1877.
80
An Act to Increase the Powers of Railroad Corporations.
Section 1. Be it enacted by the People of the Elate of Illi¬
nois, represented in the General Assembly : That all railroad
companies now organized, or hereafter to be organized, under
the laws of this state, which now are, or hereafter may be, in
possession of and operating in connection with or extension of
their own railway lines, any other railroad or railroads in this
state, or in any other state or states, or owning and operating
a railroad which connects at the boundary line of this state
with a railroad in another state, are hereby authorized and
empowered to purchase and hold in fee simple or otherwise,
and to use and enjoy, the railway property, corporate rights
and franchises of the company or companies owning such other
road or roads, upon such terms and conditions as may be agreed
upon between the directors and approved by the stockholders,
owning not less than two-thirds in amount of the capital stock
of the respective corporations becoming parties to such pur¬
chase and sale ; such approval may be given at any annual
or special meeting, upon sixty days" notice being given to all
shareholders, of the question to be acted on, by publication
in some newspaper published in the county where the prin¬
cipal business office of the corporation is situated : Providedr,
that notice of any special meeting called to act upon such
question shall be given to each shareholder whose post-office
address is known, by depositing in the post-office, at least
thirty days before the time appointed for such meeting, a
notice properly addressed and stamped, signed by the secretary
of the company, stating the time, place and object of such
meeting : And, provided, further, that no railroad corporation
shall he permitted to purchase any railroad which is a parallel
or competing line with any line owned or operated by such
corporation.
§ 2. Any railroad company now organized or hereafter to be
organized under the laws of this State, shall have power from
81
time to time to borrow such sums of money as may be neces¬
sary for the funding of its indebtedness, paying for construct¬
ing, completing, improving or maintaining its lines of rail¬
roads, and to issue bonds therefor, and to mortgage its corpor¬
ate property, rights, powers, privileges and franchises including
the right to be a corporation, to secure the payment of any
debt contracted for such purposes ; and to increase its capital
stock to any amount required for the purposes aforesaid, not
exceeding the cost of the roads and works owned or constructed
and equipped by it, such increase of capital stock to be made
in such manner and in accordance with and subject to such
regulations, preferences, privileges and conditions as the com¬
pany at any general or special meeting of its shareholders,
held at the time such creation of new shares may be authorized
shall think fit : Provided, that no stock or bonds shall be is¬
sued, except for money, labor or propertv actually received and
applied to the purposes for which such corporation was created ;
nor shall the capital stock be increased for any purpose
except upon giving sixty days' public notice in the manner
provided in the first section of this act : And, provided, fur¬
ther, that nothing contained in this act shall be held or con¬
strued to alter, modify, release or impair the rights of this State
as now reserved to it in any railroad charter heretofore grant¬
ed, or to affect in any way the rights or obligations of any
railroad company derived from, or imposed by such chapter :
And, provided', further, that nothing herein contained shall
be so construed as to authorize or permit the Illinois Central
Railroad Company to sell the railway constructed under its
charter, approved February 10, 1851, or to mortgage the same,
except subject to the rights of the State under its contract with
said company, contained in its said charter, or to dissolve its
corporate existence, or to relieve itself or its corporate property
from its obligations to this State, under the provisions of said
charter ; nor shall anything herein contained be so construed,
as to, in any manner, relieve or discharge any railroad com¬
pany, organized under the laws of this State, from the duties
or obligations imposed by virtue of any statute now in force or
hereafter enacted,
82
And, provided, further, that nothing in this act shall be
so construed as to authorize any corporation, other than those
organized in and under the laws of this State, to purchase or
otherwise become the owner, owners, lessee or lessees of any
railroad within this State.
Approved, June 30, 1885.
83
An Act to Amend the Title and Section 14 of An Act En¬
titled '4 An Act to Provide for the Incorporation of
Associations that May be Organized for the Purpose of
Constructing Railroads, Maintaining and Operating
the Same ; for Prescribing and Defining the Duties and
Limiting the Powers of such Corporations when so
Organized," Approved and in force March 1, 1872, and
Authorizing all Railroad Companies of this State to
Own and hold the Stock and Securities of Railroad
Companies of other States owning Connecting Lines.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly : That the title and
section 14 of an act entitled, An Act to provide for the in¬
corporation of associations that may be organized for the pur¬
pose of constructing railways, maintaining and operating the
same ; for prescribing and defining the duties and limiting the
powers of such corporations, when so organized," approved
and in force March 1, 1872, be and are hereby amended to
read as follows :
Title—An act to provide for the incorporation of associa¬
tions that may be organized for the purpose of constructing
railways, maintaining and operating the same; for prescribing
and defining the duties and limiting the powers of such cor¬
porations when so organized ; and authorizing the same and
all railroad companies of this State to own and hold the stock
and securities of railroad companies of other states owning
connecting lines.
Section 14. The stock of such corporation shall be deemed
personal estate and shall be transferrable in the manner pre¬
scribed by the by-krws of such corporation. But no share
shall be transferable until all previous calls thereon shall havQ
been paid ; and it shall not be lawful for such corporation to use
84
any of the funds thereof in the purchase of its own stock,
or that of any other corporation, or to loan any of its funds
to any director or other officer thereof, or to permit them or
any of them to use the same for other than the legitimate
purposes of such corporation; Provided, however, that any rail¬
road company incorporated and organized or that may here¬
after be incorporated and organized under any general or
special law of this State, and operating a railroad which now
connects or hereafte may connect at any point w7ith any rail¬
road of any other state, shall have power, acting by itself, or
jointly with an other company or companies, to own and hold
the stock and securities of the corporation owning said con¬
necting road, or any part thereof ; such ownership or holding
to comprise at least two-thirds in amount of the stock of such
corporation ; but in case of the purchase of stock the company
or companies so purchasing shall take and pay for all the
shares of the company whose stock is so purchased that may
be offered, and the terms of purchase of all shares shall be the
same to all stockholders.
Approved June 2, 1891.
84a
An Act in Relation to the Residence of Directors on
Railroads organized under Special Charters.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly : That in all cases
where any railroad company organized and doing business
under any law of this State by which it is required that a ma¬
jority of the directors of such company shall" reside in counties
along the line of the road, such requirements shall be construed
to require such majority of such directors to reside in some or
all of the counties along the line of road in this State actually
operated by such company, whether such line be owned by
such company or leased thereby, and shall not require that
any of the directors of such company shall reside in counties
along such part of the line of the road of such company as
may have been sold and transferred to any other corporation.
§ 2. Whereas, an emergency exists, therefore, this law shall
take effect and be enforced from and after its passage.
Approved June 17, 1893.
84b
An Act to Amend an Act entitled " An Act Relating to
Lessees in this State of Railroads in Adjoining
States/' Approved March 30, 1875, in
force July 1, 1875.
«
Section 1. Be it enacted by the People of the State of Illinois
represented in the General Assembly, That section 1 of an act
entitled " An act relating to lessees in this State of railroads
in adjoining States," be amended so as to read as follows :
§ 1. That all railroad companies incorporated or organized
or which may be incorporated or organized under the laws of
this state, or of-this and &ny adjoining state, (or of any adjoin¬
ing state) which now or at any time hereafter may be, in pos¬
session of or operating connecting railroads in this state or
states adjoining this state under lease in perpetuity or for a
period of not less than twenty (20) years, shall have power to
purchase or sell the remaining interests, property and franchises
of the lessors of such railroads situated in this or in such
adjoining states, on such terms and conditions as may be
agreed upon by the parties or their assignees, to such lease :
Provided, that the railroad company which purchases any
railroad in this state shall operate such road and hold such
property and franchises subject to all the rights, privileges,
duties and obligations prescribed by the general railroad laws
of this state enacted or which shall hereafter be enacted for
the regulation, government, taxation or control of the rail¬
roads oranized or which may be organized under the laws of
this state : And provided further, that this act shall not be
construed so as to permit such railroad company to purchase
any parallel or competing line of railroad.
Approved, 1895.
85
CHAPTER VI.
ARTICLES OF CONSOLIDATION,
between the
Terre Haute and Alton Railroad Company
and the
Belleville and Illinoistown Railroad Company.
Dated October 30, 1856.
Forming the Terre Haute, Alton and St. Louis Railroad
Company.
Vrticles of Consolidation and Agreement, Made and
entered into the thirtieth day of October, in the year one thou-
tj / *j
sai d eight hundred and fifty-six, by and between the Terre
L mte and Alton Railroad Company, of the first part, and the
Belleville and Illinoistown Railroad Company of the second
part :
Whereas, The said party of the first part are a railroad
company created and organized under and by virtue of the
laws of the respective states of Illinois and Indiana.
And the said party of the second part are a railroad com¬
pany organized under and by virtue of the laws of the said
state of Illinois.
And Whereas, The respective roads of said parties meet and
intersect at a point in the county of Madison, in said state of
Illinois, and by continuous lines, and form together a contin¬
uous line of railroad extending from the city of Terre Haute,
in the State of Indiana, to the city of Belleville, in the State of
Illinois, and a continuous line of railroad from said citv of
J «y
Belleville to the city of Alton, in the state of Illinois.
And Whereas, The said parties of the first part and second
part have intersected, connected, joined and united their rail¬
roads by mutual agreement.
And Whereas, The said parties of the first and second parts
have mutually agreed to consolidate their respective capitals
with each other, to merge and consolidate the stock of their
86
respective companies, and make one joint stock company of
their two railroads, and to consolidate the property and stock
of the sakl parties of the first and second parts, and their res¬
pective companies, upon the terms and conditions hereinafter
stated and declared.
And Whereas, The said parties of the first and second parts
are duly authorized b}^ law to consolidate in the manner here¬
inafter provided.
And Whereas, the proceedings for the purpose of consolida¬
tion between the said parties hereinafter contained have been
fixed and regulated by the by-laws of the said respective com¬
panies, and these articles are framed and executed in pursuance
of such bv-laws.
d
And Whereas, a majority in interest of the stockholders of
each of the said corporations, parties respectively of the first
and second parts, by their written consent filed in the office of
said respective companies, have approved of the terms upon
which said consolidation is herebv made.
d
Now, these presents witness, that the said parties of the first
and second parts, in consideration of the mutual execution of
these presents, do hereby merge and consolidate the stock of
their respective companies, and make one joint stock company
of their respective railroads, and do hereby consolidate their
respective stock and property, and also their respective com¬
panies with each other, and do hereby unite their said two re¬
spective corporations and constitute them into one corpora¬
tion, to be called the Terre Haute, Alton and St. Louis Rail¬
road Company. And the said parties of the first and second
parts, for the consolidation aforesaid, do mutually agree and
declare that the name of the said consolidated company by
these presents formed, is and shall be u The Terre Haute, Al¬
ton and St. Louis Railroad Company,' ' by which name the
same shall be a body corporate and politic, and shall have a
common seal, and by which name the same shall contract and
be contracted with, sue and be sued, implead and be impleaded
with, and have all the powers, franchises, immunities, property
and privileges now enjoyed by the said parties of the first part,
or the said party of the second part, or which either of the
87
said respective companies of the first and second parts have
or had by virtue of their respective charters before the ex¬
ecution, of these presents.
And the said parties of the first and second parts, for the
consideration aforesaid, do hereby mutually and respectively
grant, bargain, sell, release, convey, assign, transfer and set
over unto the said consolidated company, the Terre Haute, Al¬
ton and St. Louis Railroad Company, all and singular their
several and respective railroads, railroad and all other lands,
stations, cars, locomotives, furniture, tools, machinery, fuel,
timber, iron, stone and other materials, their respective ferries,
ferry rights, franchises and privileges, and all their several and
respective bonds, bills, notes, demands, moneys and things in
action, and all and singular their several and respective estates,
property and effects, real and personal, at law and in equity,
wheresoever situated, and howsoever held, and all and singular
their several and respective franchises, privileges and immuni¬
ties, and do declare the same henceforth to be the estates,
property and effects, franchises, privileges and immunities of
the said consolidated company, to all intents and purposes.
And the said parties of the first and second parts, for the
consideration aforesaid, do hereby mutually and respectively
agree that all and singular the debts, liabilities and obligations
whatsoever of the said parties of the first and second parts,
severally and respectively, shall be thenceforth the proper
debts, liabilities and obligations of the said consolidated com¬
pany, to all intents and purposes.
And the said parties of the first and second parts, for the
consolidation aforesaid, do mutually agree and declare that
the said consolidation shall take effect, and the said consolidat¬
ed company shall go into operation immediately on the due
execution of these presents, articles, and that the board of di¬
rectors of the said consolidated company shall carry said con¬
solidation into effect by all necessary acts and things for that
purpose.
That the number of directors of the said consolidated com¬
pany shall be thirteen ; that the names of the first directors of
said united corporations are : Charley Cruft of Terre Haute, In-
88
cliana ; Thomas Allen of St. Louis ; Samuel Wade of Alton, Illi¬
nois ; Thomas A. Marshall of Charleston, Illinois ; S. W.
Moulton of Shelb)rville, Illinois ; P. C. Huggins of Bunker
Hill, Illinois ; Hiram Sanford of Paris, Illinois ; C. F. How,
of Litchfield, Illinois; D. B. St. John of Newburgh, New
York ; Elisha C. Litchfield of New York ; John Stykar of
Pome, New York; Electus B. Litchfield and Edwin C.
Litchfield of New York, who shall constitute the board
of directors of the said consolidated company until the
first election of directors thereof shall be held. That said
board of directors shall meet at the city of New York, in the
State of New York, on the thirty-first day of October, one
thousand eight hundred and fifty-six, at ten a clock, a.m., for
organization and the transaction of business. That the first
election of the directors of said consolidated company shall be
held at Terre Haute, in the State of Indiana, at ten o'clock in
the forenoon, on the first Monday in J une, one thousand eight
hundred and fifty-seven. That the annual election of directors of
said consolidated company shall be held on the first Monda}7 of
June in each year after the said first election. That the
amount of capital of said consolidated company shall be four
millions of dollars, with the right to increase to eight millions
and the same shall be divided into shares of fifty dollars
each. That the stockholders of the said Terre Haute and Al¬
ton Railroad, party of the first part, shall be and continue
stockholders of the said consolidated company in the same
respective number of shares and upon the like terms and con¬
ditions respectively as they now are stockholders of the said
company of the party of the first part ; and that the stock¬
holders of the said Belleville and Illinoistown Railroad
Company shall be and continue stockholders of the said
consolidated company to the number of nine thousand nine
hundred and sixty shares ; and that the stockholders of
the said companies of the said parties of the first and second
parts shall have power to surrender their shares of stock in
either of the present companies of the parties of the first and
second parts to the said consolidated company ; and upon every
89
such surrender by a stockholder of said Terre Haute and Alton
Railroad Company, stock of the said consolidated company in
equal number and amount of shares, and with the like condi¬
tions and stipulations of the stock surrendered, shall be issued
to the stockholders respectively making such surrender. And
upon every such surrender by a stockholder of said Belleville
and Illinoistown Railroad Company, stock of the said consoli¬
dated company shall be issued to the stockholders respectively
making such surrender at the following rate, viz : for every
hundred dollars at its par value of said stock of the said Belleville
and Illinoistown Railroad Company surrendered, stock of said
consolidated company of the value of eighty seven dollars and
fifty cents. All the before mentioned surrenders may be made
by returning the certificates of the stock so surrendered to the
office of said consolidated company, to be canceled. And that
the stockholders of the said consolidated company shall have
all the rights and privileges as stockholders in the
said consolidated which they now have as stockholders in
the present company whereof they now are stockholders;
and that all the books of account, stock transfer books,
notes and obligations for the payment of money certifi¬
cates of stock and powers to transfer or to vote upon
stock in either of said companies, shall be deemed and taken
to be books of account, stock transfer books, notes and obliga¬
tions, certificates and power to transfer and vote in said con¬
solidated company and may be by said consolidated company
used, issued and re-issued, and shall be in all respects recog¬
nized and sanctioned as legal and valid to the same extent
and in like manner as they would have been legal and valid in
either of said original companies until otherwise ordered by
the board of directors of said consolidated company ; and the
officers and the agents of the company of the party of the first
part shall be the officers and agents of said consolidated com¬
pany until others are appointed in their places by the board of
directors of said consolidated company or by its authority ;
and that until the board of directors shall make or procure a
90
common seal for the said consolidated company, the present cor¬
porate seal of said party of the first part shall be the common
seal of the said consolidated company ; and that the elections of
directors of the said consolidated company shall be held under the
direction of three stockholders thereof, not being directors at
the time, appointed by the board of directors at a meeting pre¬
vious or chosen by the stockholders present at the election ; that
notice of the time and place of the election shall be given by adver¬
tisement ; that in case an election shall not be held on the day
appointed for the same, or shall otherwise fail of being an ef¬
fectual election, the Board of Directors may cause such election
to be held on another day by them appointed, and upon like
notice, and that all the rights, privileges and immunities, as
well of the said party of the first part as of the said party of
the second part, heretofore vested in or exercised by their
respective boards of directors or their respective officers, shall
be henceforth vested in and exercised by the Board of Direc¬
tors or officers of the said consolidated company respectively,
for the benefit of the said consolidated company ; and that all
the deeds, bonds, contracts and other acts and writings of either
of the said party of the first part or of the said party of the
second part, shall be and continue the proper deeds, bonds,
contracts and other acts and writings, respectively, of the said
consolidated company without any surrender or change there¬
of. And that all future subscriptions to the capital stock shall
be made, and all issues of new stock upon such subscriptions
shall be made as shall be directed bv the said Board of Direc-
tors of the said consolidated company.
In witness whereof, The said parties of the first and second
parts have caused these presents to be made and executed under
their respective common seals, and to be evidenced as well by
the signature of the president as by the corporate seal of each
91
of the said companies of the said parties of the first and sec¬
ond parts, the day and year first above written.
Terre Haute and Alton Railroad Company, by
J is
Charles Cruft,
President.
Seal.
: T. H. & A. :
R. R. Co. ;
Bellville and Illinoistown Railroad Company, by
D. B. St. John,
President.
Seal.
B. & I. :
R. R. Co.
Acknowledged by Charles Cruft, president and Daniel B.
St. John, president, October 30, 1856, before Joseph C. Law¬
rence, commissioner for the States of Indiana and Illinois in
Hew York, N". Y.
Piled in the office of the Secretary of State of Illinois, Ho
vember 13, 1856.
United States of America, I
State of Illinois. ( s' '
Office of Secretary.
I, Edward Rummel, Secretary of State of Illinois, do hereby
certify that the foregoing is a true copy of the articles of con¬
solidation and agreement made between the Terre Haute and
Alton Railroad Company andthe Bellville and Illinoistown Rail¬
road Company, which were filed on the 13th day of Novem¬
ber, 1856, and are now on file in this office.
In Witness Whereof I hereto set my hand and affix the great
seal of State, at the City of Springfield, this 13th day of No¬
vember, A. D., 1869.
Edward Rummel, (seal).
Secretary of State.
92
CHAPTER VII.
PAPERS AND PROCEEDINGS ON REORGANIZATION
OF. THE TERRE HAUTE, ALTON AND ST.
LOUIS RAILROAD COMPANY.
General Plan of Reorganization
of the
Terre Haute, Alton and St. Louis Railroad Company.
Whereas The Terre Haute, Alton and St. Louis Railroad
Company has become embarrassed and unable to pay the in¬
terest on the mortgages upon the respective portions of its road
which were assumed by it, and which were given by the Terre
Haute and Alton Railroad Company and the Belleville and
Illinoistown Railroad Company, or upon the mortgages given
by the Consolidated Company.
And Whereas, Bills of of foreclosure asking for the sale of
the said railroad with all its appurtenances and equipments,
have been filed by the trustees of the second mortgages of the
said original companies, in the Circuit Courts of the United
States for the District of Indiana and the Southern District of
Illinois.
And Whereas, A considerable expenditure is necessary for
the purpose of putting the said railroad in a condition to do
business with economy and efficiency, and arrears of interest
on the said mortgages have accumulated, and the principal of
some of them will fall due before the road can supply the
means of paying such principal in addition to the accruing
interest.
And Whereas, It is indispensable that the holders of the
aforesaid bonds of each class should unite with each other to
provide the means of purchasing the said railroad at the sale
which has become inevitable, as well for the purpose of pro¬
tecting their own interests from sacrifice as to preserve the said
railroad, with its appurtenances and equipments, as an entirety,
and to secure the power, while respecting existing priorities, of
93
saving, as far as may be, the interests of junior creditors and
stockholders from absolute extinction ;
And Whereas, A plan of mutual adjustment has been de¬
vised which seems likely to secure general co-operation in pro¬
moting the future business of the road, as well as in attaining
the aforesaid objects ; which plan is substantially as follows :
Plan.
It is proposed that agents, five in number, shall be appointed
by the bondholders subscribing an agreement for the purpose,
who shall be authorized to purchase the railroad, with its ap¬
purtenances and equipments, at any sale or sales thereof; and
in case of such purchase, that a corporation or corporations
shall be organized under the laws of Indiana and Illinois, or
under the laws of one of those States, and the said railroad and
property vested therein, and that stock shall be created and
securities made, and the same disposed of in the manner and
on the conditions hereinafter expressed.
Issue of First Mortgage Bonds.
1. The principal of the present first mortgage Terre Haute
and Alton, and Belleville and Illinoistown bonds, shall be ex¬
tended for thirty years from the date of the maturity of the
now current coupons ; and the coupons now in arrear, with
the interest thereon, at seven per cent., computed up to the
dates of the maturity of the now current coupons, shall form a
new principal, which, with interest thereon, at seven per cent,
shall be paid in five equal annual installments, except that one-
quarter of the first installment may be deferred and added to
the second installment. Such extension shall be evidenced bv
«y
endorsements upon the bonds and coupons of an agreement, or
reference to an agreement, containing provisions adequate to
carry it into effect.
«y
2. In case all the bondholders shall assent to such extension,
new bonds, to an amount not exceeding $1,600,000, and the
coupons in arrear, with interest, may be issued, which shall be
secured by a trust deed upon the whole road as an entirety, and
94
with the provisions and advantages hereinter specified, or if
holders of a majority in interest of the present bonds should
prefer, such new trust deed may be made to secure the bonds
as extended, with provisions and advantages hereinafter speci¬
fied.
3. But in case so many of the holders of the said bonds shall
refuse or omit to consent as to render the completion of a vol¬
untary arrangement impracticable, or if for other reasons in the
judgment of the purchasing agents appointed by the second
mortgage bondholders, such arrangements shall be impractica¬
ble, or if a majority in interest of the holders of said bonds
subscribing hereto shall require, then a sale or decree of fore¬
closure or otherwise, as such agents may deem most expedi¬
ent for all parties, shall be made under the said first mort¬
gages, and new bonds shall be issued by the new corporation
formed by such purchasing agents to an amount not exceeding
the said $1,600,000 and coupons in arrear, with interest, and
secured as hereinafter provided ; which said bonds shall be sub¬
stituted in place of the present bonds, and the coupons now in
arrear.
4. In case of such issue of new bonds, the interest may be
made payable in classes, so that one interest payment may fall
due on the first day of each second month.
5. The new trust deed to be made shall create a first lien
upon the whole line of the road as an entirety and upon all
appurtenances and equipments ; upon all machinery, tools and
implements ; upon all franchises connected with the road, and
upon the franchise to be a corporation. It shall also create a
first lien upon the coal lands on the Belleville line. But the
engines, cars, and other property not covered by the present
mortgages, shall be subject to the payment of the purchase
money, and other liabilities contracted by the trustees of the
second mortgage, and by Mr. Gris wold, and moneys borrowed
to repay the same ; for the payment of which provision shall
be made.
6. The bonds shall entitle the holders to vote at all meetings
95
of stockholders, at the rate of one vote for every one hundred
dollars of the par amount of such bonds.
7. The foreign first mortgage holders shall have the right to
nominate one of the trustees in their new first mortgage or
trust deed.
8. The second mortgage bondholders shall accept for cash
advances made, to an amount of about $200,000, bonds for
thirty years, secured in the second mortgage hereinafter pro¬
vided ; but interest shall be paid on such advances, at the same
time as on the first mortgage.
Issue of Second Mortgage Bonds.
1. Bonds shall also be made, to an aggregate amount suffi¬
cient to substitute for the $2,000,000 of the existing second
mortgage bonds of the Terre Haute and Alton Railroad Com¬
pany, and the $500,000 of existing bonds of the Belleville and
Illinoistown Railroad Company, and for the coupons in arrear,
up to December 1st, 1862, to fund the cash advances of ten per
cent, upon the said bonds and other like advances which may
be made by holders of later securities, and such additional
amount as the agents may deem it necessary to issue, not ex¬
ceeding $250,000 to carry out other provisions of this plan.
2. The excess of the said bonds beyond the aggregate of
$2,000,000 may be in a separate class, under the same mort¬
gage, with respect to which class the payment of interest shall
be contingent upon the adequacy of the net earnings of the
railroad.
3. The said bonds shall entitle the holders thereof to vote at
all the meetings of stockholders at the rate of one vote for
every one hundred dollars of the par value of the said bonds.
4. The said bonds shall be secured by a second lien upon the
railroad, as an entirety, and upon its appurtenances and equip¬
ments, and the other property and franchises on which the
first mortgage shall be a first lien.
96
Issue of Preferred Stock.
A preferred stock, entitled in priority to the common stock
to dividends of seven per cent., from the net earnings of each
year, after paying interest and contributions to the sinking
fund, shall be created, to an aggregate not exceeding the sum
of the third mortgage bonds of the Terre Haute, Alton and St.
Louis Railroad Company, with interest computed at seven per
cent., the fourth mortgage bonds actually sold, and two hun¬
dred thousand dollars.
Issue of Common Stock.
Common stock may be created to an aggregate not exceed¬
ing fifty per cent, of the capital stock of the Terre Haute, Al¬
ton and St. Louis Railroad Company, and the par amount,
with interest, of the unsecured debts now existing of the said
Company.
All the stock shall be in shares of one hundred dollars each,
and the aggregate, when fixed, shall be limited by agreement
as contemplated by the law under which the corporation shall
be organized.
First Mortgage Bondholders.
1. Holders of the first mortgage bonds of the Terre Haute
— *
and Alton Railroad Company, and of first mortgage bonds of
the Belleville and Illinoistown Railway Company, upon exe¬
cuting, within the time fixed for that purpose, the agreement
for the extension, shall become entitled to the benefits of the
new trust deed or first mortgage.
2. In case all such holders shall assent, thev shall become
' V
entitled, on request of a majority in interest, to a new bond to
be issued in substitution, and the old bonds shall be assigned in
trust, and so endorsed as to give notice of the trust, and placed
in some safe depository in the City of Hew York, or otherwise
as the agents may direct as a muniment of title.
3. In case of a sale under the first mortgages the said bond¬
holders shall assign, as they shall be required, to such persons
97
as may be designated for that purpose by the purchasing
agents, in the subjoined agreement named, the bonds so held
by them, and the coupons issued therewith and remaining up-
paid, being five coupons.
4. They shall thereupon become entitled in exchange to first
mortgage bonds of the new corporation to be made as herein¬
before provided, equal to the par value of the bonds so assigned,
and to bonds issued for interest to an amount equal to the cou¬
pons so assigned, with interest thereon at the rate of seven per
cent, up to September 1st, 1861, except for fractional amounts
less than $100, for which scrip certificates shall be issued,
which shall not bear interest until aggregated and converted
into bonds.
Second Mortgage Bondholders.
Holders of the second mortgage bonds of the Terre Haute
and Alton Railroad Company, and of second mortgage bonds
of the Belleville and Illinoistown Railroad Company, acceding
to this plan, and performing all its conditions, shall be entitled
to its benefits, viz.:
1. They shall subscribe, at par, for second mortgage bonds
to be issued as aforesaid, to an amount equal to ten percent, of
the par value of such bonds held by them, and shall pay such
subscription at such time and place as may be required.
2. They shall assign, as they shall be required, to such per¬
sons as may be designated for that purpose by the purchasing
agents in the subjoined agreement named, the bonds so held
by them and the coupons issued therewith and remaining un¬
paid.
3. They shall thereupon become entitled in exchange to sec¬
ond mortgage bonds of the new corporation, to be made as
hereinbefore provided, for the principal of the bonds so as¬
signed, and for the par amount, with interest, of such coupons
as shall mature prior to December 1, 1862, and to such part as
shall at that time have expired of the then running coupons.
98
But such bonds may be in two classes, as hereinbefore pro¬
vided, and each holder shall be entitled to the same proportion
of each class, except that all bonds issued at par,for cash,shall
be of the first class.
Third Mortgage Bondholders.
Holders of the third mortgage bonds of the Terre Haute,
Alton and St. Louis Railroad Company, which were actually
sold by the said company according to this plan, and perform¬
ing all its conditions, shall be entitled to its benefits, viz.:
1. They shall subscribe, at par, for second mortgage bonds
to be issued as aforesaid, to an amount equal to five per cent,
of the par value of the third mortgage bonds held by them,
and shall pay such subscription at such time and place as may
be required.
2. They shall assign, as they shall be required, to such per¬
sons as may be designated for that purpose by the purchasing
agents as aforesaid, the third mortgage bonds held by them
and the coupons issued therewith and remaining unpaid.
3. They shall thereupon become entitled in exchange to pre¬
ferred stock of the new corporation, to be made as hereinbe¬
fore provided, for the principal of the bonds so assigned, and
seventy per cent, of the coupons so assigned.
Fourth Mortgage Bondholders.
Holders of fourth mortgage bonds of the Terre Haute, Alton
and St. Louis Railroad Company, actually sold by the said Com¬
pany, to an amount not exceeding one hundred tnousand dol¬
lars, shall be treated in the same manner as is hereinbefore
provided in respect to third mortgage bondholders.
General Creditors.
Holders of valid and just debts against the Terre Haute,
Alton and St. Louis Railroad Company, not included in the
preceding classes, may, upon the assignment of such debts to
99
the persons designated for that purpose by the purchasing
agents, be admitted to receive an equivalent amount in the
common stock of the new corporation ; but the nature and
amount of such debts, and, in all cases where the debts are
secured by collaterals,the rule for the adjustment shall be pre¬
scribed by the purchasing agents upon principles which they
may deem equitable, and their decision as to the amount of the
allowance and the terms and conditions thereof, shall be con¬
clusive. Collaterals which may be released from pledge, shall
be entitled, according to their character, to new bonds or stock,
and shall, as well as all bonds or stock not disposed of by the
preceding provisions, be subject to be used, in the discretion of
said agents, for adjustment of debts, or in carrying out the
general objects of this plan.
Stockholders.
Holders of stock of the Terre Haute, Alton and St. Louis
Railroad Company, or the companies of which it was consoli¬
dated, upon the assignment of such stock to such persons as
may be designated for that purpose by the purchasing agents,
may be allowed to receive fifty per cent, of the stock surren¬
dered by them in the stock of the new corporation,in shares of
one hundred dollars each,with scrip certificates for less amounts
not entitling the holders to dividends.
General Provisions.
1. Robert Bayard, S. J. Tilden, Joseph Tuckerman, John
Richardson and Charles Butler shall be the committee and
agents to carry into effect the foregoing plan.
2. All cases of fractional amounts shall be adjusted as here¬
inbefore provided with respect to the first mortgage bond¬
holders.
3. The time for the performance of the conditions of this
plan shall be fixed by the purchasing agents of the subscribing
bondholders, or if not so fixed by them, may be determined by
the corporation or corporations found in pursuance hereof.
100
4. The said purchasing agents may act, in all cases, by a
majority of their number, and shall decide all questions which
may arise in respect to the construction or effect of any of the
provisions of this plan ; which decision, in every such case,shall
be final and conclusive ; and the said agents are hereby invest¬
ed with full power and authority to execute the provisions of
this plan, to supply any defect in any case which is unprovided
for by its terms, and generally to do all acts and things neces¬
sary or proper, in their judgment, to carry out its objects.
5. All parties must accede to this plan within sixty days after
the first day of May, 1861, or they will not become entitled to its
benefits without the written consent of the said purchasing
agents.
DEED.
Azariah C. Il ago and John Wilkinson, Trustees and
Special Master Commissioners,
to
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman and
Russell Sage.
Dated June 2, 1862.
Conveying Franchises and Property of the Terre Haute, Alton
and St. Louis Railroad Company.
This Indenture, made this second day of June, in the
year of our Lord one thousand eight hundred and sixty-two,
between Azariah C. Flagg and John Wilkinson, trustees and
special master commissioners, as hereinafter mentioned, of the
first part, and Robert Bayard, Samuel J. Tilden and Joseph
Tuckerman, of the City and State of New York, and Russell
Sage, of the City of Troy and State of New York, of the sec-
101
ond part : Witnesseth, that whereas the Terre Haute and Alton
Kailroad Company, a corporation existing under and by virtue
of the laws of the States of Illinois and Indiana, did cause to be
made and delivered to the said Azariah C. Flagg, one of the par¬
ties of the first part hereto, and Aquila G. Stout, both of the City
and State of Hew York, a certain deed of trust or mortgage,
bearing date on the 23d day of March, A. D. 1855, whereby the
said company granted and conveyed unto the said Azariah C.
Flagg and Aquila Gr. Stout, and the survi vor of them, the entire
railroad of the said company, then made or thereafter to be
made, from its terminus in the City of Alton, in the State of
Illinois, to its terminus in the City of Terre Haute, in the State
of Indiana, and all the property and effects, rights and fran¬
chises in the said deed of trust or mortgage mentioned, and
hereinafter particularly described, on the trusts and for the pur¬
poses following (among others), that is to say : if the interest
on the bonds therein mentioned should not be paid by the said
company when the same should fall due, and if such interest
should remain in arrear for sixty days, then, at any time after
such default, upon the request of the holders of such bonds,
the said parties of the second part to the said deed of trust or
mortgage should enter upon and take possession of, and on the
written request of the holders of at least one-half of the bonds
then unpaid and unconverted into stock, should sell, all and
singular, the said premises by the said deed of trust or mortgage
conveyed or transferred, or expressed or intended so to be, first
giving notice as therein prescribed, and upon such sale should
execute a full and legal conveyance of all and singular the
premises sold :
And Whereas, The said Aquila G. Stout departed this life
on or about the 10th day of June, 1857, and William F. Have-
meyer, who was appointed his succeesor in the said trust, de¬
clined to act under the said trust, and no conveyance of the
property mentioned in the said deed of trust or mortgage was
ever made to him, and the said Azariah C. Flagg became the
survivor of the grantees in trust named in the said deed of
trust or mortgage ;
And Whereas, The said company as well as the company
102
into which it became consolidated, failed to pay the interest
on the said bonds, which fell due on the first days of Febru¬
ary and August, 1S57, on the first days of February and Aug¬
ust, 1858, on the first days of February and August, 1859, on
the first days of February and August, 1860, and on the first
first days of February and August, 1861, and all such interest
has remained in arrear for more than three months and is
still unpaid.
And¥hereas, The Belleville and Illinoistown Railroad Com¬
pany, a corporation existing under and by virtue of the laws
of the State of Illinois, did cause to be made and delivered
to the said John Wilkinson, one of the parties of the first
part hereto, of the City of Syracuse, in the State of New York,
a certain deed of trust or mortgage, bearing date on the first
day of August, A. D. 1855, whereby the said company
granted and conveyed unto the said John Wilkinson and his
successors in the trust hereby created, and assigns, the entire
railroad of the said company, then made, or thereafter to be
made, and all the property and effects, rights and franchises,
in the said deed of trust or mortgage mentioned, and here¬
inafter particularly described, on the trusts and for the pur¬
poses following (among others), that is to say : if the interest
on the bonds therein mentioned should not be paid by the said
company when the same should fall due, and if such interest
should remain in arrear for sixty days, then, at any time after
such default, upon the request in writing of the holders of
such bonds, or the holders of any of them, the said Wilkin¬
son should- enter into and take possession of, and sell all and
singular, the said premises by the said deed of trust or mort¬
gage conveyed, first giving notice as therein prescribed, and
upon such sale should execute a full and legal conveyance of
all and singular the premises sold ;
Axd Whereas, The said company, as well as the company
into which it became consolidated, failed to pay the interest
on the said bonds, which fell due on the first of November,
1857, on the first davs of Mav and November, 1858, on the
7 %/ «/ / '
first days of May and November, 1859, on the first days of
May and November, 1860, and on the first day of May, 1861 :
103
and all such interest has remained in arrear for more than
three months and is still unpaid.
And hereas, The said ferre Haute and Alton Railroad
Company, and the said Belleville and Illinoistown Railroad
Company became consolidated under the corporate name of the
Terre Haute, Alton and St. Louis Railroad Company, and the
said Terre Haute, Alton and St. Louis Railroad Company be¬
came liable to pay the bonds and interest coupons aforesaid, of
the said Terre Haute and Alton Railroad Company, and of the
said Belleville and Illinoistown Railroad Company, secured by
the said several mortgages hereinbefore mentioned ;
And Whereas, t he said Azariah C. Flagg and John Vi ilk-
inson, grantees in trust as aforesaid, were respectively duly re¬
quired by holders of bonds on which said defaults were made
respectively, to enforce and exercise the powers of entry and
sale contained in and conferred upon them by the said deeds of
trust or mortgage respectively ;
And Whereas, For the purpose of enforcing the rights of
the holders of the bonds secured by the aforesaid deeds of trust
or mortgage respectively, as well as of the holders of the bonds
secured by the several deeds of trust or mortgage creating prior
liens on the said railroad and property respectively, and also of
the bonds secured by the said deed of trust or mortgage made
and executed by the Terre Haute, Alton and St. Louis Railroad
Company, creating a subsequent lien upon the whole line of
railway and other property therein mentioned, as an entirety,
a suit in Chancerv was instituted in the Circuit Court of the
•>
United States for the Southern District of Illinois, in which the
said Azariah C. Flagg and others, were complainants, and the
said Terre Haute, Alton and St. Louis Railroad Company was
defendant ; and an auxiliary suit was also instituted between
the same parties in the Circuit Court of the United States for
the District of Indiana ;
And Whereas, At a term of the Circuit Court of the United
States for the Southern District of Illinois, held at the City of
Springfield, in said District, in and by a decree of the said
Court, entered on the 8th day of August. A. D. 1861, in the
aforesaid suit, it was adjudged and decreed, among other things,
104
that the said Terre Haute, Alton and St. Louis Railroad Com¬
pany was in default in respect to the several installments of in¬
terest mentioned in the said decree, upon the aforesaid bonds ;
And it was further ordered, adjudged and decreed that the
said Terre Haute, Alton and St. Louis Railroad Company
should pay, on or before the day which should be fixed for the
sale therein provided for and decreed, the moneys so found to
be due and unpaid, and that unless the said company should
so pay the same, the property and effects, rights and franchises
of the said company in the said decree mentioned, and herein¬
after particularly described, should be sold, as in the said decree
ordered and directed ;
And Whereas, A like decree was also made in the said
auxiliary suit then pending in the Circuit Court of the United
States for the District of Indiana, between the same parties, in
so far as respects those parts of the said railroad and property
of the said Terre Haute, Alton and St. Louis Railroad Company
which are situated within the territorial jurisdiction of the said
Court ;
And Whereas, The said Terre Haute, Alton and St. Louis
Railroad Company wholly failed to make the said payments
decreed to be made as aforesaid ;
And Whereas, The said courts did further order and direct,
that all and singular the property and effects, rights and fran¬
chises of the said Terre Haute, Alton and St. Louis Railroad
Company and of the several original companies, so ordered to
be sold as aforesaid, should be sold by the said Azariah C.
Flagg, the grantee in trust of the said deed of trust or mort¬
gage made as aforesaid by the Terre Haute and Alton Railroad
Company, and John Wilkinson, the grantee in trust of the
said deed of trust or mortgage made as aforesaid by the Belle¬
ville and Illinoistown Railroad Company, and in said decrees
mentioned, in their said capacities of trustees, and also of
special master commissioners of the said courts respectively,
and to that end, did, in and by the said decrees, constitute and
appoint the said Azariah C. Flagg and John Wilkinson special
master commissioners in the said suits, with full power, as such,
as well as in their said capacity as trustees, to execute and
105
carry into effect the orders of sale then made in and by the
said decrees, and further directed that such sale should be
made by public auction, at the City Hall, in the City of Alton,
in the State of Illinois, to the highest bidder, after advertise¬
ments of the said sale in two principal daily newspapers pub¬
lished in the City of New York, and two published in the City
of Alton, to be continued for not less than forty days ;
And Whereas, In and by the said decrees it was further
adjudged and decreed, that upon confirmation by the said
courts of the said sale, so to be made as aforesaid, in pursuance
thereof, the purchaser or purchasers upon full compliance with
the conditions of the sale, and the orders of the said courts
made, or thereafter to be made, in the said causes touching the
payment of the said purchase money, should be entitled to take
and hold all the said property, rights, franchises and the ap¬
purtenances thereof, by the said decrees so as aforesaid ordered
to be sold, by the same title by which the same were at any
time before said sale owned, claimed, or held by the said
Terre Haute, Alton and St. Louis Railroad Company, or by
the said original railroad companies so consolidated as afore¬
said, free and discharged from the lien of each and all of the
mortgages in the said decrees mentioned, made by the said
consolidated company and the said original companies several¬
ly : and free and discharged from all liability for any debt or
debts, claim or claims, of whatsoever name or nature, in behalf
of any and all persons against said consolidated and original
companies, or any of them, and from the claims of all persons
for or on account of capital stock now held or claimed in any
of said companies, but subject, nevertheless, to the lien, if any
exists, in behalf of any vendor or former owner thereof upon
any real estate to be included in said sale for the purchase
money of said real estate, not otherwise provided to be paid by
the said decree out of the proceeds of such sale ;
And Whereas, Pursuant to the said decrees, orders were duly
issued by the said courts to the said Azariah C. Flagg and
John Wilkinson, embodying so much of the said decrees in
substance as relates to the duties of the said trustees and spe¬
cial master commissioners, and directing and requiring them
to carry the same into execution ;
106
And Whereas, In conformity with the said orders, the said
Azariah C. Flagg and John W ilkinson, in their several capaci¬
ties as grantees in trust of the said deeds of trust or mortgage
made by the said Terre Haute and Alton Railroad Company,
and by the said Belleville and Illinoistown Railroad Company,
respectively, and as special master commissioners as aforesaid,
caused the said property and effects, rights, franchises hereinaf¬
ter mentioned and described, to be advertised in the manner
and for the period directed by the said decrees and orders of
sale, respectively, to be sold as an entirety ;
And Whereas, The said Azariah C. Flagg and John Wilkin¬
son, trustees and special master commissioners aforesaid, and
parties of the first part to these presents, in pursuance of the
said deeds of trust or mortgage respectively, and of the powers
of sale therein contained, and of the said decrees and orders of
said courts did, on the 21th day of March, A. D. 1862, expose
for sale at public auction, at the City Hall in the City of Alton,
in the State of Illinois, the said railroad, property and effects,
rights and franchises hereinafter particularly described, at
which sale the said property and effects, rights and franchises
were struck off to Robert Bayard, Samuel J. Tilden, John G.
Richardson, Joseph Tucker m an and Russell Sage, for the sum
of eight hundred thousand dollars, that being the highest and
best bid therefor ;
And W h ere as, In and by the said decrees the said courts did
further order that the purchase money so bid by said purcha¬
sers be paid in to the hands of the said Azariah C. Flagg and
John Wilkinson, in their capacity as receivers in the said
causes, to be by them held, applied, disbursed, and paid over
as by the said courts they should be ordered and required ;
And V hereas, It was made to appear to the said courts that
the said purchasers had paid the said purchase money by them
bid as aforesaid, in conformity with the terms of the said
orders ;
And Whereas, The said Azariah C. Flagg and John Wilkin¬
son, grantees in trust, and special master commissioners as
aforesaid, did, on the 25th day of March, A. 1). 1862, return
the said order of sale, with the report of their proceedings had
107
in pursuance thereof thereto annexed, to the said Circuit Court
of the United States for the Southern District of Illinois, and
have also duly returned the said order of sale made in the said
auxiliary cause to the said Circuit Court of the United States
for the District of Indiana, together with their report of their
proceedings had in pursuance thereof, thereto annexed ;
And Whereas, Upon said report returned to the said Circuit
Court of the United States for the Southern District of Illi¬
nois, the said Court having inspected said report and the pro¬
ceedings of the said grantees in trust and special master com¬
missioners, did order, adjudge and decree, that the said sale
and proceedings were in all things had and made according to
law, and in conformity with the order and decree of the said
court in that behalf, and did approve and confirm the same ;
and upon the said report returned in the said auxiliary cause,
the said Circuit Court of the United States for the District of
Indiana did also find, that the said sale and proceedings were
in all things had and made according to law, and in conformity
with the order and decree of the said court in that behalf, and
did in like manner approve and confirm the same;
And Whereas. It was further ordered by said courts, in and
by the said decrees, that the said special master commissioners
and trustees, in their said several capacities, should convey the
said property and franchises to the said purchasers upon their
request in conformity with the former orders of the said courts
in the premises ;
And Whereas, The right, title and interest of the said John
G. Richardson in the said purchase was only as trustee to con¬
vey, release or assign the same to such person or persons as
might be designated or appointed by the said Robert Bayard,
Samuel J. Tilden, John G. Richardson, Joseph Tuckerman and
Russell Sage, or a majority of them, and the said John G.
Richardson has duly made a declaration in writing of the said
trust ;
And W hereas, Such majority has been designated and ap¬
pointed the said Robert Bayard, Samuel J. Tilden, Joseph
Tuckerman and Russell Sage, as the persons to whom such
conveyance, release and assignment should be made by him ;
108
And Whereas, The said John G. Richardson has duly con¬
veyed, released and assigned all his right, title and interest as
aforesaid, to the said Robert Bayard, Samuel J. Tilden, Joseph
Tuckerman and Russell Sage ;
And Whereas, The said Robert Bayard, Samuel J. Tilden,
Joseph Tuckerman and Russell Sage have duly requested the
said trustees and special master commissioners, in their said
several capacities to convey, the said property and franchises
directly to them, in conformity with the said orders ;
Now therefore this indenture witnesseth, That the Said
Azariah C. Flagg and John Wilkinson, parties of the first part
to these presents, in their several capacities as trustees and as
special master commissioners as aforesaid, in order to carry into
effect the said sale, so made as aforesaid, in pursuance of the pow¬
ers of sale and of the decrees and orders above mentioned, and in
compliance with the said request, and in consideration of the
premises, and of the sum of one dollar to them in hand paid by
the said parties of the second part hereto, the receipt whereof is
hereby acknowledged, have granted, bargained and sold, and
by these presents do grant, bargain, sell and convey unto
the said Robert Bayard, Samuel J. Tilden, Joseph Tuckerman
and Russell Sage, the parties of the second part, as joint ten¬
ants, and not as tenants in common, and to the survivors or
survivor of the said parties of the second part, and to the
heirs and assigns of such survivor, all and singular the railroad
of the said Terre Haute, Alton and St Louis Railroad Com¬
pany, extending from Terre Haute, in the State of Indiana, to
East St. Louis, or Illinoistown, in the State of Illinois, and
from Illinoistown to Belleville, and from the Junction to Alton,
in the State of Illinois, including the right of way therefor,
the road-bed thereof, and all the lands, real estate, railways,
rights of way and land occupied thereby, with the superstruc¬
tures and tracks of all sorts thereon, its water and other sta¬
tion houses and shops, and the lands and grounds connected
therewith, and all rails and other materials used thereon or pro¬
cured therefor, and all the tools and implements used, or pro¬
vided to be used thereon, and in constructing and repairing
109
cars and machinery for said road, or the track and superstruc¬
tures aforesaid, all the tenements, road, bridges, viaducts, cul¬
verts, fences, depot grounds, stations, station houses, turn¬
tables and depots, and all other buildings, and other fixtures
and structures, of whatever name or nature, and the lands and
grounds connected therewith, used, or provided to be used, in
operating the said road, and wherever situate, and all cars, en¬
gines, locomotives, tenders, tools, implements, materials, ma¬
chinery, machine shops, telegraphs, contracts, and all other
personal property, right thereto, or interest therein, acquired by
the said company ; together with the tolls, rents, revenues,
issues, profits and income of the said mortgage property, and
all lands, hereditaments, and ferry rights, belonging to the said
company, and all the supplies of timber, lumber, iron, fuel, and
every other thing provided by the said company, and by the
original companies severally which were consolidated into the
said Terre Haute, Alton and St. Louis Railroad Company, to
be used in operating the said road. Also, all the following de¬
scribed tracts of coal lands owned by the said Terre Haute,
Alton and St. Louis Railroad Company, being about one thous¬
and and fifty acres, situated in St. Clair County , in the State
of Illinois, and described as follows, viz :
The south half of section three (3) township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The east half of the northwest quarter of section ten (10)
township one (1) north, range nine (9) west, containing eighty
acres.
The east half of section ten (10), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The north half of section eleven (11), township one (1)
north, range nine (9) west, containing three hundred and
twenty acres.
And also all other lands, and all ferry rights, franchises and
privileges owned by said company, and all the right and inter¬
est held and owned by the said company, or to which they are
entitled, in any ferry rights, franchises or privileges, together
110
with all ferry boats, apparel, fixtures, or other things con¬
nected, used with or appurtenant to any such ferry, franchise,
right or privilege : And all other real or personal property
mentioned and described in the said mortgages or deeds of
trust, or any of them, which are referred to in the said decrees,
wheresoever situated, by the same title by which the same are
or were holden by the said company, and by the said original
companies, severally, together with all privileges, fran¬
chises, easements, rights and interests whatsoever; and
all corporate franchises of the said company, and
of the said original companies, severally, including
the right and franchises of the said several com¬
panies to be and act as a corporation : Together with all and
singular the tenements, hereditaments and appurtenances there¬
unto belonging or in any wise appertaining, and the reversions,
remainders, tolls, incomes, rents, issues and profits thereof :
and also all the estate, right, title, interest, property, possession,
claim and demand whatsover, as well in law as in equity, of
the said parties of the first part, of, in and to the same, and
any and every part thereof, with the appurtenances. But sub¬
ject, nevertheless, as to any real estate included in the afore¬
said sale by the said trustees and master commissioners, to the
lien, if any such exist, of any vendor or former owner of said
real estate, not otherwise provided to be paid by the decrees or
orders in the said causes :
To have and to hold the same, with the appurtenances, sub¬
ject as aforesaid, unto the said parties of the second part, as
joint tenants, and not as tenants in common, and to the sur¬
vivors and survivor of the said parties of the second part, and
to the heirs and assigns of such survivor, to the only proper
use, benefit and behoof of the said parties of the second part,
and of the survivors and survivor of the said parties and of the
heirs and assigns of such survivor, forever; as fully and com¬
pletely as the said parties of the first part by virtue of the said
deeds of trust or mortgage, respectively hold, and by virtue of
their powers as trustees under the said deeds respectively, or
as special master commissioners as aforesaid, can or could sell
and convey the said premises, property and franchises, and not
otherwise.
Ill
In witness whereof, the said parties of the first part have
hereunto set their hand and seals, the day and year first above
written.
Azariah C. Flagg. [seal.]
John Wilkinson. [seal.]
Sealed and delivered in )
presence of j
James P. Sinnott,
John Rankin, Jr.
Acknowledged by A. C. Flagg and John Wilkinson, before
Charles Nettleton, Notary Public, City and County of New
York, and Commissioner for Indiana, in New York, July 30,
1862.
Certificate of H. W. Genet, Clerk of City and County of
New York, as to official character of Notary.
Recorded, Illinois, St. Clair County, August 7, 1862, Book
N. E , page 162; Madison County, August 9, 1862, Book 76,
page 10 ; Macoupin County, August 8, 1862, Book Y Y, page
336 ; Montgomery County, August 11,1862, Book 1, page 442;
Christian County, August 11,1862, Book 19, page 367 ; Shelby
County, August 12, 1862, Book 26, page 197 ; Moultrie County,
August 12, 1862, Book L, page 429 ; Coles County, August 12,
1862, Book 8, page 43 ; Edgar County, August 13, 1862, Book
24, page 539 ; Indiana, Yigo County, August 13, 1862, Book
25, page 223.
112
DEED.
Terre Haute, Alton and St. Louis Railroad Company
to
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman and
Russell Sage.
Dated June 2, 1862.
Covenying Franchises and Property of said Corporation.
Tiii sIndenture, made this second day of June, in the year
of our Lord one thousand eight hundred and sixty-two, by and
between the Terre Haute, Alton and St. Louis Railroad Com¬
pany, of the first part, and Robert Bayard, Samuel J. Tilden
and Joseph Tuckerman, of the City and State of New York,
and Russell Sage, of the City of Troy and State of New York,
of the second part,
witnesseth :
Whereas, In cause in chancery, depending in the Circuit
Court of the United States, for the Southern District of Illi¬
nois, wherein Azariah C. Flagg and others are complainants,
and the Terre Haute. Alton and St. Louis Railroad Company
are defendants, the said Court ordered and decreed that the
special master commissioners and trustees named in said order
and decree should sell in the manner therein provided , the fol¬
lowing described property and effects, to wit :
All and singular the railroad of the said Terre Haute, Alton
and St. Louis Railroad Company, extending from Terre Haute,
in the State of Indiana, to East St. Louis, or lilinoistown, in
the State of Illinois, and from lilinoistown to Belleville, and
from the Junction to Alton, in the State of Illinois, including
the right of way therefor, the roadbed thereof, and all the
lands, real estate, railways, rights of way, and land occupied
thereby, with the superstructures and tracks of all sorts thereon,
its water and other station houses and shops, and the lands and
grounds connected therewith, and all rails and other materials
used thereon, or procured therefor, and all the tools and imple¬
ments used, or provided to be used thereon, and in construct-
113
ing and repairing cars and machinery for said road, or the track
and superstructures aforesaid, all the tenements, road, bridges,
viaducts, culverts, fences, depot grounds, stations, station-
houses, turn-tables and depots and all other buildings, and other
fixtures and structures, of whatever name or nature, and the
lands and grounds connected therewith, used, or provided to be
used in operating said road, and wherever situate, and all cars,
engines, locomotives, tenders, tools, implements, materials, ma¬
chinery, machine shops, telegraphs, contracts and all other per¬
sonal property, right thereto, or interest therein, acquired by
the said company; together with the tolls, rents, revenues, issues,
profits and income of the said mortgaged property, and all
lands, hereditaments and ferry rights belonging to the said
company, and all the supplies of timber, lumber, iron, fuel and
every other thing provided by the said company, and by the
original companies, severally, which were consolidated into the
said Terre Haute, Alton and St. Louis Railroad Company, to
be used in operating the said road. Also, all the following de¬
scribed tracts of coal lands, owned by the said Terre Haute,
Alton and St. Louis Railroad Company, being about one thou¬
sand and fifty acres, situated in St. Clair County, in the State
of Illinois, and described as follows, viz :
The south half of section three (3), township one (1), north,
range nine (9) west, containing three hundred and twenty acres.
The east half of the northwest quarter of section ten (10),
township one (1) north, range nine (9) west, containing eighty
acres.
The east half of section ten (10), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The north half of section eleven (11), township one(l) north,
range nine (9) west, containing three hundred and twenty
acres.
And also all other lands, and all ferry rights, franchises and
privileges owned by the said company, and all the right and
interest held and owned by the said company, or to which they
are entitled m any ferry rights, franchises or privileges, to¬
gether with all ferry boats, apparel, fixtures or other things
114
connected, used with or appurtenant to, any such ferry, fran¬
chise, right or privilege. And all other real and personal prop¬
erty mentioned and described in the said mortgages or deeds
of trust, or any of them, which are referred to in the said de¬
crees, wheresoever situated, by the same title by wThich the
same are or were holden by the said company, and by the said
original companies, severally, together with all privileges, fran¬
chises easements, rights and interest whatsoever ; and all cor¬
porate franchises of the said company, and of the said original
companies severally, including the right and franchises of the
said several companies to be and act as a corporation, to be
sold as an entirety;
And Whereas, the Circuit Court of the United States for the
District of Indiana, in a cause pending in said court, which
was auxiliary to the said cause first above-mentioned, adopted
said order and decree above mentioned, as to so much of said
premises as is situated in the said district, and did order the
same to be sold by the same persons, and at the same time and
place, and in the same manner as was provided by the said de¬
cree first above mentioned, in respect of the whole of said
premises ;
And Whereas, The said decrees, and each thereof, pro¬
vided further, that upon full payment of the purchase money,
and compliance with the terms of their purchase by said pur¬
chasers, to be found by the further order of the Court to be
made in the premises, the said special master commissioners
and trustees, in their several capacities, or the survivor of them,
should by deed, to be executed in such form as might be proper
to convey real estate in the said several States of Illinois and
Indiana, convey the premises so to be sold, to the purchasers,
their heirs and assigns, and thereupon also the said Terre
Haute, Alton and St. Louis Railroad Company should by like
deed, convey and confirm the said premises to the said pur¬
chasers, their heirs, successors or assigns ;
And Whereas, all the said premises above described, under
and pursuant to said decrees, and in conformity thereto, were
on the 24th day of March, A. D. 1862, sold by the said trus¬
tees and special master commissioners to Robert Bayard, Sam-
115
uel J. Tilden, John G. Richardson, Joseph Tuckerman and
Russell Sage ;
And Whereas, It has been found by the further order of the
said Circuit Court of the United States for the Southern District
of Illinois, made in the said cause first above mentioned, that the
said purchasers have made full payment of the purchase money
of the said premises, and in all things complied with the terms
of the said purchase ;
And Whereas, The right, title and interest of the said John
G Richardson in the said purchase was only as trustee to con¬
vey, release or assign the same to such person or persons as
might be designated or appointed by the said Robert Bayard,
Samuel J. Tilden, John G. Richardson, Joseph Tuckerman
and Russell Sage, or a majority of them, and the said John
G. Richardson has duly made a declaration in writing of the
said trust ;
And Whereas, Such majority have designated and appoint¬
ed the said Robert Bayard, Samuel J. Tilden, Joseph Tucker¬
man and Russell Sage as the persons to whom such conveyance,
release and assignment should be made by him ;
And Whereas, The said John G. Richardson has duly con¬
veyed, released and assigned all his right, title and interest as
aforesaid to the said Robert Bayard, Samuel J. Tilden. Joseph
Tuckerman and Russell Sage ;
And Whereas, The said Robert Bayard, Samuel J. Tilden,
Joseph Tuckerman and Russell Sage have duly requested the
execution of this conveyance directly to them by the said party
of the first part hereto ;
Nowq in obedience to the requirements of the said orders
and decrees, and in compliance with the said request, and in
consideration of the sum of one dollar paid by the said parties
of the second part to the said party of the first part, the re¬
ceipt whereof is herebj7 acknowledged, the said Terre Haute^
Alton and St. Louis Railroad Company, party of the first part
as aforesaid, hath granted, bargained and sold, and doth here¬
by grant, bargain, sell, convey and confirm unto the said Rob¬
ert Bayard, Samuel J. Tilden, Joseph Tuckerman and Russell
Sage, and to their heirs and assigns, all and singular the prem-
116
ises, property and effects aforesaid, of every kind and descrip¬
tion, and of every name and nature whatsoever, so sold as
aforesaid, to the said parties of the second part as aforesaid :
To have and to hold the same to the only proper use, benefit
and behoof of them, the said parties of the second part, as
joint tenants, and not as tenants in common, and to the survi¬
vors and survivor of them, and to the heirs and assigns of such
survivor forever.
In Witness Whereof, The said Terre Haute, Alton and St.
Louis Railroad Company, party of the first part as aforesaid,
has caused its corporate seal to be hereunto affixed, and the
same to be attested by the signature of its President, the day
and year first above written.
Charles Butler,
President.
Sealed and delivered )
in presence of J
william Cutler,
James P. Sinnott.
Acknowledged by Charles Butler, President, before Charles
Hettleton, notary public, city and county of Hew York, and
commissioner for Indiana in Hew York July 30, 1862.
Certificate of II. W. Genet. Clerk of city and county of Hew
York, attached as to official character of notarv.
Recorded, Illinois, St. Clair county, August 7, 1862, Book
H E, page 182; Madison county, August 9, 1862, Book 76, page
17 ; Macoupin county, August 8, 1862, in Book Y Y, page 352;
Montgomery county, August 11, 1862, in Book 1, page 454;
Christian county, August 11, 1862, in Book 19, page 390;
Shelby county, August 12, 1862, in Book 26, page 216 ; Moul¬
trie county, August 12, 1862, Book L, page 447 ; Coles county
August 12, 1862, in Book 8, page 59 ; Edgar county, August
13, 1862, in Book 24, page 556 ; Indiana, Yigo county, August
13, 1862, in Book 25, page 237.
Seal T. H. A.
& St. L. R. R-
Co.
117
DEED.
Edwin C. Litchfield, Trustee
TO
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman and
Russell Sage.
Dated June 2, 1862.
Conveying Franchises and Property of the Terre Haute,
Alton and St. Louis Railroad Company.
This indenture, made the second day of June, in the year of
our Lord one thousand eight hundred and sixty-two, between
Edwin C. Litchfield, trustee as hereinafter mentioned of the
the first part, and Robert Bayard, Samuel J. Tilden, and
Joseph Tuckerman, of the city and State of Hew York, and
Russell Sage, of the city of Troy and State of Hew York, of
the second part,
witnesseth :
That Whereas, The Terre Haute, Alton and St. Louis Rail¬
road Company, a corporation existing under and by virtue of
the laws of the States of Illinois and Indiana, and formed by
the consolidation of the Terre Haute & Alton Railroad Com¬
pany and the Belleville and Illinoistown Railroad Company,
did cause to be made and delivered to Aquila G. Stout, of the
City and State of Hew York, a certain deed of trust or mort¬
gage, bearing date on the first day of Hovember, in the year
one thousand eight hundred and fifty-six, whereby the said
company granted and conveyed unto the said Aquila G. Stout?
and his successors in the trust thereinafter expressed, the rail¬
road of the said company, and all the property and effects?
rights and franchises in the said deed of trust or mortgage
mentioned and hereinafter particularly described, on the trusts
and for the purposes following (among others), that is to say *
If the interest on the bonds therein mentioned should not be
paid by the said Company when the same should fall due, and
118
jf such interest should remain in arrear for three months, then
at any time after such default it should be lawful for the said
party of the second part thereto, and his assigns, successors in
the said trust, to take possession of and sell all and singular the
said premises by the said deed of trust or mortgage conveyed
and transferred, or so expressed to be, first giving notice by
advertisement in three principal daily newspapers printed in
the City of New York, and in one such newspaper printed in
the cities of Boston, Philadelphia, Baltimore, Ferre Haute, and
St. Louis, to be continued for sixty days, or such shorter time
(not less than twenty days) as the said company might assent
to, and upon such sale to execute a proper, full and legal con¬
veyance of all and singular the premises sold ;
And Whereas, The said Aquila G. Stout died before the
commencement of the suit hereinafter mentioned, and the said
Edwin C. Litchfield was duly appointed his successor, and ac¬
cepted the said trust, and became entitled to all such interest
as the said Stout had under the said trust ;
And Whsreas, The said company failed to pay the inter¬
est on the said bonds, which fell due on the first day of No¬
vember, 1857, on the first days of May and November, 1858,
on the first days of May and November, 1859, on the first
days of May and November, 1860, and on the first day of May,
1861, and all such interest remained in arrear for more than
three months, and is still unpaid ;
And Whereas, For the purpose of enforcing the rights of
the holders of the bonds secured by the aforesaid deed of trust or
«/
mortgage, as well as of the holders of the bonds secured by the
several deeds of trust or mortgage of the said original Compan¬
ies, and creating prior liens upon parts of the railroad and prop¬
erty in the said first mentioned deed of trust or mortgage de¬
scribed, a suit in Chancery was instituted in the Circuit Court
of the United States for the Southern District of Illinois, in
which Azariah C. Flagg, and others were complainants, and
the Terre Haute, Alton and St. Louis Railroad Company was
defendant, and in which suit the party hereto of the first part
also became a party complainant, and an auxiliary suit was
119
likewise instituted between the same parties in the Circuit
Court of the United States for the District of Indiana ;
And Whereas, At a term of the Circuit Court of the Uni¬
ted States for the Southern District of Illinois, held at the City
of Springfield, in the said district, in and by a decree of the
said court, entered on the 8th day of August, A. D. 1861, in the
aforesaid suit, it was adjudged and decreed, among other things,
that the said Terre Haute, Alton and St. Louis Railroad Com¬
pany was in default in respect to the several installments of in¬
terest mentioned in the said decree upon the said bonds, as well
as the other bonds therein mentioned;
And it was further ordered, adjudged and decreed, that
the said Terre Haute, Alton and St. Louis Railroad Company
should pay on or before the day which should be fixed
for the sale therein provided and decreed, the moneys
so found to be due and unpaid, and that unless the said
Company should so pay the same, the property and effects,
rights and franchises of the said Company in the said decree
mentioned, and hereinafter particularly described, should be
sold as an entirety in the manner in the said decree ordered and
directed;
And Whereas, A like decree was also made in the said
auxiliary suit then pending in the Circuit Court of the United
States for the District of Indiana, between the same parties in
so far as respects those parts of the said railroad and property
of the said Terre Haute, Alton and St. Louis Railroad Com¬
pany, which are situate within the territorial jurisdiction of the
said court;
And Whereas, The said Terre Haute, Alton and St.
Louis Railroad Company wholly failed to make the said pay¬
ments decreed to be made as aforesaid;
And Whereas, The said Courts did further order and di¬
rect that all and singular the property and effects, rights and
franchises of the said Terre Haute, Alton and St. Louis Rail¬
road Company, and of the several original companies in the said
decrees mentioned, so ordered to be sold as aforesaid
should be sold by Azariah C. Flagg and John Wilk¬
inson, grantees in trust in certain deeds of trust or
120
mortgage of the said original Companies in said decrees
mentioned, in their said capacities of trustees and also of spec¬
ial master commissioners of the said Courts respectively, and
to that end did, in and by the said decrees, constitute and ap¬
point the said Azariah C. Flagg and John Wilkinson special
master commissioners in the said suits, with full power as such,
as well as in their said capacity as trustees, to execute and carry
into effect the orders of sale then made in and by the said
decrees ; and further directed that such sale should be made by
public auction, at the City Hall in the City of Alton, in the
State of Illinois, to the highest bidder after advertisements of
the said sale in two principal daily newspapers, published in the
City of New York, and two published in the City of Alton, to
be continued for not less than forty days;
And Whereas, In and bv the said decrees, it was further ad-
y %j y
judged and decreed that, upon confirmation by the said courts
the said sale, so to be made as aforesaid, in pursuance thereof,
the purchaser or purchasers upon full compliance with the con¬
ditions of sale and the orders of the said courts, made or there¬
after to be made in the said causes, touching the payment of
the said purchase money, should be entitled to take and hold
all of the said property, rights, franchises, and the appurten¬
ances thereof, by the said decrees, so as aforesaid ordered to be
sold, by the same title by which the same were, at any time
before said sale, owned, claimed or held by the said Terre
Haute, Alton and St. Louis Railroad Company, and by the
original railroad companies which were consolidated into the
said Terre Haute, Alton and St. Louis Railroad Company, as
in the said decrees mentioned, free and discharged from the
lien of each and all of the mortgages in the said decrees men¬
tioned, made by the said consolidated Company and the said
original Companies severally ; and free and discharged from
all liability for any debt or debts, claim or claims, of whatso¬
ever name or nature, in behalf of any and all persons against
said consolidated and original companies, or any of them, and
from the claims of all persons for or on account of capital stock
now held or claimed in any of said Companies ; but subject
nevertheless, to the lien, if any exists, in behalf of any vendor
121
or former owner thereof, upon any real estate to be included
in said sale, for the purchase money of said real estate not
otherwise provided to be paid by the said decrees out of the
proceeds of such sale ;
And Whereas, Pursuant to the said decrees, orders were du¬
ly issued by the said courts to the said Azarian C. Flagg and
John Wilkinson, embodying so much of the said decrees in
substance as relates to the duties of the said trustees and spec¬
ial master commissioners, and directing and requiring them to
carry the same into execution ;
And Whereas, In conformity with the said orders the said
Azariah C. Flagg and John Wilkinson, in their several capac¬
ities as grantees in trust and special master commissioners
as aforesaid, caused the said property and effects, rights and
franchises hereinafter mentioned and described, and so ordered
to be sold as an entirety, to be advertised for sale in the man.
ner and for the period directed by the said decrees and orders
of sale respectively ;
And Whereas, The said Azariah C. Flagg and John Wilk¬
inson, trustees and special master commissioners as aforesaid,
in pursuance of the said deeds of trust or mortgage respective,
ly, and of the powers of sale therein contained, and of the said
decrees and orders of the said courts, did, on the 24th day of
March, A. D. 1862, expose for sale at public auction, at the
City Hall, in the City of Alton, in the State of Illinois, the
said railroad, property and effects, rights and franchises herein¬
after particularly described ; at which sale the said property
and effects, rights and franchises were struck off to Robert
Bayard, Samuel J. Tilden, John G-. Richardson, Joseph Tuck-
erman and Russell Sage, for the sum of eight hundred thou¬
sand dollars, that being the highest and best bid therefor ;
And Whereas, In and by said decrees the said Courts did
further order that the purchase money so bid by said pur¬
chasers be paid into the hands of the said Azariah C. Flagg
and John Wilkinson, in their capacity as receivers in the said
causes, to be by them held, applied, disbursed and paid over, as
by the said courts they should be ordered and required.
And Whereas, It was made to appear to the said Courts
122
that the said purchasers had paid the said purchase money by
them bid as aforesaid, in conformity with the terms of the
said orders ;
And Whereas, The said Azariah C. Flagg and John Wilk¬
inson, grantees in trust and special master commissioners as
aforesaid, did, on the 25th day of March, A. D. 1862, return
the said order of sale, with their report of their proceedings had
in pursuance thereof, thereto annexed, to the said Circuit Court
of the United States for the Southern District of Illinois, and have
also duly returned the said order of sale made in the said auxil¬
iary cause to the said Circuit Court of the United States for
«/
the District of Indiana, together with their report of their pro¬
ceedings had in pursuance thereof, thereto annexed ;
And Whereas, Upon said report returned to the said Circuit
Court of the IJ nited States for the Southern District of Illi¬
nois, the said Court having inspected said report, and the pro¬
ceedings of the said grantees in trust and special master com¬
missioners, did find that the said sale and proceedings were in
all tilings had and made according to law, and in conformity
with the order and decree of the said Court in that behalf, and
did approve and confirm the same ; and upon the said report
returned in the said auxiliarv cause, the said Circuit Court of
the United States for the District of Indiana did also find, that
the said sale and proceedings were in all things had and made
according to law, and in conformity with the order and decree
of the said Court in that behalf, and did in like manner ap¬
prove and confirm the same ;
And Whereas, It was further ordered by the said Courts,
in and by the said decrees, that the said special master commis¬
sioners and trustees, in their said several capacities should con¬
vey the said property and franchises to the said purchasers,
upon their request, in conformity with the former orders of
the said Courts, in the premises ;
And Whereas, The right, title and interest of the said John
G. Richardson in the said purchase was only as trustee to con¬
vey, release or assign the same to such person or persons as
might be designated or appointed by the said Robert Bayard,
Samuel J. I ilden, John G. Richardson, Joseph Tuckerman
123
Russell Sage, or a majority of them, and the said John G. Rich¬
ardson has duly made a declaration in writing of the said
trust;
And Whereas, Such majority have designated and appoint¬
ed the said Robert Bayard, Samuel J. Tilden, Joseph Tucker-
man and Russell Sage, as the persons to whom such convey¬
ance, release and assignment should be made by him;
And Whereas, The said John G. Richardson has duly con¬
veyed, released and assigned all his right, title and interest as
aforesaid, to the said Robert Bayard, Samuel J. Tilden, Joseph
Tuckerman and Russell Sage ;
And Whereas, The said Robert Bayard, Samuel J. Tilden,
Joseph Tuckerman and Russell Sage have duly requested the
said trustees and special master commissioners in their said
several capacities to convey the said property and franchises
directly to them, in conformity with the said orders ; and the
said trustees and special master commissioners have duly con¬
veyed the same ;
And Whereas, The said Courts in and by their aforesaid
decrees, did further order, that the said Edwiu C. Litchfield,
the party of the first part hereto, should, at the same time and
place at which sale should be made by the said master commis¬
sioners join in the said sale in execution of the trust of the
said deed of trust or mortgage of the said Terre Haute, Alton
and St. Louis Railroad Company, under the order and direc¬
tion of the said Courts, and should make such sale by the same
auctioneer or attorney in fact by whom the said master commis¬
sioners and trustees should make their sale, and that he should
give notice of such sale by advertisement, to be published for a
period of not less than twenty days in the same newspapers in
which the said master commissioners and trustees should pub¬
lish their notice, and at the foot thereof ; and upon the exe¬
cution of a deed by the said master commissioners and trustees,
should also execute and deliver to the purchaser or purchasers
a deed in such form as might be proper to vest in them, their
heirs and assigns, all the property described in the said deed
of trust or mortgage.
124
And Whereas, The said Terre Haute, Alton and St. Louis
Railroad Company assented to twenty days for the publication
of notice for a sale of the property described in the said deed of
trust or mortgage by it made and delivered as aforesaid, by
virtue of the power therein contained, under the orders and
directions of the said Court, and waived anv other or further
publication or notice than is in the said decrees prescribed for
the sale to be made, pursuant to the said decrees ;
And Whereas, The said Edwin C. Litchfield did give notice
of such sale, by publication of the same for the period of
twenty days in three principal daily newspapers printed in the
City of New York ; and in one such newspaper printed in each
of the Cities of Boston, Philadelphia, Baltimore, Terre Haute,
and St. Louis, as in the said deed of trust or mortgage pro¬
vided, and in the same newspapers in which the said master
commissioners and trustees published their notice, and at the foot
thereof, as in the said decrees prescribed ; and did in conform¬
ity to the said decrees, and by virtue of the power in the said
deed of trust or mortgage contained, sell the aforesaid rail¬
road, property, franchises and things, by joining in the afore¬
said sale by the said Azariah C. Flagg and John Wilkinson, trus¬
tees and master commissioners as aforesaid, making such sale
by the same auctioneer, and as in the said decrees ordered and
directed;
Now therefore this indenture witnesseth, That the Said
Edwin C. Litchfield, party of the first part to these presents,
in his capacity as trustee as aforesaid, in pursuance of the
power of sale, and of the decrees and orders hereinabove men¬
tioned, and in consideration of the premises, and of the sum
of one dollar to him in hand paid by the said parties of the
second part hereto, the receipt whereof is hereby acknowl¬
edged, has granted, bargained and sold, and by these presents
does grant, bargain, sell and convey unto the said Robert
Bayard, Samuel J. Tilden, Joseph Tuckerman and Russell
Sage, the parties of the second part, as joint tenants, and not
as tenants in common, and to the survivors and survivor of the
said parties of the second part, and to the heirs and assigns of
125
such survivor, all and singular the railroad of the said Terre
Haute, Alton and St. Louis Eailroad Company, extending
from Terre Haute, in the State of Indiana, to East St. Louis
or Illinoistown, in the State of Illinois, and from Illinoistown
to Belleville, and from the Junction to Alton, in the State of
Illinois, including the right of way therefor, the road bed
thereof, and all the lands, real estate, railways, rights of way, and
land occupied thereby, with the superstructures and tracks of
all sorts thereon, its water and other station houses and shops
and the lands and grounds connected therewith, and all rails
and other materials used thereon, or procured therefor, and all
the tools and implements used or provided to be used thereon,
and in constructing and repairing cars and machinery for said
road or the track and superstructures aforesaid, all the tene¬
ments, roads, bridges, viaducts, culverts, fences, depot grounds
stations, station houses, turn-tables and depots, and all other
buildings, and other fixtures and structures of whatever name
or nature, and the lands and grounds connected therewith, used,
or provided to be used in operating the said road, and wherever
situate and all cars, engines, locomotives, tenders, tools, imple¬
ments, materials, machinery, machine shops, telegraphs, con¬
tracts, and all other personal property, right thereto, or interest
therein, acquired by the said company ; together with the tolls,
rents, revenues, issues, profits and income of said mortgaged prop¬
erty, and all lands, hereditaments and ferry rights belonging to
the said company, and all the supplies of timber, lumber, iron,
fuel and every other thing provided by the said company, and
by the original companies severally, which were consolidated
into the said Terre Haute, Alton and St. Louis Eailroad Com¬
pany, to be used in operating the said road. Also, all the fol¬
lowing described tracts of coal lands owned by the said Terre
Haute, Alton and St. Louis Eailroad Company, being about
one thousand and fifty acres, situated in St. Clair County, in
the State of Illinois, and described as follows, viz. :
The south half of section three (3), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The east half of the northwest quarter of section ten (10),
126
township one (1) north, range nine (9) west containing eighty-
acres.
The east half of section ten (10), township one (1) north,
range nine (9) west, containing three hundred and twenty acres.
The north half of section eleven (11), township one (1)
north, range nine (9) west, containing three hundred and
twenty acres.
And also all other lands, and all ferry rights, franchises and
privileges owned by said company, and all the right and inter¬
est held and owned by the said company, or to which they
were or are entitled, in any ferry rights,franchises or privileges,
together with all ferry boats, apparel, fixtures or other things
connected, used with, or appurtenant to any such ferry, fran¬
chise, right or privilege. And all other real and personal prop¬
erty mentioned and described in the said deeds of trust or
mortgage, or any of them, which are referred to in the said
decrees, wheresoever situated, by the same title by which the
same were or are held by the said company, or by the said
original companies, severally together with all privileges, fran¬
chises, easements, rights and interests whatsoever ; and all cor¬
porate franchises, of the said company, and of the said original
companies, severally, including the rights and franchises of
the said several companies to be and act as a corporation.
Together with all and singular the tenements, hereditaments
and appurtenances thereunto belonging, or in any wise apper¬
taining, and the reversions, remainders, tolls, incomes, rents,
issues and profits thereof. And also all the estate, right, title,
interest, property, possession, claim and demand whatsoever,
as well in law as in equity, of the said party of the first part,
of, in and to the same, and any and every part thereof, with
the appurtenances. But subject nevertheless, as to any real
estate included in the aforesaid sale by the said trustees and
master commissioners, to the lien, if any such exist, of any
vendor or former owner of said real estate, not otherwise pro¬
vided to be paid by the decrees or orders in the said causes.
To have and to hold the same, with the appurtenances, sub¬
ject as aforesaid, unto the said parties of the second part, as
joint tenants, and not as tenants in common, and to the sur-
127
vivors and survivor of the said parties of the second part, and
to the heirs and assigns of such survivor to the only proper
use, benefit and behoof of the said parties of the second part,
and of the survivors and survivor of the said parties, and of
the heirs and assigns of such survivor forever ; as fully and
completely as the said party of the first part, by virtue of the
said deed of trust or mortgage, holds, and by virtue of his
powers as trustee under the said deed as aforesaid, can or
could sell and convey the said premises, property and fran¬
chises, and not otherwise.
In Witness Whereof, The said party of the first part has
hereunto set his hand and seal, the day and year first above
written.
Edwin C. Litchfield (seal.)
Sealed and delivered in |
the presence of (
John L. Drummond,
John Rankin, Jr.
Acknowledged by E. C. Litchfield, before Charles Nettleton,
Notary Public, City and County of New York, and commis¬
sioner for Indiana, in New York, July 28, 1862.
Certificate of H. W. Genet, Clerk of City and County of
New York, attached as to official character of notary, &c.
Recorded, Illinois, St. Clair county, August 7, 1862, in Book
N 3, page 173 ; Madison county, August 9, 1862, in Book 76,
page 1 ; Macoupin county, August 8, 1862, in Book Y Y, page
344; Montgomery county, August 11, 1862, in Book 1, page
448 ; Christian county, August 11, 1862, in Book 19, page 379;
Shelby county, August 12, 1862, in Book 26, page 207 ; Moul¬
trie county, August 12, 1862, in Book L, page 438; Coles
county, August 12, 1862, in Book 8, page 57 ; Edgar county,
August 13, 1862, in Book 24, page 548. Indiana; Vigo county,
August 13, 1862, in Book 25, page 230.
128
DEED.
John G. Richardson, Trustle
to
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman and
Russell Sage.
Dated, May 31, 1862.
Releasing all title, &c., to Franchises and
Property of the Terre Haute, Alton
and St. Louis Railroad
Company.
This Indenture, made this thirty-first day of May, in the
year one thousand eight hundred and sixty-two, by and be¬
tween John G. Richardson, of the City and State of Hew York
of the first part, and Robert Bayard, Samuel J. Tilden and
Joseph Tuckerman, of the City and State of Hew York, and
Russell Sage, of the City of Troy and State of Hew York, of
the second part :
Whereas, The railroad of the Terre Haute, Alton and St.
Louis Railroad Company, commonly known as the Terre Haute,
Alton and St. Louis Railroad, extending from Terre Haute, in
the State of Indiana, to East St. Louis, or Illinoistown, in the
State of Illinois, and from Illinoistown to Belleville, and from
the Junction to Alton, in the State of Illinois, and its equip,
ments and appurtenances were, on the 24th day of March, A.
D., 1862, exposed for sale, at public auction, at the City Hall,
in the City of Alton, in the State of Illinois, and at said sale
were struck off to the said Robert Bayard, Samuel J. Tilden,
John G. Richardson, Joseph Tuckerman and Russell Sage;
and,
Whereas, The said John G. Richardson had no personal in¬
terest in the said bid or purchase, but his interest therein was
only as a trustee, upon the trust to convey, release or assign the
same, to such person or persons as might be designated or ap-
129
pointed by the said Robert Bayard, Samuel J. Tilden, John
G. Richardson, Joseph Tuckerman and Russell Sage, or a ma¬
jority of them ; and,
Whereas, Such majority have designated and appointed the
said Robert Bayard, Samuel J. Tilden, Joseph Tuckerman and
Russell Sage, as the persons to whom such conveyance, release,
aand assignment should be made by him.
now, therefore, this indenture witnesseth That in
order to carry the said trust into effect the said John
G. Richardson, party of the first part hereto, does hereby
declare that the right, title and interest of him, the said
John G. Richardson, in the said purchase, was and
is only as a trustee to convey, release, or assign,
the same, to such person or persons as might be designa¬
ted and appointed as aforesaid ; and in pursuance of the said
trust, and of the said designation or appointment, and
in consideration of the premses, and of the sum of
one dollar to him in hand paid by the said parties of
the second part hereto, the receipt whereof is hereby
acknowledged, the said John G. Richardson, party of the
first part hereto, has conveyed, released and assigned, and
by these presents does convey, release and assign unto the said
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman and
Russell Sage, the parties of the second part, as joint tenants,
and not as tenants in common, and to the survivors and sur¬
vivor of the said parties of the second part, and to the heirs
and assigns of such survivor all the estate, right, title, interest,
property, possession, claim and demand whatsoever, as well in
law as in equity, of the said party of the first part, of, in and
to said purchase, and of, in and to the said railroad, and its
equipments and appurtenances, and the franchises, property,
rights and things, so as aforesaid, exposed for sale, and any
and every part thereof ; To have and to hold the same unto the
said parties of the second part, as joint tenants, and not as
tenants in common, and to the survivors and survivor of the
said parties of the second part, and to the heirs and assigns of
such survivor, to the only proper use, benefit and behoof of
the said parties of the second part, and of the survivors and
130
survivor of the said parties, and of the heirs and assigns of such
survivor forever.
In Witness Whereof, The said party of the first part hath
hereunto set his hand and seal, the day and year first above
written.
John G. Richardson. [seal.]
Sealed and delivered in )
presence of f
John Rankin, Jr.,
James P. Sinnott.
Acknowledged by John G. Richardson, before Charles Net-
tleton, Notary Public, City and County of New York, and
Commissioner for Indiana in New York, July 30, 1862.
Certificate of H. W. Genet, Clerk City and County of New
York, attached, as to official character of notary, etc.
Recorded, Illinois, St. Clair County, August 7, 1862, Book
N, E., page 162 ; Madison County, August 9, 1862, Book 76,
page 9 ; Macoupin County, August 8, 1862, Book YY, page
333 ; Montgomery County, August 11,1862, Book 7, page 440 ;
Christian County, August 11, 1862, Book 19, page 364 ; Shelby
County, August 12, 1862, Book 20, page 194 ; Moultrie
County, August 12, 1862, Book L, page 427 ; Coles County,
August 12, 1862, Book 8, page 40 ; Edgar County, August 13,
1862, Book 24, page 537 ; Indiana : Vigo County, August 13,
1862, Book 25, page 221.
131
DEED.
Robert Bayard and Wife, Samuel J. Tilden, Joseph
Tuckerman and Wife, John G. Richardson,
and Russell Sage and Wife,
to
The St. Louis, Alton and Terre Haute Railroad Company.
/
Dated June 30,1862.
Conveying franchises and property of the Terre Haute,
Alton and St. Louis Railroad Company.
This Indenture, made this thirtieth day of June, in the
year of our Lord one thousand eight hundred and sixty-two,
between Robert Bayard and Elizabeth, his wife, Samuel J.
Tilden, Joseph Tuckerman and Lucy Keating, his wife, and
John G. Richardson, of the City and State of Hew York, and
Russell Sage and Maria, his wife, of the City of Troy and
State of Hew York, of the first part, and the St. Louis, Alton
and Terre Haute Railroad Company, of the second part,
witnesseth !
Whereas, The St. Louis, Alton and Terre Haute Rail¬
road Company is vested with the franchise to be a cor¬
poration granted to the said Company by the State of
Indiana, and has become duly organized as a corpora¬
tion, in conformity to the provisions of said grant, with
capacity, in its corporate character, to take, hold and exercise
other franchises, and particularly with capacity to acquire,
hold, maintain and operate the continuous railroad extending
from Terre Haute, in the State of Indiana, to East St. Louis or
Illinoistown, in the State of Illinois, and from Illinoistown to
Belleville, and from the Junction to Alton, in the State of
Illinois, heretofore commonly known as the Terre Haute, Al¬
ton and St. Louis Railroad, together with its equipments and
appurtenances ;
And whereas, The said Company has agreed with the said
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman, John
132
G. Richardson and Russell Sage, parties of the first part, to
buy the aforesaid railroad, with its equipments and appurten¬
ances as the same now exist, and in evidence of a portion of
the consideration for the same, has made and delivered to the
last named parties of the first part certain of its bonds, all of
which bear date on the thirtieth day of June, in the year one
thousand eight hundred and sixty-two, and are payable at the
office or agency of the said Company in the City of New York,
on the first day of July, in the year one thousand eight hun¬
dred and ninety-four ; of which bonds two thousand and four
hundred, known as first mortgage bonds, secured by a first lien
created by a deed of trust or mortgage, hereinafter mentioned,
amount in the aggregate to the sum of $2,200,000, and bear inter¬
est at the rate of seven per centum per annum, payable semi-annu¬
ally at the office or agency of said Company in the City of New
York, on the several days in the said bonds mentioned; twen¬
ty-eight hundred, known as preferred second mortgage bonds,
secured by a deed of trust or mortgage, hereinafter mentioned
amount in the aggregate to the sum of $2,800,000 ; and bear
interest from the first day of January, A. D. 1863, at the rate
of seven per centum per annum, payable semi-annually, at the
office or agency of the said company in the City of New York,
on the several davs in the said bonds mentioned: one thousand
nine hundred and fifty, known as income second mortgage
bonds, and also secured by the last mentioned deed of trust or
mortgage, amount in the aggregate to the sum of $1,700,000 ;
and bear interest from the first day of January, A. D. 1863,
at rate of seven per centum per annum, payable out of net
earnings, in said last mentioned deed of trust or mortgage de¬
fined, of the said railroad, at the office or agency of the said
company in the City of New York, on the several days in the
said bonds mentioned ;
And whereas, The said Company for the residue of the
said consideration, has issued and delivered to the said
last named parties of the first part, or to persons des¬
ignated by them, forty thousand shares of its capital
stock, amounting in the aggregate to $4,000,000,
of which stock, seventeen thousand shares, known as preferred
133
capital stock, amount in the aggregate to the sum of $1,700,000,
and are entitled to dividends at the rate of seven per centum
per annum, payable out of net earnings after satisfying
the interest on bonds, and contributions to sinking fund, as de¬
clared in the certificates for the said preferred stock ;a
And Whereas, The last-named parties of the first part to
these presents, for the considerations in the said first mentioned
deed of trust or mortgage expressed, and in order to secure the
payment of the principal and interest of the first mortgage
bonds aforesaid issued or to be issued, as in said first mentioned
deed of trust or mortgage recited and provided, and every part
of the said principal and interest, as the same shall become
payable according to the tenor of said bonds and of the cou¬
pons thereto annexed, have made and delivered to Robert
Bayard, John GL Richardson and Pickering Clark, of the City
and State of New York, trustees, the said first-mentioned
deed of trust or mortgage, known as the first mortgage, bear¬
ing date 011 the thirtieth dav of June, in the year one thousand
o tj " v
eight hundred and sixty-two, and conveying to the said trus¬
tees, in the manner and for the purposes, and upon the trusts
therein specified, all and singular the railroad, and the prem¬
ises, franchises, property and things therein and hereinafter
specified, mentioned and described ; b
And Whereas, The last-named parties of the first part to
these presents, for the considerations expressed in the deed of
trust or mortgage next hereinafter mentioned, and in order to
secure the payment of the principal and interest of the pre¬
ferred second mortgage bonds, and of the income second mort¬
gage bonds aforesaid, issued or to be issued, as in said deed of
trust or mortgage recited and provided, and every part of the
said principal and interest, as the same shall become payable,
according to the tenor of said bonds and of the coupons
thereto annexed, and in order to secure the priorities and guar¬
antees of the said preferred capital stock, have made and de¬
livered to Samuel J. Tilden and Elisha Judson IJawley,
(a) See form of Preferred Stock Certificate, in Second Mortgage, p. 170.
(5) See First Mortgage, $2,200,000, p. 144.
134
of the City and State of New York, trustees, the said deed of
trust or mortgage, known as the second mortgage, bearing
date on the thirtieth day of J une, in the year one thousand eight
hundred and sixty-two, and conveying to the said trustees, in
the manner and for the purposes, and upon the trusts therein
specified, all and singular the railroad, and the premises, fran¬
chises, property and things therein and hereinafter specified,
mentioned and described ; I?
Now this Indenture witnesseth, That the parties of the
first part, in consideration of the premises, and of one dollar
to each of them in hand paid, the receipt whereof is hereby
acknowledged, have granted, bargained and sold, and do by
these presents grant, bargain, sell, convey and transfer unto
the said party of the second part, all the right, title and inter¬
est of them, the parties of the first part, and of an}^ or either
of the said parties, acquired by virtue of a deed bearing date
the second day of June, 1862, and made to the said Robert
Bayard, Samuel J. Tilden, Joseph Tuckerman and Russell
Sage, parties hereto of the first part, by Azariah C. Flagg,
of the City and State of New York, and John Wilkinson, of
the City of Syracuse and State of New York, trustees, and
special master commissioners, in pursuance of decrees of the
Circuit Courts of the United States for the Southern District
of Illinois, and the district of Indiana, in causes in chancery,
in the said courts then depending, wherein the said Azariah C.
Flagg and others were complainants, and the said Terre Haute,
Alton and St. Louis Railroad Company was defendant, or ac¬
quired by virtue of a deed bearing date the second day of June,
1862, made to the said last named parties of the first part, pur¬
suant to the aforesaid decrees, by Edwin C. Litchfield, trustee,
under a certain deed of trust or mortgage of the said Terre Haute,
Alton and St. Louis Railroad Company, or acquired by virtue
of a deed bearing date the second day of June, 1862, made to
the said last-named parties of the first part, pursuant to the
aforesaid decrees, by the said Terre Haute, Alton and St.
(a) See Second Mortgage, $4,500,000, p. 163.
135
Louis Railroad Company, of, in and to all and singular, the con¬
tinuous railroad extending from its terminus in Terre Haute,
in the State of Indiana, to its terminus in East St. Louis or
Illinoistown, in the State of Illinois, and from its terminus
in Illinoistown to its terminus in Belleville, and from the
Junction to its terminus in Alton, in the State of Illinois,
heretofore commonly known as the Terra Haute, Alton
and St. Louis Railroad, including all the railways, rights
of wray, depot grounds, and other lands ; all depots, station
houses, engine houses, car houses, freight houses, wood houses
and other buildings, and all machine shops and other shops,
held or acquired for use in connection with the said rail¬
road or the business thereof: and including, also, all locomotives
tenders, cars, and other rolling stock or equipment, and all
machinery, tools, implements, fuel and materials for the con¬
structing, operating, repairing or replacing the said railroad
or any part thereof, or any part of its equipments or appurt¬
enances ; and also all franchises connected with or relating to
the said railroad, or the construction, maintenance or use there¬
of ; and all the property, franchises, rights and things, of what¬
ever name or nature, which were conveyed to the parties of the
first part, or any of them, by the aforesaid deeds, or either of
them, of the said trustees and master commissioners, of the
said Edwin C. Litchfield, trustee, of the said company ;
Also, all the following described tracts of coal lands, for¬
merly owmed by the said Terre Haute, Alton and St. Louis
Railroad Company, being about 1,050 acres situate in St.
Clair County, in the State of Illinois, and described as follows,
viz :
The south half of section three (3) township one (1) north,
range nine (9) west containing three hundred and twenty
acres ;
The east half of the northwest quarter of section ten (10),
township one (1) north, range nine (9) west, containing eighty
acres ;
The east half of section ten (10) township one (1) north,
range nine (9) west, containing three hundred and twenty
acres ;
136
The north half of section eleven (11) township one (1)
north, range nine (9) west, containing three hundred and
twenty acres;
And also all other lands, and all ferry rights, franchises, and
privileges formerly held or owned by the Terre Haute, Alton
and St. Louis Railroad Company and acquired by the parties
hereto of the first part, or any of them, by the aforesaid con¬
veyances, together with all ferry boats, apparel, fixtures or
other things connected, used with, or appurtenant to, any such
ferry rights, franchises or privileges ;
Subject, Nevertheless, To the aforesaid certain deed of
trust or mortgage, bearing date on the thirtieth day of June,
1862, made by the said Robert Bayard, Samuel J. Tilden,
Joseph Tuckerman, John G. Richardson and Russell Sage,
parties of the first part, to the said Robert Bayard, John G.
Richardson and Pickering Clark, trustees, creating a first lien
upon the property therein and herein mentioned, for the pur¬
pose of securing the payment of bonds of the said Company,
known as first mortgage bonds, amounting in the aggregate to
two millions and two hundred thousand dollars ; and subject
also, to the aforesaid certain other deed of trust or mortgage,
bearing date on the said thirtieth day of June, 1862, made by
the said Robert Bayard, Samuel J. Tilden, Joseph Tuckerman,
John G. Richardson and Russell Sage, parties of the first part,
to the said Samuel J. Tilden and Elisha Judson Hawlev, trus-
tees, creating a second lien upon the aforesaid property, for the
purpose of securing the payment of bonds of the said company
known as preferred second mortgage bonds, amounting to two
millions and eight hundred thousand dollars ; and creating a
third lien upon the aforesaid property, for the purpose of secur¬
ing the payment of bonds of the said company known as in¬
come second mortgage bonds, amounting to one million and
seven hundred thousand dollars ; and also, for the purpose of
securing the priorities and guarantees of the said preferred
capital stock, amounting to one million and seven hundred
thousand dollars ; and subject also, as to any real estate in¬
cluded in the aforesaid sale by the said trustees and master com¬
missioners, to the lien, if any such exist, of any vendor or for-
137
mer owner of said real estate, not otherwise provided to be paid
by the decrees, or orders in said causes : provided neverthe¬
less\ and it is the true intent and meaning of these presents,
that nothing herein contained shall be construed to express or
imply any covenant by the parties of the first part, or either of
them, but that this instrument shall operate to convey, in be¬
half of the said parties, all the estates and interests in the rail¬
road and appurtenances, property, rights, franchises and things
hereinbefore described, which the said parties, or either of them,
might hold by virtue of the aforesaid conveyances, and which
the said parties, each for himself, and not one for the other,
can lawfully convey, and no more : and that the said estates
and interests are hereby charged with, and shall pass, by virtue
of these presents, subject to, the payment of all liabilities law¬
fully incurred in respect to the said railroad, or its business, by
the said Azariah C. Flagg and John Wilkinson, while acting
as trustees, as aforesaid, or by the parties of the first part
thereto, or any of them, during their possession of the said
railroad :
Together with all and singular the tenements, hereditaments
and appurtenances thereunto belonging, or in any wise apper¬
taining and the reversions, remainders, tolls, incomes, rents,
issues and profits thereof, and also all the estates, right, title,
interest, dower and right of dower, property, possession, claim
and demand whatsoever, as well in law as in equity, of the
said parties of the first part, or either of them, of, in and to
the same, and any and every part thereof, with the appurten¬
ances :
To have and to hold the above described premises, subject
as aforesaid, unto the said party of the second part, and its
successors and assigns, to the only proper use and behoof of
the said party of the second part, and its successors and assigns
forever.
And the said party of the second part, for itself, and its suc¬
cessors, in consideration of the premises, and of one dollar to it
in hand paid by the said parties of the first part to these pres¬
ents, the receipt whereof is hereby acknowledged, hereby cov¬
enants and agrees to and with the said Robert Bavard, Samuel
O c '
138
J. Tilden, Joseph Tuckerman, John J. Richardson and Russell
Sage, parties of the first part to these presents, and the sur¬
vivors and survivor of them, and the executors, administrators
and assigns of such survivor, that it, the said party of the
second part, and its successors, shall and will at all times here¬
after perform and keep, all and every, the conditions, cove¬
nants, agreements and provisions contained in the deeds of
trust or mortgage, or either of them, hereinbefore mentioned,
to be by the said party of the second part performed or kept.
And the said party of the second part, for itself and its suc¬
cessors, in consideration of the premises, and of one dollar toit
in hand paid by the said parties of the first part to these pres¬
ents the receipt whereof is hereby acknowledged, hereby cove¬
nants and agrees to and with the said Robert Bayard, Samuel
J. Tiiden, Joseph Tuckerman, John G. Richardson and Russell
Sage, parties of the first part to these presents, being the per¬
sons who formed the said St. Louis, Alton & Terre Haute Rail¬
road Company, in the manner provided in and by an act of the
General Assemble of the State of Indiana, entitled An Act
«y '
to legalize, authorize and regulate the sale of, and to perfect
the title of purchasers of railroads heretofore sold, or hereafter
to be sold, by foreclosure, or other proceedings in la w or equity ,
and to enable them to organize corporations, and to exercise
corporate and other powers, to provide for the payment of
stock injured by such corporations, and to provide for the pay¬
ment of ticket and freight balances," and to and with
the survivors and survivor of the said persons and to
and with the executors, administrators and assigns of
such survivor, that the said party of the second part,
and its successors, shall not and will not at any time
create preferred capital stock beyond the original issue
hereinbefore mentioned, amounting at par to One million seven
hundred thousand dollars, and shall not and will not reissue
any part of the said amount which may be at any time can¬
celed, nor any equivalent to the part so canceled, unless a ma¬
jority in interest of the holders of each class of bonds secured
by the said deed of trust or mortgage bearing date the thirtieth
day of June, A. D. 1862, made and delivered between the said
139
last-named parties of the first part to these presents and Sam¬
uel J. Tilden and Elisha Judson Hawley, the parties of the
second part to the said deed of trust or mortgage, shall have,
by a vote at meetings duly held as provided in the said deed of
trust or mortgage, expressly consented to such creation or re¬
issue; nor unless the holders of a majority in interest of the
said preferred stock shall have expressly consented to such cre¬
ation or reissue, by a vote at a meeting duly held as provided
in the said deed of trust or mortgage ; and also that it, the said
party of the second part, and its successors, shall not and will
not at any time create common capital stock to an aggregate
amount exceeding in par value the sum of Two million and
three hundred thousand dollars originally issued, nor reissue
any part of such amount which may be at any time canceled,
nor any equivalent to the part so canceled, unless a majority in
interest of the holders of each class of bonds secured by the
said deed of trust or mortgage, bearing date the thirtieth day of
June, A. D. 1862, shall have consented thereto by a vote at a
meeting of such holders ; and also, that it, the said party of the
second part, and its successors, shall not and will not at any time
execute or deliver any deed of trust or mortgage, creating a
lien upon the property hereinbefore and in the said deed of
trust or mortgage, bearing date the thirtieth day of June, A.
D. 1862, described, in priority to the rights of holders of the
said preferred capital stock, unless a majority in interest of the
holders of the said preferred capital stock shall have expressly
consented thereto, by a vote at a meeting of such holders duly
held as provided in the said deed of trust or mortgage ; and
that the net earnings, as in the deed of trust or mortgage de¬
fined, of the said property, subject to the payment of interest
and principal of the bonds secured by the liens hereinbefore
mentioned, is hereby pledged to the payment of dividends
on the said preferred stock, in priority to any deed of trust
or mortgage, and any other lien which may be created
by the said parties of the second part, or which may by
them be suffered to arise, unless such deed or lien shall
have been consented to as aforesaid ; and it is hereby de¬
clared and agreed by and between the parties hereto, that
140
the provisions made herein are intended to be and operate
as limitations upon the powers of the said Company, to
issue preferred and common stock, and as securities for the
priorities and guarantees of said preferred stock, and are here¬
by made, in conformity to the second section of the aforesaid
act of the General Assembly of the State of Indiana ; and it is
also hereby declared and agreed, by and between the parties
hereto, that this covenant and agreement, and every part
thereof, shall enure to the benefit of, and may be enforced in
any court or courts of competent jurisdiction by any one or
more of the holders of either class of bonds or of the preferred
stock secured by the said deed of trust or mortgage, bearing
date the thirtieth day of June, A. D., 1802, in his or their own
name or names ; and it is also hereby declared and agreed, by
and between the parties hereto, that if any default shall be
made in the covenants, agreements or provisions herein con¬
tained, or in any or either of them, a decree for specific per¬
formance may be obtained, and such other or further equitable
relief maybe had as shall be proper and adequate in the prem¬
ises.
And the said party of the second part, for itself and its suc¬
cessors, in consideration of the premises, and of one dollar to
it in hand paid by the said parties of the first part, the receipt
whereof is hereby acknowledged, further covenants and
agrees to and with the said Robert Bayard, Samuel J. Tilden,
Joseph Tuckerman, John G. Richardson and Russell Sage,
parties of the first part, and the survivors and survivor of them
and the executors, administrators and assigns of such sur¬
vivor, that whenever, and as often as the said party of the
second part, or it successors, shall hereafter acquire any lands,
or any equipment or any other property or things, of what¬
ever name or nature, for use m connection with the railroad
hereinbefore mentioned, or any part thereof, or of any of its
equipments or appurtenances, or shall acquire any franchises,
including every franchise to be a corporation which may be
hereafter granted to the said company, the said party of the
second part and its successors shall and will acquire, possess
and hold the same, and each and every thereof, and will like-
141
wise hold the franchise to be a corporation heretofore granted
to the said company, upon the trusts of the two several deeds
of trust or mortgage hereinbefore mentioned, until convey¬
ances thereof, in pursuance of the covenant next hereinafter
contained, shall be duly made and delivered to the trustees of
the said several deeds of trust or mortgage respectively.
And the said party of the second part for itself and its suc¬
cessors, in consideration of the premises, and of one dollar to
it in hand paid by the said parties of the first part, the receipt
whereof is hereby acknowledged, hereby further covenants and
agrees to and with the said Robert Bayard, Samuel J. Tilden,
Joseph Tuckerman, John G. Richardson and Russell Sage, par¬
ties of the first part, and the survivors and survivor of them
and the executors, administrators and assigns of such survivor,
that the said party of the second part and its successors shall
and will, from time to time, and at all times hereafter, and as
often as thereunto requested by the trustees, or by the sur¬
viving or continuing trustees or trustee, or their or his succes¬
sors or successor, of either of the said several deeds of trust or
mortgage respectively hereinbefore mentioned,execute, deliver,
and acknowledge all such further deeds, conveyances and as¬
surances in the law, for the better assuring unto the said trus¬
tees, or to the surviving or continuing trustees or trustee, or
their or his successors or successor, in the trust created by the
said deeds of trust or mortgage respectively, upon the trusts
therein expressed, the railroad, its equipments and appurten¬
ances hereinbefore mentioned, or intended so to be, and all
other property and things whatsoever,which may be hereafter
acquired for use in connection with the same, or any part
thereof, and all franchises now held or hereafter acquired, in¬
cluding every franchise to be a corporation, as by the said trus¬
tees, or by the surviving or continuing trustees or trustee, or
their or his successors or successor, or bv their or his counsel
' is
learned in the law, shall be reasonably advised, devised or re¬
quired.
And the said party of the second part, for itself and its suc¬
cessors, in consideration of the premises, and of one dollar to
it in hand paid by the said parties of the first part, further
covenants and agrees to and with the said Robert Bayard,
142
Samuel J. Tilden, Joseph Tuckerman, John G. Richardson
and Russell Sage, parties of the first part, and the survivors
and survivor of them, and the executors, administra tors and
assigna of such survivor, that the said party of the second part,
and its successors, shall and will at all times hereafter keep
open an office or agency in the City of New York,for the pay¬
ment of interest and principal of the bonds of the St. Louis,
Alton and Terre Haute Railroad Company, as the same shall
become payable, according to the tenor of the said bonds or of
the coupons thereto annexed, as recited and provided in the two
several deeds of trust or mortgage hereinbefore mentioned,—
for the redemption of the principal of the said bonds, as pro¬
vided in said deed of trust or mortgage,—for the transfer of
the capital stock of the said company,—for the registration of
the bonds and bondholders,—and for such other business of the
said company as in and by the said two several deeds of trust
or mortgage, or either of them, is provided to be done in the
said Citv of New York.
In •witness whereof, the parties of the first part have here unto
set their hands and seals; and the party of the second part has
caused its corporate seal to be affixed to these presents, and
the same to be attested by the signatures of its president and
secretary, to evidence the acceptance by the said party of the
second part of the foregoing conveyance, and its execution of
the covenants and agreements therein contained.
Robert Bayard (Seal.
Elizabeth Bayard (Seal.
Samuel J. Tilden (Seal.
Signed, sealed and de- Joseph Tuckerman (Seal,
livered in the pre- Lucy K. Tuckerman (Seal,
sence of John G. Richardson (Seal.
John Rankin, Jr. Russell Sage (Seal.
James P. Sinnott. Maria Sage. (Seal.
St. Louis, Alton & Terre Haute
(Beat),
St. L., A. & T.
H. R. R. Co.
Railroad Company,
By Wm. D. Griswold,
President.
R. Tousey,
Secretary.
143
Acknowledged by Robert Bayard and wife, Joseph Tucker-
man and wife, Russell Sage and wife, and by Samuel J. Tilden,
and John G. Richardson, before Charles Nettleton, notary
public, City and State of New York, and commissioner for the
State of Indiana in New York, September 24, 1862.
Certificate of Henry W. Genet, Clerk, City and County of
New York, as to official character of notary attached.
Recorded, Illinois, St. Clair County, January 29, 1862, Book
F E, page 109 ; Madison County, January 22, 1862, (3), Book
76, page 32 ; Macoupin County, January 27, 1863, Book A
E, page 22 ; Montgomery County, January 30, 1862 (3),
Book 2, page 200 ; Christian County, February 25, 1863,
Book 20, page 188 ; Shelby County, February 19, 1863, Book
26, page 503 ; Moultrie County, May 12, 1863, Book L, page
596 ; Coles County, February 17, 1863, Book 8, page 436 ;
Edgar County, February 16, 1863, Book 25, page 253 ; In¬
diana, Yigo County, January 10, 1863, Book 25, page 343.
144
FIRST MORTGAGE.
Robert Bayard, Samuel J. Tilden, Joseph Tuckerman,
John G. Richardson and Russell Sage,
To
Robert Bayard, John G. Richardson and Pickering
Clark, Trustees.
Dated June 30, 1862.
Series A, $1,100,000
" B, 1,100,000
$2,200,000
Bonds mature July 1, 1894.
Interest at the rate of 7 per centum per annum, payable
January, July, April and October.
This Indenture, made this thirtieth day of June, in the year
of our Lord one thousand eight hundred and sixty-two, be¬
tween Robert Bayard, Samuel J. Tilden, Joseph Tuckerman,
and John G. Richardson, of the City and State of New York,
and Russell Sage, of the City of Troy and State of New York,
of the first part, and Robert Bayard, John G. Richardson and
Pickering Clark, of the second part, Witnesseth :
Whereas, The St. Louis, Alton and Terre Llaute Railroad
Company is vested with the franchise to be a corporation,
granted to said company by the State of Indiana, and has be¬
come duly organized as a corporation in conformity to the pro¬
visions of the said grant, with capacity, in its corporate char¬
acter, to take, hold and exercise other franchises, and particu¬
larly with capacity to acquire, hold, maintain and operate the
continuous railroad extending from Terre Haute, in the State
of Indiana, to East St. Louis, or Illinoistown, in the State of
Illinois, and from Illinoistown to Belleville, and from the
Junction to Alton, in the State of Illinois, heretofore com-
145
monly known as the Terre Haute, Alton and St. Louis Rail¬
road, together with its equipments and appurtenances ;
And "Whereas, The said company has agreed with the
parties of the first part to buy the aforesaid railroad, with its
equipments and appurtenances as the same now exist, and in
evidence of a portion of the consideration for the same, has
made and delivered to the parties of the first part its bonds,
amounting in the aggregate to the sum of two million and two
hundred thousand dollars ; all of which bonds bear date on the
thirtieth day of June, in the year 1862, and are payable at the
office or agency of the said company, in the City of Hew York,
upon the first day of July, in the year 1894, and bear interest
at the rate of seven per centum per annum, payable semi¬
annually at the office or agency of said company, in the City
of New York ; of which bonds eleven hundred, numbered con¬
secutively from 1 to 1,100 inclusively, are each for one thou¬
sand dollars, and the interest on which said eleven hundred
bonds is payable on the first days of January and July in each
year ; nine hundred, numbered consecutively from 1,101 to
2,000 inclusively, are each for one thousand dollars, and four
hundred, numbered consecutively from 2,001 to 2,400 inclus¬
ively, are each for five hundred dollars, .and the interest on
which said one thousand and three hundred bonds is payable
on the first days of April and October in each year: All of
which two thousand and four hundred bonds are in the form
following :
No. $
United States of America.
States of Indiana and Illinois.
St. Louis, Alton and Terre Haute Railroad
Company.
Sinking Fund Bond, Secured by First Mortgage.
Know All Men by These Presents, That the St. Louis,
Alton and Terre Haute Railroad Company are indebted to
Robert Bayard, John G. Richardson, and Pickering Clark, of
the City of New York, or bearer, in the sum of
dollars, lawful money of the United States of America, which
the said company promise to pay to the said Robert Bayard,
John G. Richardson, and Pickering Clark, or to the bearer
146
hereof on the first day of July, in the year one thousand eight
hundred and ninety-four, at the office or agency of the said
Company, in the City of New York, with interest thereon from
the first day of July, 1862, at the rate of seven per centum per
annum, payable semi-annually at the said office or agency in
the Citv of .New York, on the first days of and
•' ' 1/
in each year, on the presentation and surrender of the annexed
coupons as they severally become due ; and in case of the non¬
payment of any half yearly installment of interest which shall
have become payable, and shall have been demanded, if such
default shall continue for six months after the maturity of the
said installment, the principal of this bond shall become due
in the manner and with the effect provided in the deed of trust
hereinafter mentioned.
This bond is one of an issue of two thousand and four hun¬
dred bonds, amounting in the aggregate to two millions and
two hundred thousand dollars, and composed of series A, con¬
sisting of eleven hundred bonds, each for one thousand dollars,
and the interest on which is payable on the first days of Janu¬
ary and Jul}r in each year, and of series lb consisting of nine
hundred bonds, each for one thousand dollars, and four hun¬
dred bonds, each for five hundred dollars ; and the interest on
which thirteen hundred bonds is payable on the first days of
April and October in each year. All of which two thousand
and four hundred bonds bear date on the thirtieth day of June,
in the year one thousand eight hundred and sixty-two, and are
of like tenor, except as to the days on which the coupons ma¬
ture. And the payment of all of which bonds is secured by a
deed of trust bearing date on the thirtieth day of June, in the
year one thousand eight hundred and sixty-two, duly executed
and delivered by Robert Bayard, Samuel J. Tilden, John G.
Richardson, Joseph Tuckerman and Russell Sage, to Robert
Bayard. John G. Richardson and Bickering Clark, trustees,
and conveying the St. Louis, Alton and Terre Haute Railroad,
and the equipments, appurtenances and things therein described.
This bond is also entitled to the benefits of the sinking fund
by the said deed of trust provided. The person appearing on
the voting bond register of the said company as the holder of
this bond, at the time of any meeting of the stockholders of
the said Company, will be entitled to one vote at such meeting
for every one hundred dollars of the par amount hereof. The
right to vote upon this bond is transferable upon the written
order of the person last registered as its holder, or on the pro¬
duction of the bond by the holder. It is agreed by the said
Company with each successive holder of this bond, that in case
117
of any default in the payment hereof , the said company will
waive, and hereby waives the benefit of any extension, stay or
appraisement laws now existing, or which may hereafter exist.
This bond shall pass by delivery or by transfer upon the
books of the company, in the City of X ew York, and at any
other place where the company may keep transfer books.
After a registration of ownership, certified hereon by the
transfer agent of the company, no transfer, except upon the
books of the company, shall be valid unless the last transfer be
to bearer, which shall restore transferability by delivery. But
this bond shall continue sub ject to successive registrations and
transfers to bearer as aforesaid, at the option of each holder.
This bond shall not become obligatory uncil it shall have
been authenticated by a certificate endorsed hereon and duly
signed by the trustees.
In witness whereof, the said company have caused their
corporate seal to be hereto affixed, and the same to be attested
by the signatures of their President and Secretary, and have
also caused the coupons hereto annexed to be signed by their
Secretary, on this thirtieth day of June, in the year one thou¬
sand eight hundred and sixty-two.
?
President.
?
Secretary.
Now this Indenture witnesseth, that the parties of the first
part, in consideration of the premises and of one dollar to
them in hand paid, the receipt whereof is hereby acknowledged,
and in order to secure the payment of the principal and inter¬
est of the bonds aforesaid, issued or to be issued, as herein re¬
cited and provided, and every part of the said principal and
interest, as the same shall become payable, according to the
tenor of the said bonds and of the coupons thereto annexed,
have granted, bargained and sold, and do by these presents
grant, bargain, sell, convey and transfer unto the parties of the
second part, all the right, title and interest of them, the parties
of the first part, and of any or either of the said parties, ac¬
quired by virtue of a deed bearing date the second day of
148
June, 1862, and made to the said .Robert Bayard, Samuel J.
ilden, Joseph Tuckerman and Russell Sage, parties hereto
of the first part, by Azariah C. Flagg, of the City and
State of New York, and John Wilkinson, of the City of
Syracuse and State of New York, trustees and special
master commissioners, in pursuance of decrees of the
Circuit Courts of the United States for the Southern District
of Illinois, and the District of Indiana, in causes in Chancery
in the said courts then depending, wherein the said Azariah C.
Flagg and others were complainants, and the said Terre Ilaute,
Alton and St. Louis Railroad Company was defendant, or ac¬
quired by virtue of a deed bearing date the .second day of June,
1862, made to the said last-named parties of the first part, pur¬
suant to the aforesaid decrees, by Edwin C. Litchfield, trustee,
under a certain deed of trust or mortgage of the said Terre
Haute, Alton and St. Louis Railroad Company, or acquired by
virtue of a deed bearing date the second day of June, 1862,
made to the last-named parties of the first part, pursuant to the
aforesaid decrees, by the said Terre Haute, Alton and St. Louis
Railroad Company, of, in, and to all and singular the contin¬
uous railroad extending from its terminus in erre Ilaute, in
the State of Indiana, to its terminus in East St. Louis or Illi-
noistown, in the State of Illinois, and from its terminus in Illi-
noistown to its terminus in Belleville, and from the junction to
its terminus in Alton in the State of Illinois, heretofore common¬
ly known as the Terre Ilaute, Alton and St. Louis Railroad, in¬
cluding all the railways, rights of way, depot grounds and
other lands; all depots, station houses, engine houses, car
houses, freight houses, wood houses and other buildings,
and all machine shops and other shops, held or required
for use in connection with the said railroad or the
business thereof ; and including also all locomotives, tenders,
cars and other rolling stock or equipment, and all machinery,
tools, implements, fuel and materials for the constructing,
operating, repairing or replacing the said railroad, or any
part thereof, or any part of its equipments or appurtenances
and also all franchises connected with or relating to the said
railroad, or the construction, maintenance or use thereof, and
149
all the property, franchises, rights and things of whatever
name or nature, which were conveyed to the parties of the
first part, or any of them, by the aforesaid deeds, or either of
them, of the said trustees and master commissioners of the
said Edwin G. Litchfield, trustee, and of the said company.
Also, all the following described tracts of coal lands formerly
owned by the said Terre Haute, Alton and St. Louis Rail¬
road Company, being about 1,050 acres, situate in St. Clair
County, in the State of Illinois, and described as follows, viz. :
The south half of section three (3), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The east half of the northwest quarter of section ten (10)
township one (!) north, range nine (9) west, containing eighty
acres.
The east half of section ten (10), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The north half of section eleven (11), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
And also all other lands, and all ferry rights, franchises and
privileges formerly held or owned by the Terre Haute; Alton
and St. Louis Railroad Company, and acquired by the parties
hereto of the first part, or any of them, by the aforesaid con¬
veyances, together with all ferry boats, apparel, fixtures, or
other things connected, used with or appurtenant to any such
ferry, franchise, rights or privileges.
Subject nevertheless, as to any real estate included in the
aforesaid sale by the said trustees and master commissioners,
to the lien, if any such exists, or any vendor or former owner
of said real es rate, not otherwise provided to be paid by the
decrees or orders in the said causes : provided nevertheless,
and it is the true intent and meaning of these presents, that
nothing herein contained shall be construed to express or
impty any covenant by the parties of the first part, or either of
them, but that this instrument shall operate to convey, in be¬
half of the said parties, all the estates and interests in the rail-
150
road and appurtenances, property rights, franchises and things
hereinbefore described, which the said parties, or either of
them, might hold by virtue of the aforesaid conveyances, and
which the said parties, each for himself, and not one for the
other, can lawfully convey, and no more: and that the said es¬
tates and interests are hereby charged with, and shall pass, by
virtue of these presents, subject to the payment of all liabilities
lawfully incurred in respect to the said railroad, or its business,
by the said Azariah C. Flagg and John Wilkinson, while act¬
ing as trustees, as aforesaid, or by the said parties of the first part
hereto, or any of them, during their possession of the said rail¬
road :
Together with all and singular the tenements, hereditaments
and appurtenances thereunto belonging, or in any wise apper¬
taining, and the reversions, remainders, tolls, incomes, rents,
issues and profits thereof : And also, all the estate, right, title,
interest, property, possession, claim and demand whatsoever,
as well in law as in equity, of the said parties of the first part,
or any or either of them, of, in and to the same, and any and
every part thereof, with the appurtenances.
To have and to hold the above described premises and prop¬
erty, subject as afoiesaid, unto the said parties of the second
part, as joint tenants, and not as tenants in common, and unto
the survivors and survivor of them, and the heirs and assigns
jf such survivor, to the only proper use and behoof of the said
parties of the second part, and of the survivors and survi vor of
them, and of the heirs and asssigns of such survivor ; in trust
nevertheless, for the purposes herein expressed, to wit :
Article First. Until default shall be made in the payment
of principal or interest of the said bonds, or of some of them,
or until default shall be made in respect to some thing herein
required to be done or kept by the St. Louis, Alton & Terre
Haute Railroad Company, the said St. Louis, Alton & Terre
Haute Railroad Company shall be suffered and permitted to
possess, manage, operate and enjoy the said railroad from Terre
Haute to Illinoistown, and from Illinoistown to Belleville, and
from the J unction to Alton, with its equipments and appurte-
151
nances, and the lands and other property and franchises here¬
inbefore described, and to take and use the rents, incomes,
profits, tolls and issues thereof, and to dispose of the same in
any manner not inconsistent with this instrument.
Article Second. In case default shall be made in the pay¬
ment of any interest on any of the aforesaid bonds, issued or to
be issued according to the tenor of the coupons thereto an¬
nexed, or the provisions hereof, or in any payment required to
be made into the sinking fund herein provided, or in any re¬
quirement hereof to be done or kept by the St. Louis, Alton &
Terre Haute Railroad Company ; and if such default shall con¬
tinue for the period of three months, it shall be lawful for the
said trustees, or the survivors or survivor of them, or their or
his successors, personally, or by their or his attorneys or
agents, to enter into and upon all and singular the premises
hereby conveyed or intended so to be, and each and every part
thereof, and to have, hold and use the same, operating by their
or his superintendents, managers, receivers or servants, or other
attorneys or agents, the said railroad, and conducting the busi¬
ness thereof, and exercising the franchises pertaining thereto,
and making, from time to time, all repairs and replacements
and such useful alterations, additions and improvements t hereto
as may seem to them or him to be judicious, and to collect and
receive all tolls, freights, incomes, rents, issues and profits of
the same, and of every part thereof ; and, after deducting the
expenses of operating the said railroad, and conducting its
business, and of all the said repairs, replacements,
alterations, additions and improvements, and all pay¬
ments which may be made for taxes, assessments, charges or
liens, prior to the lien of these presents upon the said
premises, or any part thereof, as well as just compensa¬
tion for their or his own services, and for the services of such
attorneys and counsel as may have been by them or him em¬
ployed, to apply the moneys arising as aforesaid to the pay¬
ment of interest, in the order m which such interest shall have
become or will become due, ratably, to the persons holding the
coupons evidencing the right to such interest, and thereafter to
152
the payment of any contributions then payable to the sinking
fund herein established, and after paying all interest which
shall have become due, and all the said contributions to the
sinking fund, to apply the same to the satisfaction of the prin¬
cipal of the aforesaid bonds which may be at that time unpaid,
ratably, and without discrimination or preference.
«y s jl
Article Third. In case default shall be made as aforesaid,
and shall continue as aforesaid, it shall likewise be lawful for the
said trustees, or the survivors or survivor of them, or their or
his successors, after entry as aforesaid, or other entry or with¬
out entry, personally, or by their or his attorneys or agents, to
sell and dispose of all and singular the premises hereby conveyed
or intended so to be, at public auction, in the City of New York,
or at such place within either of the States in which any part
of the said railroad is situate, which the said trustees may
designate, and at such times as they may appoint, having first
given notice of the place and the time of such sale, by adver¬
tisement published not less than three times a week for six
weeks, in one or more newspapers in each of the cities of New
York, St. Louis and Terre Haute, or to adjourn the said sale
from time to time, in their or his discretion, and if so adjourn¬
ing, to make the same without further notice, at the time and
place to which the same may be so adjourned, and to make
and deliver to the purchaser or purchasers thereof good and
sufficient deed or deeds in the law for the same in fee simple,
which sale, made as aforesaid, shall be a perpetual bar, both in
law and equity, against the parties of the first part and all
other persons lawfully claiming or to claim the said premises,
or any part thereof, by, from, through or under them, or any
or either of them ; and after deducting from the proceeds of
such sale just allowances for all expenses of the said sale, in¬
cluding attorneys' and counsel fees, and all other expenses, ad¬
vances or liabilities which may have been made or incurred by
the said trustees in operating or maintaining the said railroad,
or in managing its business, while in possession, and in arrang¬
ing for and completing the sale thereof, and all payments
which may have been made by them for taxes or assessments,
153
and for charges and liens prior to the lien of these pres¬
ents on the said premises, or any part thereof, as
well as compensation for their own services, to ap¬
ply the said proceeds to the payment of the princi¬
pal of such of the aforesaid bonds as may be at that time
unpaid, whether or not the same shall have previously become
due, and of the interest which shall at that time have accrued
on the said principal and be unpaid, without discrimination or
preference, but ratably to the aggregate amount of such un¬
paid principal and accrued and unpaid interest ; and if, after
the satisfaction thereof, a surplus of the said proceeds shall re¬
main to pay over the said surplus to the then trustees, under a
deed of trust bearing even date herewith, and made by the
parties of the first part to Samuel J. Tilden and Elisha Judson
Hawley, trustees, subject to these presents, to secure four mill¬
ions five hundred thousand dollars of mortgage bonds, known
as second mortgage bonds of the said company or to render
the same as any court of competent jurisdiction shall order.
And it is hereby declared that the receipt or receipts of the
said trustees shall be a sufficient discharge to the purchaser or
purchasers of the premises for his or their purchase money, and
that such purchaser or purchasers, his or their heirs, executors
or administrators, shall not, after payment thereof and having
such receipt, be liable to see to its being applied upon or for the
trusts and purposes of these presents, or in any manner howso¬
ever be answerable for any loss, misapplication or non applica¬
tion of such purchase money, or any part thereof, or be obliged
to enquire into the necessity, expediency or authority of or for
any such sale.
Article Fourth. At any sale of the aforesaid property, or
any part thereof, whether made by virtue of the power herein
granted or by judicial authority, the trustees may bid for and
purchase, or cause to be bid for and purchased, the property so
sold, or any part thereof, in behalf of the holders of the bonds
secured by this instrument, and then outstanding, in the pro¬
portion of the respective interests of such bondholders, at a
reasonable price, if but a portion of the said property shall be
154
sold, or if all of it be sold, at a price not exceeding the whole
amount of such bonds outstanding with the interest accrued
thereon.
Article Fifth. In case default shall be made in the pay¬
ment of any half year's interest on any of the aforesaid bonds,
at the time and in the manner in the coupon issued therewith
provided, the said coupon having been presented, and the pay¬
ment of the interest therein specified having been demanded:
and that such default shall continue for the period of six
months after the said coupon shall have become due and paya¬
ble, then and thereupon the principal of all the bonds secured
hereby shall, at the election of the trustees, become immedi¬
ately due and payable, anything contained in the said bonds
or herein to the contrary notwithstanding; but a majority in in¬
terest of the holders of the said bonds mav in writing, or by a
vote of a meeting duly held before the interest in arrear shall
CD «/
be paid, instruct the trustees to declare the said principal to be
due, or to waive the right so to declare, on such terms and con-
/ o
ditions as such majority shall deem proper, or may annul or
reverse the election of the trustees; 'provided, that no action of
the trustees or bondholders shall extend to, or be taken to af¬
fect any subsequent default, or to impair the rights resulting
therefrom.
Article Sixth. At the end of every six months, tire first
such period commencing on the first day of duly, in the year
1863, during which the net earnings of the said railroad shall
exceed the amount necessary to pay the interest upon all the
bonds of the said company secured by these presents and then
outstanding, such surplus to the amount of twelve thousand
and five hundred dollars shall be reserved, and shall within
sixty days after the expiration of the said six months be paid
over to the trustees as a sinking fund for the redemption of
the bonds secured by these presents.
The trustees shall at once deposit the said surplus so paid
over to them in the United States Trust Company of the City
of N ew York, or in some other safe depository in the said city:
and the said moneys, together with all accumulations of in-
155
terest thereon which may actually come within the disposal or
the trustees, or be paid to the said r! rust Company, shall be
invested by the said trustees in the purchase of bonds secured
by these presents,provided the same can be purchased at a rate
not exceeding ten per cent, above the par of the said bonds,
with the interest accrued thereon, and the bonds so purchased
shall be deposited with the said Trust Company, and be imme¬
diately stamped or endorsed as belonging to the said sinking
fund, but shall remain in force, and the interest thereon shall
continue to be paid by the said St. Louis, Alton and Terre
Haute Railroad Company, and the amount of such interest
shall be added to and applied as a part of the capital of the
sinking fund hereby established, and be invested in the pur¬
chase of other bonds in the same manner as the semi-annual
payments of twelve thousand and five hundred dollars herein
provided for.
And preparatory to such purchase of bonds, the said trustees
shall give ten days' notice thereof, in one or more of the daily
newspapers published in the City of Hew York,paying the ex¬
pense from the said sinking fund, and shall make the said
purchase at the lowest price or prices at which the bonds may
be offered, pursuant to such notice, or at such lower price as
they may be able, but not exceeding ten per cent, above the
par and interest of said bonds ; and in case the said bonds can¬
not be purchased at such rate within three months after the
expiration of the notice aforesaid, then the said money shall
remain at interest until bonds can be purchased therewith, at
public or private sale, at such rate ; and no further payments
shall be payable to the said sinking fund till the money so re¬
maining in the said fund can be used in purchasing said bonds
at such rate or under, when such payments of twelve thousand
and five hundred dollars semi-annually shall be resumed.
Article Seventh. The St. Louis, Alton and Terre Haute
Railroad Company shall, from time to time, and at all times
hereafter and as often as thereunto requested by the trustees,
execute, deliver and acknowledge all such further deeds, con¬
veyances and assurances in the law for the better assuring
156
unto the trustees, upon the trusts herein expressed, the rail¬
road, equipments and appurtenances hereinbefore mentioned,
or intended so to be, and all other property and things what¬
soever which may be hereafter acquired for use in connection
with the same or any part thereof, and all franchises now held
or hereafter to be acquired, including the franchise to be a
corporation, as by the trustees or by their counsel learned in
in the law shall be reasonably advised, devised or required.
Article Eighth. The trustees shall have fulljpower. in their
discretion, upon the written request of the St. Louis, Alton and
Terre Haute Railroad Company, to convey, by way of release
or otherwise, to the persons designated by the said company,
any lands acquired or held for the purposes of stations, depots,
shops or other buildings ; and shall also have power to convey
as aforesaid, on like request, any lands or property which, in
the judgment of the trustees, shall not be necessary for use in
connection with the said railroad, or which may have been
held for a supply of fuel, gravel or other material ; and also to
convey as aforesaid, on like request, any lands not occupied by
the track, which may become disused by reason of a change of
the location of any station house, depot, shop or other building
connected with the said railroad, and such lands occupied by
the track and adjacent to such station house, depot, shop or
other building, as the said company may deem it expedient to
disuse or abandon by reason of such change ; and to consent to
anv such change, and to such other changes in the location of
the track, or depot or other buildings, as in their judgment
shall have become expedient, and to make and deliver the con¬
veyances necessary to carry the same into effect ; and they
shall also have power in like manner and on like request, to
convey any ferry franchises herein mentioned ; but any lands
which may' be acquired for permanent use in substitution for
any so released shall be conveyed to the trustees upon the
trusts of these presents ; and the trustees shall also have full
power to allow the said company from time to time to dispose
of, according to their discretion, such portions of the equipments,
machinery and implements at any time held or acquired for the
157
use of the said railroad as may have become unfit for such use,
replacing the same by new, which shall be conveyed to the
trustees, or to be otherwise made subject to the operation of
these presents.
Article Ninth. If the St. Louis, Alton and Terre Haute
Railroad Company shall well and truly pay the sums of money
herein required to be paid by tne said Company, and all in¬
terest thereon, at the times and in the manner herein specified,
and shall well and truly keep and perform all the things here¬
in required to be kept or performed by the said Company, ac¬
cording to the true intent and meaning of these presents, then,
and in that case, the estate, right, title and interest of the said
parties of the second part., and of their successors in the trust
hereby created, shall cease, determine and become void ; other¬
wise the same shall be and remain in full force and virtue.
Article Tenth. The St. Louis, Alton and Terre Haute
Railroad Company, shall at all times hereafter keep a book at
their office or agency in the City of New York, which shall be
designated as the Voting Register of the First Mortgage Bond¬
holders, and shall be distinct from the Transfer Register of the
bonds. Any holder of any of the said bonds shall be entitled
to have his name and address, and the denomination and num¬
ber of every of the said bonds held by him, entered in such
registry on presenting, at the aforesaid office or agency, a
written statement of the said particulars, signed by himself,
and if required, duly verifying his title thereto by producing
the bonds ; or upon filing with the company the written order
of the person iast registered as the holder ; or verifying such
title in such other mode as may be prescribed by the regula¬
tions for such verification. The trustees may, in the first in-
stance, prescribe the said regulations relative to said voting
registry, subject to the power hereb}^ declared of the bond¬
holders, acting by a majority in interest, to adopt, alter or re¬
peal, from time to time the said regulations, and generally to
establish such as may seem to them expedient. Such registra¬
tion shall authenticate the right of the holder of every bond so
158
registered to vote on the said bond, as provided therein, at
every general and special meeting of the stockholders of the
said com pan y ; and shall also entitle the said holder to the
same notice of such meetings as shall be given to the stock¬
holders, and also to notice, in such mode and form as may be
fixed by regulations prescribed or established as aforesaid, of
all meetings of the first mortgage bondholders. The trustees,
and each of them, shall at all times have free access to such
books of registry, and shall from time to time, and at all
times, on the request in writing, of either of them, be furnish¬
ed with a copy thereof by the said Company ; and shall have
a right to require, at their option, that any act or resolution
of the said bondholders affecting their duties or the interest of
the trust hereby created, shall be authenticated by the signa¬
tures of all the persons assenting thereto, as well as by a
minute of the proceedings of the meeting. Meetings of the
first mortgage bondholders may be called by the trustees, or
in such other mode as may be fixed by regulations prescribed
or established as aforesaid, and the bondholders may vote
thereat in person or by proxy ; and the quorum may be de¬
fined and such other regulations or by-laws in respect to such
meetings may be from time to time established, altered or re¬
pealed by the bondholders, acting by the majority in interest,
as to them shall seem expedient ; and until the bondholders
shall act, such powers may be temporarily exercised by the
trustees.
The said St. Louis, Alton and Terre Haute Railroad Com¬
pany shall at all times hereafter keep at its office or agency,
in the City of New York, transfer books for the transfer of
the several classes of bonds, and of the preferred and common
stock of the said company.
Article Eleventh. It is hereby declared and agreed that it
shall be the duty of the trustees to exercise the power of en¬
try hereby granted, or the power of sale hereby granted, or
both, or to take appropriate proceedings in equity or at law to
enforce the rights of the bondholders under these presents,
upon the requisition in writing as hereinafter specified.
159
1. If the default be as to interest or principal of any bonds,
such requisition upon the said trustees shall be by holders of
not less than one hundred thousand dollars in aggregate
amount of the said bonds ; and upon such requisition and a
proper indemnification by the persons making the same to the
trustees against the costs and expenses to be by them incurred,
it shall be the duty of the trustees to enforce the rights of the
bondholders under these presents by entry, sale or legal pro¬
ceedings, as they, being advised by counsel learned in the law,
shall deem most expedient for the interest of all the holders of
the said bonds.
2. If the default be in respect to any payment in the sinking
fund herein established by Article Sixth of these presents, or
be in the omission of any act or thing required by Article Sev¬
enth of these presents, for the further assuring of the title of
the trustees to any property or franchises now possessed or
hereafter acquired, or in the omission to comply with each and
all the provisions of Article Tenth of these presents, or with
any other provision herein contained to be performed or kept
by the said company ; then, and in either of such cases, the
requisition shall be as aforesaid ; but it shall be within the dis¬
cretion of the trustees to enforce or waive the rights of the
bondholders by reason of such default, subject to the power
hereby declared of a majority in interest of the holders
of the said bonds, by requisition in writing, or by a vote at a
meeting duly held, to instruct the said trustees to waive such
default, or upon adequate indemnity as aforesaid to enforce
their rights by reason thereof ; provided, that no action of the
said trustees or bondholders, or both, in waiving such default
or otherwise, shall extend to or be taken to affect any subse-
' «y
quent default, or to impair the rights resulting therefrom.
Article Twelfth. It is mutually agreed by and between
the parties hereto, that the word " trustees " as used in these
presents, shall be construed to mean the trustees for the time
being, whether all or any be original or new ; and whenever a
vacancy shall exist, to mean the surviving or continuing
trustees or trustee ; and such trustees or trustee shall, during
160
such vacancy, be competent to exercise all the powers granted by
these presents to the parties of the second part. And it is
mutually agreed by and between the parties hereto, as a con¬
dition on which the parties of the second part have assented
to these presents : that neither of the said trustees shall be in
any manner responsible for any default or misconduct of either
or any of the others ; that the said trustees shall be entitled to
just compensation for all services which they may hereafter
render in their trust, to be paid by the said company, or out
of the income of the property ; and for that purpose may, at
any time, apply to the courts without notice to any person but
the said St. Louis, Alton and Terre Haute Railroad Company;
that either of said trustees, or any successor, may resign and
discharge himself of the trust created by these presents, by no¬
tice in writing to the said company, and to the existing trus¬
tees or trustee, if there be such, three months before such re¬
signation shall take effect, or such shorter time as they may
accept as adequate notice, and upon the due execution of the
conveyances hereinafter required ; that the said trustees,
or either of them may be removed by a vote of a
majority in interest of the holders of the aforesaid
bonds, the said vote being had at a meeting duly held
of the said bondholders, and attested by an instrument under
the hands of the persons so voting ; that in case at any time
hereafter, either of the said trustees or anv trustee hereafter
appointed, shall die, or resign, or be removed as herein pro¬
vided, or by a court of competent jurisdiction, or shall become
incapable or unfit to act in the said trust, a successor to such
trustee shall be appointed by the surviving or continuing trus¬
tees. or trustee with the consent of the holders for the time being
of a majority in interest of the said bonds then outstanding, or
the consent of a meeting, duly held, of the holders of the said
bonds ; and the trustees or trustee so appointed with the trus¬
tees or trustee so surviving or continuing, shall thereupon be¬
come vested with all the powers, authorities and estates
granted to or conferred upon the parties of the second part by
these presents, and all the rights and interests requisite to en¬
able them or him to execute the purposes of this trust with-
161
out any further assurance or conveyance, so far as such effect
may be lawful : but the surviving or continuing trustees or trus¬
tee shall immediately execute all such conveyances and other
instruments as may be fit or expedient for the purpose of as¬
suring the legal estate in the premises, jointly with themselves
or himself, to the trustees or trustee so appointed ; and upon
the death, resignation, or removal of any trustee, or any ap¬
pointment in his place in pursuance of these presents ; all his
powers and authorities by virtue hereof shall cease ; and all
the estate, right, title and interest in the said premises,
of any trustee so dying, resigning or being removed
shall, if there be a co-trustee or co-trustees surviving
or continuing in office, wholly cease and determine ;
but the said trustees, so resigning or being removed, shall on
the written request of the new trustee, who may be appointed,
immediately execute a deed or deeds of conveyance to vest in
such new trustee, jointly with the continuing trustees or trus¬
tee, and upon the trusts herein expressed, all the property,
rights and franchises which may be at that time held upon the
said trusts.
Provided, nevertheless, that it is hereby agreed and de¬
clared that in case it shall at any time hereafter prove imprac¬
ticable, after reasonable exertions, to appoint in the manner
hereinbefore provided, a successor in any vacancy which may
have happened in said trust, application in behalf of all the
holders of the bonds secured hereby may be made by the sur¬
viving or continuing trustees or trustee ; or, if the trust be
wholly vacant, by holders of the said bonds to the aggregate
amount of one hundred thousand dollars, to anv Circuit Court
7
of the United States for any Judicial District in which any
part of the aforesaid railroad may be situate, for the appoint¬
ment of a new trustee or trustees.
In Witness Whereof, The parties of the first part have
hereunto set their respective hands and seals and the parties
of the second part have also set their respective hands and
162
seals, for the purpose of evidencing their acceptance of the
trust hereby created on the day and year first above written :
Acknowledged by Robert Bayard, Samuel J. Tilden, Joseph
Tuckerman, John G. Richardson and Russell Sage before
Charles Nettleton, notary public, City and County of New
York, and Commissioner for Indiana in New York, July 29,
Certificate of H. W. Genet, Clerk Citv and Countv of New
York, as to official character of the notary attached.
Recorded, Illinois, St. Clair Countv, August 7, 1862, in Book
N, page 3 ; City of Alton, August 21, 1862, in Book II, page
621 ; Madison County, August 9, 1862, in Book 76, page 21 ;
Macoupin County, August 8, 1862, in Book YY, page 356 ;
Montgomery County, August 11, 1862, in Book 1, page 157 ;
Christian County, August 11, 1862, in Book 19, page 395;
Shelby County, August 12, 1862, in Book 26, page 221 ;
Moultrie County, August 12, 1862, in Book L, page 153 ;
Coles County, August 12, 1862, in Book 8, page 63 ; Edgar
County, August 13, 1862, in Book 21, page 560. Indiana, Yigo
Count}r, August 13, 1862, in Book 25, page 210.
Robert Bayard. (Seal.
Samuel J. Tilden. (Seal.
Joseph Tuckerman. (Seal.
John G. Richardson. (Seal.
Russell Sage. (Seal.
Robert Bayard. (Seal.
John G. Richardson. (Seal.
Pickering Clark. (Seal.
Sealed and delivered
in presence of
John Rankin, Jr.,
As to all.
Jno. L. Drummond,
As to all, except Tuckerman and Bayard.
James P. Sinnott,
As to Tuckerman and Bayard.
1862.
163
SECOND MOETGAGE.
Eobert Bayard, Samuel J. Tilden, Joseph Tuckerman, John
G. Kichardson and Eussell Sage,
to
Samuel J. Tilden and Elisha Judson Hawley, Trustees.
Dated June 30, 1862.
Preferred 2d Mortgage Bonds, (Series C) $1,400,000
" " " " D) 1,400,000
Income " " 1,700,000
$4,500,000
Bonds Mature, July 1, 1894.
Interest payable February, August, May and November, at
rate of seven per centum per annum.
Interest on $1,700,000, preferred stock, payable annually in
May, at rate of seven per centum.
This indenture, made this thirtieth day of June, in the year
of our Lord one thousand eight hundred and sixty-two, between
Eobert Bayard, Samuel J. Tilden, Joseph Tuckerman and
John G. Eichardson, of the City and State of New York, and
Eussell Sage of the City of Troy and State of New York, of
the first part, and Samuel J. Tilden and Elisha Judson Haw¬
ley, of the City and State of New York, of the second part,
witnesseth i
Whereas, the St. Louis, Alton and Terre Haute Eailroad
Company, is vested with the franchise to be a corporation,
granted to the said company by the State of Indiana, and
has become duly organized as a corporation, in conformity to
the provisions of the said grant, with capacity in its corporate
character, to take, hold and exercise other franchises, and par¬
ticularly with capacity to acquire, hold, maintain and operate
164
the continuous railroad extending from Terre Haute, in the
State of Indiana, to East St. Louis, or Iilinoistown, in the
State of Illinois, and from Iilinoistown to Belleville, and from
the Junction to Alton, in the State of Illinois, heretofore com¬
monly known as the Terre Haute,Alton and St. Louis Railroad,
together with its equipments and appurtenances ;
And whereas, the said company has agreed with the
parties of the first part to buy the aforesaid railroad,
with its equipments and appurtenances as the same
now exist, and in evidence of a portion of the con¬
sideration for the same, has made and delivered to the
parties of the first part an issue of its bonds, designated as
" Preferred Second Mortgage Bonds," amounting in the aggre¬
gate to the sum of two millions and eight hundred thousand
dollars, composed of series C, consisting of one thousand and
four hundred bonds, numbered consecutively from 1 to 1,400
inclusively, each of which is for one thousand dollars, and the
interest on which is payable on the first days of February and
August in each year ; and of series D, consisting of one thou¬
sand and four hundred bonds, numbered consecutively from
1,401 to 2,800 inclusively, each of which is for one thousand
dollars, and the interest on which is payable on the first days
of May and November in each jmar ; all of which bonds bear
date on the thirtieth day of June, in the year one thousand
eight hundred and sixty-two ; are payable at the office or agen¬
cy of the said company in the City of New York, upon the
first day of July, in the year one thousand eight hundred and
ninety-four ; bear interest from the first day of January, in
the vear one thousand eight hundred and sixty-three, at the
«y O eJ J
rate of seven per centum per annum, payable semi-annually, at
the office or agency of the said company in the City of New
York, are equally secured by these presents, and are entitled to
the special preferred lien herein established in their favor ; are
of like tenor, except as to the days on which the coupons ma¬
ture, and all of which twenty-eight hundred bonds are inform
following :
16 J
ni ted States of America,
States of Indiana and Illinois.
No. $1,000.
St. Louis, Alton and Terre Haute Railroad Company.
Prefered Second Mortgage Bond.
Know all men by these presents, that the St. Louis, Alton
and Terre Haute Railroad Company are indebted to Samuel J.
Tilden and Elisha Judson Hawlev, of the City of New York,
or bearer, in the sum of one thousand dollars, lawful money of
the United States of America, which the said company prom¬
ise to pay to the said Samuel J. Tilden and Elisha Judson Haw¬
lev, or to the bearer hereof, on the first day of July, in the
year one thousand eight hundred and ninety-four, at the office
or agency of the said company in the City of New York,
with interest thereon from the first day of January, 1863, at
the rate of seven per centum per annum, payable semi-annu¬
ally, at the said office or agency, in the City of New York,
on the first days of and in each year, on the
presentation and surrender of the annexed coupons as they sev¬
erally become due; and in case of the non-payment of any half-
yearly instalment of interest which shall have become payable,
and shall have been demanded, if such default shall continue
for six months after the maturity of the said instalment, the
principal of this bond shall become due in the manner and with
the effect provided in the deed of trust hereinafter mentioned.
This bond is one of an issue of two thousand and eight hun¬
dred bonds, each for one thousand dollars, and amounting, in
the aggregate, to two millions and eight hundred thousand dol¬
lars, and composed of series C, consisting of one thousand and
four hundred bonds, the interest on which is payable on the
first days of February and August in each year, and of series
IT, consisting of one thousand and four hundred bonds, the in¬
terest on which is payable on the first days of May and Novem¬
ber in each year, all of which bonds bear date on the thirtieth
day of June, in the year one thousand eight hundred and sixty-
two, and are of like tenor except as to the days on which the
coupons mature, and the payment of all of which bonds is se¬
cured by a deed of trust, bearing date on the thirtieth day of
June, in the year one thousand eight hundred and sixty-two
duly executed and delivered by Robert Bayard, Samuel J. Til¬
den, John G. Richardson, Joseph Tuckerman and Russell
Sage, to the said Samuel J Tilden and Elisha Judson Hawley,
and conveying the St. Louis, Alton & Terre Haute Railroad
and the equipments, appurtenances and things therein de-
166
scribed, subject to the prior lien thereon created by a deed of
trust, made by the same grantors to Robert Bayard, John G.
Richardson and Pickering Clark, and bearing the same date,
given to secure $2,200,000, of first mortgage bonds of the said
company. And the holder hereof is entitled to the benefit of
the special preferred lien created by the said first mentioned
deed of trust upon all the property and things therein embraced.
The person appearing on the voting bond register of the said
company as the holder of this bond at the time of any meeting
of the stockholders of the said company will be entitled to one
vote at such meeting for every one hundred dollars of the par
amount hereof. The right to vote upon this bond is transfer¬
able upon the written order of the person last registered as its
holder or on the production of the bond by the holder. It is
agreed by the said Company with each successive holder of this
bond, that in case of any default in the payment hereof the
said Company will waive and hereby waives the benefit of any
extension, stay or appraisement laws now existing, or which
may hereafter exist.
This bond shall pass by delivery, or by transfer, upon the
books of the company in the City of New York, and at any
other place where the company may keep transfer books.
After a registration of ownership certified hereon by the trans¬
fer agent of the company, no transfer, except upon the books
of the company, shall be valid, unless the last transfer be to
bearer, which shall restore transferability by delivery. But
this bond shall continue subject to successive registrations and
transfers to bearer as aforesaid, at the option of each holder.
This bond shall not become obligatory until it shall have
been authenticated by a certificate endorsed hereon, and duly
signed by the trustees.
In Witness Whereof, The said Company have caused their
corporate seal to be hereunto affixed, and the same to be attested
by the signatures of their President and Secretary, and have
also caused the coupons hereto annexed to be signed by their
Secretary, on this thirtieth day of June, in the year one thou¬
sand eight hundred and sixty-two.
President.
Secretary.
167
And whereas, the said Company have also, in evidence of a
portion of the consideration for the said railroad, its equip¬
ments and appurtenances, made and delivered to the parties of
the first part a further issue of its bonds, designated as "Income
Second Mortgage Bonds " amounting in the aggregate to the
sum of one million and seven hundred thousand dollars, and
consisting of one thousand and four hundred and fifty bonds,
numbered consecutively from 1 to 1,450, each for one thousand
dollars ; and five hundred bonds, numbered consecutively from
1,451 to 1,950, each for five hundred dollars; all of which
bonds bear date on the thirtieth day of June, in the year one
thousand eight hundred and sixty-two, are payable on the
first day of July, in the year one thousand eight hundred and
ninety-four, at the office or agency of the said company in the
City of New York, bear interest from the first day of January,
in the year one thousand eight hundred and sixty-three, at the
rate of seven per centum per annum, payable semi-annually, on
the first days of May and November in each year , at the office
or agency of the said company in the City of New Y ork, out
of the net earnings, as hereinafter provided and defined, of the
said railroad, and are of like tenor and in the form following :
United States of America.
States of Indiana and Illinois.
No. $
St. Louis, Alton and Terre Haute Railroad Company.
Income Second Mortgage Bond.
Know all men by these presents, That the St. Louis, Alton
and Terre Haute Railroad Company are indebted to Samuel J.
Tilden, and Elisha Judson Hawley, of the City of New York,
or bearer, in the sum of dollars, lawful money of the
United States of America, which the said company promise to pay
to the said Samuel J. Tilden and Elisha Judson Hawley, or to
the bearer hereof, on the first day of July, in the year one thou¬
sand eight hundred and ninety-four, at the office or agency of
the said company in the City of New Fork, with the interest
thereon from the first day of January, one thousand eight
hundred and sixty-three, at the rate of seven per centum per
annum, payable out of net earnings semi-annually at the said
office or agency in the City of New York, on the first days of
May and November in each year, on the presentation and sur-
168
render of the annexed coupons as they severally become due ;
and in case of the non-payment of any half yearly installment
of interest which shall have become payable out of the net
earnings as provided in the deed of trust hereinafter men¬
tioned, and shall have been demanded, if such default shall
continue for six months after the maturity of the said install¬
ment, the principal of this bond shall become due in the man¬
ner and with the effect provided in the said deed of trust.
This bond is one of an issue of one thousand nine hundred
and fifty bonds, of which one thousand four hundred and fifty,
numbered from 1 to 1,450 are each for one thousand dollars :
and five hundred, numbered from 1,451 to 1,950, are each for
five hundred dollars, amounting in the aggregate to one mil¬
lion and seven hundred thousand dollars, the inter¬
est on all of which bonds is payable out of net
earnings, on the first day of May and November in
each year, all of which bonds bear date on the thirtieth day of
June, in the year one thousand eight hundred and sixty-two.
and are of like tenor, arid the payment of which is secured by
a deed of trust bearing date on the thirtieth day of June, in
the year one thousand eight hundred and sixty-two, duly
executed and delivered by Robert Bayard, Samuel J. Tilden,
John G. Richardson, Joseph Tuckerman and Russell Sage, to
Samuel J. Tilden and Elisha Judson Hawley, conveying the
St. Louis, Alton and Terre Haute Railroad, and the equip¬
ments, appurtenances and things therein described, subject to
the priorities established therein in favor of the issue of bonds,
secured thereby, and designated as Preferred Second Mort¬
gage Bonds, amounting to $2,800,000 and also subject to the
prior lien created by a deed of trust made by the same gran tors
to Robert Bayard, John G. Richardson and Pickering Clark
and bearing the same date, given to secure $2,200,000 of first
mortgage bonds of said Company.
The person appearing on the voting bond register of the said
Company as the holder of this bond at the time of any meeting
of the stockholders of the said Company, will be entitled to
one vote at such meeting for every one hundred dollars of the
par amount hereof. The right to vote upon this bond is
transferable upon the written order of the person last register¬
ed as its holder, or on the production of the bond by the
holder. It is agreed by the said Company with each successive
holder of this bond, that in case of any default in the payment
hereof, the said Company will waive, and hereby waives the
benefit of any extension, stay or appraisement laws now ex¬
isting, or which may hereafter exist, and that the holder here-
169
of shall have no recourse for the payment hereof except in the
manner prescribed in the said deed of trust.
This bond shall pass by delivery or by transfer upon the
books of the Company in the City of New York, and at any
other place where the Company may keep transfer books.
After a registration of ownership, certified hereon by the trans¬
fer agent of the Company, no transfer except upon the books
of the Company shall be valid, unless the last transfer be to
bearer, which shall restore transferability by delivery. But
this bond shall continue subject to successive registrations and
transfer s to bearer as aforesaid, at the option of each holder.
This bond shall not become obligatory until it shall have
been authenticated by a certificate endorsed hereon, and duly
signed by the trustees.
In Witness Whereof, The said Company have caused their
corporate seal to be hereunto affixed, and the same to be
attested by the signatures of their President and Secretary, and
have also caused the coupons hereto annexed to be signed by
their Secretary, on this thirtieth day of June, in the year one
thousand eight hundred and sixty-two.
President.
Secretary.
And Whereas, The said Company, in evidence of a portion
of the consideration for the said railroad, its equipments and
appurtenances, has also issued to the said parties of ttie first
part seventeen thousand shares of one hundred dollars each,
of the preferred capital stock of the said Company, and has
delivered certificates for the said seventeen thousand shares to
the said parties of the first part ; and the said preferred capital
stock is entitled to dividends at the rate of seven per cent, per
annum, payable annually, on the first day of May in each
year, out of net earnings of the said railroad, for each year
ending on the thirty-first day of December previous to such
first day of May, after satisfying the interest on the first
mortgage, and the preferred second mortgage, and the income
second mortgage bonds of the said Company, and the contri¬
butions to the sinking fund as herein provided, and as declared
in the certificate to the said preferred stock, which are all in
the form following :
170
Number. Shares.
St. Louis, Alton and Terre Haute Railroad
Company.
Seven Per Cent. Preferred Capital Stock.
Shares, $100 each.
It is hereby certified, that the owner of
shares of one hundred dollars each of the preferred capital
stock of the St. Louis, Alton and Terre Haute Railroad Com-
pan}T, transferable only on the books of the Company, by the
holder in person, or by attorney, upon the surrender of this
certificate. Until countersigned by the transfer agent this
certificate is not valid.
This stock is entitled to dividends at the rate of seven per
cent, per annum, payable annually, on the first day of May in
each year, out of net earnings of the Company for each year
ending on the thirty-first day of December previous to such
first day of May, after satisfying the interest on its bonds,
and the contributions to its sinking fund, and in case said
dividends cannot be regularly earned and paid as above stipu¬
lated, all arrears are to be paid as soon and as fast as the net
income of the Company will allow ; and no dividend is to be
made on the general stock of the company until all such arrears
have been paid. This stock is convertible at any time by the
holders into the general stock of the Company, at par, but shall
not be entitled to a dividend for any time on which the holder
thereof has received a dividend as preferred stock. The
priorities and guarantees of this stock are secured by the deed
of trust known as the Second Mortgage," and by the con¬
veyance of Robert Bayar d, Samuel J. Tilden, John (C Richard¬
son, Joseph Tuckerman and Russell Sage to the said Company.
In witness whereof, the President and Secretary of the said
Company have hereunto subscribed their names this
day of " in the year one thousand eight hundred and
sixtv-two.
President,
Secretary,
Countersigned bv
Cl *y
Transfer Agent.
171
Now this Indenture V itnesseth, That the parties of the
first part, in consideration of the premises, and of one dollar
to them in hand paid, the receipt whereof, is hereby acknow¬
ledged, and in order to secure the payment of the principal
and interest of the bonds aforesaid issued or to be issued, as
herein recited and provided, and every part of the said princi¬
pal and interest, as the same shall become payable, according
to the tenor of the said bonds, and of the coupons thereto an¬
nexed, have granted, bargained and sold, and do by these
presents grant, bargain, sell, convey and transfer unto the
parties of the second part, all the right, title and interest of
them, the parties of the first part, and of any or either of the
said parries, acquired by virtue of a deed bearing date the
second date of June, one thousand eight hundred and sixty-
two, and made to the said Eobert Bayard, Samuel J. Tilden,
Joseph Tuckerman and Eussell Sage, parties hereto of the first
part, by Azariah G. Flagg of the city and State of New York,
and John Wilkinson, of the city of Syracuse and State of New
York, trustees and special master commissioners, in pursuance
of decrees of the Circuit Court of the United States for the
Southern District of Illinois, and the District of Indiana, in
causes in Chancery, in the said courts then "depending, where¬
in the said Azariah C. Flagg and others were complainants and
the said Terre Haute, Alton and St. Louis Eailroad Company
was defendant, or acquired by virtue of a deed bearing date
the second day of June, one thousand eight hundred and sixty-
two, made to said last named parties of the first part, pursuant
to the aforesaid decrees, by Edwin C. Litchfield, trustee, under
a certain deed of trust or mortgage of the said Terre Haute,
Alton and St. Louis Eailroad Company, or acquired by virtue
of a deed bearing date the second day of June, one thousand
eight hundred and sixty-two, made to the said last named
parties of the first part, pursuant to the aforesaid decrees, by
the said Terre Haute, Alton and St, Louis Eailroad Company,
of, in and to, all and singular, the continous railroad extending
from its terminus in Terre Haute in the State of Indiana, to its
terminus in East St. Louis, or Illinoistown, in the State of Ill¬
inois, and from its terminus in Illinoistown to its terminus in
172
Belleville, and from the Junction to its terminus in Alton in
the State of Illinois, heretofore commonly known as the Terre
Haute, Alton and St. Louis Railroad, including all the rail¬
ways, rights of way , depot grounds and other lands, all depots,
station houses, engine house, car houses, freight houses, wood
houses and other buildings, and all machine shops, and other
shops, held or acquired for use in connection with the said rail¬
road, or the business thereof ; and including, also, all loco¬
motives, tenders, cars and other rolling stock or equipment,
and all machinery, tools, implements,fuel and materials for the
constructing, operating, repairing or replacing the said rail¬
road or any part thereof ; or any part of its equipment or
appurtenances ; and also all franchises connected with or re¬
lating to the said railroad, or the construction, maintenance or
use thereof ; and all the property, franchises, rights and tilings,
of whatever name or nature, which were conveyed to the
parties of the lirst part, or any of them, by the aforesaid deeds
or either of them, of the said trustees and master commiss¬
ioners, of the said Edwin C. Litchfield, trustee, and of the
said Company.
Also, all the following described tracts of coal lands formerly
owned by the said Terre Haute, Alton and St. Louis Bailroad
Company, being about 1,050 acres, situate in St. Clair County,
in the State of Illinois, and described as follows, viz.:
The south half of section three (8), township one (1) north,
range nine (9) west, containing three hundred and twenty
acres.
The east half of the northwest quarter section ten (10) town¬
ship one (Î) north, range nine (9) west, containing eighty
acres.
The east half of section ten (log township one (!) north,
range nine (9) west, containing three hundred and twenty
acres.
The north half of section eleven (11), township one (1) north
range nine (9) west, containing three hundred and twenty
acres.
And also all other land, and all ferry rights, franchises and
173
privileges formerly held or owned by the Terre liante, Alton
and St. Louis Railroad Company, and acquired by the parties
hereto of the first part, or any of them, by the aforesaid con¬
veyances, together with all ferry boats, apparel, fixtures, or
other things connected, used with or appurtenant to any such
ferry, franchise, rights or privileges.
Subject Nevertheless, as to any real estate included in the
aforesaid sale by the said trustees and master commissioners,
to the lien, if any such exists, of any vendor or former owner
of said real estate, not otherwise provided to be paid by the
decrees or orders in the said causes ; and subject, also, to a
certain deed of trust or mortgage, bearing even date herewith,
made by the parties hereto of the first part to Robert Bayard,
John G. Richardson and Pickering Clark, to secure the pay¬
ment * of bonds of the Company, designated as first mortgage
bonds, amounting in the aggregate to two millions and two
hundred thousand dollars. Provided, nevertheless, and it is
the true intent and meaning of these presents, that nothing
herein contained shall be construed to express or imply any
covenant by the parties of the first part, or either of them, but
that this instrument shall operate to convey, in behalf of the
said parties, all the estates and interests in the railroad and
appurtenances, property, rights, franchises, and things herein¬
before described, which the said parties, or either of them,
might hold by virtue of the aforesaid conveyances, and which
th e said parties, each for himself, and not one for the other,
can lawfully convey, and no more ; and that the said estates
and interests are hereby charged with, and shall pass by virtue
of, these presents, subject to the payment of all liabilities law¬
fully incurred in respect to the said railroad or its business, by
the said Azariali C. Flagg and John Wilkinson, while acting
as trustees as aforesaid, or by the said parties of the first part
hereto, or any of them, during their possession of the said rail¬
road :
Together with all and singular the tenements, hereditaments
and appurtenances thereto belonging or in any wise appertain!
ing, and the reversions, remainders, tolls, incomes, rents, issues
and profits thereof ; and also, all the estate, right, title,
174
interest, property, possession, claim and demand whatsoever,
as well in law. as in equity, of the said parties of the first
part, or any or either of them, of, in and to the same, and
any and every part thereof, with the appurtenances.
To have and to hold the above described premises and
property, subject as aforesaid, unto the parties of the second
part, as joint tenants and not as tenants in common, and unto the
survivor of them, and the heirs and assigns of such survivor,
to the only proper use and behoof of the said parties of the
second part, and of the survivor of them, and of the heirs and
assigns of such survivor ; in trust, nevertheless, for the pur¬
poses herein expressed, to wit :
Article First. Until default shall be made in the payment of
principal or interest of the said preferred second mortgage bonds,
or of some of them,or in the application to the payment, as herein
provided, of interest of the said income bonds, of net earnings
as herein defined, or until default shall be made in respect to
something herein required to be done or kept by the St. Louis,
Alton, and Terre Haute Railroad Company, the said St. Louis,
Alton and Terre Haute Railroad Company shall be suffered
and permitted to possess, manage, operate and enjoy the said
railroad from Terre Haute to Illinoistown, and from Illinois-
town to Belleville, and from the Junction to Alton, with its
equipments and appurtenances, and the lands and other prop-
ertv and franchises hereinbefore described, and to take and use
the rents, incomes, profits, tolls, and issues thereof, and to dis¬
pose of the same in any manner not inconsistent with this in¬
strument.
Article Second. In case, first, default shall be made in the
payment of any interest on any of the aforesaid preferred
second mortgage bonds issued or to be issued, according to the
tenor of the coupons thereto annexed, or of the provisions
hereof, or in the payment of any principal of any of the said
bonds, when the same shall become due ; and if such default
shall continue for the period of six months, then, and in that
case, upon the requisition prescribed in Article Eleventh, it
175
shall be lawful ; or, secondly, In case default shall be made in
the application to the payment of interest of the aforesaid in¬
come bonds at the time and in the manner in Article Eleventh
prescribed after satisfying the payments,as in the said article re¬
quired upon the said preferred second mortgage bonds and prior
liens), of the net earnings of the said railroad, as said net earn¬
ings are defined in said Article Eleventh, or in the payment of
any principal of any of the said income bonds, when the same
shall become due ; and if such default shall continue for the
period of six months, then, and in that case, upon requisition
as in said Article Eleventh prescribed, it shall be lawful ; or,
thirdly, in case of default in any requirement hereof to be
done or kept by the said St. Louis, Alton and Terre Haute
Railroad Company ; and if such default shall continue for the
period of six months, then, and in that case,upon requisition as
in said Article Eleventh prescribed, it shall be lawful for the
said trustees or the survivor of them, or their or his successors,
personally, or by their or his attorneys or agents, to enter
into and upon all and singular the premises hereby conveyed,
or intended so to be, and each and every part thereof, and to
have, hold and use the same operating by their or his superin¬
tendents, managers, receivers, or servants, or other attorneys
or agents, the said railroad and conducting the business there¬
of, and exercising the franchises pertaining thereto, and mak¬
ing, from time to time, all repairs and replacements, and such
useful alterations, additions and improvements thereto as may
seem to them or him to be judicious, and to collect and receive
all tolls, freights, incomes, rents, issues and profits of the same,
and of every part thereof ; and, after deducting the expenses
of operating the said railroad and conducting its business, and
of all the said repairs, replacements, alterations, additions and
improvements! and all payments which may be made for taxes,
assessments, charges or liens, prior to the lien of these presents
upon the said premises or any part thereof, as well as just com¬
pensation for their or his own services, and for the services
of such attorneys and counsel as may have been by them or
him employed, to apply the moneys arising as aforesaid to
the payment of interest on such of the bonds securde
176
hereby as are designated as preferred second mortgage bonds,
in the order in which such interest shall have become, or shall
become due, ratably, to the persons holding the coupons evi¬
dencing the right to such interest, and thereafter to the pay¬
ment of interest on such of the bonds secured hereby as are de¬
signated as income second mortgage bonds, in the order in
which such interest shall have become or shall become due,
ratably, to the persons holding the coupons evidencing the right
to such interest, and after paying all interest which shall have
become due, to apply the surplus to the satisfaction of the prin¬
cipal of the aforesaid preferred second mortgage bonds which
may be ar that time unpaid, ratably, and without discrimina¬
tion or preferrence ; and, after satisfaction thereof, to apply
the surplus to the satisfaction of the principal of the said in¬
come second mortgage bonds which may be at that time un¬
paid, ratably and without discrimination or preference.
Article Third. In case any default shall be made, as in
Article Second defined, and shall continue as in the said
article specified then, and in any such case, upon requisition as
in Article Eleventh provided, it shall likewise be lawful for
the said trustees, or the survivor of them, or their or his suc¬
cessors, after entry as aforesaid, or other entry, or without
entry, personally or by their or his attorneys or agents, to sell
and dispose of all and singular the premises hereby conveyed,
or intended so to be, at public auction, in the City of New
York, or at such place within either of the States in which any
part of the said railroad is situate which the said trustees may
designate, and at such time as they may appoint, having first
given notice of the place and the time of such sale, by adver¬
tisement, published not less than three times a week, for six
weeks, in one or more newspapers in each of the cities of New
York, St. Louis and Terre Haute, or to adjourn the said sale
from time to time, in their or his discretion, and if so adjourn¬
ing, to make the same without further notice, at the time and
place to which the same may be so adjourned, and to make
such sale subject to the lien created by these presents in favor of
such of the aforesaid bonds as are herein designated as prefer-
177
red second mortgage bonds, or discharged of such lien ; and if
selling in the first instance subject to such lien, then, to retain,
hold and exercise the powers of entry, sale and conveyance,
and all the powers conferred by these presents, as amply as if
they had not been once exercised ; and to make and deliver to
the purchaser or purchasers thereof good and sufficient deed
or deeds in the law for the same in fee simple, and to make the
said deed or deeds subject to the said lien or otherwise ; which
sale, made as aforesaid, and whether subject to the said lien or
otherwise, shall be a perpetual bar, both in law and equity,
against the parties of the first part, and all other persons law¬
fully claiming or to claim the said premises or any part there¬
of, by, from, through or under them, or any or either of them ;
and after deducting from the proceeds of such sale just allow¬
ances for all expenses of the said sale, including attorneys' and
counsel fees, and all other expenses, advances or liabilities
which may have been made or incurred by the said trustees in
operating or maintaining the said railroad, or in managing its
business, while in their possession and in arranging for and
completing the sale thereof, and all payments which may have
been made by them for taxes or assessments, and for charges and
liens prior to the lien of these presents on the said premises
or any part thereof, as well as compensation for their own
services, to apply the said proceeds in the manner follow¬
ing :
If the said sale shall have been made subject to the lien
created by these presents in favor of such of the aforesaid
bonds as are designated as preferred second mortgage bonds,—
to refund with interest at seven per cent, any ad¬
vances to pay interest on the said preferred second
mortgage bonds, which have been made, or procured
to be made, in pursuance of any resolution or other
written authority of holders of a majority in amount
of the said income second mortgage bonds ; and if,
after satisfaction thereof, a surplus of the said proceeds shall
remain, to apply the said surplus to the payment of the prin¬
cipal of such of the aforesaid income second mortgage bonds,—
178
as may be at that time unpaid, whether or not the same shall
have previously become due, and of the interest which shall
at that time have accrued, as herein provided, on the said prin¬
cipal, and be unpaid, without discrimination or preference, but
ratably to the aggregate amount of such unpaid principal and
accrued and unpaid interest ; and if, after the satisfaction
thereof, a surplus of the said proceeds shall remain, to apply
the said surplus to reimburse the principal of the said preferred
stock hereinbefore mentioned, of the said St. Louis, Alton and
Terre Haute Railroad Company, with the dividends earned
thereon but remaining unpaid, ratably to the holders of said
stock, without discrimination or preference; and if after re¬
imbursing the same, a surplus shall still remain, to pay over
such surplus to the said company, or to render the same as any
court of competent jurisdiction shall order.
If the said sale shall have been made so as to discharge the
prior lien created by these presents in favor of such of the
aforesaid bonds as are herein designated as preferred second
mortgage bonds, to apply the said proceeds to the payment of
the principal of such of the aforesaid preferred second mort¬
gage bonds as may be at that time unpaid, whether or not the
same shall have previously become due, and of the interest
which shall at that time have accrued on the said principal and
be unpaid, without discrimination or preference, but ratably to
the aggregate amount of such unpaid principal and accrued
and unpaid interest ; and if, after the satisfaction thereof, a
surplus of the said proceeds shall remain, to apply the said
surplus to the payment of the principal of such of the aforesaid
income second mortgage bonds as may be at that time unpaid,
whether or not the same shall have previously become due,
and of the interest which shall at that time have accrued on
the said principal, as herein provided, and be unpaid, without dis¬
crimination or preference, but ratably to the aggregate amount
of such unpaid principal and accrued and unpaid interest; and
if, after the satisfaction thereof, a surplus of the said proceeds
shall remain, to applv the said surplus to reimburse the prin¬
cipal of the preferred stock hereinbefore mentioned, of the said
St. Louis, Alton and Terre Haute Railroad Company, with the
179
dividends earned thereon, but remaining unpaid, ratably to
the holders of the said stock, without discrimination or prefer¬
ence ; and if, after reimbursing the same, a surplus shall still
remain, to pay over such surplus to the said company, or to
render the same as any court of competent jurisdiction shall
order.
And it is hereby declared that the receipt or receipts of the
said trustees shall be a sufficient discharge to the purchaser or
purchasers of the premises, for his or their purchase money,
and that such purchaser or purchasers, his or their heirs, ex¬
ecutors or administrators, shall not, after payment thereof, and
having such receipt, be liable to see to its being applied upon
or for the trusts and purposes of these presents, or in any
manner howsoever be answerable for any loss, misapplication
or non-application of such purchase money, or any part thereof,
or be obliged to inquire into the necessity, expediency or
authority of or for any such sale.
Article Fourth. At any sale of the aforesaid property, or
any part thereof, made to enforce any lien created by these
presents, pursuant to the power herein granted, or by judicial
authority, if such sale be in discharge of the lien created by
these presents in favor of the bonds herein designated as pre¬
ferred second mortgage bonds, the trustees may bid for and
purchase, or cause to be bidden for and purchased, the prop¬
erty so sold, in behalf of all the holders of the said preferred
second mortgage bonds then outstanding, in the proportion of
the respective interest of such holders ; or if such sale be sub¬
jected to the aforesaid lien, the trustees may bid for and pur¬
chase, or cause to be bidden for and purchased, the property
so sold, in behalf of all the holders of the bonds herein desig¬
nated as income second mortgage bonds, then outstanding, in
the proportion of the respective interests of such holders ;
provided, that if all the property heieby conveyed be sold as
aforesaid, the price at which the purchase herein authorized
may be made, shall not exceed the whole amount of the bonds
then outstanding, with the interest accrued thereon, in behalf
of which the said purchase shall be made ; and if but a por-
180
tion of the said property shall be sold, such price shall be, in
the judgment of the trustees reasonable.
Article Fifth. In case default shall be made in the pay¬
ment of any half year's interest on any of the aforesaid pre¬
ferred second mortgage bonds at the time and in the manner
in the coupon issued therewith provided, the said coupon having
been presented, and the payment of the interest therein
specified having been demanded ; and that such default
shall continue for the period of six months after the said
coupon shall become due and payable, then and thereupon
the principal of all the said preferred second mortgage
bonds shall, at the election of the trustees, become imme¬
diately due and payable, unless such interest be advanced or
paid to the trustees as provided in the fifth clause of Article
Eleventh of these presents ; but a majority in interest of the
holders of the said bonds may, in writing, or by vote of a meet¬
ing duly held before the interest in arrear shall be paid, in¬
struct the trustees to declare the said principal to be due, or to
waive the right so to declare, on such terms and conditions as
such majority shall deem proper, or may annul or reverse the
election of the trustees ; provided that no action of the trustees
or bondholders shall extend to, or be taken to affect any subse¬
quent default, or to impair the rights resulting therefrom. And
in case default shall be made in the application as herein pro¬
vided of net earnings to the payment of interest upon the in¬
come second mortgage bonds, and by reason of such default
a sale of the premises hereby conveyed shall be had, or in case
a sale of said premises shall be had by reason of a default in
respect to the payment of interest or principal of the preferred
second mortgage bonds, or in case a sale of the said premises
shall be had by reason of any other default, then, and in either
of such cases, the principal of all the income bonds secured
hereby, and then outstanding, shall be deemed and taken to be
due and payable at the time of such sale.
Article Sixth. The aggregate amount of the preferred
capita] stock of the said St. Louis, Alton and Terre Haute
181
Railroad Company outstanding at any one time shall never
exceed in par value the sum of one million and seven hundred
thousand dollars, unless a majority in interest of the holders of
each class of bonds secured hereby shall have by a vote at a
meeting duly held, expressly consented to such increase ; nor
shall any increase of the said preferred capital stock be ever
made unless the holders of a majority in interest of the said
stock shall have expressly consented to such increase, by a
vote at a meeting of the said holders, called by the Board of
Directors, on a notice to be published not less than three times
a week, for three weeks, in one newspaper printed in the City
of New York, and such further publication as may be ordered
by the Board of Directors ; nor shall any deed of trust or
mortgage, creating a lien upon the property hereinbefore
described, in priority to the rights of the holders of the said
preferred capital stock, ever be made by the said St. Louis,
Alton and Terre Haute Railroad Company, unless a majority
in interest of the holders of the said preferred capital stock
shall have expressly consented thereto, by a vote at a meeting
of such holders, called, as aforesaid, upon notice, as afore¬
said .
The aggregate amount of the common capital stock of the
said St. Louis, Alton and Terre Llaute Railroad Company
outstanding at any one time shall never exceed in par value
the sum of two millions and three hundred thousand dollars,
unless a majority in. interest of the holders of each class of
bonds secured hereby shall have expressly consented thereto,
by a vote at a meeting, duly held of such holders.
Article Seventh. The St. Louis, Alton and Terre Haute
Railroad Company shall from time to time, and at all times
hereafter, and as often as thereunto requested by the trustees,
execute, deliver and acknowledge all such further deeds, con¬
veyances and assurances in the law, for the better assuring
unto the trustees, upon the trusts herein expressed, the railroad,
equipments and appurtenances hereinbefore mentioned, or in¬
tended so to be, and all other property and things whatsoever,
which may be hereafter acquired for use in connection with
182
the same, or any part thereof, and all franchises now held or
hereafter to be acquired, including the franchise to be a cor¬
poration, as by the trustees or by their counsel learned in the
law shall be reasonably advised, devised or required.
Article Eighth. The trustees shall have full power, in
their discretion, upon the written request of the St. Louis,
Alton and Terre Haute Railroad Company, to convey by way
of release or otherwise, to the persons designated by the said
Company, any lands acquired or held for the purposes of
stations, depots, shops or other buildings ; and shall also have
power to convey as aforesaid, on like request, any lands or
property which, in the judgment of the trustees, shall not be
necessary for use in connection with the said railroad, or which
may have been held for a supply of fuel, gravel or other
material ; and also to convey as aforesaid, on like request, any
lands not occupied by the track, which may become disused by
reason of a change of the location of any station house, depot,
shop or other building connected with the said railroad, and
such lands occupied by the track and adjacent to such station
house, depot, shop or other building as the said Company
may deem it expedient to disuse or abandon by reason of such
change ; and to consent to any such change, and to such other
changes in the location of the track, or depot or other build¬
ings, as in their judgment shall have become expedient ; and
to make and deliver the conveyances necessary to carry
the same into effect ; and they shall also have power in like
manner and on like request to convey any coal lands, or any
ferry franchises herein mentioned ; but any lands which may
be acquired for permanent use in substitution of any so re¬
leased, shall be conveyed to the trustees upon the trusts o
these presents, and the trustees shall also have full power to
allow the said Company, from time to time, to dispose of,
according to their discretion, such portions of the equipments,
machinery and implements at any time held or acquired for
the use of the said railroad as may have become unfit for such
use, replacing the same by new, which shall be conveyed to
the trustees, or be otherwise made subject to the operation of
these presents.
183
Article Ninth. If the St. Louis, Alton and Terre Haute
"Railroad Company shall well and truly pay the sums of money
herein required to be paid by the said Company, and all inter¬
est thereon, at the times and in the manner herein specified,
and shall well and truly keep and perform all the things herein
required to be kept or performed by the said Company,
according to the true intent and meaning of these presents,
then, and in that case, the estate, right, title and interest of
the said parties of the second part, and of their successors in
the trust hereby created, shall cease, determine and become
void ; otherwise, the same shall be and remain in full force
and virtue.
Article Tenth. The St. Louis, Alton and Terre Haute
Railroad Company shall at all times hereafter keep a book at
their office or agency in the City of New York, which shall be
designated as the Voting Register of the Second Mortgage Bond¬
holders, and shall be distinct from the transfer register of the
bonds. The registry therein contained of the two classes of bonds
secured by these presents shall be kept separately. Any holder
of any of the said bonds shall be entitled to have his name and
address, and the class and denomination, and number of every
of the said bonds held by him, entered in such registry on
presenting at the aforesaid office or agency a written statement
of the said particulars, signed by himself, and if required, duly
verifying his title thereto by producing the bonds ; or upon
filing with the company the written order of the person last
registered as the holder ; or by verifying such title by such
other mode as may be prescribed by the regulations for such
verification. The trustees may, in the first instance, prescribe
the said regulations relative to said voting registry, subject to
the power hereby declared of the bondholders of each class,
acting by a, majority in interest, to adopt, alter or repeal, from
time to time, the said regulations, and generally to establish
such as may seem to them expedient. Such registration shall
authenticate the right of the holder of every bond so registered
to vote on the said bond, as provided therein, at every general
and special meeting of the stockholders of the said Company ;
184
and shall also entitle the said holder to the same notice of such
meetings as shall be given to the stockholders, and also to
notice, in such mode and form as may be fixed by regulations
prescribed or established as aforesaid, of all meetings of his
class of the second mortgage bondholders. The trustees, and
each of them, shall at all times have free access to such book
of registry and shall from time to time, and at all times on the
request in writing of either of them, be furnished with a copy
thereof by the said Company ; and shall have the right to re¬
quire, at their option, that any act or resolution of the said
bondholders, of either class, affecting their duties or the in¬
terest of the trust hereby created shall be authenticated by the
signatures of all the persons assenting thereto, as well as by
minute of the proceedings of the meeting. Meetings of
either or both of the said classes of the second mortgage bond¬
holders may be called by the trustees, or in such other mode as
may be fixed by regulations prescribed or established as
aforesaid and the bondholders may vote thereat in person or by
proxy ; and the quorum may be defined, and such other regu¬
lations or by-laws in respect to such meetings may be from
time to time established, altered or repealed by the bondhold¬
ers of each class, acting by the majority in interest, as to them
shall seem expedient and until the bondholders shall act, such
powers may be temporarily exercised by the trustees.
The said St. Louis, A lton, and Terre Haute Hail road Com¬
pany shall at all times hereafter keep, at its office or agency in
the city of New York, transfer books for the transfer of the
%j 1
several classes of bonds, and of the preferred and common stock
of the said Company.
Article Eleventh. It is hereby declared and agreed, that
it shall be the duty of the trustees to exercise the power of
entry hereby granted, or the power of sale hereby granted,
or both, or to proceed by suit or suits, in equity or at law to
enforce the rights of the bondholders, in the several cases of
default herein specified, in the manner and subject to the quali¬
fications herein expressed, upon the requisition of bondholders
herein required, as follows:
185
1. If the default be as to interest or principal of any of
the preferred second mortgage bonds, upon a requisition in
writing signed by holders of not less than two hundred thous¬
and dollars in amount of the said bonds, and a proper indemni¬
fication by the said holders to the trustees against the costs
and expenses to be by them incurred, it shall be the duty of
the trustees to enforce the rights of the bondholders under
these presents by entry, sale, or suit or suits in equity or at
law, as they, being advised by counsel learned in the law, shall
deem most expedient for the interest of all the holders of the
said bonds ; subject to the power hereby declared of a majority
in interest of the holders of the said bonds, by requisition in
writing, or by a vote at a meeting duly held, to instruct the
said trustees to waive such default, or, upon adequate indem¬
nity as aforesaid, to enforce the rights of the bondholders by
reason thereof ; provided that no action of the said trustees or
bondholders, or both, in waiving such default or otherwise,
shall extend to, or be taken to affect any subsequent default,
or to impair the rights resulting therefrom.
2. The default in respect of interest of the income second
mortgage bonds contemplated by Article Second and Third of
these presents is hereby declared and agreed to consist only in
the omission to apply the net earnings of any half year (after
satisfying the payments for interest and sinking fund, and
such principal as may be due of the first mortgage bonds,
secured by a trust deed prior in lien to these presents, and
hereinbefore mentioned, and the payments of interest and
principal of the preferred second mortgage bonds secured by
these presents), to or towards the payment of interest upon
the income second mortgage bonds secured by these presents,
as in the coupons annexed thereto required : provided, that if
the said net earnings shall be insufficient to pay the coupons
for any half year in full, such portion of the said net earnings
as shall be less than one half of one per cent, upon all the
coupons then outstanding, may be reserved and included in the
next payment of interest upon the said income bonds.
The words unet earnings" as herein used are hereby declared
186
and agreed to mean such surplus of the earnings of the said
railroad as shall remain after paying all expenses of operating
the said railroad and carrying on its business, including all
taxes and assessments, and payments on incumbrances prior in
lien to these presents, upon specific portions of the property
hereby conveyed, of completing, repairing or replacing the said
railroad, its appurtenances and equipments, so that the same
shall be in high condition, and of providing such additional
equipment as the said Company shall deem necessary for the
business of the said railroad.
It is hereby declared and agreed, that the said trustees, if,
in their judgment a default shall have been committed in the
omission to apply net earnings to the payment of interest on
the said income bonds, as herein required, may in their discre¬
tion, proceed, by suit or suits in equity, to ascertain judicially
the existence of such default, and to enforce the rights of the
bondholders by reason thereof under these presents,by entry or
by sale, or by both, and may also, in their discretion, apply to
the court or courts, in which such suits may be instituted, for
the appointment of one or more receivers.
And it is hereby further declared and agreed, that it shall be
the duty of the said trustees, upon a requisition in writing,
signed by the holders of a majority in interest of the said in¬
come bonds, and upon proper indemification by such holders
againsts the costs and expenses to be by them incurred, to pro¬
ceed, by suit or suits in equity, to enforce the rights of the
bondholders, and. in the discretion of the trustees, to apply, in
such suit or suits, for the appointment of a receiver or receivers
as foresaid.
3. If the default be in issuing an excess of preferred or com¬
mon stock, or in making or delivering any deed of trust, or
mortgage, in violation of Article Sixth of these presents, the
trustees may and on the requisition of any holder of bonds of
either class, or of any holder of such preferred stock, it shall
be the duty of the trustees, on proper indemnification as afore¬
said by the persons making such requisition, to proceed, by
suit or suits in equity, to restrain or enjoin the said Company
187
from such violation, or to obtain other equitable remedy or re¬
lief in respect thereto, as, being advised by counsel learned in
the law, the trustees shall deem to be most expedient.
4. If the default shall be in the omission of any act or thing
required by Article Seventh of these presents, for the further
assuring the title of the trustees to any property or franchises
now possessed or hereafter acquired, or in the omission to com¬
ply with each and all the provisions of Article Tenth of these
presents or with any other provision herein contained, to be
performed or kept by the said Company, then, and in either of
such cases, the trustees may, in their discretion, or upon the
requisition as aforesaid of a majority in amount of the holders
of each class of the bonds secured by these presents, it shall be
their duty to enforce the rights of the bondholders by reason
of such default, subject to the power hereby declared of a ma¬
jority in interest of the holders of each class of the said bonds,
by requisition in writing, or by a vote at a meeting duly held,
to instruct the said trustees to waive such default, or, upon
adequate indemnity as aforesaid, to enforce the rights of the
bondholders by reason thereof, provided that no action of the
said trustees or bondholders, or both, in waiving such default
or otherwise, shall extend to, or be taken to affect any subse¬
quent default, or to impair the rights resulting therefrom.
5. If the default be as to interest on the income second
mortgage bonds, but there be no default in respect to interest
or principal of the preferred second mortgage bonds, then, and
in that case, —or if, at any time not less than thirty days be¬
fore the time notified for the sale of the premises hereby con¬
veyed, the payments so in default in respect to the preferred
second mortgage bonds shall be advanced or paid to the
trustees, under the written authority or sanction of holders
of a majority in amount of the income bonds, or of a resolu¬
tion adopted at a meeting, duly held, of such holders,—or if
the default be other than those specified in the first clause of
this Article, then and in either of such cases, the sale of the
premises aforesaid shall be made subject to the prior lien
created by these presents in favor of the preferred second
188
mortgage bonds; and if the sale be made, subject as aforesaid,
and if, by reason of the default in the payment of interest on
the said preferred second mortgage bonds, the principal thereof
would have become due, the provision of these presents where¬
by the said bonds would become due, shall be suspended by
the trustees until another default shall happen.
Provided Nevertheless, That the aforesaid provisions reg¬
ulating the discretion of the trustees in the exercise of the
aforesaid powers granted by these presents, or other of them,
shall operate for such purpose only as between the trustees and
the bondholders ; and shall not, nor shall any of the said pro¬
visions, avail or be construed to operate as conditions to the
valid or effectual exercise of the said powers, or either of them,
or to defeat or affect any entry, sale or conveyance which they
may make by virtue of the powers of entry or sale granted by
these presents.
Article Twelfth. It is mutually agreed, bv and betwreen
the parties hereto, that the word " trustees," as used in these
presents, shall be construed to mean the trustees for the time
being, whether both or either be original or new ; and when
ever a vacancy shall exist, to mean the surviving or continuing
trustee, and such trustee shall during such vacancy, be com¬
petent to exercise all the powers granted by these presents to
parties of the second part. And it is mutually agreed by and
between the parties hereto, as a condition on which the parties
of the second part have assented to these presents : that
neither of the said trustees shall be in any manner responsible
for any default or misconduct of the other; that the said trus-
»
tees shall be entitled to just compensation for all services which
they mav hereafter render in their trust, to be paid bv the
said Company, or out of the income of the property ; and for
that purpose may, at any time, apply to the courts, without
notice to any person but the St. Louis, Alton and Terre Haute
Railroad Company ; that either of said trustees, or any suc¬
cessor, may resign and discharge himself of the trust created
by these presents, by notice in writing to the said Com¬
pany, and to the existing trustee, if there be such, three
189
months before such resignation shall take effect, or such
shorter time as they may accept as adequate notice, and upon
the due execution of the conveyances hereinafter required ;
that the said trustees, or either of them, may be removed by a
vote of a majority in interest of the holders of each class of
the aforesaid bonds, the said vote being had at meetings duly
held of each class of the said bondholders, and attested by an
instrument under the hands of the persons so voting ; that in
case at any time hereafter either of the said trustees, or any
trustees hereafter appointed, shall die or resign, or be removed
as herein provided, or by a court of competent jurisdiction, or
shall become incapable or unfit to act in the said trust, a suc¬
cessor to such trustee shall be appointed by the surviving or
continuing trustee, with the consent of the holders for the
time being of a majority in interest of each class of the said
bonds then outstanding, or the consent of meetings duly held
of the holders of each class of the said bonds ; and the
trustee so appointed, with the trustee so surviving or continu¬
ing, shall thereupon become vested with all the powers,
authorities and estates granted to or conferred upon the
parties of the second part by these presents, and all the rights
and interests requisite to enable him to execute the purposes of
this trust, without any further assurance or conveyance, so far
as such effect may be lawful ; but the surviving or continuing
trustee shall immediately execute all such conveyances and
other instruments as may be fit or expedient for the purpose of
assuring the legal estate in the premises, jointly with himself,
to the trustee so appointed ; and upon the death, resignation
or removal of any trustee, or any appointment in his place in
pursuance of these presents, all his powers and authority by
virtue hereof shall cease ; and all the estate, right, title and
interest in the said premises of any trustee so dying, resigning
or being removed shall, if there be a co-trustee surviving or
continuing in office, wholly cease and determine ; but the said
trustee so resigning or being removed shall, on the written
request of the new trustee who may be appointed, immediately
execute a deed or deeds of conveyance to vest in such new
trustee, jointly with the continuing trustee, and upon the
190
trusts herein expressed, all the property, rights and franchises
which may be at that time held upon the said trusts. Pro¬
vided nevertheless, and it is hereby declared and agreed, that
in case it shall at any time hereafter prove impracticable,
after reasonable exertions, to appoint, in the manner herein¬
before provided, a successor in any vacancy which may have
happened in said trust, application, in behalf of all the holders
of the bonds secured hereby, may be made by the surviving or
continuing trustee ; or if the trust be wholly vacant, by
holders of the bonds secured hereby to the aggregate amount
of one hundred thousand dollars, to any Circuit Court of the
United States for any judicial district in which any part of
the aforesaid railroad may be situate, for the appointment of a
new trustee or new trustees.
In Witness V hereof, the parties of the first part have
hereunto set their respective hands and seals, and the parties
of the second part have also set their respective hands and
seals, for the purpose of evidencing their acceptance of the
trust hereby created, on the day and year first above written.
Ko Bert Bayard. (Seal.)
Samuel J. Tilden. (Seal.)
Joseph Tuckerman. (Seal.)
John G. Richardson. (Seal.)
Russell Sage. (Seal.)
Elisha Judson Hawley. (Seal.)
Sealed and delivered in presence of
John Rankin, Jr.
John L. Drummond.
Acknowledged by Robert Bayard Samuel J. Tilden, Joseph
Tuckerman, John G. Richardson, Russell Sage and Elisha
Judson Hawley, before Charles Hettleton, notary public, city
and county of Hew York, and Commissioner for Indiana in
Hew York, September 5, 1862.
191
Certificate of H. W. Genet, Clerk, City and County of New
York, as to official character of notary attached.
Recorded, Illinois, St. Clair County, September 16, 1862, in
Book N 3, page 295 ; City of Alton, October 30,1862, in Book
W, page 56 ; Madison County, September 18, 1862, in Book
74, page 95 ; Macoupin County, September 17, 1862, in Book
YY, page 424; Montgomery County, September 19, 1862, in
Book 1, page 532 ; Christian County, September 22, 1862, in
Book 19, page 494 ; Shelby County, September 19, 1862, in
Book 26, page 286 ; Moultrie County, September 24, 1862,, in
Book L, page 479 ; Coles County, September 20, 1862, in
Book 8, page 125 ; Edgar County, September 20, 1862, in
Book 25, page 52; Indiana, Vigo County, September 20, 1862,
in Book 25, page 273.
192
EQUIPMENT MORTGAGE.
Russell Sage
and the
St. Louis, Alton and Terre Haute Railroad Company
to
Samuel J. Tilden and Thomas Denney, Trustees.
$150,000
Dated March 1, 1870.
Bonds mature March 1, 1880.
Interest at ten per cent, per annum, payable March and
September.
This Indenture, made this first day of March, in the year
one thousand eight hundred and seventy, between Russell
Sage, of the City of New York, of the first part, the St. Louis,
Alton and Terre Haute Railroad Company, of the second part,
and Samuel el. Tilden and Thomas Denny, both of the said
city, of the third part :
Whereas, The said party of the second part is a Railway
Company created and existing under the laws of the States of
Indiana and Illinois respectively, and as such is operating as
the owner thereof, a railroad known as the Belleville branch
of the St. Louis, Alton and Terre Haute Railroad, and has
engaged to operate, as the lessee thereof, a certain other rail¬
road running or to be run, in connection therewith, which is
known, or to be knowm, as the Belleville and Southern Illinois
Railroad ;
And W hereas, For the purpose of operating and carrying on
the business of said railroads, respectively, the said party of the
second part has contracted to purchase from the said party of
the first part certain locomotives, tenders, cars, and other roll¬
ing stock and equipment, to be supplied by the said party of
the first part, from time to time, as the same shall be required
by the said party of the second part, at certain prices to be
agreed upon between said parties, and a schedule whereof
19H
shall upon each such purchase be annexed to this indenture,
which schedule shall identify and describe the property so
purchased by stating the following particulars, or such of them
as may be applicable thereto, viz.: the number where and by
whom built, name, size of driving wheel, in inches, and such
other peculiarities, if any, as may be necessary, sufficiently to
identify and describe the locomotive, tender, car or other
rolling stock so purchased.
And Whereas, In payment for the purchase money of the
property aforesaid, the said party of the second part has re¬
solved to issue a series of one hundred and fifty certain bonds
or obligations, bearing date on the first day of March, 1870,
and payable in ten years from date, and has reserved the right
hereafter to increase the amount of said bonds to three hundred
thousand dollars for the purposes of such purchases ; which
said bonds are to be secured to be paid, with the interest
thereon, by a first and paramount lien upon the property to be
purchased as aforesaid.
And Whereas, The said bonds to be issued as aforesaid, are
all of like tenor and in the form following :
UNITED STATES OF AMERICA,
States of Indiana and Illinois,
N o.~—— $1,000
St. Louis. Alton and Terre Haute Railroad Company.
Ten Per Cent. Equipment Bonds.
Know all men by these presents. That the St. Louis, Alton
and Terre Haute Railroad Company is indebted to Russell Sage,
of the City of New York, or bearer, in the sum of one thou¬
sand dollars, lawful money of the United States of America,
which the said Company hereby promises to pay to the said
Russell Sage,or to the bearer hereof.on the first day of March, in
the year one thousand eight hundred and eighty, at the office
or agency of said Company, in the City of New York, with
interest thereon from the date hereof at the rate of ten per
centum per annum, payably semi-annually at the said office or
agency, in the City of New York, upon the first days of March
and September in each year, upon the presentation and sur¬
render of the annexed coupons as they severally become due ;
and it is hereby expressly declared and agreed that in case
194
default shall be made in the payment of any half-yearly instal¬
ment of interest on this bond, which shall become due and be
demanded, and if such instalment of interest shall remain un¬
paid and in arrear for the period of ten days after the maturity
thereof, the principal of this bond, as well as of each of the
bonds of the series of which this bond is one, may be declared
and made to become due and payable immediately, in the
manner and with the effect provided in the deed of trust or
mortgage hereinafter mentioned.
This bond is one of a series of one hundred and fifty bonds
of one thousand dollars each, numbered consecutively from one
to one hundred and fifty inclusively, and amounting in the
aggregate to one hundred and fifty thousand dollars, all of
which, are of similar tenor and date, issued by the St. Louis,
Alton and Terre Haute Eailroad Company to secure the pay¬
ment of the purchase money of rolling stock and equipment ac¬
quired and to be acquired for use in the business of the Belle¬
ville branch of the railroad of said Company, and of the
Belleville and Southern Illinois Ilailroad, heretofore leased by
it ; and the said Company reserves the right to increase the
aggregate amount of said bonds to not exceeding three hundred
thousand dollars, by a further issue of similar bonds to an
amount not exceeding one hundred and fifty thousand dollars,
to be used for the same purpose.
The payment of the principal and interest of this bond is
secured by a certain deed of trust or mortgage bearing even
date herewith, duly executed and delivered by the said Eus-
sell Sage and the said Company to Samuel J. Tilden and
Thomas Denny, of the City of New York, trustees, and which
conveys to the said trustees the locomotives, cars and other
equipmemts acquired and to be acquired for the purposes afore¬
said in the said deed described. It is hereby agreed by the
said Company that in case of default in the payment of the
principal or interest of this bond, it will waive, and it does
hereby waive, the benefit of any and all extension, stay and
appraisement laws, whether now existing or hereafter en¬
acted.
This bond shall pass by delivery, or by transfer upon the
books of the Company in the City of New York, or at such
other place as the Company may keep transfer books ; but af¬
ter a registration of ownership, certified hereon by the trans¬
fer agent of the Company, no transfer of this bond, except up¬
on the books of the Company, shall be valid unless the last
transfer shall have been to bearer, and transferability by de-
livery thereby restored, and this bond shall continue subject
195
to successive registrations and transfers to bearer, at the op
tion of each holder.
This bond shall not become valid or obligatory until the
same shall have been authenticated by a certificate endorsed
thereon and duly signed by the said trustees or their suc¬
cessors.
In Witness Whereof, The said Company has caused its cor¬
porate seal to be hereunto affixed and the same to be attested
by the signatures of its President and Assistant Secretary, and
has also caused the coupon hereto annexed to be signed by its
Assistant Secretary, this first dag of March, in the year one
thousand eight hundred and seventy.
President.
Secretary.
: seal. :
:St. L., A. :
:& T. H. :
: R. R. Co. :
196
NOW, THEREFORE, THIS INDENTURE WITNESSETH, That the Said
party of the first part, in consideration of the premises and
of the sum of one dollar to him in hand paid, at or before the
ensealing and delivery of these presents, the receipt whereof is
hereby acknowledged, and in order to secure the payment of
the principal and interest of the bonds aforesaid, or such of
them as shall or may from time to time be issued and disposed
of as herein recited and provided, and every part of the said
principal and interest, as the same shall become payable, ac¬
cording to the tenor of the said bonds, has granted, bargained,
sold, assigned, transferred and set over, and does by these
presents grant, bargain, convey, assign, transfer and set over
unto the said parties of the third part, and the survivor of them,
and their and his successors and successor in the trust by these
presents created, all and singular the locomotives, tenders,
cars, and other rolling stock and equipment specified or to be
specified in the schedule or schedules annexed or to be annexed
to this indenture as hereinbefore provided, or which shall or
may be purchased as aforesaid. And also all the right, title,
interest, property, possession, claim and demand whatsoever,
as well in law as in equity, now held, or hereafter to be ac¬
quired, of the said party of the first part, in, to and concerning
any and all such locomotives, tenders, cars, and other rolling
stock.
To have and to hold the same, And each and every portion
thereof, unto the said parties of the third part, and the sur¬
vivor of them, and their and his successors and successor in
said trust, to the only proper use and behoof of the said parties
of the third part, and the survivor of them, and their and his
successors and successor, but in trust, nevertheless, for the uses
and purposes hereinafter set forth, that is to say :
Article First. Until default shall be made in the payment
of the principal of the said bonds, or some of them, or in the
payment of the interest to accrue on the said bonds, or some
of them, or in the fulfillment of the covenants, or some one of
them, hereinafter set forth on the part and behalf of the said
party of the second part, to be kept or performed, the said
197
party of the second part and its assigns shall be suffered and
permitted to have the actual possession and use of the said
locomotives, tenders, cars, and other rolling stock which may
be purchased as aforesaid.
Article Second. The said party of the second part, for
itself, its successors and assigns, has promised and agreed, and
does hereby covenant, promise and agree to and with the said
parties of the first and third parts, severally and respectively,
that the said party of the second part shall and will at all times
hereafter, until the bonds aforesaid issued and to be issued,
shall have been fully paid and discharged, with all interest to
accrue thereon, pay and discharge all taxes, assessments and
other liens which shall or may be levied, assessed or imposed,
or become lawfully chargeable upon the said rolling stock, or
any portion thereof, after the purchase and delivery of the
same, and that the said party of the second part and its as¬
signs, shall and will keep the said rolling stock in good order
and condition, and to that end from time to time make, or
cause to be made to the same, any and all such repairs and re¬
placements as shall or may be necessary for the purpose of
keeping the same in such condition ; and if the same, or any
portion thereof, shall be destroyed by fire or other accident
while in the possession or use of the said party of the second
part, or its assigns, it or they shall and will replace the prop¬
erty so destroyed by other similar property, equal in all re¬
spects to the same, and such similar property shall be subject
to the lien and operation of these presents in the same manner
and to the like extent as if originally included in the schedules
annexed or to be annexed hereto.
Article Third. In case default shall be made in the pay¬
ment of any interest which may accrue on any of the said
bonds, issued or to be issued according to the tenor hereof, or
of the coupons thereto annexed, or in case default shall be made
in the fulfillment of any of the covenants or agreements herein
set forth to be by the said party of the second part performed
or kept ; and if such default shall continue for a period of
198
thirty days, it shall and may be lawful for the said parties of
the third part, or the survivor of them, or their or either of
their successors or successor, personally, or by their attorneys
or agents, to enter into and upon any and all lands and prem-
mises of the said party of the second part, or its assigns, or
any other place or places where the said hereinbefore described
property may then be and thereupon to take possession of the
said locomotives, tenders, cars and rolling stock, or any part or
parcel thereof, and after taking such possession, or without
taking such possession, it shall be lawful for the said trustees
or trustee hereunder to sell and dispose of, all and singular, the
said locomotives, tenders, cars and equipment, or any part or
parcel thereof, at public auction either in the city of St. Louis
or in any place where the property so taken possession of
may be then situate, as the said trustees or trustee may in their
or his discretion deem advisable and may appoint ; but pre¬
paratory to any and every such sale the said trustees or trustee
shall give public notice of the time and place thereof by ad¬
vertisement to be published not less than three times a week, for
two weeks, in one or more newspapers in each of the cities of
New York and St, Louis ; and the said trustees or trustee may
adjourn any such sale from time to time, in their or his discre¬
tion, and if so adjourning may make the same, without further
notice at the time and place to which the same may be ad¬
journed : and upon any and every such sale being made as
aforesaid, the said trustees or trustee making the same shall be
authorized to deliver to the purchaser or purchasers the prop¬
erty which shall be sold, and execute and deliver to him or
them any and all instruments of sale, assignment or transfer
which shall or may be necessary or proper to vest in him or
them the title thereto.
And it is hereby declared and agreed that any and every
sale of said property which may be made as aforesaid, shall be
a perpetual bar, both in law and equity, against the said par¬
ties of the first and second parts, and each of them, as well as
against any and all other persons lawfully claiming or to claim
the said property, or any part or parcel thereof, or any interest
therein, by, from, through or under the said parties of the first
199
and second parts, or either of them. And after deducting from
the proceeds of such sale just allowances for all expenses there¬
of, and all advances or liabilities which shall or may have been
made or incurred by the said trustees or trustee in respect to
the said property, including attorneys' and counsel fees and all
other expenses, advances and liabilities which may have been
made or incurred by them or him while the said property shall
have been in their or his possession, in respect thereto or the
sale thereof, as well as just and reasonable compensation for
their or his own services, it shall be lawful for the said trustees
or trustee to apply the proceeds of such sale to the payment of
the principal of such of the aforesaid bonds as may be at that
time unpaid, whether or not the same shall have previously be¬
come due, and of the interest which shall at that time have ac¬
crued on the said principal and be unpaid, without discrimination
or preference, but ratably to the aggregate amount of such
unpaid principal and accrued and unpaid interest, and if, after
the satisfaction thereof, a surplus of the said proceeds shall re¬
main, then to pay over the said surplus to the said party of
the second part, or its assigns, or to render the same as any
court of competent jurisdiction shall order.
And it is hereby declared and agreed that the receipt or re¬
ceipts of the said trustees or trustee making such sale shall be
a sufficient discharge to the purchaser or purchasers of the said
property, or any portion thereof, for his or their purchase
money, and that such purchaser or purchasers, his or their
heirs, executors or administrators, shall not, after payment of
such purchase money and delivery to him or them of such re¬
ceipt, be liable to see to the application of such purchase
money, or any part thereof, upon or for the trusts and pur¬
poses of these presents, or in any manner howsoever be an¬
swerable for any loss, misapplication or non-application of such
purchase money, or any part thereof, or be obliged to enquire
into the necessity, expediency or authority of or for any such
sale.
Article Fourth. At any sale of the aforsaid property, or
any portion thereof, whether made by virtue of the power
herein granted or by judicial authority, the trustees or trustee
200
hereunder for the time being may, in their or his own discre¬
tion, and not otherwise, bid for and purchase, or cause to be
bidden for and purchased, the property so offered for sale, or
any portion thereof, in behalf of the holders of the bonds
secured by this instrument which shall be then outstanding, in
the proportion of the respective interests of such bondholders,
at a reasonable price, if but a portion of the said property shall
be sold, or if all of it be sold, at a price not exceeding the
whole amount of such bonds then outstanding, with the interest
accrued thereon.
Article Fifth. In case default shall be made in the pay¬
ment of interest on any of the bonds aforesaid, and that such
interest shall remain unpaid and in arrear for the period of
ten days after the same shall become due and be demanded
according to the tenor of said bonds or the terms of any cou¬
pon thereto annexed, then, and in every such case, the princi¬
pal of all the bonds secured hereby shall, at the option of the
trustees or trustee for the time being, become immediately due
and payable, anything contained in the said bonds, or either of
them, or anything hereinbefore set forth to the contrary in
any wise notwithstanding ; but a majority in interest of the
holders of the said bonds may, by an instrument in writing
signed by such majority, instruct the said trustees or trustee to
declare the said principal to be due, or to waive the right so to
declare, on such terms and conditions as such majority shall
deem proper, or may annul or reverse the action of the said
trustees or trustee in the premises, at any time before the said
trustees or trustee shall have actually sold the said property, or
some portion thereof pursuant hereto ; Provided, always,
that no action of the said trustees or trustee of the said bond¬
holders shall extend to or be taken to affect any subsequent
default or to impair the rights resulting therefrom.
Artice Sixth. The parties of the first and second parts,
respectively, shall from time and at all times hereafter, and as
often as thereunto requested by the trustees or trustee for the
time being hereunder, execute, deliver and acknowledge any
2(1
and all such further or other deeds, convepances and assur¬
ances in the law, for the better assuring unto the said trustees
or trustee upon the trusts herein expressed, the rolling stock
hereinbefore described or intended so to be, and any rolling
stock or equipment by which the same or any part thereof
may be replaced or substituted pursuant hereto, as by the said
trustees or trustee, or by their or his counsel learned in the
law, shall be reasonably advised, devised or required ; and in
particular the said parties of the first and second parts shall
and will, upon any and every purchase of said property by the
said party of the second part, annex hereto a schedule thereof,
specifying the particulars hereinbefore mentioned ; Provided,
always, that either of said parties shall be authorized to annex
such schedule and to do any and every matter and thing neces¬
sary or proper to bring the property so purchased under the
lien and operation of these presents before or simultaneously
with the delivery thereof to the said party of the second part.
Artice Seventh. And the said party of the second part
hereby covenants and agrees to and with the said party of the
first part and to and with the said parties of the third part
that the said party of the second part, or its assigns, shall and
will well and truly pay the principal and interest of said bonds
as the same shall become due, and well and truly do. keep and
perform any and every matter and thing hereinbefore men¬
tioned to be bv the said party of the second part, or its as¬
signs, done, kept or performed.
Article Eighth. It is hereby expressly declared and agreed
that in case the said party of the second part, or its assigns,
shall well and truly pay the principal and interest of the said
bonds, and every of them, and do, keep and perform every act
and thing hereinbefore mentioned or expressed to be by it
done, kept or performed, then, and in such case, all the right,
title and interest of the said parties of the third part in or to
the property aforesaid, or any portion thereof, under and by
virtue of these presents, shall cease, determine and become
void ; otherwise the same shall be and remain in full force and
virtue.
202
Article Ninth. It is hereby declared and agreed that it
shall be the duty of the trustees or trustee for the time being
hereunder to exercise the powers of entry and sale hereinbefore
granted, or to take appropriate proceedings in equity or at
law to enforce the rights of the holders of the bonds secured
to be paid by these presents, upon requisition in writing made
to said trustees or trustee by any holder or holders of the said
bonds to the amount of fifty thousand dollars, and a proper
indemnification by the person or persons making the same
against the costs and expenses to be by such trustees or trustee
thereby incurred.
Article Tenth. It is mutually agreed by and between the
parties hereto, that the words " trustees" and u trustee" as
used in these presents, shall be construed and understood to
mean the persons, or in case there is but one trustee surviving
or continuing in office, the person who, for the time being,
may be charged with the exection of the trusts of these
presents, whether such persons or person be the parties of the
third part or one of them, or their or one of their successors or
successor in the trust created by these presents. And it is fur¬
ther agreed that each of the said trustees shall be entitled to
just compensation for all the services which he may hereafter
render in this trust, to be paid by the said party of the second
part or its assigns, or allowed out of any trust funds coming
into the possession of said trustees by virtue of these presents;
and that the said trustees, or either of them, may at any time
and without notice to any party but the said Company or its as¬
signs, apply to any court of competent jurisdiction for the allow¬
ance of such compensation. And it is further agreed that said
trustees, or either of them, or their or either of their successors
or successor, may resign and be discharged of the trusts
created by these presents, by giving notice in writing to the
parties of the first and second parts to these presents at least
three months before the time mentioned therein for such resig¬
nation to take effect or such shorter notice as may be accepted
by the said parties of the first and second parts, and upon the
due execution of the instruments hereinafter required. And
203
it is further agreed that the said trustees or either of them, or
their or either of their successors or successor, may be removed
by a majority in interest of the holders of the aforesaid bonds,
by an instrument in writing signed by such majority in interest
of said holders ; that in case at any time hereafter the said
trustees, or either of them, or their or either of their successors
or successor, shall die or resign, or be removed as herein pro¬
vided, or by a court of competent jurisdiction, or shall become
incapable or unfit to act in the said trust, a successor or succes¬
sors to such trustees or trustee may be appointed by a majority
in interest of the holders of said bonds then outstanding, which
appointment shall be made by an instrument in writing signed
by such majority in interest of said holders ; and the trustees
or trustee so appointed shall thereupon become vested with
the same powers and authorities as if appointed by these
presents without any further assurance or conveyance ; and upon
the resignation or removal of any trustee, and an appointment
in his place in pursuance of these presents, all the powers and
authorities of the trustees so resigning or being removed shall
cease ; but nevertheless such trustee so resigning or being re¬
moved shall, on the written request of the new trustees or
trustee who may be appointed, immediately execute a good
and sufficient instrument of transfer and release to vest in
such new trustees or trustee, upon the trusts herein expressed,
all the right, title and interest of such resigning or removed
trustees or trustee, in, to and concerning the property covered
by or intended to be included in the lien of these presents.
In Witness Whereof,, the said party of the second part has
caused its corporate seal to be hereunto affixed, and the same
attested by the signatures of its President and Assistant Secre¬
tary, and the said parties of the first and third parts have here-
204
unto set their respective hands and seals, the day and year first
above written.
U. S. Int.
Rev.
Stamp.
$50.
Russell Sage.
(Seal.)
Signed, sealed and delivered in
the presence of
Charles Nettleton.
St. Louis, Alton and Terre Haute Railroad
Company bv
•/
Charles Butler,
President.
G. H. Gurley,
Assistant Secretary.
Seal
St. L., A.
& T. H.
R. R. Co.
1862.
Samuel J. Tilden. (Seal.)
Thomas Denny.
(Seal.)
U. S. Int.
Rev.
Stamp $200.
U. S. Int.
Rev.
Stamp $50.
Acknowledged by Charles Butler, President; G. H. Gurley,
Assistant Secretary ; Samuel J. Tilden and Thomas Denny,
trustees, and Russell Sage, before Charles Nettleton, Commis¬
sioner for the State of Illinois in the City of New York, May
28, 1870.
The original mortgage bears no evidence of having been re¬
corded. (August 2, 1879.)
205
Certificate of Incorporation (Illinois
of the
St. Louis, Alton and Terre Haute Railroad Company.
Whereas, We, the undersigned, have become the purchasers
of the Terre Haute, Alton and St. Louis Railroad, extending
from Terre Haute, in the State of Indiana, to East St. Louis,
or Illinoistown, in the State of Illinois, and from Illinoistown
to Belleville, and from the Junction to Alton, in the State of
Illinois ;
And whereas, The said purchase was made by us at a sale
thereof, made by virtue of certain mortgages or deeds of trust,
under the decrees of the Circuit Court of the United States for
the Southern District of Illinois, and the Circuit Court of the
United States for the District of Indiana, and pursuant to the
powers in such mortgages or deeds of trust contained, executed
in compliance with the aforesaid decrees.
Now, in conformity to the provisions of an Act of the Legis¬
lature of the State of Illinois, entitled "An Act to perfect the
title of the purchasers of the Terre Haute, Alton and St. Louis
Railroad, and to enable such purchasers, when the road is sold,
to form a corporation, and defining the rights and duties of
such corporation, " approved by the Governor February 18th,
1861,
We, the undersigned, purchasers of the said Terre Haute. Al¬
ton and St. Louis Railroad, do hereby certify :
First.—That the name of the corporation organized pursuant
to the aforesaid act shall be the " St, Louis, Alton and Terre
Haute Railroad Company/'
Second.—That the number of directors of said company shall
be thirteen, until such number shall be altered in the manner
by law provided.
Third.—That the names of the first directors are Robert
Bayard, John G. Richardson, Pickering Clark, Charles Butler,
Russell Sage, Samuel J. Tilden, William D. Griswold, Gusta-
vus Koerner, Anthony Thornton, John S. Hayward, Levi
Davis, Hiram Sanford, Ralph Tousey.
206
Fourth.—That the period of service of such first directors
shall be and continue until the second Thursday of June, 1863.
Fifth.—-That the amount of the original capital stock of the
said company shall be three millions and seven hundred and
fifty thousand dollars ; and the number of shares into which
the said capital stock is to be divided shall be thirty-seven
thousand and five hundred ; which amount shall include the
preferred stock as well as the common stock, provided that
such portion of the said stock as shall not be issued within six
months from the filing of this certificate shall be canceled.
In witness whereof, we have hereunto set our hands, this
nineteenth day of June, in the year one thousand eight hun¬
dred and sixty two.
I, Sharon Tyndale, Secretary of State of the State of
Illinois, do hereby certify that the foregoing is a true copy of
the certificate of incorporation of the St. Louis, Alton and
Terre Haute Railroad Company, now on file in my office.
In witness whereof, I have hereunto set my hand and affixed
the great seal of the State, at the City of Springfield, this 16th
day of May, A. I). 1865.
(The certificate was filed in his office, June 4, 1863. G. D.)
Robert Bayard.
j
Samuel J. Tilden,
John G. Richardson
Joseph Tuckerman,
Russell Sage.
Seal.
State of
Illinois.
Sharon tyndale ,
Secretary of State.
207
Certificate of Incorporation (Indiana)
of the
St. Louis, Alton and Terre Haute Railroad Company.
Whereas, wo, the undersigned, have become the purchasers
of the Terre Haute, Alton and St. Louis Railroad, extending
from Terre Haute, in the State of Indiana, to East St. Louis or
Illinoistown, in the State of Illinois, and from Illinoistown to
Belleville, and from the Junction to Alton, in the State of
Illinois ;
And whereas, The said purchase was made by us in pursuance
of an agreement by and between a majority in interest of the
creditors of the Terre Haute, Alton and St. Louis Railroad
Company, and the majority in interest of the stockholders of
the said company, embracing a plan for the re-adjustment of
the debt and stock of the said company ; and at a sale thereof,
made by virtue of certain mortgages or deeds of trust under
the decrees of the Circuit Court of the United States for the
Southern District of Illinois (and the Circuit Court of the
United States for the District of Indiana), and pursuant
to the powers in such mortgages or deeds of trust con¬
tained, executed in compliance with the aforesaid decrees ;
How, in conformity to the provisions, of an act of the
legislature of the State of Indiana, entitled " An act to author¬
ize and regulate the sale of and to perfect the title to pur¬
chasers of railroads heretofore sold or hereafter to be sold, by
foreclosure, or other proceedings in law or equity, and to en¬
able them to organize corporations and to exercise corporate
and other powers, to provide for the payment of stock injured
by such corporations, and to provide for the payment of ticket
and freight balances," approved by the Governor March 5,
1861.
We, the undersigned, purchasers of the said Terre Haute,
Alton and St. Louis Railroad, do hereby certify :
208
First.—That the name of the corporation organized pursuant
to the aforesaid act shall be the " St. Louis, Alton and Terre
Haute Railroad Company."
Second.—That the number of directors of the said company
shall be thirteen, until such number shall be altered in the
manner by law provided.
Third.—That the names of the first directors are Robert
Bayard, John G. Richardson, Pickering Clark, Charles Butler,
Russell Sage, Samuel J. Tilden, William D. Griswold, Augus¬
tus Koerner, Anthony Thornton, John S. Hayward, Levi Davis,
Hiram Sanford, Ralph Tousey.
Fourth.—That the period of service of such first directors
shall be and continue until the second Thursday of June, one
thousand eight hundred and sixty-three*
Fifth.—That the amount of the original capital stock of the
said company shall be three millions and seven hundred and
fifty thousand dollars, and the number of shares into which
the said capital stock is to be divided shall be thirty-seven
thousand and five hundred; which amount shall include the
preferred stock as well as the common stock, provided that
such portion of the said stock as shall not be issued within six
months from the filing of this certificate shall be canceled.
In witness whereof, We, the purchasers aforesaid, have here¬
unto set our hands this nineteenth day of June, in the year one
thousand eight hundred and sixty-two.
Robert Bayard,
Samuel J. Tilden,
John G. Richardson,
Joseph T uckerman,
Russell Sage.
209
Certificate.
State of Indiana, )
Office of the Secretary of State, ) ss* '
I, John Gilbert Shanklin, Secretary of State of the State of
Indiana, do hereby certify that the foregoing is a full, true and
complete copy of the certificate of incorporation of the 11 St.
Louis, Alton and Terre Haute Railroad Company," of the
State of Indiana, which certificate was filed in this office on
the 24th day of June, A. D. 1862, as appears from the date of
filing thereon endorsed, and now remaining on file in this
office.
In witness whereof, I have hereunto set my hand and affix¬
ed the seal of the State of Indiana, at the City of Indianapolis,
this 19th day of May, A. D. 1879.
J. G. Shanklin,
Secretary of State.
Seal.
State of
Indiana.
210
CHAPTER VIII.
VARIOUS DEEDS AND AGREEMENTS.
DEED AND MORTGAGE (a)
between
The Wiggins Ferry Company
and
The St. Louis, Alton and Terre Haute Railroad
Company.
Dated February 4, 1864.
Conveying certain Real Estate and Regulating
Ferry and Depot Privileges at East
St. Louis.
This Agreement, Made this fourth day of February, A. D.,
1864, between the Wiggins Ferry Company, a corporation
chartered by the State of Illinois, and the St. Louis, Alton and
Terre Haute Railroad Company, a corporation chartered by
the State, Witnesseth :
That Whereas, The said parties are both anxious to secure
permanently to themselves respectively, and to their assigns,
the objects hereinafter mentioned, that is to say, the party first
above named, the ferrying business between the Illinois and
Missouri shore, opposite the city of St. Louis, of all freight and
passengers carried, or to be carried by the above party of the
second part ; and the said party of the second part, the secur¬
ing of proper facilities and advantages for the profitable oper¬
ations of the business of their road, at its western terminus, on
the Mississippi river opposite the city of St. Louis. Now, for
the purpose of carrying out the above mentioned objects, the
said parties have agreed and covenanted as follows, that is to
say: The said Ferry Company, party of the first part, in con¬
sideration of the covenants and stipulations of the said Railroad
Company, party of the second part, herein contained, to be
observed and fulfilled by the said party of the second part,.
(a) Superseded by new deed and agreement, dated October 4, 1864, page
211
does convey and quit claim unto the party of the second part,
all the right, title and interest which does or may vest in them
the said Ferry Company, in and to the parcel of land in the
county or St. Clair and State of Illinois, described as follows,
to wit : Commencing at the south-east corner of United States
survey, number six hundred and twenty four (624) ; thence
north with the east line of said survey, seven hundred and
«
fifty (750) feet ; thence to the south-west corner of said survey,
number six hundred and twenty four (624) ; thence west in
continuation of the south line of said survey to low water mark
of the Mississippi river ; thence down said river, at low water
mark, thirteen hundred (1300) feet; thence north eighty-seven
and a halt (87 •§) degrees, east fourteen hundred feet to Oaho-
kia creek ; thence south eighty-one and a half (81 J) degrees,
east twelve hundred and fifty-three feet, and thence north six
degrees and thirty-five minutes, west nine hundred and five
(905) feet to the place of beginning. Which parcel of land is
bounded on the north and south by the land belonging to the
said party of the first part, and is more plainly exhibited by a
map hereto attached, (a)
Also, that for the purpose of procuring material for raising
all the over flowed portion of the land above described, which
lies west of said creek above the overflow of the river, the
said Ferry Company do grant to the said Railroad Company
right and license to construct a railroad track or tracks over
«
and upon their grounds south of said creek, and lying between
the enclosure, now on the land and the river, and to dig and
transport sand and earth therefrom for said purpose ; main¬
taining the tracks thereon until the same shall be accomplished.
Also, that to accommodate the business interests and neces¬
sities of said Company at East St. Louis, as regards depot and
yard facilities, until such time as the said ground can be raised
and prepared for use as a depot and track yard, the said Ferry
Company do grant to the said Railroad Company leave and
license to occupy their present position on the island without
(a) See map to original contract on file in office of Auditor St. L., A. &
T. H. R. R. Co.
212
rent, and when ready to leave the same to take away their
tracks, buildings and wooden materials thereon in use.
And also the said Ferry Company do agree to furnish and
maintain a good and convenient wharf-boat at the landing,
which is to be constructed by the Railroad Company, as herein
specified, on the river front of the above described grounds,
and from the same to do with the promptness and dispatch
all the ferrying required for the transit of passengers and
freight, coming from or going to said Railroad, over the river,
in good and substantial steam ferry-boats, navigation per¬
mitting, except that said Ferry Company may abandon the
business at any time, on giving the Railroad Company six
months' notice of their determination to do so. The rates of
ferriage to be charged on such freight and passengers shall be
reasonable, and if, at any time, the Railroad Company shall be
dissatisfied with the rates charged, and the Ferry Company shall
not be willing to reduce the same, the question at issue shall
be submitted to the decision of arbitrators, to be appointed in
the manner hereinafter provided.
In consideration of the conveyance aforesaid, and of the
covenants entered into on the part of the said Kerry Company,
the said Railroad Company covenants and agrees that as early
as practicable, in the coming spring they will commence erect¬
ing the embankment contemplated on the described ground,
and that they will continue to prosecute the same until the
whole ground shall be raised above the high water of the river,
and that within the period of five years, from the first day of
May next, they will remove the buildings, tracks and business
entirely from the grounds they now occupy on the island.
That in building up the depot grounds and yard contemplated,
they will grade the levee or wharf, and pave and protect the
same with rock, at their own cost, in a substantial and proper
manner ; and will construct good and sufficient landings for
" o - O
wharf-boats ; the access to which shall be by an easy slope.
Further, that they will provide and maintain, and keep open a
public road or avenue, sixty feet in width, from the north to
the south across said ground along the brow of the slope of
the levee or wharf for access to said ferry for all persons, ani¬
mals and vehicles.
213
And further and particularly, the said Railroad Company
covenants and agrees that so long as the general transit of the
river, in the vicinity of said grounds, shall be done by ferry¬
boats, they will always employ the said Ferry Company to
transport across the said river, all persons and property which
may be taken across the said river, either way, to or from said
island, either for the purpose of being transported on said rail¬
road, or having been brought to said river upon said road, so that
the said Ferry Company, its legal representatives or assigns,
owners of said ferry, shall have the profits of the transporta¬
tion of all passengers, persons and property taken across said
river, either way, by the said Railroad Company to the limit
above stated.
It is also further agreed and understood that until the busi¬
ness of the said Railroad Company shall require the exclusive
accommodation furnished by the ferry-boat's landing at one
wharf-boat, the said Wiggins Ferry Company shall have the
right of doing a general ferry business on said boats and land¬
ing ; but whenever the business of said Railroad Company shall
require the exclusive use of one landing for the accommodation
of its business, that then the said Ferry Company, or its assigns,
shall have the right of having and running to and from said
landing another ferry for doing the business of the public,
with the right of ingress and egress to and from the same, and
with the right of having and maintaining the necessary wharf-
boats at the landing, free of any charge whatever.
It is also further agreed that the said Railroad Company will
not use the public ferry right by them purchased from St.
Clair county, nor suffer any other person or party to use
the same, and that no other ferry than that of the Wiggins
Ferry Company shall ever, at any time, be run or worked to
or from any landing on the above described grounds, with
the permission, consent or approbation of the said Railroad
Company. Nor shall the said Railroad Company, at any time,
permit any passengers and freight coming or going on its
road to cross the river on any other ferry running from said
grounds.
It is further agreed and understood that all condemnations
for depot and other purposes, other than for the right of way
214
and coal yard in Illinoistown, heretofore made under the laws
of Illinois of the property of the party of the first part, by the
said Railroad Company or the Belleville and Illinoistown Rail¬
road Company, now represented by the party of the second
part, are hereby released, relinquished and abandoned by the
said party of the second part—the intention of both parties
hereto being that all such rights, other than the right of way
are hereby superseded and merged in this agreement.
And it is mutually agreed that all questions which may arise
under this agreement, either with regard to ferry rates, ferry
accommodations, or any other point or question growing out
of this agreement shall be submitted to arbitration—each party
hereto selecting one arbitrator ; and in the event that the two
cannot agree, or if they agree upon some points, and disagree
as to others, then the two arbitrators shall have the right to
select a third person as umpire, whose decision shall be binding
and obligatory upon both parties. The parties may appear by
counsel in any such arbitration.
In testimony whereof the said parties have caused their sev¬
eral corporate seals to be attached, and the names of their sev¬
eral presidents to be subscribed hereto on the day and year
above first named. (Executed in duplicate, each being an
original.)
Lewis V. Bogy,
President
Attest
Henry L. Clark,
Secretary.
IMnoif : W. D. Griswold,
• President.
Attest :
St. L. A. : J. B. Ralston,
| T; H. ; Secretary.
The following resolution of the Board of Directors of the
St. Louis, Alton and Terre Haute Railroad Company was
adopted at a meeting of said Board, held in St. Louis on the
15th day of March, 1864 :
215
Resolved, That the contract made and executed bv and be-
7 «/
tween this Company and the "Wiggins Ferry Company," and
dated on the 4th day of February, A. D. 1864, and reported
to this Board by the President, be and the same is hereby
adopted and ratified by this Board in behalf of the St. Louis,
Alton and Terre Haute Railroad Company, and that the same
be entered upon the minutes of the Board.
J. B. Ralston,
Secretary.
The following resolution of the Board of Directors of the
Wiggins Ferry Company was adopted at a meeting of said
Board, held in St. Louis on the 17th day of March, 1864 :
Resolved, That the contract made and executed by and be¬
tween this Company and the St. Louis, Alton and Terre Haute
Railroad Company, and dated on the 4th day of February,
A. D. 1864, and reported to this Board by the President, be
and the same is hereby adopted and ratified by this Board, in
behalf of the Wiggins Ferry Company, and that the same be
entered upon the minutes of the Board.
Henry L. Clark,
Secretary.
State of Illinois, )
St. Clair County, f ss"
On the 15th day of March, 1864, came personally before me
W. D. Oris wold, President of the St. Louis, Alton and Terre
Haute Railroad Company, and on the 17th day of same month
and year came personally before me Lewis Y. Bogy, President
of the Wiggins Ferry Company, and acknowledged the execu¬
tion of the foregoing conveyance and agreement by the said
Companies severally as their act and deed for the purposes
therein expressed.
Witness my hand and seal at East St. Louis this 25th day of
March, 1864.
John B. Bowman,
[seal.] Notary Public,
Town of East St. Louis.
Recorded in Book M4, page 221, Records of St. Clair
County, Illinois.
216
Deed and Agreement
between
The Wiggins Ferry Company
and
The St. Louis, Alton and Terre Haute Railroad Company.
Dated October 4, 1864.
Reconveying title to certain Real Estate, and
changing Terms of Deed and Agreement
of Feb'y. 4, 1864.
Depot and Ferry Privileges at East St. Louis.
Whereas, The Wiggins Ferry Company, a corporation
chartered by the State of Illinois, and the St. Louis, Alton
and Terre Haute Railroad Company, a corporation also char¬
tered by the same State, entered into articles cf agreement on
the 4th of February, 1864, and which agreement is recorded
in the Recorder's office of St. Clair county, State of Illinois,
in Book M4, page 221, by which the said Wiggins Ferry Com¬
pany conveyed to said St. Louis, Alton and Terre Haute
Railroad Company, certain pieces or parcels of land, and
which are in said agreement particularly described, and are
also exhibited on a plat attached to said agreement, for depot
grounds and railroad purposes for said railroad in considera¬
tion of which said Railroad Company entered into certain
covenants and stipulations which were to be observed and ful¬
filled by it : (a.)
And Whereas, Said St. Louis, Alton and Terre Haute
Railroad Company is now desirous of having a new and more
advantageous location for its depots and railroad purposes on
other grounds of the said Wiggins Ferry Company ;
And Whereas, The said iggins Ferry Company being yet
anxious to secure the ferrying of all the freight and passengers
coming or going on said railroad as is expressed in said con-
(a.) See original deed and agreement, page 273.
217
tract of the 4th of February, 1864, is willing that the change
of location desired by the said Railroad Company should be
made ;
Now, Therefore, In consideration of the above and the sum
of seventy-live thousand dollars, to be paid as hereinafter
specified, and the covenants and stipulations on the part of
the said railroad company herein contained and the reconvey¬
ance back of the land described in the agreement of the 4th of
February, 1864, except a strip one hundred feet wide, over
which the Belleville tracks are now located.
"The said Wiggins Ferry Company, party of the first part,
by these presents, conveys and quit claims unto the St. Louis,
Alton and Terre Haute Railroad Company all their right, title
and interest in the following described pieces or parcels of
land, lying and being in wrhat is now known as East St. Louis
in St. Clair county, Illinois, viz : Commencing at the north¬
west corner of block number (6) six, on the south side of Bogy
street, reference being had to the recorded plat of the ferry
division of East St. Louis ; thence eastwardly along the south¬
ern line of said street, the distance of eighteen hundred (1800)
feet ; thence to a point on the west shore of Cahokia creek
three hundred and fifty (350) feet distant from the middle of
the west end of the bridge over said creek, on the Belleville
turnpike road and south of said bridge ; thence eastwardly
parallel with said bridge to the centre of said creek channel,
thence southwardly along the centre of said creek channel
a point opposite the point of land between said Cahokia creek
and the old channel of the Mississippi river ; thence south¬
wardly to a point on the east shore of the old river channel
five hundred (500) feet, from and south of the north line of
Pratte street, produced eastwardly ; said distance to be mea¬
sured at right angles to said line so produced ; thence in a
northwesterly direction to a point on the north line of Pratte
street, produced eastwardly fifteen hundred (1500) feet from
the southwest corner of block number (7) seven ; thence along
the north line of Pratte street fifteen hundred (1500) feet, to
the southwest corner of block number seven (7) ; and thence
northwardly along the east side of Front street eight hundred
218
and seventy {870) feet to the place of beginning, as will be
more fully shown by the map hereto attached, (a.)
The said ' iggins Ferry Company in consideration of the
covenants hereinafter mentioned on the part of the said Rail¬
road Company, agrees to furnish and maintain a good and
sufficient wharf-boat at the landing to be made bv the said
O v
Ferry Company,m front of the said Railroad Company 's grounds
and from the same, to do with the promptness and dispatch all
the ferrying required for the transit of passengers and freight,
coming from or going on or to said railroad over the river, in
good and substantial steam ferryboats, navigation permitting,
except the said Ferry Company may abandon the business of
ferrying at any time, by giving six months' notice of their
determination to do so.
The rates of ferriage to be charged on said freight and pas¬
sengers shall be reasonable, but it is understood that a reason¬
able time shall be given the party of the first part to grade and
prepare the levee opposite the said Railroad Company's depot
grounds herein secured, and until that is done, boats will be
landed opposite the St. Clair county dike, or as near thereto
as a landing can safely be made.
It is also agreed by the party of the first part, that the Rail¬
road Company shall have free passage for freight and pas¬
sengers going or coming on the said railroad over or across
o o n o
the land of the said party of the first part, lying between the
said depot grounds and the Mississippi River,
It is also agreed that to accommodate the business necessi¬
ties of the said Railroad Company, at East St. Louis, as re¬
gards depot grounds and yard facilities, until such time as said
grounds herein granted can be raised and prepared for use for
depot and track yard, the said Railroad Company shall have
leave and license to occupy their present position on the island
without rent, arid when ready to leave the same, to have the
right to remove the buildings on said land, and also the ties
O O #
and rails on the road, but nothing else ; that is to say, the road
(a.) See map attached to the original document on file in office of auditor
of St. L., A. & T. IL R. R. Co.
219
bed and embankments, with the stones and rocks on the same,
or on its sides, as well as the bridge over Cahokia creek, are
to remain undisturbed, as property belonging to the said Ferry
Company. The time allowed for said Railroad Company to
remove to the grounds herein granted shall not extend beyond
the first of May,1869, that being the same time allowed in the
contract of the fourth of February, 1864.
The Railroad Company hereby covenants and agrees to re¬
move as aforesaid to their new grounds, between this time and
the said first day of May, 1869, until which time the party of
the second part agree to leave the front tier of lots, in block
(7) seven, vacant for a passage along the bank of the river; and
if said Railroad Company should fail to remove their buildings
and tracks on to their own grounds by the time above stated,
then and in that case they shall pay rent at the rate of ($10,000)
ten thousand dollars per annum.
In consideration of the above, the said St. Louis, Alton and
Terre Haute Railroad Company hereby reconveys,abandons and
quit claims to the said Wiggins Ferry Company, all the land
conveyed to said Railroad Company by the deed and contract
of the fourth of February, 1864, and which land is in said deed
and contract fully described and is exhibited on a plat attached
to said deed, and for a full description of said land, reference
is here made to said deed and plat, as the same is recorded in
the Recorder's office of St.Clair County, Illinois, in Book M 4,
page 221, except one hundred feet in width, over which the
Belleville tracks are now located. The said Railroad Company
hereby con ven an ting that said land is free and clear of any liens
or incumbrances, done or suffered to be put on it, while the
same belonged to it, the said Railroad Company. It is agreed,
as stated above, that the Railroad Company reserves the strip
one hundred feet in width, where the Belleville tracks are now
located across the grounds last described and particularly re¬
ferred to in the deed and contract of February fourth,
1864.
In consideration of the above, the said Railroad Company
also assigns, transfers and conveys its right, title and claim to
the St. Clair County ferry right or ferry franchise to the said
220
Wiggins Ferry Company or its assigns. The said Railroad
Company hereby covenanting that it shall not use the said
ferry right, bought by or from St. Clair county, Illinois, or
otherwise acquired, nor suffer any other person or party to use
the same with their consent, but the Wiggins Ferry Company
or its assigns.
In further consideration, the said Railroad Company agrees
to pay the said Wiggins Ferry Company the sum of seventy-
five thousand dollars ($75,000), as follows, to wit : Fifteen
thousand dollars ($15,000), on the complete ratification, by
both parties, of this contract, and the remainder, sixty thou¬
sand dollars, ($60,000) in six equal monthly instalments, with
interest at the rate of six per cent, on the deferred payments,
and for security for said payments, the said Wiggins Ferry
Company retains a lien on the grounds herein conveyed.
And further, and particularly, the said Railroad Company
covenants and agrees that so long as the general transit or
crossing of the Mississippi river, in the vicinity of the said
grounds, shall be done by ferry-boats, it will always employ
the said Ferry Company to transport in their ferry-boats, across
the said river, all persons and property which may be taken
across said river, either way, to or from said island, either for
the purpose of being transported on said railroad, or having
been brought to said river upon said road, so that the said Ferry
Company, its legal representatives or-assigns, owners of said
ferry shall have the profit of the transportation of all passengers
or property, taken across said river, either way by the said
Railroad Company.
It is also agreed and understood that all condemnations for
depots and other purposes, other than for the right of way and
coal vards in Illinoistown, heretofore made under the laws of
Illinois of the property of the party of the first part, by the
said Railroad Company, or the Belleville & Illinoistown Rail¬
road Company, now represented by the party of the second
part, are hereby released, relinquished and abandoned by the
said party of the second part, the intention of both parties here¬
to being that all such rights, other than the right of way and
coal yard reservations, in Illinoistown, are hereby superseded
and merged in this agreement.
221
It is agreed between the said parties of the first and second
parts that this agreement supersedes the contract of the fourth
of February, 1864.
It is mutually agreed that all questions that may arise under
this agreement, including ferry rates and ferry accommoda¬
tions, shall be submitted to arbitration, each party
hereto selecting one arbitrator, and in the event that the two
cannot agree, or if they agree upon some points, and disagree
as to others, then the two arbitrators shall have the right to
select a third as umpire, whose decision shall be binding and
obligatory on both parties, and in case one party shall refuse
or neglect to appoint an arbitrator,then the decision of the one
appointed shall be binding upon both parties. The parties may
appear in any such arbitration by counsel.
It is agreed that the railroad company takes the land herein
conveyed to it, subjected to all the leases heretofore given by
the said Wiggins Ferry Company, to any portion of said land,
and the said Wiggins Ferry Company shall have the right to
collect the rents from the lessees occupying said land until the
first day of January, 1866, after which period the said Railroad
Company shall receive said rents.
In testimony whereof, the said parties have caused their
several corporate seals to be attached, and the names of their
several Presidents to be subscribed hereto on the fourth (4) day
of October, A. D., 1865. (Executed in duplicate, each being an
original.)
St. Louis, Alton and Terre Haute Railroad Company
Seal W. F. Co. of
Illinois. Incor¬
porated 1853.
Lewis Y. Bogy,
President Wiggins Ferry Co.
Attest
Henry L. Clark,
Secretarv.
by Charles Butler,
President.
Seal. St. L. A. &
T. H. R. R. Co.
Attest
H. C. Bryant,
Secretary.
222
The following resolution was passed by the board, at a meet¬
ing held at the office of the Wiggins Ferry Company, October
4th, 1865:
Resolved, That the above written agreement, prepared by
Lewis V. Bogy, on the part of the Wiggins Ferry Company,
and Wm. J. Ball, on the part of the St. Louis, Alton and Terre
Haute Railroad Company, for the abandonment on the part of
said Railroad Company of grounds conveyed to it by this Com¬
pany on February 4th, 1864, and the conveyance to said Com¬
pany in lieu of said grounds of the lands lying between Bogy
and Pratte streets, be and is hereby approved and the said L.
Y. Bogy, as President of this Company, is hereby directed to
carry the same into completion with the said Railroad Company.
Henry L. Clark,
Secretary.
At a meeting of the Directors of the St. Louis, Alton and
Terre Haute Railroad Company, held at their office in St.
Louis, June 4th, 1866, it was—
Resolved, That the contract made and executed by Wm. J.
Ball, Chief Engineer, between this Company and the Wiggins
Ferry Company, and dated October 4th, 1865, be and the same
is hereby fully ratified and approved, and that the President
of this Company be, and he is hereby authorized and directed
to execute the same under the seal of the Company, and any
further deeds or instruments of writing which may be necessary
to perfect said contract.
H. C. Bryant,
Secretary.
Copy.
At a meeting of the Executive Committee of the St. Louis,
Alton and Terre Haute Railroad Company, held at their office
in Hew York, January, 1866, the following resolution was
considered and adopted :
Resolved, That the contract made and executed by and be¬
tween this Company and the Wiggins Ferry Company, and
Seal
W. F. Co.
Seal St. L., A. &
- T. H. R. R. Co.
223
dated on the 4th day of October, 1865, and reported to the
Executive Committee by W. J. Ball, Chief Engineer, be, and
the same is hereby adopted and ratified by said Committee in
behalf of the St. Louis, Alton and Terre Haute Railroad Com¬
pany, and the President of this Company is hereby authorized
to execute the same under the seal of the Company.
Signed, Charles Butler,
" Robert Bayard,
" Russell Sage,
" S. J. Tilden,
Executive Committee.
A true copy from minutes.
Attest,
William Cutta.
I certify that the above is a copy of a resolution adopted by
the Executive Committee of the St. Louis, Alton and Terre
Haute Railroad Company. Dated, .New York, January 27th,
1866.
(Signed) Charles Butler,
President, etc.
N. B.—Since writing the above contract it has been ascer¬
tained that the contract of February 4th, 1864, has not been
recorded as above stated, and it is now agreed that it be filed
for record at the same time with this contract, and when
recorded that the blank in this contract be filled.
Lewis V. Bogy,
President ~ iggins Ferry Company.
The St. Louis, Alton and Terre Haute Railroad
Company, bv
C. Butler,
President.
224
City of East St. Louis, )
St. Clair County, ; ss.
State of Illinois. )
On the second day of July, 1867, came personally before me
Lewis V. Bogy, President of the Wiggins Ferry Company,
and Charles Butler, President of the St. Louis, Alton and
Terre Haute Railroad Company, and acknowledged the execu¬
tion of the foregoing conveyance and agreement by the said
Companies severally, as their act and deed for the uses and
purposes therein expressed.
Witness my hand and seal at East St. Louis, this second day
of July, 1867.
[seal,] William G. Kase,
Notary Public.
Recorded in Book m.4, p. 224, and Plat Book A., pp. 193-4,
Records St. Clair County Illinois.
225
AGREEMENT
between
The St. Louis, Alton and Terre Haute Railroad
Company
and
The Chicago and Alton Railroad Company.
Dated June 16, 1864.
Passenger Depot at Alton.
This Agreement, Made this 16th day of June, in the year
of our Lord one thousand eight hundred and sixty-four, be¬
tween the St. Louis, Alton and Terre- Haute Railroad Com¬
pany, party of the first part, and the Chicago and Alton Rail¬
road Company, party of the second part
Witnesseth, That the said party of the first part, in consider¬
ation of the covenants and agreements hereinafter contained,
on the part and behalf of the party of the second part to be
performed and kept, hereby agrees to and with the said party
of the second part as follows :
The party of the first part for the consideration aforesaid
hereby grants to the Chicago and Alton Railroad Company
the right to occupy and use during the entire time of the lease
of the Alton and St. Louis Railroad Company, that part of its
right of way lying between the east line of block number
twenty-seven (27) in Hunter's addition to the city of Alton
and the east line of fractional section thirteen (13) in township
five (5) north of range ten (10) west, thus described : So much
of said right of way as may be necessary for a single track, the
centre line of which shall not be located nearer at any point
than twenty-two and a half (22f) feet south of the centre line
of the track of the party of the first part, as now constructed.
And the party of the first part hereby further covenants and
agrees that the party of the second part shall, during the con¬
tinuance of its lease of the railroad belonging to the Alton and
226
St. Louis Railroad Company, have the right to use and occupy
that part of the right of way belonging to the party of the
first part, lying between the east line of fractional section thir¬
teen (13) in township five (5) north range of ten (10) west and
the south line of the south half of the northwest quarter of
section twenty four (24) in township three (3) north of range
ten (10) west, thus described : all that portion of said right of
way lying south or west of a line drawn thirty-seven and one-
half (37J) feet from the centre line of the railroad of the party
of the first part, and which may be within twenty-five (25)
feet of the centre line of the railroad belonging to the Alton
and St. Louis Railroad Company.
And the party of the first part further covenants to and with
said party of the second part, that said second party shall, dur¬
ing the continuance of its lease with the Alton and St. Louis
Railroad Company have the right to use and occupy that part
of the right of way belonging to the party of the first part
lying between the south line of the south half of the northwest
quarter of section twenty-four (24) in township three (3) north
of range ten (10) west and the south boundary line of the town
of Brooklyn thus described : So much of said right of way as
shall be necessary for one track, the centre line of which shall
not be located at any point nearer than twenty-five (25)
feet west of the centre line of the track of the party of the
first part, as now constructed, or as it shall be when altered as
hereinafter provided.
And the party of the first part hereby further covenants and
agrees that the party of the second part shall, during the con¬
tinuance of its lease of the railroad belonging to the Alton and
St. Louis Railroad Company have the right to use and occupy
so much of the right of way of the party of the first part as is
thus described : So much of said right of way from the
southern boundary line of the town of Brooklyn to the head
of the St. Louis Cross Dyke, as may necessarily be occupied by
the road of the Alton and St. Louis Railroad Company, as now
located and being constructed.
And the party of the first part hereby agrees and covenants
with the party of the second part, that it, the said party of the
227
first part, will move so much of its railroad track eastwardly
on part of survey No. 604, as to enable the Alton and
St. Louis Eailroad Company to occupy with its track the levee
of the American Bottom Levee Company : Provided, that the
party of the first part shall not be required to remove its track
more than a distance of ten (10) feet eastward of its present
location.
And the party of the first part further covenants and agrees
to and with said party of the second part, that it will, at its
own expense, erect and maintain the fence on the north and
east sides of its railroad from the corporate limits of the city of
Alton to the St. Louis Cross Dyke, at all points in said line,
where the centre lines of the tracks of the road belonging to
the party of the first part and the road of the Alton and
St. Louis Eailroad Company shall be within one hundred (100)
feet of each other ; and also that the party of the second part
shall be entitled to use within such points all the fence, now
built, belonging to the party of the first part, and which may
be upon the south and west sides of their track within the
points herein specified.
And the party of the first part hereby further covenants
that the party of the second part shall have the right to use
for the purpose of protecting the embankment hereinafter
specified, all the stone and rubble, now delivered, belonging to
the party of the first part, between the town of Venice, in
Madison County, and the St. Louis Cross Dyke.
And the party of the first part hereby further agrees to and
with the party of the second part, that in case, at any time
hereafter, the party of the second part shall become the
owner, by purchase or otherwise, of the track now belonging
to the Alton and St. Louis Eailroad Company, then, and in
that case, the covenants and agreements hereinbefore contained
shall continue in full force and effect, anything in this agree¬
ment to the contrarv, notwithstanding.
*J < CD
And the party of the second part hereby covenants and
agrees to and with the party of the first part that it, the said
party of the second part, will, at its own proper cost and
expense, on or before the first (1st) day of May, 1865, make
228
and maintain the embankment on the line of the Alton and
St. Louis Railroad Company from the south line of section, No.
twenty-four (24), in township three (3), north of range ten (10)
west, to the St. Louis Cross I)yke, one foot higher than the
high water mark of the Mississippi river for the year 1858,
and it will, at its own proper cost and expense, protect the
said embankment at all points exposed to the wash of said
river, by a rip-rap, fully sufficient to guard against the
abrasion of said river, and shall use the stone and rubble
heretofore mentioned, as far as the same shall go for this
purpose.
And the said party of the second part hereby covenants and
agrees to put in and maintain, at its own expense, good and
sufficient railroad crossings at the following points in the line
of the railroad of the party of the first part, that is to say :
At the Madison Coal Switch, Chouteau, IIarrison and Vallis
Switch, and at the Madison County Ferry Switch, near
Yenice.
And the party of the second part hereby further agrees to
and with the said party of the first part to pay the entire cost
and expense of the removal of the track of the party of the
first part hereinbefore provided to be made on survey
No. 604.
And the party of the second part hereby further agrees to
and with said party of the fin st part that the said party of the
second part will erect and maintain a good and sufficient fence
on the south and west side along the track of the Alton and
St. Louis Railroad Company from the corporate line of the
city of Alton to the St. Louis Cross Dyke, at all points in said
line, where the centre line of the two tracks shall be within
one hundred (100) feet of each other.
And the party of the second part hereby further covenants
and agrees to and with the said party of the first part that it,
the said party of the second part, will, at its own expense, pro¬
vide and maintain common road crossings and cattle guards at
all points on the line of the Alton and St. Louis Railroad Com¬
pany, where the same may be necessary to correspond with
229
the road crossings and cattle guards on the road of the said
party of the first part.
And the party of the first part hereby further agrees with
the party of the second part, that said party of the second
part shall have the right to use and occupy, according to the
stipulations in this agreement, as much more of the said right
of way, hereinbefore mentioned, as lies south and west of the
track herein provided for as may be sufficient to make another
and second track, to be used by said party of the second part;
provided however, that the grade of said second track shall be
raised to the same height as the grade herein provided for the
first track.
In testimony whereof, The parties hereto, that is to say, the.
St. Louis, Alton and Terre Haute Railroad Company, of the
first part, and the Chicago and Alton Railroad Company,
party of the second part, have executed these presents by their
respective Presidents, and caused the seals of their respective
Companies to be 1) ere to affixed ; all interlineations and erasures
made before signing.
Charles Butler.
President of St Louis, Alton and
Terre Haute Railroad Company.
Attest :
J. B. Ralston,
Secretary.
The Chicago and Alton Railroad Company, by
T. B. Blackstone,
I 'resident.
Attest :
W. M. Larraber,
Secretary.
seal.
St. L., A.
& T. H.
R. R. Co.
seal.
C. & A.
R.R. Co.
CHAPTER VIII.
ACTS OF INCORPORATION AND ARTICLES OF INCORPORATION
OF CERTAIN COMPANIES WHICH ARE NOT MEN¬
TIONED IN CHAPTER IV., AND WHOSE LINES
ARE LEASED TO THE ST. LOUIS, ALTON
& TERRE HAUTE RAILROAD
COMPANY.
233
An Act to Incorporate the Murphysboro and Shawneetown
Railroad Company.
Section 1. Be it enacted by the People of the State of Illi¬
nois, represented in the General Assembly, That F. J. Chap¬
man, Silas Hindman, Daniel H. Bush, George Feltz, Ephraim
Snyder, James M. Goddard, Peter Kiefer, S. S. Hall, G. B.
Davis, J. H. Maxwell, J. H. Bradley, and James Elliott, of
the County of Jackson ; B. F. Ensinger, Samuel Dunaway,
George L. Owens, John Goodall, Robert P. Erwin, and A. N.
Lodge, of the County of Williamson ; J. W. Mitchell, D. B.
Grace, Green B. Raum, Robert Mich, and James A. Harris, of
the County of Saline ; and Robert Pierce, J. P. Bailey, Joel
Cook, Daniel Woods, Charles Carroll and O. Pool, of the
County of Gallatin, and their associates and successors, are
hereby created a body corporate and politic, under the name
and stvle of u The Murphvsboro and Shawneetown Railroad
*-> x •»
Company," with perpetual succession; and under that name
and style shall be capable of suing and being sued, pleading
and being impleaded, defending and being defended against,
in law and equity, in all courts and places whatsoever, in like
manner and as fully as natural persons ; may make and use a
common seal, and alter and renew the same at pleasure ; and
by their said corporate name and style shall be capable in law
of contracting and being contracted with ; shall be and are
hereby invested with all the powers, privileges, immunities and
franchises of receiving and disposing of real and personal estate
which may be needful to carrying into effect the purposes and
objects of this act ; and said company are hereby authorized
and empowered to locate, construct and complete a railroad,
commencing at or near the town of Murphysboro, in Jackson
County, thence to the town of Marion, in Williamson County,
thence to the town of Harrisburg, in the county of Saline,
and thence to the town of Shawneetown, in the County of
Gallatin, with one or more tracks of rails.
234
2. The capital stock of said company shall consist of one
million of dollars, and may be increased by said company to
five millions, to be divided into shares of one hundred dollars
each. The immediate government and direction of said com¬
pany shall be vested in seven directors, who shall be chosen by
the stockholders of said company in the manner hereinafter
provided, who shall hold their office one year after their elec¬
tion, and until others shall be duly elected and qualified to
take their places as directors ; and the said directors, a ma¬
jority of whom shall form a quorum for the transaction of busi¬
ness, shall elect one of their number to be president of the
Company, and shall have power to appoint or elect such other
officers as they shall deem proper.
3. The corporation hereby created shall have power to lo¬
cate, construct, furnish, maintain and operate a railroad as
aforesaid, with all necessary side tracks, turnouts, switches,
depots, stations and all necessary buildings, erections, and
structures ; and for this purpose they are hereby vested with
all the powers necessary for the purchasing, taking, holding
and selling and transferring property, real or personal, as
natural persons, as the board of directors may deem necessary
to carry out the objects of this act.
4. For the purpose of acquiring the rights of way for the
construction of said road, side-tracks, turnouts and grounds for
depots, stations and other buildings, erections and structures,
and for the purpose of obtaining stone, gravel and other ma¬
terials for building, ballasting or repairing the same, and of a
right of way to said materials, the said company be and they
are hereby authorized and empowered to take, condemn and
use the same under the provisions of "An act to amend the
law condemning the right of way for purposes of internal im¬
provement1 approved June 22d, 1852.
5. Said company shall have power to unite or connect its
railroads with any other railroad constructed, or which may
hereafter be constructed in this State, upon such terms as may
be mutually agreed upon between the companies so uniting or
235
connecting ; and for that purpose full power is hereby given to
said company to make and execute such contracts with any other
company as will secure the objects of such connections ; and
said corporation may, furthermore, lease or purchase, on such
terms as may be agreed upon, any other road or parts of
roads, either wholly or partially constructed which may con¬
stitute or be adopted as part of their main line ; and by such
lease or purchase they shall acquire and become vested with
all the rights and franchises pertaining to such road or part of
road so leased or purchased, in the right of way, construction,
maintenance and working thereof.
6. The said company is hereby authorized from time to time
to borrow such sum or sums of money as may be necessary for
the completing, equipping, furnishing,operating and maintaining
their said railroad, and to issue and'dispose of the bonds at such
rate of interest and at such discount as may be thought
for the benefit of the company, and to mortgage their
corporate property and franchises, or convey the same
by deed of trust, to secure the payment of any debt
contracted by said company for the purpose aforesaid ;
and the directors of said company may confer on any bond¬
holder of any bond issued for money borrowed as aforesaid
the right to convert the principal due or owing thereon into
stock of said company at any time ; and may further authorize the
holder of any such bonds to vote at any and all elections for the
election of officers of said corporation, under such regulations
as the directors of said company may see fit to adopt ; and any
such bonds that may be sold or disposed of at a less rate than
par, shall be as valid and binding upon said company as if the
same were sold for the par value thereof.
7. All the corporate powers of said company shall be vested
in and exercised by a board of directors, to consist of seven
members, and such officers, agents and servants as they shall
appoint. Yacancies in all the boards of directors may be
filled by a vote of two-thirds of the directors remaining, such
appointees to continue in office until the next annual election
of directors ; which said annual elections shall be held at such
236
time and place as may be designated and fixed by the by-laws
of said company, thirty days5 printed notice being given in
two newspapers having a circulation along the line of said
railroad.
8. The persons named in the first section of this act are
hereby appointed commissioners, who, or a majority of them,
after a meeting duly called by one or more of them, by giving
thirty days' notice of the time, place and object of such meet¬
ing in one newspaper (if one shall be published) in each of the
counties through which said road will run, shall meet and pro¬
ceed to open books and receive subscriptions to the capital
stock of said company. Ten dollars for each share subscribed
shall be paid on subscribing ; and whenever fifty thousand dol¬
lars shall have been subscribed the subscribers may organize
said corporation and proceed to the election of directors ; and
when the directors of said company are chosen, the said com¬
missioners shall deliver the said subscription books, with all
sums of money received by them as commissioners to said direc¬
tors. No person shall be a director who shall not be a stock¬
holder, and each stockholder shall be entitled to one vote for
each share of stock he shall hold upon which all calls have
been paid. The directors of said company, after the same is
organized, shall have power to open books to fill up the capital
stock of said company, or any part thereof, at such time as
they may deem expedient ; and all installments required to be
paid on the stock originally subscribed, or what may be taken
to increase said capital, shall be paid at such time and in such
amounts as said directors may prescribe. Provided, that sub¬
scriptions of stock may be made to said company in lands at their
cash value at the time of subscription, as may be agreed upon
between the subscriber and the directors of said company ; such
subscriptions to be designated on the books as a land subscrip¬
tion, and to be considered as paid by conveyance of such land
to the company : And, provided, also, the owners of land
along or near the line of said road may be authorized to sub¬
scribe stock, and to secure payment of the same by promissory
note and mortgage ; such note to draw eight per cent, interest,
237
payable semi-annually from and after the road shall have been
completed, through, to or parallel with the mortgaged premises,
or any part thereof, with the privilege to the maker to discharge
the principal at pleasure ; such subscription to be designated on
the books as a mortgage subscription,-and to be free from all
calls upon stock. Such subscribers, however, shall have no right
to vote as stockholders in said corporation, until interest shall
have become payable upon such subscriptions : And, provided
further, that said corporation shall dispose of all lands to
which it may acquire title or fee other than such real estate as
it may acquire for the use and operations of said road as is
in this act provided, with in five years after the acquisition there¬
of. Whenever it shall be necessary for thé construction of said
railroad to intersect or cross the tract of anv other railroad
tj
or stream of water, or water course,'or road, or highway, on
the route of said road, it shall be lawful for the company to
construct their railroad across or upon the same : Provided,
that the said compan^shall restore the railroad, stream of water,
water course, road or highway intersected or crossed, to its
former state, or in a sufficient manner not materially to impair
its usefulness.
9. That the right of way, and the real estate of the right of
way, and for the purpose aforesaid, purchased or acquired by
said company, whether by agreement or otherwise, or which
shall become the property of the company, by operation of
law, as in the act provided, shall, upon the payment of the
money agreed or adjudged to be paid to the owner or owners
of said land, as a compensation for the same, become the prop¬
erty of said company in fee snnple.
*
10. That all the rights, privileges and advantages, with the
limitations and restrictions conferred upon the Illinois Central
Eailroad Company, also the rights, privileges and advantages
with their limitations, conferred by an act entitled u An act to
provide for (a) general system of railroad incorporations," ap¬
proved November 5, 1849, and the several acts amendatory
thereof, except as hereinafter qualified, are hereby conferred
upon the said company.
238
11. To further aid the construction of said road by said
company, the counties of Jackson, Williamson, Saline and Gal¬
latin, in said State of Illinois, may each subscribe to the capital
stock of said road in any sum not exceeding one hundred thou¬
sand dollars.
12. No such subscription shall be made by any of said counties
until the question has been submitted to tne legal voters of such
county, in which the subscription is proposed to be made ; and
the clerk of the county court of each of said counties is hereby
required, upon the presentation of a petition signed by at
least one hundred citizens of said county who are legal vot¬
ers and taxpayers of such county in which petition the
amount proposed to be subscribed shall be stated, to post up a
notice in the most public place in each precinct in said county
(which notice shall be posted not less than ten days before the
day of holding such election) notifying the legal voters of said
county to meet at their usual places of voting in each precinct,
for the purpose of voting for or against $uch subscription ; but
no such vote shall be taken unless at a regular election for
county officers.
13. If it shall appear that a majority of all the voters vot¬
ing (at) such election have voted for subscription, it shall be
the duty of the county court of each of said counties that
shall vote for such subscription, to subscribe to the capital
stock of said railroad company the amount so voted to be
subscribed, and to receive from said company, the proper
certificate therefor. The said county court shall also
execute to said company, in the name of said county,
bonds bearing interest not to exceed eight per cent, per
annum ; which bonds shall run for a term of not less than
fifteen years nor more than twenty years, and the inter¬
est on the same shall be made payable annually, and
which bonds shall be signed by a majority of the county
nourt and attested by the clerk of said court of such county ;
and it shall be the dutv of said clerk to make a record of the
issuing of said bonds. Said bonds shall be delivered to the
239
president or secretary of said railroad company for the use of
said company.
14. It shall be the duty of the county court of such county,
annually thereafter, to compute and assess upon all taxable prop¬
erty in said county, returned by the assessors thereof, which have
voted to subscribe a sufficient sum to pay the interest on the
bonds issued to said company by said county, which tax shall
be extended upon the collector's books as other taxes
are, and shall be collected in the same manner as other taxes
are collected, and when collected shall be paid into the
county treasury as county taxes are paid : Provided, how¬
ever, that said taxes shall be collected and paid into said
county treasury in the same kind of funds that taxes collected
for State purposes shall be collected in.
15. It shall be the duty of the county treasurer of such
county to pay out, on presentation to him of the bonds issued
by said county, the Amount due upon each of said bonds as
interest, out of any money in his hands for that purpose, and
endorse the payment thereof upon said bond, and take duplicate
receipts for the same—-one of which duplicate receipts he shall
file with the clerk of the county court of said county on or
before the next regular term of said court. And said treasurer
is now required by law to report all such moneys received by
him, and present his accounts and make a settlement with the
county court of said county, and file, with the clerk of the
county court, a full and complete statement of all such moneys
so received by him and how he has disbursed the same, which
statement shall be made under oath. And said statement
shall be open to the inspection of all who desire to examine
the same.
16. At all the elections for officers, and on all questions
voted upon by the stockholders of said company, one of the
judges of the county court of said county, which may sub¬
scribe to the stock of said company, shall represent and cast
the vote which said stock is entitled to : Provided, that said
judge shall be appointed by said court for said purpose, and
240
a certificate of the county clerk of said court, of said appoint¬
ment, under the seal of said court, shall be sufficient evidence
of his appointment.
17. Any railroad company with whose road the aforesaid
road may intersect or connect is hereby authorized and em¬
powered to subscribe to the capital stock of this company any
sum not exceeding one hundred thousand dollars, and shall
have the same rights, privileges and powers in this company,
and shall be subject to the same conditions, restrictions and
limitations as other stockholders therein.
18. No stockholder, whether corporate or natural person,
shall be otherwise liable upon his, her or their subscription of
stock than for the amount of their respective subscriptions of
stock to said company, and according to the calls of the direc¬
tors as hereinbefore provided.
Approved March 7, 1867.
241
An Act to Change the Name of the Murphysboro and
Shawneetown Railroad Company to that of the Car-
bondale and shawneetown railroad company ; to
make valid the subscription and agreement of the
County Court of Williamson County, in regard to
said railroad, and to further amend the Act of IN¬
corporation, approved March 7, 1867.
Section 1. Be it e?iacted by the People of the State of Illi¬
nois, represented in the General Assembly, That the name of
the Murphysboro and Shawneetown Railroad Company is
hereby changed to that of the " Carbondale and Shawneetown
Railroad Company and, by that name, said company shall
have all the rights and be subject to all the liabilities conferred
and imposed by the act of incorporation, approved March 7th,
1867 ; and furthermore, the railroad to be constructed under
and by virtue of said last-mentioned act shall begin at Carbon -
dale, instead of at or near Murphysboro, and extend as is pro¬
vided for in the lirst section of the aforesaid act of incorpora¬
tion.
§ 2. The subscription heretofore made and entered of record by
the County Court of Williamson County, in pursuance of a
vote of the voters of said County, in regard to the capital
stock of the Murphysboro and Shawneetown Railroad Com¬
pany, and the recorded agreements in the County Clerk's office
of said County, heretofore entered into by Jesse Bishop and
Addison Reese, two of the Judges of the County Court of said
County, and Samuel Dunaway, president of said railroad
company, in regard to the sale and transfer of the stock or
the certificate of the stock of said railroad company, which
certificate is to be obtained by said County Court, on behalf of
said County, is hereby legalized, and said agreement and said
certificate is hereby made valid and binding upon said County
and upon said Carbondale and Shawneetown Railroad Com-
242
pany : Provided, however, that the said County Court, in
consideration of the construction of said railroad from
Carbondale to the town of Marion, in said County, shall
make an assignment and transfer of said certificate or
certificates of one hundred thousand dollars' worth of
the capital stock of said railroad company, to be
hereafter issued to said County, to said Carbondale and
Shawneetown Railroad Company, upon the completion of the
railroad to the town of Marion, as before stated, which assign¬
ment and transfer shall be made to said company without the
payment of five thousand dollars or the payment of any sum
whatever by the aforesaid company. Provided, however,
that the time for the completion of said railroad from Carbon¬
dale to the town of Marion shall be'and is hereby extended to
the first day of January, 1871.
§ 3. Nothing in the manner of voting on the question of
subscription, or in the aforesaid agreement, entered into by
said County Court, or in the organization of said railroad
company, or in this amendment, shall be deemed to invalidate
the bonds of said A illiamson County, heretofore subscribed
and to be hereafter issued by the County Court of said county,
in pursuance of the order of said County Court of said county,
made and entered of record December 12, 1868, but, on the
contrary, said County Court shall issue said bonds as coupon
bonds in sums of one thousand dollars each, bearing interest at the
rate of eight per cent, per annum, which interest coupons shall
be paid semi-annually at the county treasury of said county,
or in the City of New York, as may be desired by the holder
or holders thereof ; and both the principal sum andythe interest
thereon mentioned in said bonds shall be made payable to the
Cabondaleand Shawneetown Railroad Company, its successors
and assigns, at the time and place provided for in the original
act of incorporation and in this amendment thereto.
§ 4. It is hereby made the duty of the County Court or the
Board of Supervisors of said county to compute and assess a
tax upon all the taxable property of said county, in addition to
the assessment of a tax to pay the interest and otherwise fully
243
to provide the mode and means, before twenty years from the
date of said bonds, for the full payment of the principal sum
due or to become due to the holder or holders of the bonds
issued or to be issued under and in accordance with the pro¬
visions hereinbefore mentioned.
§ 5. The provisions contained in this amendment shall apply
and be binding so far as they may or can be held as applicable
on the counties and the county courts, contracts and bonds of
the counties of Salem and Gallatin : Provided, said counties
shall vote in accordance with the provisions contained in the
twelfth section of the aforesaid act to which this act is an
amendment in favor of subscribing to the capital stock of said
company.
§ 6. The meetings of the Board of Directors of said Carbon-
dale and Shawneetown Railroad Company may be held in
either of the counties herein mentioned, in the City of Chicago,
or elsewhere, as may be most convenient for a majority of the
Board of Directors : Provided, there shall be always resident
in one or more of said counties some advertised superintendent,
other agent or officer of said company, upon whom service or
summons or other process may be made, which shall be valid
and binding on said company.
§ 7. This act shall be deemed and held to be a public act,
and shall be in force and effect from and after its passage.
Approved March 10, 1869.
244
Articles of Incorporation
of
The Belleville and Carondelet Railroad Company.
1. The name of this corporation is the Belie ville and Caron¬
delet Railroad Company.
2. The object of the corporation is to construct and operate
a railroad from a point on the Mississippi River, opposite
South St. Louis, or Carondelet, in the County of St. Clair, to
the City of Belleville, with an extension to form connection
with the railroads in said County of St. Clair, north of said
City of Belleville, and with branches to Centreville, George¬
town and other points in said County.
3. The principal business office of this corporation shall be
maintained at the City of Belleville, 111., with a branch office
at St. Louis, Mo.
4. The corporation shall commence business on the 28th day
of February, 1881, and continue for a period of fifty years
from that date.
5. The capital stock of said corporation shall be five hun¬
dred thousand dollars.
6. The names and places of residence of persons forming
this association are as follows : ¥m. E. Burr, Jos. G. Chap¬
man, J. Nickerson and Geo. E. Leighton, of St. Louis, Mo.,
and Edward Abend, of Belleville, 111.
7. The first Board of Directors of this corporation shall con¬
sist of the following persons : Wm. E. Burr, Jos. G. Chap¬
man, J. JNTickerson and Geo. E. Leighton, of -St. Louis, Mo.,
and Edward Abend, of Belleville, 111., and the government of
the corporation and the management of its affairs shall be
vested in said board.
245
8. The capital stock of said corporation shall consist of
five thousand shares of one hundred dollars each.
Belleville, 111., Feb. 4th, 1881.
Wm. E. Burr,
Jos. G. Chapman,
J. Nickerson,
Geo. E. Leighton,
Edward Abend.
Filed for record March 5, 1881, at 10:05 o'clock A. M.
Office of Secretary.
United States of America,
State of Illinois.
ss.
I, Henry D. Dement, Secretary of State of Illinois, do
hereby certify that the foregoing Articles of Incorporation of
the Belleville and Carondelet Railroad Company were filed
for record in this office on the 7th day of March, A. D. 1881,
and duly recorded in Book 4 of R. R. Incorporations, com¬
mencing on page 76.
In witness whereof, I hereto set my hand and affix the
Great Seal of State, at the City of Springfield, this 7th day of
March, A. D. 1881.
[seal.] Hfinry D. Dement,
Secretary of State.
246
State of Illinois, )
County of St. Clair, f ss*
I, Chas. Becker, Recorder of Deeds within and for said
County and State, do hereby certify that Articles of Incor¬
poration of the Belleville and Carondelet Railroad Company
were filed for record in this office on the 5th day of March,
1881, and duly recorded in Book 158 of Records, at page 115,
in said office.
In witness whereof, I have hereto set my hand and affixed
the seal of said office this 30th day of June, 1894.
[seal.] Chas. Becker,
Recorder.
247
Articles of Incorporation
of
The St. Louis Southern Railroad Company.
We, the undersigned, natural persons, desiring to become an
incorporated company for the purpose of constructing and
operating a railroad in the State of Illinois, do hereby adopt
and sign
Articles of Incorporation,
as follows, to wit :
1. The name of the proposed corporation is, The St. Louis
Southern Railroad Company.
2. It is intended to construct and operate the proposed rail¬
road from the City of Pinckney ville, in Perry County, thence
through the Counties of Perry, Jackson and W illiamson, to the
City of Marion, in said last named County, all of said railroad
being located in the State of Illinois.
3. The principal business office of such corporation shall be
established and maintained in the City of Pinckney ville, in the
County of Perry, in the State of Illinois.
4. The time of the commencement of such corporation shall
be when these articles are filed in the office of the Secretary of
State of the State of Illinois ; and it shall continue for the full
period of fifty (50) years from said date, and for such further
period, by renewal or otherwise, as the laws of Illinois may
authorize.
5. The capital stock of such corporation shall be five hun¬
dred thousand dollars.
6. The names and places of residence of the several persons
forming the association for incorporation, are as follows : E.
C. Dawes, Cincinnati, Ohio ; J. E. McGrettigan and C. W.
Fairbanks, Indianapolis, Indiana ; C. H. Bosworth, Samuel T.
Brush. R. J. Cavett and J. M. Richart of Carbondale, Illinois.
248
7. The first Board of Directors shall consist of the following
named persons :
E. C. Dawes, C. W. Fairbanks,
S. M. Dodd, C. II. Boswoeth,
Samuel T. Brush, Iî. J. Cavett,
J. M. Rich art.
The government of the said corporation, and the manage¬
ment of its affairs, shall be vested in a board of seven (7)
directors.
8. The capital stock of said company shall be five thousand
(5,000) shares of the par value of one hundred dollars ($100)
each.
In Testimony whereof, we have hereunto severally subscribed
our respective names, this second day of August, A.D., 1886.
C. W. Fairbanks, E. C. Dawes,
C. H. Bosworth, John E. McGettigan,
Sam. T. Brush, R. J. Cavett,
J. M. Richart.
Office of Secretary.
United States of America.
State of Illinois.
ss. :
I, Henry D. Dement, Secretary of State of Illinois, do
hereby certify that the foregoing Articles of Incorporation of
the St. Louis Southern Railroad Company were filed for record
in the office of the Secretary of State of the State of Illinois on
the 3d day of August, A. D. 1886, at 10.30 o'clock, A. M.,
and duly recorded in Book Ho. 6 of Railroad Records, at page
254.
In witness whereof, I hereunto set my hand and
[seal. affix the Great Seal of State, at the City of
Springfield, this 3d of August, A. D. 1886.
Henry D. Dement,
Secretary of State.
249
Filed in
■ illiamson County, )
State of Illinois, f
2d August A. D. 1886, at 11 o'clock, and duly recorded in
Volume 24 of Deeds, page 28.
H. Hendrickson,
Fee $1.00, paid. Clerk.
Filed in
Perry County, )
State of Illinois, \
2d August, 1886, at 3 oVlock, P. M., and duly recorded in
Book 13 of Deeds, page 480.
Chas. H. Roe,
$1.00, paid. Clerk.
Jackson County,
State of Illinois,
Filed 2d August, 1886, at 2 o'clock, P. M., and duly recorded
in Book D of Miscellaneous Records at pages 324, 325, &c.
C. B. Disiion,
$1.00, paid. Clerk.
Filed for Record in the Office of the Secretary of State of
Illinois, August 3, 1886, at 10:30 o'clock, A. M., and recorded
in Book 6, page 254. Fees $3.00.
[Signed] Henry D. Dement,
Secretary of State.
250
Articles of Incorporation
of
The Chicago, St. Louis and Paducah Railway Company.
/
1st.—The name of this corporation shall be The Chicago,
St. Louis and Paducah Railway Company.
2nd.—It is proposed to construct the said railway from a
point on the north bank of the Ohio River at or near the Vil¬
lage of Brooklyn, in the County of Massac, in the State of
Illinois, thence northwardly through the Counties of Massac,
Pope, Johnson, Williamson, Franklin, and Jefferson, to the
Town of Centralia, in the County of Marion in said State of
* •/
Illinois ; together with necessary branches to iron, lead and
coal deposits, or for the accommodation of other business or
traffic within a distance of five miles of the main line of said
railway, as the same may be located and built between the
termini aforesaid.
3rd.—The principal office for the business of this Corpora¬
tion shall be established and maintained at the Town of Du
Quoin, in the County of Perry, and State of Illinois.
4th.—The time of the commencement of this corporation
shall be the first day of February, A. D. 1887, and continue
in force for the term of fifty years from and after the day and
date last aforesaid.
5th.—The amount of the capital stock of the corporation
shall be one million dollars.
0th,—The names and places of residence of the several per¬
sons forming this corporation are as follows :—William K.
Murphy, of Pinckneyville, Perry County, Illinois ; Thomas
N. Chase, of Waterloo, Monroe County, Illinois ; Curtis
Brown, of Creal Springs, Williamson 'County, Illinois ; Wil¬
liam A. Lemma, of St. Louis, Mo ; James Robarts, of Carbon-
dale, Illinois ; Mat. T. Stookey, Belleville, St. Clair County,
Illinois, and William R. Ward, of Benton, Franklin County,
Illinois.
251
7th.—The names of the first Board of Directors are William
K. Murphy, Curtis Brown, William A. Lemma, Mat. T.
Stookey, James Robarts, Thomas N. Chase, and William R.
Ward, and the government of this corporation shall be vested
in a President and Vice-President, a Secretary and a Trea¬
surer, to be elected by the Board of Directors.
8th.—The capital stock of this corporation shall be divided
into ten thousand shares of one hundred dollars each.
In witness whereof we have hereto severally subscribed 'our
names this seventh day of February, A. I). 1887.
James Roberts, Curtis Brown,
Wm. A. Lemma, Thomas FL Chase,
Wm. K. Murphy, M. T. Stookey,
Wm. R. Ward,
Office of Secretary.
United States of America, }
State of Illinois. f ss* '
I. Henry D. Dement, Secretary of the State of Illinois, do
hereby certify that the foregoing Articles of Incorporation of
the Chicago, Saint Louis and Paducah Railway Company,
were filed for record in the office of the Secretary ot State of
the State of Illinois, on the 9th day of February, A. D. 1887, at
9 o'clock A. M., and dulv recorded in Book Ho. 6 of Railroad
y «y
Records at page 380.
In witness whereof, I hereunto set my hand and
affix the Great Seal of State, at the City of
;"seal.] Springfield, this 9th day of February, A. D.
1887.
Henry D. Dement,
Secretary of State.
252
State of I llinois, )
Jefferson County, t ss*
1, - . A. Davis, Clerk of the Circuit Court, and Ex-officio
Recorder within and for said County, in the State aforesaid, do
hereby certify that this instrument was filed for record in my
office, the 31st day of January, A. D. 1889, at the hour of 8
o'clock A. M., and duly recorded in Book 33 of Deeds, on
pages 338 and 339.
W. A. Davis, Clerk.
[seal.] Rec'd pay, 95c.
State of Illinois, )
Marion County. \ ss* '
This instrument was filed for record in the Recorder's office
of said County, on the 4th day of February, 1889, at 8 A. M.,
and duly recorded in Vol. 3 of Miscellaneous Records, page
601.
Thos. F. Meagher,
Recorder.
State of Illinois, )
Massac County. ( '
This instrument was filed for record on 25th day of Febru¬
ary, A. D. 1887, at the hour of 9 o'clock A. M., and duly re¬
corded in Book " A 1 of Appointments of Trustees on pages
16 and 17. *
Elijah P. Curtis,
(Fee paid.) Recorder.
253
State of Illinois, ?
Franklin County. )
This instrument was filed for record on the 29th day of
January, A. D. 1889, at 1 o'clock P. M., and recorded in Mis¬
cellaneous Record 44 A," pages 343 and 344.
W. B. Webb,
(Fees paid.) - Recorder.
State of Illinois, )
Williamson County, j ss"
I, II. Hendrickson, Clerk of the Circuit Court, and ex-
officio Recorder, within and for the County of Williamson
and State aforesaid, do hereby certify that the within and
foregoing instrument of writing was filed for record on the
11th day of February, A. I). 1887, at 1 o'clock P. M., and
duly recorded in Volume "24 " of Deeds on page 193.
In testimony whereof, I have hereunto set my hand and
affixed the seal of said Court the day and date aforesaid.
H. Hendrickson,
Clerk.
State of Illinois, I
Johnson County, \
j
This instrument was filed for record the 25th day of Febru¬
ary, A. D. 1887, at 8 o'clock A. M., and duly recorded in
Book 44 29 " of Deeds on page 411.
Jas. S. Francis,
Clerk.
25 4
State of I llinois, [
Pope County. ( ss* '
This instrument was filed for record February 23d, 1887,
at 8 o'clock A. M., and duly recorded in Book No. 7 of
Deeds at page 196.
Harrington Clan ah an,
Recorder, Pope Co., Ills.
■ lied for record in the office of the Secretary of State of
Illinois, February 9, 1887, at 9 o'clock A. M., and re¬
corded in Book 6, page 330.—Fees, $3.00.—ITenry D.
Dement, Sec'y of State.
CHAPTER IX.
LEASES AND AGREEMENTS.
257
LEASE.
Belleville and Southern Illinois Railroad Company
to
St. Louis, Alton and Terre Haute Raii,road Company.
Dated October 1, 1866.
This Indenture, made this first day of October, one thou¬
sand eight hundred and sixty-six, between the Belleville and
Southern Illinois Railroad Company, a corporation organized
under the laws of the State of Illinois, of the first part, and
the St. Louis, Alton and Terre Haute Railroad Company, a
corporation organized under the laws of the States of Illinois
and Indiana respectively, of the second part :
Whereas, the said St. Louis, Alton and Terre Haute Rail¬
road Company own and operate a line of railway extending
from the City of East St. Louis, opposite the City of St. Louis,
in the State of Missouri, to the City of Belleville, in the County
of St. Clair, in the State of Illinois, commonly known as the
Belleville Branch of the St. Louis, Alton and Terre Haute
Railroad ;
And Whereas, the party of the first part has commenced the
construction of a railroad from Belleville, at the Belleville
terminus of the said Belleville Branch of the St. Louis, Alton
and Terre Haute Railroad, to DuQuoin, in Perry County Illi¬
nois;
And Whereas, the party of the second part, in view of the
benefits to be derived by it from the completion of said road
from Belleville to DuQuoin, if the management and control
therec f be secured to the said party of the second part, has
agreed to lease from the party of the first part the railroad in¬
tended to be constructed from Belleville to DuQuoin, as the
same shall hereafter be completed and ready for operation in
the manner hereinafter set forth ;
Now, therefore, this indenture witnesseth, That the said
party of the first part, for and in consideration of the rents,
258
hereinafter reserved to be paid by the party of the second
part, its successors and assigns, and of the promises, covenants
and agreements herein contained to be kept, observed and per¬
formed by the party of the second part, its successors and as¬
signs, have granted, demised and leased, and by these presents
do grant, demise and lease to the said party of the second part,
its successors and assigns, for and during the term of nine hun¬
dred and ninety-nine years from the date hereof, the said rail¬
road of the said party of the first part, from Belleville to Du-
Quoin, as the same shall be hereafter constructed and comple¬
ted ; together with the right of way, structure and superstruc¬
ture, grounds for stations and depots, and also all appurtenances,
appendages, fixtures and all real or personal property in any
way or manner connected with said railroad, or in any manner
incident or appurtenant thereto, including all side-tracks, turn¬
tables, turn-outs, bridges, viaducts, culverts, fences, and all
the appurtenances thereof. Provided, nevertheless, that if the
said party of the second part, its successors or assigns, shall at
any time hereafter fail or omit to pay the rents hereinafter
reserved, or to observe and keep the promises, covenants
and agreements hereinafter set forth by the said party of the
second part, its successors and assigns, to be observed and
kept, and shall be or continue in default in respect of such
rent, or to any provision of this indenture for the period of
sixty days, this indenture, and the estate and interest hereby
granted shall, at the option of the party of the first part,
its successors or assigns, wholly cease, determine and become
void ; and it shall be lawful for the party of the first part,
its successors or assigns, to enter into and upon the said rail¬
road and property hereby demised, and the same to have
again, repossess and enjoy in the same manner as if this in¬
denture had not been made. And provided further, that the
omission to exercise such right of entry in respect to any par¬
ticular default, shall not waive or exhaust this condition, or
impair or affect the right of the said party of the first part, its
successors or assigns, upon the happening of any subsequent
default, to declare this indenture, and the estate hereby
granted, to be determined and brought to an end, and to
259
enter into and upon the said demised premises, and the same
to have again as aforesaid. And provided further, that this
lease is made and entered into by said parties upon and subject
to the terms, agreements, covenants and conditions hereinafter
contained ; that is to say, the said parties do hereby mutually
covenant, promise and agree, to and with each other, in
manner and form following :
Article First. The said party of the first part shall con¬
struct and complete the said railroad from Belleville to Du-
Quoin, and the said party of the second part shall accept the
same, from time to time, as completed, in the following sec¬
tions : First, from Belleville to Athens, about fifteen miles ;
secondly, from Athens to Marissa, about nine miles ; thirdly,
from Marissa to Coulterville, about nine miles ; fourthly, from
Coulterville to a point about seven miles easterly therefrom ;
fifthly, from the said point to DuQuoin, about fifteen miles;
each section, when completed, to be first inspected and ap¬
proved by a competent person, to be chosen by the party of
the second part for that purpose. And the said railroad shall
be built with iron of 56 lbs. to the lineal yard, and in all other
respects equal substantially to the Belleville branch of the St.
Louis, Alton and Terre Haute Railroad, hereinbefore men¬
tioned. The party of the second part shall have, hold,
possess and operate the same for and during the term herein¬
before mentioned, upon the terms and conditions herein set
forth, and shall at all times, during the continuance of this
lease, furnish all necessary rolling stock and equipment for the
complete and perfect operation of the said demised road.
Article Second. The said party of the first part shall and
will furnish to the said party of the second part, as an in¬
cident to the lease of the railroad herebv demised, the neces-
»/ s
sary grounds for depots, stations, wood-yards and cattle-
yards, wherever stations shall be located by them on said
road ; and shall also purchase and acquire, over the said line
of railroad intended to be constructed as aforesaid, the right of
way ; and, whenever it shall be practicable to secure a perfect
right of way by proper legal process, or by reasonable pur-
260
chase, or to obtain a release thereof from the parties holding
the same, such right of way shall be secured and perfected,
before or during the construction of each of the sections to be
from time to time constructed and delivered to the party of
the second part, under this indenture, so far as the same can
with reasonable exertions be procured ; and in case, for any
reason, the said party of the first part, its successors or
assigns, cannot procure the title in fee, for the purposes of the
railroad, before the completion and delivery and acceptance of
the several sections, as the same shall be constructed, said
party of the first part shall and will perfect such title as soon
as practicable thereafter, and will, in all cases, warrant and de¬
fend the party of the second part in the quiet possession of
the line and premises which shall from time to time be de¬
livered under this indenture.
Article Third. The said party of the second part, its suc¬
cessors and assigns, shall and will, during each year of the
term hereby demised, pay to the said party of the first part, its
successors or assigns, an annual rental, which shall be a per¬
centage upon the gross earnings per mile of the said demised
railroad during such ;year, to be ascertained and computed in
the manner following : that is to say, for and upon the first
seven thousand dollars per mile of the gross earnings of the
said demised railroad m each year,the party of the second part
shall pay to the party of the first part forty per centum of
such seven thousand dollars per mile of gross earnings ; for
and upon any amount of such gross earnings per mile exceed¬
ing seven thousand dollars per mile, but not exceeding fourteen
thousand dollars per mile, the said party of the second part
shall pay, as aforesaid, thirty per centum upon such excess of
seven thousand dollars per mile of gross earnings, in addition
to the forty per centum on the first seven thousand dollars per
mile aforesaid ; and for and upon any amount of gross earn¬
ings per mile exceeding fourteen thousand dollars per mile,
the said party of the second part shall pay, as aforesaid,twenty
per centum of such excess of gross earnings over fourteen
thousand dollars per mile, in addition to the forty per centum
261
of the first seven thousand dollars per mile, and the thirty per
centum on the second seven thousand dollars per mile afore¬
said.
And it is hereby agreed by the party of the second part that
the rate per mile for mail, express,passenger and freight charges
respectively, on all business done partly over both roads,
shall be the same on the railroad of the party of the first part
as on the road of the party of the second part, between East
St. Louis and Belleville, during the continuance of this lease.
And the party of the second part shall at all times during
said term keep a full and correct account of the business and
earnings of said demised railroad, and shall render a monthly
statement thereof once in each month, and a correct abstract
of the accounts every six months to the party of the first part.
And the said party of the second part shall, at all proper,and
reasonable times, upon the request of the party of the first
part or its authorized agent, submit to the examination of said
party of the first part, or its said agent, the books and vouchers
pertaining to the business of the road hereby demised, and give
any and all needful information in respect thereto.
Article Fourth. And whereas, the party of the first part
has issued bonds to the amount of one million one hundred thou¬
sand dollars ($1,100,000) bearing interest at eight per centum
per annum,payable semi-annually on the first days of April and
October in each year at the City of New York secured, by a deed
of trust or mortgage, bearing date October 1st, 1866, the party
of the second part hereby covenants and agrees to and with the
said party of the first part, that the annual rental reserved by
this indenture, and agreed to be paid as herein set forth, shall
not, during any year of the term aforesaid, be less than an
amount sufficient to pay the interest on the above-mentioned
bonds, as such interest slialI fall due, and any installments of
the sinking fund of one-half of one per cent., also provided by
the above-mentioned trust deed or mortgage, which shall be
payable during such year.
And that the said party of the second part, its successors
and assigns, shall and will, during each and every year of the
262
term aforesaid, pay to the party of the first part, its successors
or assigns, as rent reserved by this indenture, an amount which
shall not be less than the amount required to pay such interest
and sinking fund ; such payment to be made in the manner
hereinafter specified. And it is further agreed, that an in¬
strument, expressing the substance of this article, shall, at the
request of the said party of the first part, be endorsed upon or
attached to said bonds, by the said party of the second part,
upon the presentation to it of the said bonds, for that pur¬
pose.
Article Fifth. So much of the yearly rent hereby re¬
served as shall be necessary to pay the semi-annual interest
falling due on the bonds aforesaid, shall, during each and every
year of the term hereby demised, until the said bonds are fully
satisfied, be paid by the party of the second part semi-annually,
to wit, on the first days of April and October in each year, to
such persons as shall, with the approval of the trustees under
said deed of trust or mortgage, be designated by the party of
the first part to pay the interest on said bonds as the same
matures ; and so much of said rent as shall be necessary to
pay the amount payable to the sinking fund provided by said
deed of trust or mortgage, shall be paid to the trustees there¬
under.
And in case said rental hereinbefore provided to be paid shall
amount to more than a sum sufficient to pay said interest and
sinking fund, the said party of the second part shall and will
pay to the said party of the first part, on or before the fifteenth
day of April and October in each year, or as soon thereafter
as the amount of the earnings of said leased railroad for the
six months then last past, ending on such first day of April or
October then last preceding, as the case may be, can be ascer¬
tained, the balance of the proportion of gross earnings herein¬
before provided to be paid to the party of the first part, its
successors or assigns.
Article Sixth. The party of the second part shall provide
a suitable office in St. Louis, East St Louis, or Belleville, for
the use of the President and Secretary of the party of the
263
first part, without charge or deduction from the rent afore¬
said.
Article Seventh. The party of the second part shall
transport, for the party of the first part, all laborers and work¬
men employed by the said party of the first part, in the con¬
struction of said demised railroad, or any part thereof, and
all materials for the construction of said demised railroad,
or any part thereof, over the said Belleville branch of the St.
Louis, Alton and Terre Haute Kailroad, and over the com¬
pleted portions of said demised railroad, or over any part of
either of said roads, free of cost to the said party of the first
part.
Article Eighth. The party of the first part, its successors
or assigns, shall not make or execute a mortgage or create a
lien on the railroad or premises hereby demised, or any part
thereof, for any other purpose than to assist in the building
and completion of said railroad.
Article Ninth. The said party of the second part shall and
will, during the term hereby granted, operate, maintain and
keep in good repair the railroad and premises hereby demised,
and indemnify and save harmless the said party of the first
part, its successors and assigns, from and against all costs,
charges, expenses, damages and liabilities whatsoever, growing
out of the maintaining, repairing, operating or using of the
said road.
The said party of the first part shall and will, at all times
hereafter, upon demand thereof by the party of the second
part, its successors or assigns, and as often as by it or them
requested, execute, acknowledge and deliver all such further
or other instruments and assurances for the better assuring to
the said party of the second part, its successors and assigns,
upon and subject to the terms of this indenture, the railroad
and premises hereby demised, as by the said party of the sec¬
ond part, its successors or assigns, its or their counsel learned
in the law, shall be reasonably advised, devised or required.
Article Tenth. The party of the second part shall and will,
during the term hereby demised, pay and discharge all taxes,
264
assessments and imposts which may be assessed upon the said
demised premises after the first day of January, 1870, during
such term, to the same extent as if the party of the second
part were the legal owner of the said railroad and premises,
under the charter of the party of the first part, as well as the
lessees thereof hereunder ; but the said party of the first part
shall pay all taxes, assessments and imposts chargeable, or as¬
sessable, or due thereon prior to said first day of January, 1870,
and shall also, from time to time, deliver to the party of the
second part the completed sections of said demised railroad,
free and discharged from any and all liens thereon, except the
deed of trust aforesaid, including all judgments against the
said party of the first part, created prior to the first day of
January, 1870, except as herein otherwise provided in respect
to the right of way.
Article Eleventh. After anv section of the said railroad
shall be completed, and at the time of the acceptance of the
same by the said party of the second part, the said party of
the first part shall and will, on reasonable demand, deliver to
the said party of the second part, its successors or assigns, the
title deeds to all right of way, depot grounds, station and
other grounds used, or to be used, for railroad purposes, in
connection with such completed section ; and also all maps,
plats, profiles and specifications relating to the section so com¬
pleted.
In Witness Whereof, the parties hereto have caused their
respective corporate seals to be hereunto affixed, and the same
to be attested by the signatures of their respective presidents
and secretaries, the day and year first above written.
Sealed and delivered in the presence of
(1857)
[seal]
The Belleville and Southern
Illinois Railroad Company,
By D. L. Phillips,
President.
E. F. Leonard,
Secretary.
The St. Louis, Alton & Terre
Haute Rail Road Company,
By Charles Butler,
(1862)
[seal]
President.
G. H. Gurley,
Asst. Secty.
265
State of New Y ork, t
City and County of New York. J ss*
Be it remembered that on this sixteenth day of July, À. D.
one thousand eight hundred and sixty-nine, before me,
Charles Nettleton. a Commissioner, resident in the City of
New Y ork, duly commissioned and qualified by the executive
authority and under the laws of the State of Illinois to take
the acknowledgment of deeds, &c. to be used or recorded
therein, personally appeared E. F. Leonard, the secretary of
The Belleville and Southern Illinois Railroad Company, to me
known to be such, who being by me duly sworn, did depose
and say : That he resided at Springfield, in the State of Illinois;
that he was the secretary of the said The Belleville and South¬
ern Illinois Railroad Company ; that he knows the corporate
seal of said company ; that the seal affixed to the foregoing
instrument of writing, and purporting to be such corporate
seal, was such corporate seal ; that it was so affixed by order
of the board of directors of the same company, and that
he signed his name thereto by the like order as secretary
of the same company, and the said E. F. Leonard further
said that he also knew D. L. Phillips, the president of the
said company, and that the signature of the said I). L.
Phillips subscribed to the foregoing instrument was in
the genuine handwriting of said D. L. Phillips, and was
thereto subscribed in the presence of said E. F. Leonard by
the like order of the said Board of Directors ; and the said E.
F. Leonard also acknowledged to me that he had executed the
same instrument for the uses and purposes therein expressed,
as the voluntary act and deed of the said The Belleville &
Southern Illinois Railroad Company. And on the same day
also before me personally came Charles Butler, the President
of the St. Louis, Alton & Terre Haute Railroad Company, to
me personally known to be such, who, being duly sworn, did
depose and say that he resides in the City, County and State
of New York ; that he was the President of the last-mentioned
Company; that he knows the corporate seal of such Company;
that the seal affixed to the foregoing instrument, purporting
266
to be the seal of the last-mentioned Company, was such cor¬
porate seal ; that it was so affixed by order of the Board of
Directors of the last-mentioned Company, and that he, the
said Charles Butler, signed his name thereto by the like order
as President of the last-mentioned Company ; and the said
Charles Butler also acknowledged to me that he had executed
the same instrument for the uses and purposes therein ex¬
pressed, as the voluntary act and deed of the said The St.
Louis, Alton and Terre Haute Railroad Company.
In Witness Whereof, I hereto set my hand and
affix mv official seal as Commissioner of the
State of Illinois, at my office in the City,
[seal.] County and State of New York, this six¬
teenth day of July, A. D. one-thousand
eh lit hundred and sixty-nine.
Charles Nettleton,
Commissioner of the State of
Illinois for the City of New York.
State of Illinois, )
County of Perry, \ ss*
I, Albert A. Driemeyer, Clerk of the Circuit Court and
ex officio Recorder of Deeds within and for said County and
State, do hereby certify that an instrument, of which the
foregoing is a copy, was filed for record in my office on the
29th day of June, 1894, and that the same is recorded in said
office in Record 16 of Miscellaneous, page 418.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 29th day of June, 1894.
[l. s.] Albert A. Driemeyer,
Recorder.
267
State of Illinois, )
County of Randolph, ( ss*
I, W allace Snook, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County and State, do
hereby certify that an instrument, of which the foregoing is a
true copy, was filed for record in my office on the 29th day of
June, 1894, and that the same is recorded in said office in
Yolume 41 at page 302 of Miscellaneous Records.
In witness whereof, I have hereto set my hand ajid affixed
the seal of said Court this 29th day of June, 1894.
[l. s.] Wallace Snook,
Recorder.
State of Illinois, (
County of St. Clair. I
I, Chas. Becker, Recorder of Deeds within and for said
County and State, do hereby certify that an instrument, of
which the foregoing is a true copy, was filed for record in my
office on the 30th day of June, 1894, and that the same is
recorded in said office in Book 234 of Records, on page 118.
In witness whereof, I have hereto set my hand and affixed
the seal of said office this 30th dav of June, 1894.
[l. s.] Chas. Becker,
Recorder.
268
Agreement Modifying Lease of Belleville and Southern
Illinois Railroad.
Dated June 10, 1882.
This Indenture, made this 10th day of June, 1882, between
the Belleville and Southern Illinois Railroad Company, a cor¬
poration organized under the laws of the State of Illinois,
party of the first part, and the St. Louis, Alton and Terre
Haute Railroad Company, a corportion organized under the
laws of the States of Indiana and Illinois, respectively, party
of the second part,
Whereas, The said first party did heretofore, to wit, on the
first day of October, 1866, lease to the said second party its
line of radroad from Belleville to DuQuoin, and the said sec¬
ond party has operated and is now operating said railroad un¬
der said lease ; and,
Whereas, For the purpose of inducing the said second party
to make certain contracts with connecting railroads which will
very largely increase the business and earnings of the said de¬
mised railroad of the said first party, the said first party has
proposed to reduce the rent contracted to be paid by said sec¬
ond party for said railroad ; and,
Whereas, The said second party in consideration of said pro¬
posed reduction of rent has made the following contracts with
connecting railroads, viz. :
Said second party has leased the Belleville and Eldorado
Railroad, which is an extension of the railroad of the first
party from DuQuoin to Eldorado, 51 miles in length.
Said second party has made a tripartite traffic contract with
the Illinois Central Railroad and the Texas and St. Louis Rail¬
road for the transaction of a large business between St. Louis
and points on the line of the Texas and St. Louis Railroad over
the railroad of the said first party ; and,
Said second party has made a traffic contract with the St.
Louis Central Railroad and has leased the Belleville and Caron-
269
delet Railroad, making a new route for a large business in
coal and coke over the railroad of said first party from the
mines in Jackson County. Illinois, to the City of St. Louis :
Now, THEREFORE. THIS INDENTURE WITNESSETH, That the prO-
visions with respect to the payment of rental contracted to be
paid in the lease of October first, 1866, by the mutual consent
and agreement of the parties hereto, and for the considerations
above set forth are hereby amended and changed, and here¬
after the said second party, its successors and assigns, shall
and will pay to the said party of the first part, its successors
or assigns, on all joint business received from and delivered
to the Belleville and Eldorado Railroad Company, a rental
which shall be thirty per cent, of the gross earnings of such
joint business, and on all joint business which may be done
with the Texas and St. Louis Railroad and which shall pass
over the line of the railroad of the said first party, a rental
which shall be thirty per cent, of the gross earnings of such
joint business.
And until the said party of the first part shall by notice in
writing withdraw its consent thereto, the said second party
shall pay as rental 30^ of the gross earnings from all coal and
coke business done over the railroad of said first party.
Nothing in this contract shall be construed to impair the un¬
dertaking of the said second party in said original lease that the
minimum rental shall equal the interest and sinking fund payable
on the first mortgage bonds of said first party, and it is mutually
agreed between the parties hereto that with the exception of the
reduction in the percentage of rental above provided for, the
provisions of the original contract of lease shall remain un¬
changed and unimpaired in any particular, and are hereby
fully reaffirmed and confirmed by the parties hereto.
Provided, That it is mutually understood and agreed be¬
tween the parties hereto, that said first party shall have the
right until August 1st, 1883, to elect to receive in lieu of the
rental reserved in said original lease, and in this indenture,
amendatory thereto, the following rental, viz :
For and upon the first fourteen thousand dollars per mile
per annum of the gross earnings of the said railroad of the said
270
first party 33}% of such $14,000 per mile per annum of gross
earnings, and for and upon any amount of such gross earn¬
ings per mile exceeding $14,000 per mile per annum, 20^ of
such excess in addition to the 33}% on the first $14,000 per
mile per annum.
In witness whereof, the parties hereto have
caused their respective corporate seals to be
affixed and the same to be attested bv the
signatures of their respective Presidents and
Secretaries, the day and year first above
written,
Bellville and Southern Illinois
[seal.] Railroad Company,
Bv Thomas Denny,
•u '
President.
Attest :
E. F. Leonard,
Secretary.
St. Louis, Alton and Terre Haute
[seal.] Railroad Company,
By Geo. W. Parker,
Vice-President,
Attest :
H. A. Crosby,
Asst. Secy.
State of Missouri, f
City of St. Louis, f ss*
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that Geo. W. Parker, Vice-
president of the St. Louis, Alton and Terre Haute Railroad
Company, to me personally known to be the person he repre¬
sents himself to be, and whose name is subscribed to the fore¬
going instrument as such Vice-president appeared before me in
person this day and acknowledged that he signed, sealed and
271
delivered the said instrument as the free and voluntary act
and deed of the said St. Louis, Alton & Terre Haute Railroad
Company, for the uses and purposes therein set forth, and
that said instrument was so executed and the corporate seal
of said Company affixed thereto at the date thereof , by order
of the Board of Directors of said Company.
Given under my hand and seal this 5th day of June, 1894.
My term expires May 25, 1897.
II. II. Buford,
[seal.] Notary Public.
State of New York, )
City and County of New York. \ ss*
I, Samuel A. Meeks, a Notary Public in and for the City,
County and State aforesaid, do hereby certify that H. A.
Crosby, Assistant Secretary of the St. Louis, Alton and Terre
Haute Railroad Company, to me personally known to be the
person he represents himself to be, and whose name is sub¬
scribed to the foregoing instrument as such Assistant Secre-
tajy of said Company, appeared before me in person this
day and acknowledged that he signed, sealed and delivered
the said instrument as the free and voluntary act of said St.
Louis, Alton and Terre Haute Railroad Company for the uses
and purposes therein set forth, and that said instrument was
so executed and the corporate seal of said companv affixed
thereto at the date thereof, by order of the Board of Directors
of said Company.
Given under my hand and seal this 9th day of June, A. D.,
1894.
[notarial seal.] Samuel A. Meeks.
State of New York, )
City and County of New York.
I, Wm. P. Burnham, a Notary Public in and for the City,
County and State aforesaid, do hereby certify that Thomas
Denny, President of the Belleville & Southern Illinois Rail-
272
road Company, to me personally known to be the person he
represents himself to be, and whose name is subscribed to the
foregoing instrument as such President, appeared before me in
person this day and acknowledged that he signed, sealed and
delivered the said instrument as the free and voluntary act and
deed of the said Belleville and Southern Illinois Railroad
Company for the uses and purposes therein set forth, and that
said instrument was so executed and the corporate seal of said
company affixed thereto at the date thereof, by order of the
Board of Directors of said Company.
Given under my hand and seal this 26th day of June, A. D.,
1894.
Wm. P. Burnham,
seal.] Notary Public, Kings Co.,
N. Y.
Certf. filed in N. Y. Co.
State of Missouri, )
City of St. Louis, f ss'
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that E. F. Leonard, Sec¬
retary of the Belleville and Southern Illinois Railroad Com¬
pany, to me personally known to be the person he represents
himself to be, and whose name is subscribed to the foregoing
instrument as sucn secretary of said company, appeared before
me in person this day, and acknowledged that he signed,
sealed and delivered the said instrument as the free and volun¬
tary act and deed of said Belleville and Southern Illinois Rail¬
road Company for the uses and purposes therein set forth and
that said instrument was so executed and the corporate seal of
A.
said company affixed thereto at the date thereof by order of
the Board of Directors o£said company.
Given under my hand and seal this 5th day of June, A. D.,
1894.
My term expires May 25, 1897.
[seal.] H. H. Buford,
Notary Public.
273
State of Illinois, \
Perry County. j ss * No
Recorder's Office.
I, A. A. Driemeyee, Clerk of the Circuit Court and ex
officio recorder within and for the County and State aforesaid,
do hereby testify that an instrument of which the within is a
true copy was filed for record on the 29th day of June A. D.
1894 at 8 o'clock A. M., and duly recorded in volume 16 of
Miscellaneous on page 428.
In testimony whereof I have hereunto set my hand and
affixed the seal of said court this 29th day of June, 1894.
[l. s.] Albert A. Driemeyee,
Clerk and Recorder.
State of Illinois, i
County of Randolph, j ss*
I, Wallace Snook, Clerk of the Circuit Court and ex-officio
Recorder of Deeds within and for said County and State
do hereby certify that an instrument of which the annexed is
a true copy was filed for record in my office on the 29th day
of June 1894, and that the same is recorded in said office in
Book 41 of Misc. Rec. at pages 312, &c.
In witness whereof I have hereunto set my hand and
affixed the seal of said Court this 29th day of June, 1894.
[l. s.] Wallace Snook,
Recorder.
State of Illinois, (
County of St. Clair, j ss*
I, Chas. Becker, Recorder of Deeds within and for said
County and State do hereby certify that the annexed is a true
copy of an instrument which was filed for record in my office
on the 30th day of June, 1894, at 7. 30 A. M. and is recorded
in Book 234 of Records at page 127.
In witness whereof I have hereunto set my hand and
affixed the seal of said office this 30th dav of June, 1894.
[l. s.] Chas. Becker,
Recorder.
274
Agreement Modifying Lease of Belleville and Southern
Illinois Railroad.
Dated December 10, 1886.
This Indenture, made this 10th day of December, 1886, be¬
tween the Belleville and Southern Illinois Railroad Company,
a corporation organized under the laws of the State of Illinois,
party of the first part, and the St. Louis, Alton and Terre
Haute Railroad Company, a corporation organized under the
laws of the State of Indiana and Illinois, respectively, party of
the second part,
Whereas, the said first party did heretofore, to wit, on the
first day of October, 1866, lease to the said second party, its
line of railroad from Belleville to DuQuoin, and said second
party has operated and is now operating said railroad under
said lease, and under an amendment to the same which was
duly executed by said parties on the 10th day of June, 1882;
and,
Whereas, to enable the said second party to hold its coal
and coke business over such demised property, meet the rates
imposed by competing lines and safely make time contracts
with large consumers, the said first party has heretofore made
a temporary reduction of the rent reserved from such coal and
coke business over said demised railroad, and for the purpose
of inducing the said second party to make an operating con¬
tract with the St. Louis Southern Railroad, which will very
largely and permanently increase the business and earnings of
the said demised railroad of the said first party, the said first
party has proposed to make the existing temporary reduction
of the rent reserved from coal and coke business a permanent
one, and in other ways to reduce the rent contracted to be
paid by said second party for said railroad ; and
Whereas, the said second party in consideration of said pro¬
posed reduction of rent has made an operating contract with
the St. Louis Southern Railroad under, which contract said
second party has taken possession of and will operate for the
term of nine hundred and eighty years a railroad from Pinck-
neyville to Marion, Illinois, which will contribute a large busi¬
ness to the said demised railroad of the said first party,
Now, therefore, this indenture witnesseth, that the prO-
visions with respect to the payment of rent contracted to be
275
paid in the lease of October 1st, 1866, A.D., as amended June
10th, A.D. 1882, by the mutual consent and agreement of the
parties hereto and for the considerations above set forth, are
hereby amended and changed, and hereafter the said second
party, its successors and assigns shall and will pay to the said
party of the first part, its successors or assigns, on all joint
business received from and delivered to the railroad of the St.
Louis Southern Railroad Company, a rental which shall be
thirty per cent, of the gross earnings of such joint business
over the railroad of the said first party, and on all coal and coke
business done over the railroad of said first party, the said
second party shall pay as rental thirty per cent, of the gross
earnings derived therefrom.
Nothing in this contract shall be construed to impair the
undertaking of the said second party in said original lease that
the minimum rental shall equal the interest and sinking fund
payable on the first mortgage bond of said first party, and it is
mutually agreed between the parties hereto, that with the ex¬
ception of the reduction of the percentage of rental above pro¬
vided for, and provided for in the amendment of June 10th,
1882, the provisions of the original contract of lease shall re¬
main unchanged and unimpaired in any particular, and are
hereby fully re-affirmed and confirmed by the parties hereto.
In witness whereof, the parties hereto have caused
their respective corporate seals to be affixed
and the same to be attested by the signatures
of their respective Presidents and Secretaries,
the day and year first above written.
Belleville & Southern Illinois R. R.
by
Thomas Denny,
President.
[l. s. J Attest :
E. F. Leonard,
Secretary.
i he St. Louis, Alton & Terre Haute
Railroad Company,
by Geo. F. Peabody,
Acting Prest.
[l. s.] Attest :
H. A. Crosby,
Asst. Secy.
276
State of New York. )
City and County of New York. \ ss*
I, Wm. P. Burnham, a Notary Public in and for the City ,
County and State aforesaid, do hereby certify that Thomas
Denny, President of the Belleville & Southern Illinois Rail¬
road Company, to me personally known to be the person he
represents himself to be, and whose name is subscribed to the
foregoing instrument as such President, appeared before me
in person this day and acknowledged that he signed, sealed
and delivered the said instrument as the free and voluntary
act and deed of the said Belleville and Southern Illinois Rail¬
road Company, for the uses and purposes therein set forth, and
that said instrument was so executed and the corporate seal of
said company affixed thereto at the date thereof, by order of
the Board of Directors of said Company.
Given under my hand and seal this 26th day of June, A. D.
1894.
Wm, P. Burnham
[seal.] Notary Public, Kings Co., N. Y.
Ctf. hied in N. Y. Co.
State of Missouri, I
Citv of St. Louis, f
I, II. II. Bufokd, a Notary Public in and for the City and
State aforesaid, do hereby certify that E. P. Leonard, Secre¬
tary of the Belleville and Southern Illinois Railroad Company,
to me personally known to be the person he represents himself
to be, and whose name is subscribed to the foregoing instru¬
ment as such secretary of said Company, appeared before me
in person this day and acknowledged that he signed, sealed
and delivered the said instrument as the free and voluntary
act and deed of said Belleville and Southern Illinois Railroad
Company for the uses and purposes therein set forth, and that
said instrument was so executed and the corporate seal of
277
said Company affixed thereto at the date thereof, by order of
the Board of Directors of said Company.
Given under my hand and seal this 5th day of June, A. D.,
1894.
H. H. Bufokd,
[seal.] Notary Public.
My term expires, May 25, 1897.
State of New York, [
City and County of New York, j ss*
I, Samuel A. Meeks, a Notary Public in and for the City,
County and State aforesaid do hereby certify that George P.
Peabody, who was acting President of the St. Louis, Alton
and Terre Haute Eailroad Company, on the 10th day of Dec¬
ember, 1886, to me personally known to be the person he rep¬
resents himself to be, and whose name is subscribed to the
foregoing instrument as such acting President, appeared before
me in person this day and acknowledged that he signed, sealed
and delivered the said instrument as the free and voluntarv
tj
act and deed of the said St. Louis, Alton and Terre Haute
Railroad Company, for the uses and purposes therein set forth,
and that said instrument was so executed and the corporate
seal of said company affixed thereto at the date thereof, by
order of the Board of Directors of said Company.
Given under my hand and seal this 9th day of June, A. D.,
1894.
[notarial seal.] Samuel A. Meeks.
State of New York, )
City and County of New York, f ss*
I, Samuel A. Meeks, a Notary Public in and for the City,
County and State aforesaid, do hereby certify that H. A.
Crosby, Assistant Secretary of the St. Louis, Alton and Terre
Haute Railroad Company to me personally known to be the
278
person he represents himself to be, and whose name is sub¬
scribed to the foregoing instrument as such Assistant Secre¬
tary of said Company, appeared before me in person this day
and acknowledged that he signed, sealed and delivered the
said instrument as the free and voluntary, act of the said St.
Louis, Alton and Terre Haute Railroad Company, for the uses
and purposes therein set forth, and that said instrument was so
executed and the corporate seal of said company affixed thereto
at the date thereof, by order of the Board of Directors of said
Company.
Given under my hand and seal this 9th day of June, A. D.,
1894.
[notarial seal.] Samuel A. Meeks.
State of Illinois, )
County of Perry.
I, Albert A. Driemeyer,- Clerk of the Circuit Court and
ex-ojjicio Recorder of Deeds within and for said County and
State, do hereby certify that an instrument, of which the
foregoing is a true copy, was filed for record in my office on
the 29th day of June, 1894, at 8 o'clock A. M., and that the
same is recorded in said office Record 16 of Miscellaneous,
page 432.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 29th day of J une, 1894.
Albert A. Driemeyer,
[l. s.] , Recorder.
State of Illinois, i
County of Randolph.
I, Wallace Snook, Clerk of the Circuit Court and ex-officio
Recorder of Deeds within and for said County and State, do
hereby certify that an instrument, of which the annexed is a
279
true copy, was filed in my office for record on June 29th,
1894, at 1 o'clock A. M., and that the said is recorded in said
office in Book 41 of Misc. Bee., pages 316, &c.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 29th day of June, 1894.
Wallace Snook,
[l. s.] Recorder.
State of Illinois, )
County of St. Clair. \ ss* No. 3.
I, X 'Has. Becker, Recorder of Deeds within and for said
State and County, do hereby certify that an instrument, of
which the annexed is a true copy, was filed for record in my
office on the 30th day of June, 1894, and that the same is
recorded in Book 234 of Records, on page 131.
In witness whereof, J have hereto set my hand and affixed
the seal of said office this 30th day of June, 1894.
Chas. Becker,
[l. s.] Recorder.
280
LEASE.
Belleville and Eldorado Railroad Company
to
St. Louis, "Alton and Terre Haute Railroad Company.
Dated July 1, 1880.
t/ '
This Indenture, made this first day of July, A. D. one
thousand eight hundred and eighty, between the Belleville
and Eldorado Railroad Company, a corporation organized un¬
der the laws of the State of Illinois, party of the first part,
and the St. Louis, Alton and Terre Haute Railroad Company,
a corporation organized under the laws of the States of Indi¬
ana and Illinois, respectively, party of the second part.
Whereas, The St. Louis, Alton and Terre Haute Railroad
Company own and operate a line of railway extending from
the city of East St. Louis, Illinois, opposite the city of St.
Louis, in the State of Missouri, to the City of Belleville, in the
County of St. Clair, in the said State of Illinois, and has
leased for a long term of years the railroad of the Belleville
and Southern Illinois Railroad Company, extending from the
said City of Belleville to the City of Du Quoin, in the County
of Perry, in the State of Illinois, and do now operate the entire
line from East St. Louis to Du Quoin as one road, commonly
known as the " Cairo Short Line
And Whereas, The said Belleville and Eldorado Railroad
Company has nowr just completed the construction of its line
of railway, extending from the eastern terminus of said Cairo
Short Line at Du Quoin, by Benton, in Franklin County, to
Eldorado, in Saline County, Illinois, a distance of about fifty
(50) miles ;
And Whereas, It is deemed and considered for the mutual
interest of the parties hereto, that said roads should be placed
281
under the same management• and operated as one line; and
to that end the party of the second part has agreed to lease
from the party of the first part its railroad from Du Quoin to
Eldorado, in consideration of the benefits to be derived by
said second party from the management, control and opera¬
tion of said railroad of said first party.
Now, THEREFORE, THIS INDENTURE WITNESSETH, That the
said party of the first part, for and in consideration of the
rents hereinafter reserved, to be paid by the party of the
second part, its successors and assigns, and of the promises,
covenants and agreements herein contained to be kept, ob¬
served and performed by the party of the second part, its suc¬
cessors and assigns, have granted, demised and leased, and by
these presents do grant, demise and lease to the said party of
the second part, its successors and assigns, for and during the
term of nine hundred and eighty-five years from the date
hereof, the said railroad of the said party of the first part,
from Du Quoin to Eldorado, as the same is now constructed
and completed ; together with the right of way, structure
and superstructure, grounds for stations and depots, and all
appurtenances, appendages, fixtures, and all real or personal
property in any way or manner connected with said railroad, or
in any manner incident or appurtenant thereto, including all
side-tracks, turn-tables, turnouts, bridges, viaducts, culverts,
fences, and all the appurtenances thereof. Provided, never¬
theless, that if the said party of the second part, its
successors or assigns, shall at any time hereafter fail or omit
to pay the rents hereinafter reserved, or to observe and keep
the promises, covenants and agreements hereinafter set forth
by the said party of the second part, its successors and assigns,
to be observed and kept, and shall be or continue in default
in respect of such rent, or of any provision of this indenture
for the period of sixty days, this indenture and the estate and
interest hereby granted, shall, at the option of the party of
the first part, its successors or assigns, wholly cease, determine
and become void, and it shall be lawful for the party of the
first part, its successors or assigns, to enter into and upon the
railroad and property hereby demised, and the same to have
282
again, repossess and enjoy in the same manner as if this
indenture had not been made. And provided further, that
the omission to exercise such right of entry in respect
to any particular default shall not waive or exhaust this con¬
dition, or impair or affect the right of the said first party,
its successors or assigns, upon the happening of any subse¬
quent default, to declare this indenture and the estate hereby
granted, to be determined and brought to an end, and to
enter into and upon the said demised premises, and the same
to have again as aforesaid. And provided further, that this
lease is made and entered into by said parties upon and sub¬
ject to the terms, agreements, covenants and conditions
hereinafter contained, that is to say, the said parties do
hereby mutually covenant, promise, and agree to and with
each other in manner and form following :
Article First. The party of the second part shall have,
possess and operate the said railroad from Du Quoin to
Eldorado, for and during the term hereinbefore mentioned,
upon the terms and conditions herein set forth, and shall at
all times during the* continuance of this lease furnish all
necessary rolling stock and equipment tor the complete and
perfect operation of the said demised railroad.
Article Second. The said party of the first part shall, and
will, in all cases, warrant and defend the party of the second
part in the quiet possession of the line and premises, which
shall be delivered under this indenture.
Article Third. The said party of the second part, its
successors and assigns, shall and will, during each year of the
term hereby demised, pay to the said party of the first part,
its successors or assigns, an annual rental, which shall be a
percentage upon the gross earnings of the said demised rail¬
road during such year, to be ascertained and couputed in the
manner following, that is to say, for and upon the first
one hundred and twenty-five thousand dollars of the gross
earnings of ttie said demised railroad in each year the party
of the second part shall pay to the party of the first
283
part thirty per centum of such one hundred and
twenty-five thousand dollars of gross earnings, and for
and upon any amount of gross earnings exceeding one hun¬
dred and twenty-five thousand dollars in each year, the said
party of the second part shall pay as aforesaid fifteen per cent,
of such excess of gross earnings over one hundred and twenty-
five thousand dollars in each year, in addition to the thirty
per centum on the first one hundred and twenty-five thousand
dollars in each year.
And it is hereby agreed by the party of the second part,
that the rate per mile for mail, express; passenger and freight
charges respectively, on all business done partly over both
roads, shall be the same on the railroad of the party of the
first part as on the road of the party of the second part, be¬
tween East St. Louis and Du Quoin, during the continuance of
this lease.
And the party of the second part shall at all times, during
said term, keep a full and correct account of the business and
earnings of said demised railroad, and shall render a monthly
statement thereof once in each month, and a correct abstract
of the accounts every six months, to the party of the first
part. And the said party of the second part shall at all proper
and reasonable times, upon the request of the party of the first
part, or its authorized agent, submit to the examination of the
said party of the first part, or its said agent, the books and
vouchers pertaining to the business of the road hereby demised,
and give any and all needful information in respect thereto.
Article Fourth. And, Whereas, the party of the first part
has issued bonds to the amount of two hundred and twenty
thousand dollars ($220,000), bearing interest at seven per cent,
per annum, payable semi-annually, on the first days of Janu¬
ary and July in each year, in the city of New York, secured
by a Deed of Trust, or First Mortgage, bearing date July 1st,
1880, the party of the second part hereby covenants and
agrees to and with the said party of the first part, that the
annual rental reserved by this indenture, and agreed to be
paid as herein set forth, shall not, during any year of the term
284
aforesaid, be less than an amount sufficient to pay the interest
ou the above-mentioned bonds, as such interest shall fall due ;
and that the said party of the second part, its successors and
assigns, shall, and will during each and every year of the term
aforesaid, pay to the party of the first part, its successors or
assigns, as rent reserved by this indenture, an amount which
shall not be less than the amount required to pay such interest ;
such payment to be made in the manner hereinafter- specified.
And it is further agreed, that an instrument embracing the
substance of this article, shall, at the request of the said party
of the first part, be endorsed upon or attached to said bonds
by the said second party, upon the presentation to it of the
said bonds for that purpose.
Article Fifth, So much of the yearly rent hereb}7 re¬
served, as shall be necessary to pay the semi-annual in¬
terest falling due on the bonds aforesaid, or on any bonds
of like amount not bearing a higher rate of interest,
issued in lieu thereof, or in extension thereof, shall, during
each and every year of the term hereby demised, until the said
bonds are fully satisfied, be paid by the party of the second
part semi-annually, to wit, on the first days of January and
July in each year, to such person or person as shall, with the
approval of the trustees under said deed of trust or first
mortgage, be designated by the party of the first part to pay
the interest on the said bonds as the same matures.
And in case said rental hereinbefore provided to be paid
shall amount to more than a sum sufficient to pay said
interest on said bond, or on any bond issued in lieu thereof,
the said party of the second part shall and will pay to the
said party of the first part, on or before the fifteenth day of
January and J uly in each year, or as soon thereafter as the
amount of the earnings of said leased railroad for the six
months then last past, ending on such first day of January and
July then last preceding, as the case may be, can be ascer¬
tained, the balance of the proportion of gross earnings herein¬
before provided to be paid to the party of the first part, its
successors or assigns.
285
Article Sixth. The said party of the second part shall,
and will, during the term hereby granted, operate, maintain,
and keep in good repair the , rail road and premises hereby de¬
mised, and shall, from time to time, make all necessary addi¬
tions and improvements, and shall, and will, indemnify and
save harmless the said party of the first part, its successors and
assigns, from and against all costs, charges, expenses, damages
and liabilities whatsoever growing out of the maintaining, re¬
pairing, operating or using of the said road.
The said party of the first part shall, and will, at all times
hereafter, upon demand thereof bv the party of the second
part, its successors or assigns, and as often as by it or them
requested, execute, acknowledge and deliver all such further
or other instruments and assurances, for the better assuring to
the said party of the second part, its successors and assigns,
upon and subject to the terms of this indenture, the railroad
and premises hereby demised, as by the said party of the sec¬
ond part, its successors or assigns, its or their counsel learned
in the law, shall be reasonably advised, devised or required.
Article Seventh. The said party of the first part shall,
and will, deliver to the said party of the second part the title
deeds to all right of way, depot grounds, station and other
grounds used or to be used for railroad purposes, and also all
ma ps, plats, profiles and specifications relating to said demised
railroad.
Article Eighth. The party of the second part shall, and
will, during the term hereby demised, pay and discharge all
taxes, assessments and imposts which may be imposed
or assessed upon the said demised premises, on or
after the first day of May, 1880, during such term, to the same
extent as if the party of the second part were the legal owner
of the said railroad and premises, under the charter of the
party of the first part, as well as the lessees thereof hereunder,
but the said party of the first part shall pay all taxes, assess¬
ments, and imposts, chargeable, assessable or due thereon prior
to said first day of May, 1880.
286
In witness whereof, the parties hereto have caused their re¬
spective corporate seals to be affixed, and the same to be
attested by the signatures of their respective presidents and
secretaries, the day and year first above Written.
The Belleville and Eldorado Railroad Company,
By
E. F. Leonard,
[seal.] President.
G. B. Hoblit,
/Ll: Secretary.
State of Missouri, ) . -
City of St. "Louis, j ss* ' ^/*±Js£r<Jjicy,
I, Henry S. Depew, a Notary Public in and for the Çity of
St. Louis and State of Missouri, do hereby certify that Edward
F. Leonard and George B. Hoblit, personally known to me to
be the same persons whose names are subscribed to the fore¬
going instrument, appeared before me this day in person and
acknowledged that they signed and delivered the said instru¬
ment as their free and voluntary act for the uses and purposes
therein set forth ; and in their official capacity as President
and Secretary of the Belleville and Eldorado Railroad Com¬
pany, they acknowledged that they signed, sealed and deliv¬
ered the said instrument as the duly authorized act and deed
of said company.
I further certify that I was duly qualified as Notary Public
on the 25th day of September, 1878, and that my commission
expires on the 25th day of September, 1882.
Witness my hand and notarial seal this 30th day of June,
1880.
H. S. Depew,
[seal.] Notary Public.
287
State of New York, [
City and County of New York, j ss'
I, Samuel A. Meeks, a Notary Public in and for the City,
County and State aforesaid, do hereby certify that W. Bayard
Cutting, formerly President, and H. A Crosby, Assistant Sec¬
retary of the St. Louis, Alton and Terra Haute Pailroad Com¬
pany, to me personally known to be the persons they repres¬
ent themselves to be, and whose names are subscribed to the
foregoing instrument as such President and Assistant Secre¬
tary of said Company, appeared before me in person this day
and severally acknowledged that they signed, sealed and de¬
livered the said instrument as a free and voluntary act and
deed of the said St. Louis, Alton and Terre Haute Pailroad
Company, for the uses and purposes therein set forth. They
further acknowledged and declared that on the first day of
July, 1880, the date of said instrument, they were respect¬
ively the President and Assistant Secretary of said Company,
duly elected, installed and acting as such, and that said instru¬
ment was so executed and the corporate seal of said Company
affixed thereto by order and under the authority of the Board
of Directors of said Company.
Given under my hand and seal this 14th day of June, A. D.,
1894.
Samuel A. Meeks,
Notary Public, No. 116,
For N. Y. Co.
State of Illinois, (
County of Franklin. \ ss'
I, G. B. Shaw, Clerk of the Circuit Court and ex-officio
Recorder of Deeds within and for said Countv and State do
»/
hereby certify that an instrument of wdiich the within and
foregoing is a true copy was filed for record in my office on
288
the 27th day of June, 1894, and that the same is recorded in
said office in Volume A of Miscellaneous Records at page 464.
In witness whereof I have hereto set my hand and affixed
the seal of said Court the 11th day of July , 1894.
[l. s.] G. B. Shaw,
Cir. Cl'k.
State of Illinois, )
County of Saline.
I, John H. Lee, Clerk of the Circuit Court and ex-ojficio
Recorder of Deeds within and for said County do hereby
certify that an instrument of which the within is a true copy
was filed for record in my office on the 28th day of June,
1894, at 9. 30 A. M. and that the same is recorded in Mis¬
cellaneous Record, A, in said office at page 47.
In witness whereof I have hereunto set my hand and
affixed the seal of said court this 28th day of June, 1894.
Jno. H. Lee,
[l. s.] Clerk.
State of Illinois, )
County of Perry.
I, Albert A. Driemeyer, Clerk of the Circuit Court and
ex-ojficio Recorder of Deeds within and for the said County
and State do hereby certify that an instrument of which the
within is a true copy was filed for record in my office on the
29th day of June, 1894, and that the same is recorded in said
office in Record 16 of Miscellaneous page 410.
In witness whereof I have hereto set my hand and affixed
the seal of said Court this 29th day of June, 1894.
Albert A. Driemeyer,
[l. s.] Recorder.
289
LEASE.
Belleville and Carondelet Railroad Company
to
St. Louis, Alton and Terre Haute Railroad Company.
Dated June 1, 1883.
This Indenture, made this the first day of June, A. D.
1883, between the Belleville and Carondelet Railroad Com¬
pany, a corporation organized under the laws of the State of
Illinois, party of the first part, and the St. Louis, Alton and
Terre Haute Railroad Company, a corporation organized un¬
der the laws of the States of Indiana and Illinois respectively,
party of the second part.
Whereas, the said St. Louis, Alton and Terre Haute Rail¬
road Company own and operate a railroad extending from the
City of East St. Louis, Illinois, opposite the City of St. Louis,
in the State of Missouri, to the City of Belleville, in the
county of St. Clair, in the said State of Illinois, and has leased
for a long term of years the railroad of the Belleville and
Southern Illinois Railroad Company, extending from the said
City of Belleville to the City of Du Quoin, in the county of
Perry, in the State of Illinois, and do now operate the entire
line from East St. Louis to Du Quoin as one road, commonly
known as the " St. Louis and Cairo Short Line."
And whereas, the said Belleville and Carondelet Railroad
Company has just completed the construction of its line of
railway from Belleville, where it connects with the railroad of
the second party, to a point on the Mississippi River opposite
Carondelet or South St. Louis.
And whereas, it is deemed and considered for the mutual in¬
terest of the parties hereto, that the said roads should be
placed under the same management, and operated as one line ;
290
and to that end the party of the second part has agreed to
lease from the party of the first part its railroad from Belle¬
ville to Carondelet, in consideration of the benefits to be de¬
rived by said second party, from the management, control and
operation of said railroad of said first party.
Now, THEREFORE, THIS INDENTURE WITNESSETH, that the Said
party of the first part, for and in consideration of the rents
hereinafter reserved to be paid by the party of the second
part, its successors and assigns, and of the promises, covenants
and agreements herein contained to be kept, observed and per¬
formed by the party of the second part, its successors and
assigns, have granted, demised and leased, and by these pres¬
ents do grant, demise and lease to the said party of the second
part, its successors and assigns, for and during the term of
nine hundred and eighty-three years from the date hereof,
the said railroad of the party of the first part, from Belleville
to Carondelet, as the same is now constructed and completed ;
together with the right of way, structure and superstructurej
grounds for stations and depots, and all appurtenances, ap¬
pendages, fixtures, and all real or personal property in any wray
or manner connected with said railroad, or in any manner inci¬
dent or appurtenant thereto, including all side tracks, turn¬
tables, turn-outs, bridges, viaducts, culverts, fences and all the
appurtenances thereof. Provided, nevertheless, that if the
party of the second part, its successors or assigns, shall
at any time hereafter fail or omit to pay the rents herein¬
after reserved, or to observe and keep the promises, cove¬
nants and agreements hereinafter set forth by the party of
the second part, its successors and assigns, to be observed
and kept, and shall be or continue in default in respect
of such rent, or any provision of this indenture for the
period of sixty days, this indenture and the estate and interest
hereby granted, shall, at the option of the party of the first
part, its successors or assigns, wholly cease, determine and
become void, and it shall be lawful for the party of the first
part, its successors or assigns, to enter into and upon the said
railroad and property hereby demised, and the same to have
again, repossess and enjoy in the same manner as if this in-
291
denture had not been made. And provided further, that the
omission to exercise such right of entry in respect of any par¬
ticular default, shall not waive or exhaust this condition, or
impair or affect the right of the said first party, its successors
or assigns, upon the happening of any subsequent default,
to declare this indenture and the estate hereby granted, to be
determined and brought to an end, and to enter into and upon
the said demised premises, and the same to have again as
aforesaid. And provided further, that this lease is made and
entered into by said parties upon and subject to the terms,
agreements, covenants and conditions hereinafter contained,
that is to say, the parties do hereby mutually covenant, promise
and agree to and with each other in manner and form
following :
Article First. The party of the second part shall have,
possess and operate the said railroad from Belleville to Caron-
delet, for and during the term hereinbefore mentioned, upon
the terms and conditions herein set forth, and shall at all
times during the continuance of this lease, furnish all neces¬
sary rolling stock and equipment for the complete and perfect
operation of the said demised railroad. Provided, that the
party of the second part, for the purpose of operating the said
demised railroad, shall have the exclusive right to use upon
the said railroad for and during the term aforesaid the follow¬
ing described locomotives, passenger and freight cars, at the
date hereof belonging to the party of the first part, viz. :
One hundred eight-wheel coal cars, numbered
601 to 700, costing $450 each $45,000 00
One combination passenger and baggage coach,
No. 15, costing 3,800 00
One locomotive complete, No. 15, a ten-wheel
forty-ton Baldwin engine, costing 13,385 00
One locomotive complete, No. 20, a four-driver
Hinckley switching engine, costing 9,545 00
At the termination of this contract, from any cause what¬
ever, the party of the second part shall leave upon the said
292
demised railroad an amount of rolling stock and equipment
equal in quantity, quality and value to that heretofore de¬
scribed in this article, and upon the road at the time when
they took possession thereof.
Article Second. The said party of the first part shall and
will, in all cases, warrant and defend the party of the second
part in the quiet possession of the line and premises, which
shall be delivered under this indenture.
Article Third. The said party of the second part, its
successors and assigns, shall and will, during each year of the
term hereby demised, pay to the said party of the first part,
its successors and assigns, an annual rental amounting to thirty
thousand dollars, in two equal semi-annual payments of fifteen
thousand dollars each, payable on the first days of June and
December of each year.
Article Fourth. And whereas, the party of the first part
has issued bonds bearing interest at six per cent, per annum,
payable semi-annually on the first days of June and December,
in the City of New York, secured by a deed of trust or first
mortgage, bearing date June the first, 1883, of which bonds
there now remain outstanding five hundred, to the amount of
five hundred thousand dollars ; and whereas, the interest on
the above-mentioned bonds exactly equals the annual rental
reserved by this indenture, it is mutually agreed that the sec¬
ond party shall pay the interest coupons on said bonds as they
shall fall due, which payment shall operate as a full satisfac¬
tion and discharge of the rental obligation under this agree¬
ment ; and it is further agreed, that said second party will in¬
dorse upon said bonds, upon their presentation for that pur¬
pose, its agreement to pay the interest coupons thereof in pur¬
suance of the provisions of this article.
Article Fifth. The said party of the second part shall
and will, during the term hereby granted, operate, maintain
and keep in good repair the railroad and premises hereby
demised, and shall, from time to time, make all neces-
293
sary additions and improvements, and shall and will in¬
demnify and save harmless the said party of the first part,
its succes^brs and assigns, from and against all costs, charges,
expenses, damages and liabilities whatsoever, growing out of
the maintaining, repairing, operating or using of the said road.
The party of the first part shall and will at all times
hereafter, upon demand thereof by the party of the second
party, its successors or assigns, and as often as by it or them
requested, execute, acknowledge and deliver all such further
or other instruments and assurances, for the better assuring to
the said party of the second part, its successors and assigns,
upon and subject to the terms of this indenture, the railroad
and premises hereby demised, as by the party of the second
part, its successors or assigns, its or their counsel learned in
the law, shall be reasonably advised, devised or required.
Article Sixth. The said party of the first part shall,
and will deliver to the said party of the second part the title
deeds to all right of way, depot grounds, station and other
grounds used or to be used for railroad purposes, and also
all maps, plats, profiles and specifications relating to said
demised railroad.
Article Seventh. The party of the second part0shall,
and will, during the time hereby demised, pay and discharge
all taxes, assessments and imposts which may be imposed or
assessed upon the said demised premises, on or after the first
day of May, 1883, during such term, to the same extent as if
the party of the second part were the legal owners of the said
railroad and premises, under the charter of the party of the
first part, as well as the lessees thereof hereunder ; but the
party of the first part shall pay all taxes, assessments and im¬
posts, chargeable, assessable or due thereon prior to the said
first day of May, 1883.
In witness whereof, the parties thereto have caused their
respective corporate seals to be affixed, and the same to be
294
ttested by the signatures of their respective Presidents and
Secretaries, the day and year first above written.
The Belleville and Carondelet4* Railroad
Company,
By M. T. Stookey,
President.
[Seal.] E. F. Leonard,
Secretary.
The St. Louis, Alton & Terre Haute Bail-
road Co.,
By W. Bayard Cutting,
President.
[Seal.] H. A. Crosby,
Asst, Secretary.
State of Missouri, j
City of St. Louis, j ss*
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that W. Bayard Cutting,
who was President of the St. Louis, Alton and Terre Haute
Railroad Company on the first day of June, A. D., 1883, to
me personally known to be the person he represents himself to
be, and whose name is subscribed to the foregoing instrument
as such President, appeared before me in person this day and
acknowledged that he signed, sealed and delivered the said
instrument as the free and voluntary act and deed of the said
t/
St. Louis, Alton and Terre Haute Railroad Company, for the
uses and purposes therein set forth, and that said instrument
was so executed and the corperate seal of said company affixed
thereto at the date thereof, by order of the Board of Directors
of such Company.
Given under my hand and seal this 5th day of June, 1894.
My term expires May 25, 1897.
H. H. Buford,
[seal.] Notary Public.
295
State of New York,
City and County of New York. ' ss*
I, Samuel A. Meeks, a Notary Public in and for the City,
County and State aforesaid, do hereby certify that H. A.
Crosby, Assistant Secretary of the St. Louis, Alton and Terre
Haute Railroad Company, to me personally known to be the
person he represents himself to be, and whose name is sub¬
scribed to the foregoing instrument as such Assistant Secre¬
tary of said Company, appeared before me in person this day
and acknowledged that he signed, sealed and delivered the
said instrument as the free and voluntary act and deed of the
said St. Louis, Alton and Terre Haute Railroad Company, for
the uses and purposes therein set forth, and that said instru¬
ment was so «executed and the corporate seal of said Company
affixed thereto at the date thereof by order of the Board of
Directors of said Company.
Given under my hand and seal this 9th day of June, A. D.,
1894.
[notarial seal.] Samuel A. Meeks.
State of Missouri, ) fkt
City of St. Louis, j 8 '
I, IL H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that M. T. Stookcv, Presi¬
dent of the Belleville and Carondelet Railroad Company, to
me personally known to be the person he represents himself to
be, and whose name is subscribed to the foregoing itstrument
as such President, appeared before me in person this day, and
acknowledged that he signed, sealed and delivered the said
instrument as the free and voluntary act and deed of the said
Belleville and Carondelet Railroad Company for the uses and
purposes therein set forth, and that said instrument was so
executed, and the corporate seal of said company affixed
thereto at the date thereof, by order of the Board of Directors
of said Company.
Given under my hand and seal this 7th day of June, A. P.
1894.
H. H. Buford,
[seal.] Notary Public.
My term expires May 25, 1897.
296
State of Missouri, )
Citv of St. Louis, j ss '
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that E. F. Leonard, Secre¬
tary of the Belleville and Carondelet Railroad Company, to
me personally known to be the person he represents himself
to be, and whose name is subscribed to the foregoing instru¬
ment as such Secretary of said Company, appeared before me
in person this day and acknowledged that he signed, sealed
and delivered the said instrument as the free and voluntary act
and deed of the said Belleville and Carondelet Railroad Com¬
pany for the uses and purposes therein set forth, and that said
instrument was so executed and' the corporate seal of said Com¬
pany affixed thereto at the date thereof by order of the Board
of Directors of said Company.
Given under my hand and seal this 5th day of June, A. D.
1894.
H. H. Buford,
[seal.] Notary Public.
My term expires May 25, 1897.
State of Illinois, )
County of St. Clair, f ss '
» --
I, Chas. Becker, Recorder of Deeds within and for said
County and State, do hereby certify that an instrument of
which the within and foregoing is a true copy was filed for
record in my office on the 30th day of June, at 7:30 o'clock
A. M., and that the same is recorded in said office in book 234
of Records at page 135.
In witness whereof, I have hereto set my hand and affixed
the seal of said office this 30th day of June, 1894.
Chas. Becker,
[seal.] Recorder.
297
Agreement Modifying Lease of Belleville and Carondelet
Railroad.
Dated, July 11, 1884.
This Indenture, made this eleventh day of July, 1884,
between the Belleville and Carondelet Railroad Company,
a corporation organized under the laws of the State of Illinois,
party of the first part, and the St. Louis, Alton and Terre
Haute Railroad Company, a corporation organized under the
laws of the States of Indiana and Illinois respectively, party
of the second part.
Whereas, the said party of the first part, did heretofore,
to wit, ou the first day of June, 1883, lease to the said second
party its line of railroad from Belleville to the Mississippi
River near East Carondelet, and the said second party has
operated and is now operating said railroad under said lease ;
and
Whereas, among other covenants and agreements con¬
tained in said lease, said second party has agreed to pay,
during each year of the term of said lease, an annual
rental amounting to thirty thousand dollars, in two semi¬
annual payments of fifteen thousand dollars each, payable on
the first days of June and December of each year; and it is
further mutually agreed between said parties that the said
second party shall pay in full satisfaction and discharge of the
said rental obligation contained in said lease, the interest
coupons as they shall fall due, on five hnndred bonds of one
thousand dollars each, bearing interest at the rate of six per
cent, per annum, issued.by said first party, June first, 1883,
and now outstanding, and bearing interest coupons payable
semi-annually on the first days of June and December of each
year, said annual interest amounting to the same sum as the
rent agreed to be paid, to-wit, thirty thousand dollars per
annum ; and
298
Whereas, said first party, in order to negotiate its said issue
of bonds, amounting to $500,000, found it necessary to make
them payable, principal and interest, in gold coin of the
United States, of the present standard of weight and fineness,
and has so provided in said bonds and in the deed of trust
securing the same ; and
W hereas, It was the intent and purpose of the parties to
the original contract of lease that the annual rent contracted
to be paid for said demised property should be equal to the
annual interest on said bonds, according to their tenor and
effect.
xow, therefore, this indenture witnesseth, that for the
consideration above set forth, and for the further considera-
* ■
tion of one dollar in hand paid by the said first party to
said second party, the receipt whereof Is hereby acknowledged,
the said second party does hereby covenant, promise and agree
to pay said rent of thirty thousand dollars per annum in gold
coin of the United States of the present standard of weight
and fineness ; and it is mutually agreed between the said
parties that the said second party shall pay the said interest
coupons on said bonds as they shall fall due, in gold coin of
the United States, of the present standard of weight and
fineness, which payment shall operate as a full satisfaction
and discharge of the rental obligation under said lease.
In Witness Whereof, the parties hereto have
caused their respective corporate seals to be
affixed and the same to be attested by the
signatures of their respective Presidents and
Secretaries the day and year first above
written.
The BelleVille and Carondelet Railroad
Company ,
[seal.] By M. T. Stookey, President,
E. F. Leonard, Secretary.
The St. Louis, Alton and Terre Haute Rail¬
road Co.,
seal.] By W. Bayard Cutting, President,
II. A. Crosby, Asst. Secretary.
299
State of Missouri, )
City of St. Louis. \ ss*
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that M. T. Stookey, Presi¬
dent of the Belleville and Carondelet Railroad Company, to
me personally known to be the person he represents himself
to be, and whose name is subscribed to the foregoing instru¬
ment as such President, appeared before me in person this day
and acknowledged that he signed, sealed and delivered the
said instrument as the free and voluntary act and deed of the
said Belleville and Carondelet Railroad Company for the uses
and purposes therein set forth, and that said instrument wras
so executed, and the corporate seal of said company affixed
thereto at the date thereof by order of the Board of Directors
of said company.
Given under my hand and seal this 7th day of June, A. D.
1894.
My term expires May 25, 1897.
II. H. Buford,
[l. s.] Notary Public.
State of Missouri, )
City of St.* Louis. ) ss*
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that E. F. Leonard, Sec¬
retary of the Belleville and Carondelet Railroad Company, to
me personally known to be the person he represents himself to
be, and whose name is subscribed to the foregoing instrument
as such Secretary of said Company, appeared before me in
person this day and acknowledged that he signed, sealed and
delivered the said instrument as the free and voluntary act
and deed of the said Belleville and Carondelet Railroad Com¬
pany for the uses and purposes therein set forth, and that said
instrument was so executed and the corporate seal of said
300
company affixed thereto at the date thereof by order of the
Board of Directors of said Company.
Given under my hand and seal this 5th day of June, A. D.
1894.
My term expires May 25, 1897.
H. H. Buford,
[l. s.] Notary Public.
State of Missouri, j
City of St. Louis, f ss*
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that W. Bayard Cutting,
who was President of the St. Louis, Alton and Terre Haute
Bailroad Company on the 11th day of July, A. D. 1884, to
me personally known to be the person he represents himself to
be, and whose name is subscribed to the foregoing instrument
as such President, appeared before me in person this day and
acknowledged that he signed, sealed and delivered the said
instrument as the free and voluntary act and deed of the said
St. Louis, Alton and Terre Haute Railroad Company, for the
uses and purposes therein set forth, and that said instrument
was so executed and the corporate seal of said Company
affixed thereto at the date thereof, by order of the Board of
Directors of said Company.
Given under my hand and seal this 5th day of June, A. D.
1894.
My term expires May 25, 1897.
H. H. Buford,
[seal.] Notary Public.
State of New York, )
City and County of New York, j ss*
I, Samuel A. Meeks, a Notary Public in and for the City,
County and State aforesaid, do hereby certify that H. A.
Crosby, Assistant Secretary of the St. Louis, Alton and Terre
Haute Railroad Company, to me personally known to be the
301
person he represents himself to be, and whose name is sub¬
scribed to the foregoing instrument as such Assistant Secretary
of said Company, appeared before me in. person this day and
acknowledged that he signed, sealed and delivered the said
instrument as the free and voluntary act and deed of the said
St. Louis, Alton and Terre Haute Railroad Company, for the
uses and purposes therein set forth, and that said instrument
was so executed and the corporate seal of said Company
affixed thereto at the date thereof by order of the Board of
Directors of said Company.
Given under mv hand and seal this 9th dav of June. A I).
1894.
[notarial seal.] Samuel A. Meeks.
State of Illinois, )
County of St. Clair, f ss'
J
I, Chas. Becker, Recorder of Deeds, within and for said
County and State, do hereby certify that an instrument, of
which the foregoing is a true copy, was filed for record in my
office on the 30th day of June, 1894, at 7:30 o'clock A. M.,
and that the same is recorded in said office in Book 234 of
Records, at page 142.
In witness whereof, I have hereto set my hand and affixed
the seal of said office this '30th day of June, 1894.
Chas. Becker,
[l. s.] Recorder.
302
LEASE.
Carbondale and Shawneetown Railroad Company
♦
to
St. Louis Southern Railroad Company.
Dated December 1, 1886.
This Instrument of Lease, made this first day of Decem¬
ber, A. D. 1886, by and between the Carbondale and Shaw¬
neetown Railroad Company, a corporation existing under
and by virtue of the laws of the State of Illinois, party of the
first part, and the St. Louis Southern Railroad Company, a
corporation existing under and by virtue of the laws of the
State of Illinois, party of the second part, Witnesseth ; that,
Whereas, the party of the first part now owns a line of
railroad extending from Carbondale, in the County of Jackson,
in the State of Illinois, to Marion, in the County of William¬
son, in the State of Illinois, with all appurtenances thereto ;
and,
Whereas, its said railroad and appurtenances were on the
fourteenth day of October, 1879, leased to the St. Louis Coal
Railroad Company, a corporation then existing under and by
virtue of the laws of the State of Illinois, for the term of
twenty-live years from the first day of November, A. D.
1879; and,
Whereas, said St. Louis Coal Railroad Company is in de¬
fault in the performance of many of the provisions of said
lease ; and,
Whereas, the party of the second part has succeeded under
the law to all the rights and interests of the said St. Louis
Coal Railroad Company in and to the said Carbondale and
Shawneetown Railroad under the lease last aforesaid ; and,
W^ h ere as. there are many uncertainties, imperfections and
infirmities in the the said last named lease, and in the relations
which said Carbondale and Shawneetown Railroad Company
sustains to the said St. Louis Southern Railroad Company at
303
the present time, and in order to more clearly define the rights,
and more effectually secure the same to the respective parties
hereto.
Now, therefore, the said Carbondale and Shawneetown Rail¬
road Company, party of the first part, for and in consideration
of the rents herein reserved, and the covenants and agreements
hereinafter contained, and by the said, The St. Louis
Southern Railroad Company, party of the second part, to be
kept and performed, has leased and demised, and by these
presents doth lease and demise unto the said party of the
second part, the railroad of the party of the first part, extend¬
ing from Carbondale, Jackson County, Illinois, to Marion,
Williamson County, State of Illinois, with the necessary side
tracks, turn-outs, switches, depots, stations, rights of way,
structures, buildings, appurtenances and privileges for main¬
taining and operating the railroad :
To have and to hold the same, together with the privi¬
leges and appurtenances hereunto pertaining and belonging
unto the said party of the second part, for and during, and
ugtil the end of the full term and period of nine hundred and
eighty years from December first, 1886, the party of the
second part yielding and paying therefor yearly, and every
year during said term, the sum of ten thousand dollars
($10,000), which said last named sum shall be payable in two
equal semi-annual installments on the first day of March and
the first day of September in each year, and said payments to
be made at such suitable agency or place as the party of the
second part may from time to time designate and appoint.
The said party of the second part shall, from time to time,
pay and discharge all taxes and assessments imposed upon the
property of the party of the first part, or upon its revenues ;
it shall defend all suits and actions against the said party of
the firsRpart ; it shall pay the cost of maintaining the cor¬
porate organization of the party of the first part, and shall, at
all times, suitably maintain by renewals or otherwise, the rail¬
road and property of the party of the first part. It shall
furnish all necessary rolling-stock and operate the road hereby
demised so as to fully discharge all lawful obligations of the
party of the first part to the public.
304
The party of the first part shall, during the term hereby
demised, maintain its corporate organization by renewals or
otherwise, at the expense of the party of the second part,
so that the term hereby demised shall not be endangered or
abridged.
The party of the second part shall, upon fulfilling the terms
and conditions hereof, at all times have and peacefully enjoy
the property and estate hereby demised, free from any inter¬
ference from the party of the first part, or any person claiming
by, from or under the party of the first part ; and the party of
the second part shall at all times have the right to use and ex¬
ercise all the rights, privileges and franchises enjoyed and to
be enjoyed by the party of the first part, and to as full an ex¬
tent as the same may be exercised and enjoyed by the party of
the first part, and to that end it shall have the right to at all
times use the name of the party of the first part.
The party of the second part shall have full authority from
time to time to fix all rates of passenger fares and of freights,
and all business done upon the railroad and property hereby
demised.
The party of the second part shall furnish the officers of the
party of the first part, free of transportation expense, suit¬
able facilities so that they may, from time to time, inspect the
property herein demised and observe the manner of conducting
the business thereon, and the manner in which said property is
kept and maintained.
The party of the first part hereby agrees, at the expense of
the party of the second part, to issue at once, or as soon as it
legally can, and place with the Mercantile Trust Corn-
nan v of New York as trustee, or with some other suitable
A. V>
trustee, its first mortgage bonds to the par value of two
hundred and fifty thousand dollars ($250,000), bearing inter¬
est at the rate of four per cent, per annum, payable sem-
annually, which said bonds shall mature September 1st, A. D.
1931, and interest thereon shall be payable March 1st and
September 1st, each year. Such issue of bonds shall be ex¬
changed at par for the present outstanding bonds and funded
certificates of the party of the first part ; and when such ex-
305
change is completed or secured to the satisfaction of the
party of the first part, the residue of such issue of bonds shall
be paid to the party of the second part.
The said party of the first part shall extend or renew the
bonds so to be issued as last aforesaid, at par, or substitute
new bonds therefor, and secure the payment of such new
bonds by suitable deed or deeds in trust of its entire property,
including the property hereby demised, and in such case the
said deed or deeds in trust shall be a prior lien in all respects
on any right, title or interest acquired by the party of the
second part, its successors or assigns under and by virtue of this
indenture, as the former deeds in trust, and with the same
priority of lien. The total amount of bonds so to be ex¬
tended or substituted, however, shall not at any time exceed
in the aggregate the sum of two hundred and fifty thousand
dollars ($250,000) and shall not bear interest at a higher rate
than four per cent, per annum, payable sem-annually.
In case the said party of the first part shall fail to ex¬
tend the time of payment of any bonds now imposed upon the
property hereby demised, or negotiate new securities in lieu of
them, as hereinbefore provided, then the said second party
may renew the same at a rate of interest not in excess of four
per cent, per annum, or pay and discharge said bonds, and
have a lien upon the premises hereinbefore described for the
payment of the same, and a credit on the rents reserved here¬
in for the amount of the interest so paid.
The party of the second part hereby agrees to assume and
discharge the proportion of certificates issued by the Receiver
of the St. Louis Coal Railroad Company and the' Carbondale
and Shawneetown Railroad Company under authority of the
United States Circuit Court for the Southern District of Illi¬
nois, and imposed upon the property of the party of the first
part ; and the party of the second part hereby forever re¬
leases and discharges the party of the first part from any
and all claims for betterments made to the property of the
party of the first part by the St. Louis Coal Railroad Com¬
pany or by the Receiver of said St. Louis Coal Railroad Com-
306
pany. The party of the second part shall purchase the equip¬
ment now leased by the party of the first part and cancel the
leases under which such rolling stock is now held by said party
of the first part.
The second party shall protect the first party against all
claims for right of way, depot and other grounds now in
possession of said first party or claimed by it.
in case the second party shall make default in any pay¬
ment, in the manner or at the times herein provided,
or either or any part thereof, for the period of thirty
days after the same is payable as aforesaid, or in
case the said second party shall not, from time to
to time, and at all times during the continuance of this
lease, well and truly observe and perform all and singular the
covenants and agreements herein contained, which are to be
kept and performed by the said second party, its successors
and assigns, then, in any and every such case, it shall be law¬
ful for the said first party, its successors and assigns, to re¬
enter upon the said railroad and other property, and all im¬
provements thereon constructed, and to repossess and enjoy the
same as of its former estate, anything herein contained to the
contrary thereof notwithstanding ; and the said second party
shall be liable to the said first party for all damages which it
shall sustain by any default of the second party, provided,
however, that no such forfeiture shall be declared .unless the
said first party shall have first given the said second party
notice in writing of the default complained of, and requested
the performance of this contract in that behalf, by the said
second party, its successors and assigns.
In case any difference shall arise between the parties hereto
in reference to the proper construction of this contract, or the
execution of the same, such difference shall be settled by arbi¬
tration, each party hereto to select one disinterested arbitrator,
and the two thus chosen to select a third, to whom such mat¬
ter of difference shall be submitted in writing, and the deci¬
sion of such board of arbitration, or a majority thereof, shall
be final and binding upon the parties hereto as to the question
or questions so submitted.
307
In witness whereof, the parties hereto have caused
their corporate seals to be affixed, and the
same to be attested by the signatures of their
respective Presidents and Secretaries, the
day and year first above written.
Executed in duplicate.
The Carbondale and Shawneetown
[Seal.] Railroad Pompany,
By J. E. McGtettigan,
President.
Attest :
Edward Brown.
The St. Louis Southern Railroad
[Seal.] Company,
By E. C. Dawes,
President.
Attest :
C. H. Bosworth,
Secv.
308
State of Missouri, f
City of St. Louis, j ss '
On this 23rd day of December A. D. 1886, before me ap¬
peared J. E. McGettigen and Edward Brown to me personally
known, who being by me duly sworn, did say that they are
respectively the President and Secretary of the Carbondale and
Shawneetown Railroad Company, and that the seal affixed to
the foregoing instrument as the seal of the said u The Carbon-
dale and Shawneetown Railroad Comyany" is the corporate
seal of said company and that said instrument was signed and
sealed in behalf of said Corporation by authority of its Board
of Directors, and the said J. E. McGettigen acknowledged
said instrument to be the free act and deed of said Corporation.
In testimony whereof I have hereto set my hand
and affixed my official seal at my office in
St. Louis, the day and year first above in
this acknowledgement written.
John M. Dickson,
Notary Public,
[seal] City of St. Louis.
State of Missouri, j
City of St. Louis, j ss '
On this 23rd day of December A. D. 1886, before me ap¬
peared E. C. Dawes and C. H. Bos worth, to me personally
known, who being by me duly sworn, did say that they are
respectively the President and the Secretary of the St. Louis
Southern Railroad Company, and that the seal affixed to the
foregoing instrument, as the seal of "The St. Louis Southern
Railroad Company" is the corporate seal of said corporation and
that said instrument was signed and sealed in behalf of said
corporation by authority of its Board of Directors and the said
E. C. Dawes acknowledged said instrument to be the free act
and deed of said corporation.
In testimony whereof I have hereto set my hand and affixed
309
my official seal, at my office in St. Louis, the day and year
first above in this acknowledgment written.
John M. Dickson,
[seal.] Notary Public, City of St. Louis.
State of Illinois, )
County of Williamson. \ ss*
I, H. C. Jones, Clerk of the Circuit Court and ex officio Re¬
corder of Deeds, within and for said County and State do here¬
by certify that an instrument of which the within is a true copy
was filed for record in my office on the 27th day of June, 1894,
and that the same is recorded in said office in Volume H of
Mortgages at page 332.
In witness whereof, I have hereto set mv hand and affixed
y j
the seal of said Court this 18th day of July, 1894.
H. C. Jones,
[l. s.] Recorder.
State of Illinois, )
County of Jackson. (
I, R. W. Watson, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said Countv and State do
hereby certify that an instrument of which the foregoing is a
true copy was filed for record in my office on the 28th day of
June, 1894, at 4 P. M. and that the same is recorded in Mis¬
cellaneous Record F, in my office, at page 75.
In wutness whereof, I have hereunto set my hand and affixed
the seal of said Court this 28th day of June, 1894.
R. W. Watson,
[l. s.] Clerk.
310
LEASE.
St. Louis Southern Railroad Company
to
St. Louis, Alton and Terre Haute Railroad Company.
Dated December 1,1886.
This Indenture, made this first day of December, A. D. one
thousand eight hundred and eighty-six, between the St. Louis,
Alton and Terre Haute Railroad Company, a corporation
organized under the laws of the States of Indiana and Illinois,
respectively, hereinafter designated as the first party, and the
St. Louis Southern Railroad Company, a corporation organ¬
ized under the laws of the State of Illinois, hereinafter design¬
ated as the second party,
Whereas, The baid St. Louis, Alton and Terre Haute Rail¬
road Company owns and operates a line of railroad extending
from the City of East St. Louis, in the State of Illinois
(opposite the City of St. Louis, in the State of Missouri), to
the City of Belleville, in the County of St. Clair, in the State
of Illinois, and by lease or operating contracts has possession
and control for a long term of years of the following railroads,
viz : The Belleville and Carondelet Railroad, extending from
East Carondelet in St. Clair County and State of Illinois, to said
City of Belleville ; the Belleville and Southern Illinois Railroad,
extending from the City of Belleville via Pinckneyville to the
City of Du Quoin, in Perrv County and State of Illinois, and
the Belleville and Eldorado Railroad, extending from said City
of Du Quoin to Eldorado, Saline County, and State of Illinois,
and does now operate the entire line fron Eldorado via Du
Quoin, Pinckneyville and Belleville, to East St. Louis, and to
East Carondelet as one road, commonly called the " Cairo
Short Line," and,
311
Whereas, The said second party owns and operates a line of
railroad, extending from its junction with the Wabash, Chester
and Western Kail way, at or near Pinckney ville, Perry County,
Illinois, to Murphysboro, Jackson County, Illinois ; thence
to Carbon dale, Jackson County, Illinois, and has leased for a
term of nine hundred and eighty years from the first day of
December, 1886, the railroad of the Carbondale and Shawnee-
town Kailroad Company, extending from Carbondale afore¬
said, to Marion, Williamson County, Illinois, and does now
operate the entire line from Pinckney ville to Marion, as one
road ; and,
Whereas, It is considered by the said parties hereto, that
their interests would be mutually promoted by having the said
railroad, thus forming a continuous line from East St. Louis
and East Carondelet and Eldorado, via Pinckneyville, Mur¬
physboro and Carbondale, to Marion, aforesaid, placed under
one management and control, upon the terms and conditions
hereinafter expressed :
Now, Therefore, this Indenture' Witnesseth, That the
said first and second parties, for and in consideration of the
premises, have covenanted, promised and agreed, and by these
presents do covenant, promise and agree, to and with each
other, in manner and form following, that is to say :
Article First. The said first party, may, shall and will
manage, operate and carry on the business of the said
railroad, belonging to the said second party, known as the St.
Louis Southern Railroad, and its said leased line, for a period
of nine hundred and eighty years from the first day of Decem¬
ber, in the present year of our Lord, one thousand eight
hundred and eighty-six, upon and subject to the terms and con¬
ditions of this indenture, and all and singular the provisions
herein contained.
Article Second. The said first party may and shall for
and during the term aforesaid, use and apply to and for the
business of said railroad, any and all depots, stations, station-
312
houses, car houses, freight houses, wood houses, and other
buildings, and all machine shops and other shops, and all depot
grounds and other lands adjacent to said railroad, or used or
acquired for use in connection therewith, and any and all prop¬
erty, real, personal or mixed, that is now held or used in con¬
nection with the operation or management of said railroad or
that may be at present owned by or leased to said second party,
and shall and will keep the said railroad of said second party
in the order and condition of railroads of its class, making
from time to time all needful repairs, replacements, improve¬
ments of and additions to the same at the proper cost or ex¬
pense of the said first party, without deduction or abatement
from the moneys hereinafter provided, to be paid to the said
second party.
Article Third. The said first party, making and perform¬
ing this contract, shall, for the purpose of operating said rail¬
road, have the exclusive right to possess and use the said rail¬
road for and during the term aforesaid, together with any and
all locomotives, tenders, passenger, baggage, express freight
and coal cars, and all other rolling stock and equipment at the
date hereof belonging or leased to the said second party, a
schedule of which is hereunto attached ; and the said first
party shall and will supply any deficiency of equipment or
rolling stock that may be required by it for use on said rail¬
road, and shall and will, at all times, during the term afore¬
said, keep the said railroad fully and adequately furnished
with rolling stock and equipment for the transportation
over the same, and over any part thereof, of any and all pas¬
sengers, baggage, freight, mail, express and any and all other
matter which may or shall be required to be transported, at the
rates fixed from time to time by the said first party, in con¬
formity hereto, on the said railroad or over any part of it, and
to that end the said first party shall and will, from time to
time, during the whole period aforesaid, at its own proper cost
and expense, make, or cause to be made, any and all necessary
repairs, replacements or renewals on or to all locomotives, tend¬
ers, passenger, baggage, express, mail, freight and coal cars,
which may be used upon said railroad.
313
In the event of this contract being terminated, from any
cause whatever, all the additional equipment and other mov¬
able property, including supplies on hand, shall be subject to
removal by said first party unless the said second party shall
elect to purchase and pay for the same at its then value ; pro¬
vided, nevertheless, that the equipment, tools and machinery
left upon the road shall be equal in quantity, quality and value
to that upon the road at the time when the said first party took
possession thereof.
Article Fourth. The said first party, operating the said
railroad during the term aforesaid, shall, from time to time,
have full authority to fix all rates of passenger fares, and of
freights on all business done upon the said railroad.
Provided, however, and it is expressly declared and agreed
that, for the purpose of expressing the limitation of such
authority hereinbefore provided, all freight, passenger and ex¬
press business which shall be done partly on the railroad of
said first party, and partly on the railroad of said second party,
is herein denominated " joint business," and that the rates on
such joint business shall at no time and in no instance be
fixed lower per mile on the railroad of said second party than
shall be charged per mile on such joint business on the
railroad of said first party ;
And, provided further, nevertheless, that in a division of the
earnings from said joint business, at no time and in no in¬
stance shall the proportion allotted to the railroad of either of
the parties hereto be less than one-third of the revenue derived
from each and every shipment of freight carried over the whole
or any part of the railroads embraced in this contract, except
that the joint earnings of all traffic coining from or going to
any road or extension beyond the present limits of the railroad
of said second party, in which the railroad of said second
party, or any part thereof, forms the intermediate road, shall
in all cases be divided in exact proportion to the distance
which it is carried.
Article Fifth. The said first party, keeping and perform¬
ing all and singular the terms, provisions, and conditions of
314
these presents, and making the payments hereinafter required,
may and shall, at all times during the aforesaid period, demand,
collect, and receive any and all fares, charges, freights, tolls,
rents, revenues, issues and profits of the railroad of said second
party extending frem Pinckneyville, via Murphysboro and
Carbondale, to Marion aforesaid.
Article Sixth. The said first party shall, in each and
every year of the aforesaid term, pay, or cause to be paid to
the said second party, in the manner and at the times herein¬
after provided, thirty per centum of the gross earnings of the
said railroad from Pinckneyville, via Murphysboro and Carbon-
dale to Marion, and such percentage of the gross earnings
shall be paid without any deduction, abatement or dimi¬
nution, for any cause whatsoever ; every demand or claim ac¬
cruing, or to accrue against the first party, being hereby
declared to be chargeable on that portion of the gross earnings
which the said first party is, by the next succeeding article
hereof, empowered to retain as therein provided ; but it is
hereby expressly agreed, that the aforesaid payments shall
amount, in each and every year, to at least thirty-two thou¬
sand dollars, which is hereby agreed upon as a minimum for
each and every year, and it is to be paid absolutely, without
reference to the percentage which it forms of the gross earn¬
ings of such year, and without leaving or creating any claim
or charge upon the earnings of any future year.
The manner and times of payment, herein provided, shall
be as follows : On the first days of March and September of
each and every year during the aforesaid term, shall be
paid sixteen thousand dollars, being one-half of the minimum
payment herein provided to be made for each and every year
of the term aforesaid, and within sixty days after the close of
each year, ending on the last day of February, the aggregate
gross earnings for the whole year shall be ascertained, and the
balance, if any, paid to said second party, in conformity to the
general provisions of this agreement. All payments to be
made at the agency of said second party in the City of New
York.
315
It appearing that the said second party has heretofore au¬
thorized the issuance of five hundred and fifty first mortgage
bonds in the aggregate amount of five hundred and fifty thou¬
sand dollars, payable on the 1st day of September. A. D. 1931,
bearing four per cent, interest, payable semi-annually on the first
days of March and September in each year ; and likewise author¬
ized the issuance of five hundred and twenty-five second mort¬
gage income bonds in the aggregate amount of five hundred
and twenty-five thousand dollars, payable on the first day of
September, A. D. 1931, bearing interest at the rate of five per
cent, per annum if earned, and both of said series of bonds are
secured or intended to be, by suitable mortgages or deeds of
trust upon all the property and franchises of said second
party heretofore described ; and, The Carbondale and Shaw-
neetown Railroad Comnanv has now outstanding and charged
upon its railroad property and franchises an issue of two hundred
first mortgage bonds amounting to the par value of two hundred
thousand dollars, payable January first, A. I). 1902, bearing in¬
terest at the rate of four and one-half per cent, per annum, pay¬
able semi-annually on the first days of January and July in each
year ; and funded coupon certificates to the par amount of
twenty-six thousand six hundred dollars, bearing interest at
the rate of six per centum per annum, payable semi-annually
on the first days of January and July in each year, and under
the terms of the lease of the Carbondale and Shawneetown
Railroad to the said second party, said second party is obliged
to pay the interest accruing on the said bonds and coupon cer¬
tificates of said Carbondale and Shawneeton Railroad Company,
it is expressly understood and agreed that the said first party
shall guarantee, by suitable endorsement upon the bonds and
funded certificates, the interest upon such of the St. Louis
Southern Railroad Company's first mortgage bonds, and the
interest upon such of said Carbondale and Shawneetown Rail¬
road Company's first mortgage bonds, and funded coupon cer¬
tificates, as the Board of Directors of the second party may re¬
quire, and shall pay the interest upon such of the said bonds and
funded certificates aforesaid as shall be so guaranteed, when and
as the same become due and payable (the total amount of such
316
guaranteed interest shall not, however, exceed thirty-two
thousand dollars per annum), and the payment of the said cou¬
pons shall be accepted by the said second party as a full com¬
pliance with and discharge of the obligations of the first party
with respect to the payment of the minimum sum of thirty-two
thousand dollars per annum hereinbefore provided to be paid
to the said second party to the extent to which said coupons
constitute said minimum payment. The amount remaining
unpaid upon any of the coupons guaranteed as aforesaid, be¬
cause of the loss or failure to present the same for payment,
shall, after one year from the maturity thereof, be deposited
by the first party with the trustees in the respective mort¬
gages to be held for the final payment and redemption of said
unpaid coupons.
The said second party, and said Carbondale and Shawnee-
town Railroad Company, their successors and assigns, may ex-
rend the final payment of the bonds hereinbefore described, or
may substitute new bonds therefor, and secure the payment of
such new bonds by other deed or deeds of trust, on their en¬
tire property hereinbefore described, and, in such case, the
said deed or deeds of trust last mentioned shall be a prior lien
in all respects to any right, title or interest acquired by said
first party, its successors or assigns under and by virtue of this
contract, as the former deed or deeds of trust, and with the
same priority of lien. The total amount of the bonds so
issued, extended or substituted, shall not exceed in the aggre¬
gate the sum of eight hundred thousand dollars ($800,000),
and the interest therein shall not exceed thirty-two thousand
dollars ($32,000) per annum without the consent of the said
first party. The said first party expressly agrees to guarantee
in the manner aforesaid, the interest on said new bonds and
all renewals or extensions thereof, during the term of this con¬
tract, and its guarantee shall be fullv indorsed on all such re¬
newals, extensions and substitutions.
In case the said second party shall fail to extend the time of
payment of any of said bonds, or negotiate new securities in
lieu of them as hereinbefore provided, then the said first party
may renew the same at a rate of interest not in excess of four
317
per cent, per annum, or pay and discharge said bonds and have
a lien upon the premises hereinbefore described for the pay¬
ment of same, and a credit on the minimum payment reserved
of the amount of the interest so paid.
Article Seventh. The said first party shall be entitled to re¬
tain in each and every year or the aforesaid term, all excess of
gross earnings derived from the operation of said road for such
year over and beyond the payments to the said second party
herein expressed, and to açply to its own benefit, any surplus
which may remain in any such year, as compensation for the
services, acts and things done, or to be done, by the said first
party in pursuance of these presents.
Article Eighth. The said first party shall, at all times
during the term aforesaid, bear, and at its own proper cost and
expense, pay and discharge any and all costs, expenses and
charges whatsoever incident to operating and carrying on the
business of said line of railroad, or any part thereof, or in any
manner connected with, arising out of or appertaining to the
business, operation or management of the same, and shall and
will, at all times during said term, hold, save and keep harm¬
less and indemnified the said second party of, from
and against any and all costs, charges and expenses, suits,
damages and claims, of any and every kind whatever, arising
out of, or in any manner appertaining to, or connected with
the management or operation of the said railroad, or any part
thereof, during the said term, including not only the expenses
of operating and carrying on the business of said road, but also
any and all claims for injuries to persons or property occurring
on said road, that may occur during said term, and any and all
claims, suits and demands for non-performance or breach of
contract, in respect to any përson or thing to be transported
over the same, and any and all claims and demands for the loss
or destruction by whatever cause of any property whatsoever,
while under the control of the said first party, or which it
shall have undertaken to carry on or transport over any por¬
tion of said railroad.
318
Article Ninth. The said first party, its successors and as¬
signs, shall and will, at all times during the term aforesaid,
pay or cause to be paid, any and all taxes, assessments and
imposts of whatever kind, which shall or may at any time
during such term, be charged, levied, assessed or imposed upon
the said railroad, or upon any part of the same or its appur-
tances, or upon any business or transactions done upon it, or
upon any income arising therefrom, or upon any property
whatsoever, the use of which, during said term is hereby
agreed to be furnished to the said first party, or which may
be charged against or imposed upon the said second party, its
successors or assigns, for or on account of its ownership of the
said railroad, or anv part thereof, or of such property, or any
part thereof.
Provided, and it is understood that the first party shall also
pay the taxes for the year 1886 upon the property of the sec¬
ond party, and that eleven-twelfths of such tax shall be de¬
ducted from the payment due said second party on March 1st,
1887, anything herein to the contrary notwithstanding.
Article Tenth. The said second party shall protect the said
first party against all claims for right of way, and depot and
other grounds, now in possession of the said second party, or
claimed by it, and against all suits for injuries to persons or
property, or other legal claims arising prior to the first day of
December, one thousand eight hundred and eighty-six, against
said second party or the property hereby leased, provided,
however, that any payment growing out of said real estate
claims which the said first party may be compelled to make to
protect the said property of said second party, shall be and
remain a charge of said first party against said second party,
and be payable with interest at four per cent, per annum out
of the share of gross earnings accruing to the said second party
in excess of the thirty-two thousand dollars per annum, here¬
tofore appropriated as minimum payment to said second party.
Any other claims, mentioned in this article, so paid may be
deducted from the minimum payments above provided for.
319
Article Eleventh. In the event said first party shall deem
it necessary in order to secure the construction of a connecting
line, to make a trackage contract with such line, for the joint
use of the roads of the parties hereto, it is distinctly under¬
stood and agreed that the charge made for the use of the track
of said second party, shall not be less per mile than is charged
for the use of the track of said first party, and to prevent any
possible discrimination in this regard, it is further stipulated
and agreed, that said first party shall not make any trackage
agreement for the use of the road or track of said second party
by another company, unless such contract shall also embrace
and include the use of at least a like portion of the track of
said first party ; such trackage contract shall in nowise disturb
the local business or business originating or terminating on the
road of said second party.
Article Twelfth. The said first party shall, and will, dur¬
ing the whole period aforesaid, keep just, full and true accounts
of any and all business which shall or may be done upon the
9J t/ 1.
said railroad, or any part thereof, and of all moneys earned
or received from or on account of such business, and shall
render to the second party monthly, during such period,
a detailed statement of such business, showing the receipts on
account thereof, and shall also, annually, to wit : on or before
the first day of May in each year, account to and with the second
party for any and all moneys earned or received as aforesaid, for
and during the year terminating with the last day of February
preceding the time of such accounting, and the President of
the second party, or an agent duly authorized by its Board of
Directors, shall, at all reasonable hours and times, during the
term aforesaid, have the right to examine and inspect, and
there shall be produced and exhibited to them any and all
books of account wherein shall be entered, or which shall pur¬
port to contain any entry or statement relating to the business
done on said railroad, or any part thereof, during the term
aforesaid, and any and all vouchers relating to such business, and
shall also have the right to take transcripts from and copies of
such entries or statements, and of such vouchers.
320
Article Thirteenth. In case the said first party shall make
default in any payment, in the manner and at the times
herein provided, or either or any part of the fixed minimum
or of the annual earnings, or any debit balance ascertained
at the end of any year, being part of the thirty per cent, of
the gross earnings hereinbefore required to be made to the
said second party, or any portion thereof for the period of
thirty days after the same is payable as aforesaid, or in case
the first party shall not, from time to time, and at all times
during the continuance of this contract, well and truly observe
and perform all and singular the covenants and agreements
hereinbefore and hereinafter contained, which are to be kept
and performed by the said first party, its successors and assigns,
then, in any and every such case, it shall be lawful for the said
second party, its successors and assigns, to re-enter upon the
said railroad and other property, and all improvements thereon
constructed, and to repossess and enjoy the same as of its
former estate, anything hereinbefore or hereinafter contained
to the contrary thereof notwithstanding ; and the said first
party shall be liable to the said second party for all damages
which it shall sustain by any default of the first party ; pro¬
vided. however, that no such forfeiture shall be declared unless
the said second party shall have first given the said first party
notice in writing of the default complained of, and requested
the performance of this contract in that behalf by the said first
party, its successors and assigns.
Article Fourteenth. The first party shall furnish the offi¬
cers of the said second party, free of transportation expense,
suitable facilities so that they may, from time to time, inspect
the property above described, and look into the manner of
conducting the business thereon.
Article Fifteenth. It is further agreed that the said
second party may sell to the said first party, all the fuel,
lumber, new ties, oil, waste, and all new and old rails on
hand at the time this contract goes into effect, and all tools
and other supplies furnished for use, and not used nor in use
321
in connection with the operation and maintenance of the rail¬
road of said iirst party as may be available for use and de¬
sired by the said first party. An inventory and value ap¬
praisal of the aforenamed supplies shall be made before this
contract goes into effect by three persons, one of whom shall
be appointed by the first party, one by the second party, and
the other by the two persons thus chosen, the decision of either
two of whom shall be final, both as to the quantity of such
supplies and the cash value thereof. The total amount of said
value so ascertained the first party hereby agrees to pay in
cash to the said second party within thirty days after this con¬
tract goes into effect.
Article Sixteenth. The first party shall distinctly mark in
the customary manner all locomotives, cars and equipment be¬
longing to said second party, so as to denote that they belong
to the said second party.
Article Seventeenth. The first party will run and operate
the railroad of said second party in such a manner as not to
endanger the corporate rights and privileges of the said second
party : and will furnish the public all reasonable accommoda¬
tions ; and will use all reasonablv necessarv efforts to facilitate
7 aJ \J
the business of the railroad of the second party in preference
to any other line of road ; and it will not become interested in
the earnings and receipts of any competing railroad to the
railroad of the second party ;
Provided, this shall not be construed to prevent said first
party from exchanging traffic in the usual manner with other
connecting lines.
Article Eighteenth. In case any difference shall arise be¬
tween the parties hereto in reference to the proper construc¬
tion of this contract, or the execution of the same, such dif¬
ference shall be settled by arbitration, each party hereto to
select one disinterested arbiter, and the two thus chosen to
select a third, to whom such matters of difference shall be
submitted in writing. The decision of such Board of Arbitra-
322
tion, or a majority thereof, shall be final and binding on the
parties hereto as to the question or questions so submitted.
In witness whereof, the parties hereto have caused
their respective corporate seals to be affixed,
and the same to be attested by the signatures
of their respective Presidents and Secreta¬
ries, the day and year first above written.
Executed in duplicate.
The St. Louis, Alton and Terre Haute Railroad
[seal.]
Company, By
Geo. F. Peabody,
Acting President.
Attest :
E. F. Leonard,
Secretary.
The Sri
[seal.]
323
State of Missouri, )
City of St. Louis, i ss* *
Before me, a Notary Public in and for the city aforesaid,
duly commissioned and qualified, came E. C. Dawes, the Presi¬
dent of the St. Louis Southern Railroad Company, and C. H.
Bosworth, the Secretary of said Company, to me personally
known to be the persons whose names are subscribed to the
foregoing instrument as President and Secretary of the said
Company, and severally acknowledged the same as and for the
voluntary act and deed of the said The St. Louis Southern
Railroad Company, by them severally, voluntarily done and
executed for the purposes therein set forth. And Jhe said C.
H. Bosworth, being by me duly sworn, did depose and say
that he resides in Carbondale, County of Jackson, State of
Illinois, and that he is the Secretary of the said The St. Louis
Southern Railroad Company ; that he knows the corporate
seal of the Company ; that the seal affixed to the foregoing
instrument as the seal of the said Company is the corporate
seal thereof; that it was so affixed by the order of the Board
of Directors of the said Company, and that he signed his
name thereto by the like order of the said Board. And the
said C. H. Bosworth did then and there further depose and
say, under his oath aforesaid, that he is acquainted with the
said E. 0. Dawes, and knows him to be the President of the
said Company ; and that the signature of the said E. C. Dawes,
subscribed to the said instrument, is in the genuine handwrit¬
ing of him, the said E. C. Dawes, and was thereunto sub¬
scribed by the like order of the said Board, of Directors, and in
the presence of him, the said C. H. Bosworth.
In testimony whereof, I have hereunto set my hand and
Notarial Seal, this the 9th day of December, A. D. one thou¬
sand eight hundred and eighty-six.
[seal.] John M. Dickson,
Notarv Public.
324
State of New York, )
City and County of New York. ( ss"
Before me, Charles Edgar Mills, a duly authorized Commis¬
sioner for the State of Illinois in New York, duly appointed
commissioner, and sworn and residing in New York City, New
York, came George F. Peabody, the acting President of the
St. Louis, Alton and Terre Haute Railroad Company, and E.
F. Leonard, the Secretary of said Company, to me personally
known to be the persons whose names are subscribed to the
foregoing instrument as Acting President and Secretary of the
said Company, and severally acknowledged the same as and
for the voluntary act and deed of the said The St. Louis,
•j /
Alton and Terre Haute Railroad Company, by them severally,
voluntarily done and executed for the purposes therein set
forth. And the said E. F. Leonard, being by me duly sworn,
did depose and say that he resides in the City of Springfield,
State of Illinois, and that he is the Secretary of the said The
St. Louis, Alton aud Terre Haute Railroad Company. That
he knows the corporate seal of the Company ; that the seal
affixed to the foregoing instrument as the seal of the said Com¬
pany is the corporate seal thereof ; that it was so affixed by
order of the Board of Directors of said Company ; and that he
signed his name thereto by the like order of the said Board ;
and the said E. F. Leonard did then and there further depose
and say, under his oath aforesaid, that he is acquainted with
the said George F. Peabody, and knows him to be the Acting
President of said Company, and that the signature of the said
George F. Peabody, subscribed to the said instrument, is in
the genuine handwriting of him, the said George F. Peabody,
and was thereunto subscribed by the like order of the said
Board of Directors, and in the presence of him, the said E. F.
Leonard.
In testimony whereof, I have hereunto set my hand and
Official Seal, this 22d day of December, A. D. 1886.
[seal.] Charles Edgar Mills,
Commissioner for the State of Illinois in New York.
325
State of Illinois.
County of Jackson s
t/
I, E. W. Watson, Clerk of the Circuit Court and ex officio
Eecorder of Deeds within and for said County and State, do here
by certify that an instrument of which the foregoing is a true
copy, was filed for record in my office on the 28th day of June
A. D. 1894 at 4: 30 P. M. and is recorded in Miscellaneous
✓
Eecord F in my office at page 80.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 28th day of June, 1894.
E. W. Watson,
[l. s.] Clerk.
State of Illinois, )
County of Perry. f ss*
I, Albert A. Driemeyer, Clerk of the Circuit Court and ex
officio Eecorder of Deeds within and for said County and
State, do hereby "certify that an instrument of which the fore¬
going and within is a true copy, was filed for record in my
office on the 29th day of June, 1894, at 8 A. M., and is recorded
in my office in Volume 16 Miscel. Eecords, at page 395.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 28th day of June, 1894.
Albert A. Driemeyer,
[l. s. Eecorder.
326
LEASE.
Chicago, St. Louis and Paducah Railway Company
to
St. Louis, Alton and Terre Haute Railroad Company.
Dated March 1, 1888.
This Indenture, made this first day of March, A. D. one
thousand eight hundred and eighty-eight, between the St.
Louis, Alton and Terre Haute Railroad Company, a corpora¬
tion organized under the laws of the States of Illinois and In¬
diana respectively, hereinafter designated as the " first party,"
and the Chicago, St. Louis and Paducah Railway Company, a
corporation organized under the laws of the State of Illinois,
hereinafter designated as the " second party."
Whereas, The said St. Louis, Alton and Terre Haute Railroad
Company owns and operates a line of railroad extending from
the City of East St. Louis, in the State of Illinois (opposite
the City of St. Louis, in the State of Missouri), to the City of
Bellville in the County of St. Clair, State of Illinois, and by
lease or operating contracts has possession and control, for a
long term of years, of the following railroads, viz. : The Belle¬
ville and Carondelet Railroad, extending from East Carondelet
in St. Clair County and State of Illinois, to said City of Belle¬
ville ; the Belleville and Southern Illinois Railroad, extending
from the City of Bellville via Pinckney ville to the City of
DuQuoin in Perry County, State of Illinois ; and the Bellville
and Eldorado Railroad, extending from said City of DuQuoin
to Eldorado, Saline County and State of Illinois ; and the St.
Louis Southern Railroad, extending from Pinckneyville to
Marion in the State of Illinois ; and does now operate the en¬
tire line from Eldorado via DuQuoin, Pinckneyville and
Bellville, to East St. Louis and to East Carondelet, and the
327
line from Pinckneyville to Marion, as one road, commonly
called the 4 4 Cairo Short Line " ; and
Whereas, The Chicago, St. Louis and Paducah Railway
Company is now building a line of railroad from Marion, Wil¬
liamson County, to Brooklyn in Massac County, in the State
€✓ '
of Illinois, opposite the City of Paducah, in the State of Ken¬
tucky, a distance of about fifty-five (55) miles ; and
Whereas, It will be a great advantage to the St. Louis,
Alton and Terre Haute Railroad Company to have said line
of railroad from East St. Louis, East Carondelet via Pinck¬
neyville to Paducah, Kentucky, placed under one manage¬
ment and control upon the terms and conditions hereinafter
expressed :
Now, therefore, this indenture witnesseth, That the
said first and second parties have covenanted, promised and
agreed, and by these presents, do covenant, promise and agree
to and with each other m manner and form following, that is
to say :
Article First. Said second party shall build, complete
and finish its said line of road from Marion via Metropolis to
the Ohio River, at the Tillage of Brooklyn, Illinois, opposite
the City of Paducah, in the State of Kentucky. Said road
shall be built of standard gauge, with first-class materials,
including steel rails in main track, weighing not less than
sixty (60) pounds per lineal yard, with all necessary
branches, switches, side-tracks, turn-tables, water-stations,
depots, cattle-guards, stock-pens and road crossings, and
shall equip the same with locomotives, passenger coaches,
baggage, mail and express cars, box cars, coal, flat and
such other cars as may be considered necessary for the business
of said railroad, and shall provide and secure transfer facilities
across the Ohio River, between Brooklyn and Paducah, by
bridge or ferry transfer, such as will enable said first party to
transfer its cars and other rolling stock across the Ohio River,
and run its trains to and from a Union or other depot in the
said City of Paducah, and also provide, or cause to be provi¬
ded, all necessary terminal facilities, both freight and passen¬
ger, in said City of Paducah, to accommodate the business of
328
said road. Said railroad shall be located, constructed and
equipped under the direction and subject to the approval of
George W. Parker, of the City of St. Louis, State of Missouri,
and it shall be so completed and equipped on or before the 31st
day of December, 1888.
Article Second. The said first party may, shall and will
manage, operate and carry on the business of the said railroad,
belonging to the said second party, known as the Chicago, St.
Louis and Paducah Railway, for a period of nine hundred
and seventy-eight years from the 1st day of March in the pres¬
ent year of our Lord, one thousand eight hundred and eighty -
eight, upon and subject to the terms and conditions of this in¬
denture, and all and singular the provisions herein contained.
Article Third. The said first party may and shall, for and
during the term aforesaid, use and apply to and for the busi¬
ness of said railroad any and all depots, stations, station-houses,
car-houses, freight-houses, wood-houses, and other buildings,
and all machine shops and other shops, and all depot grounds
and other lands adjacent to said railroad, and all terminal
structures and transfer ecjuipment, etc., or used or acquired for
use in connection therewith, and any and all property, real,
personal or mixed, that is now held or used in connection wTith
the operation or management of said railroad, or that may be
at present owmed by or hereafter acquired by said second
party, and shall and will keep the said railroad of said
second party in the order and condition of railroads of its class,
making from time to time all needful repairs, replacements,
improvements of and additions to the same at the proper cost
or expense of the said first party without deduction or abate¬
ment from the monies hereinafter provided to be paid to
the said second party.
Article Fourth. The said first party, making and perform¬
ing this contract, shall, for the purpose of operating said rail¬
road, have the exclusive right to possess and use the said rail¬
road for and during the term aforesaid, together with any and
all locomotives, tenders, passenger, baggage, express, freight
329
and coal cars, and all other rolling stock and equipment be¬
longing to the said second party, a schedule of which is here¬
unto attached ; and the said first party shall and will at all
times, during the term aforesaid, keep the said railroad fully
and adequately furnished with rolling stock and equipment for
the transportation over the same, and over any part thereof,
of any and all passengers, baggage, freight, mail, express and
any and all other matter which may or shall be required to be
transported, at the rates fixed from time to time by the said
first party, in conformity hereto on the said railroad or over
any part of it, and to that end the said first party shall and
will from time to time during the whole period aforesaid, at its
own proper cost and expense, make, or cause to be made, any
and all necessary repairs, replacements or renewals on or to all
locomotives, tenders, passenger, baggage, express, mail, freight
and coal cars which may be used upon said railroad.
In the event of this contract being terminated, from any
cause whatever, all the additional equipment and other movable
property, including supplies on hand, shall be subject to re¬
moval by the said first party unless the said second party shall
elect to purchase and pay for the same at its then value ; pro¬
vided, nevertheless, that the equipment, tools and machinery
left upon the road shall be equal in quantity, quality and value
to that upon the road at the time when the said first party
took possession thereof, as per attached schedule.
Article Fifth. The said first party operating the said rail¬
road during the term aforesaid, shall, from time to time, have
full authority to fix all rates of passenger fares, and of freights
on all business done upon the said railroad,
Provided, however, and it is expressly declared and agreed,
that, for the purpose of expressing the limitation of such au¬
thority hereinbefore provided, all freight, passenger and
express business, which shall be done partly on the railroad of
the said first party and partly on the railroad of the said second
party, is herein denominated " joint business,'2 and that the
rates of such joint business shall at no time and in no
330
instance be fixed lower per mile on the railroad of said second
party than shall be charged per mile on snch joint business ♦
on the railroad of the said first party.
Article Sixth. The said first party, keeping and performing
all and singular the terms, provisions and conditions of these
presents, and making the payments hereinafter required, may
and shall, at all times during the aforesaid period, demand,
collect and receive any and all fares, charges, freights, tolls,
rents, revenues, issues and profits of the railroad of said second
party, extending from Marion to Brooklyn aforesaid.
Article Seventh. The said first party shall, in each and
ever) year of the aforesaid term, pay or cause to be paid to the
said second party, in the manner and at the times hereinafter
provided, thirty (30) percent, of the gross earnings of the said
railroad from Marion to Brooklyn, and such percentage of the
gross earnings shall be paid without any deduction, abate¬
ment or diminution, for any cause whatsoever ; every de¬
mand or claim accruing, or to accrue, against said first
party being hereby declared to be chargeable on that por¬
tion of the gross earnings which the said first party is, by a
succeeding article hereof, empowered to retain as therein pro¬
vided ; but it is hereby expressly agreed that the aforesaid pay¬
ments shall amount, in each and every year, to at least fifty
thousand dollars, which sum is hereby agreed upon as a mini¬
mum payment for each and every year, and it is to be paid
absolutely, without reference to the percentage which it forms
of the gross earnings of such year, and without leaving or
creating any claim|or charge upon the earnings of any future
year.
The manner and times of payment, herein provided, shall be
as follows : On or before the first day of March and September
of each and every year during the term aforesaid, shall be paid
twenty-five thousand dollars, being one-half of the minimum
payment herein provided to be made for each and every year
of the term aforesaid, and within sixty (60) days after the close
of each fiscal vear, ending on the last day of August, the ag¬
gregate gross earnings for the whole year shall be ascertained,
331
and the balance, if any, paid to said second party, in confor¬
mity with the general provision of this agreement. All pay¬
ments to be made at the office or agency of said second party
in the City of New York.
Article Eighth. Whereas the party of the second part
has issued one thousand first mortgage gold bonds in the
aggregate amount of one million dpllars, payable in the City
of New York on the first day of September, 1917, bearing
interest at the rate of five (5) per cent, per annum, payable
semi-annually, on the first day of March and September in
each year, in the City of New York, secured by a Deed of
Trust or Mortgage, bearing date September first, 1887 ; and
whereas, the party of the first part has, by endorsement
thereon, guaranteed that the principal and interest of said
first mortgage bonds shall be paid at maturity ; therefore, it
is expressly understood and agreed that the said first party
shall pay the interest on said bonds when, and as the same
become due and payable, and the payment of said interest
and coupons as they mature shall be accepted by said second
party as a full compliance with, and discharge of, the obli¬
gation of the first party with respect to the payment of the
minimum sum of fifty thousand dollars per annum, herein¬
before provided, to be paid to said second party, to the extent
of which said coupon payments constitute said minimum.
Article Ninth. The said first party shall be entitled to
retain, in each and every year of the aforesaid term, all excess
of gross earnings derived from the operation of said road for
such year over and above the payments to the said second
party herein expressed, and to apply the same to its own use
and benefit as compensation for the services, acts and things
done, or to be done by the said first party in pursuance of
these presents.
Article Tenth. The said first party shall, at all times
during the term aforesaid, bear, and at its own proper cost
and expense, pay and discharge any and all costs, expenses
and charges whatsoever incident to operating and carrying
332
on the business of said line of railroad, or any part thereof,
or in any manner connected with, arising out of, or apper¬
taining to the business, operation or management of same,
and shall and will, at all times during the term, hold, save
and keep harmless and indemnified the said second party of,
from and against any and all costs, charges and expenses,
suits, damages and claims, of any and every kind whatso¬
ever, arising out of, or in any manner appertaining to, or
connected with the management or operation of the said
railroad, or any part thereof, during the said term, including
not only the expenses of operating and carrying on the
business of said road, but also any and all claims for injuries
to persons or property occurring on said road, that may occur
during said term, and any and all claims, suits and demands
for non-performance or breach of contract, in respect to
any person or thing to be transported over the same, and
any and all claims and demands for the loss or destruction
by whatever cause of any property whatsoever, while under
control of the said first party, or which it shall have under¬
taken to carry on or transport over any portion of said rail¬
road.
Article Eleventh. The said first party, its successors
and assigns, shall and will, at all times during the term
aforesaid, pay or cause to be paid, any and all taxes, assess¬
ments and imposts of whatever kind, which shall or may at
any time during such term, be charged, levied or assessed or
imposed upon the said railroad, or upon any part of the same
or its appurtenances, or upon any business or transactions
done upon it, or upon any income arising therefrom, or upon
any property whatsoever, the use of which, during said term,
is hereby agreed to be furnished to the said first party, or
which may be charged against or imposed upon the said sec¬
ond party, its successors or assigns, for or on account of its
ownership of the said railroad, or any part thereof, or such
property, or any part thereof.
Article Twelfth. The said first party shall, and will, dur¬
ing the whole period aforesaid, keep just, full and true ac-
333
counts of any and all business which shall or may be done upon
the said railroad, or upon any part thereof, and of all moneys
earned or received from or on account of such business, and
shall, whenever so required, render to the second party a de¬
tailed statement of such business, showing the receipts on ac¬
count thereof, and shall also annually, to wit, on or before the
first day of November in each year, account to and with the
second party for any and all moneys earned or received as
aforesaid, for and during the year terminating with the last
day of August preceding the time of such accounting, and the
President of the said second party, or an agent duly author¬
ized by its Board of Directors, shall, at all reasonable hours
and times during the term aforesaid, have the right to examine
and inspect, and there shall be produced and exhibited to them
anv and all books of account wherein shall be entered, or
which shall purport to contain an#y entry or statement relating
to the business done on said railroad or any part thereof, dur¬
ing the term aforesaid, and any and all vouchers relating to
such business, and shall also have the right to take transcripts
from and copies of such entries or statements and of such
vouchers.
Article Thirteenth. In case the said first party shall
make default in any payment, in the manner and at the times
herein provided, of either or any part of the fixed minimum or of
the annual earnings, or any debit balance ascertained at the end
of any year, being part of the thirty per cent, of the gross earn¬
ings hereinbefore required to be made to the said second party,
or any portion thereof, for a period of thirty (30) days after
the same is payable as aforesaid, or in case the first party shall
not, from time to time, and at all times during the continuance
of this contract, well and truly observe and perform all and
singular the covenants and agreements hereinbefore and here¬
inafter contained, which are to be kept and performed by the
said first party, its successors or assigns, then, in any and every
such case, it shall be lawful for the said second party, its suc¬
cessors and assigns, to re-enter upon the said railroad and other
property, and all improvements thereon constructed, and to re-
334
possess and enjoy the same as of its former estate, anything
hereinbefore or hereinafter contained to the contrary thereof
notwithstanding, and the said first party shall be liable to the
said second party for all damages which it shall sustain by any
default of the first party, provided, however, that no such for¬
feiture shall be declared unless the said second party shall have
first given the said first party notice in writing of the default
complained of, and requested the performance of this contract
in that behalf by the said first party, its successors and assigns.
Article Fourteenth. The first party will run and ope¬
rate the railroad of said second party in such a manner
as not to endanger the corporate rights and privileges of the
said second party ; and will furnish the public all reasonable ac¬
commodations ; and will use all reasonable efforts to facilitate
the business of the railroad of the second party in preference
to any other line of road.
Provided this shall not be construed to prevent said first
party from exchanging traffic in the usual manner with other
connecting fines.
Article Fifteenth. After anv section of said railroad shall
«y
be completed and approved by George W. Parker, General
Manager of the railroad of the first party, said second party
shall deliver the same to said first party free, and discharged
from any and all liens except the Mortgages or Deeds of Trust
made to secure the bonds heretofore issued by said second
party, and shall upon reasonable demand deliver to the said
first party, its successors or assigns, the title deeds to all right
of way, depot grounds, station and other grounds used or to
be used for railroad purposes in connection with such com¬
pleted section ; also all maps, plats, profiles, specifications and
detail drawings relating to the section so completed and said
first party shall accept such sections, when so completed and ap¬
proved, and operate the same under the terms of this contract,
in the proportion which the portion so received bears to the
whole fine.
335
Article Sixteenth. In case any difference shall arise be
tween the parties hereto in reference to the proper construc¬
tion of this contract, or the execution of the same, such differ¬
ences shall be settled by arbitration ; each party hereto to se¬
lect one disinterested arbiter, and the two thus chosen to select
a third, to whom such matters of difference shall be submitted
in writing. The decision of such Board of Arbitration, or a
majority thereof, shall be final and binding on the parties here¬
to as to the question or questions so submitted.
In witness whereof, the parties hereto Have caused
their respective corporate seals to be af¬
fixed, and the same to be attested by the
signatures of their respective Presidents and
Secretaries, the day and the year first above
written. Executed in duplicate.
[Seal.]
St. Louis, Alton and Terre Haute
Railroad Company,
By Geo. W. Parker,
Vice-President.
Attest :
E. F. Leonard
Secretary.
[Seal.]
Chicago, St. Louis and Paducah
Railway Company,
By W. K. Murphy,
President.
Attest :
H. T. Nash
Secretary.
336
State of Missouri, )
City of St. Louis, j ss*
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that Geo. W. Parker, Vice-
President of the St. Louis, Alton aud Terre Haute Railroad
Company, and E. F. Leonard, Secretary of said Company, to
me personally known to be the persons they represent them¬
selves to be, and whose names are subscribed to the foregoing
instrument as such Vice-President and Secretary of said Com-
<j
pany appeared before me in person this day and severally ac¬
knowledged that they signed, sealed and delivered the said in¬
strument as the free and voluntary act and deed of said St.
Louis, Alton and Terre Haute Railroad Company for the uses
and purposes therein set forth. They further severally ac¬
knowledge that said instrument was so executed and the cor¬
porate seal of said Company affixed thereto at the date thereof
by order of the Board of Directors of said Company.
Given under my hand and seal, this the 5th dav of June, A.
€/ ' %J 1
D. 1894.
My term expires May 25, 1897.
H. H. Buford,
[seal.] Notary Public.
State of Illinois, j
County of Jackson, j ss* '
e/ /
I, Joseph Van Cloostere, a Notary Public in and for the
County and State aforesaid, do hereby certify that W. K.
Murphy, President of the Chicago, St. Louis and Paducah
Railway Company, to me personally known to be the person
he represents himself to be and whose name is subscribed to the
foregoing instrument as such President, appeared before me
in person this day and acknowledged that he signed sealed and
delivered the said instrument as the free and voluntary act
and deed of the said Chicago, St. Louis and Paducah Railway
Company, for the uses and purposes therein set forth, and
that said instrument was so executed, and the corporate seal
337
of said Company affixed thereto at the date thereof, by order
of the Board of Directors of said Company.
Given under my hand and seal this 8th day of June, A: D.,
1894.
Joseph Yan Cloostere,
[seal.] Notary Public.
State of Missouri, \
City of St. Louis. ( ss '
I, H. H. Buford, a Notary Public in and for the City and
State aforesaid, do hereby certify that H. T.. Nash, Secretary
of the Chicago, St. Louis and Paducah Railway Company, to
me personally known to be the person he represents himself to
be, and whose name is subscribed to the foregoing instrument
as such Secretary, of said Company, appeared before me in
person this day and acknowledged that he signed, sealed and
delivered the said instrument as the free and voluntary act and
deed of the said Chicago, St. Louis & Paducah Railway Com¬
pany, for the uses and purposes therein set forth ; and that
said instrument was so executed and the corporate seal of said
Company affixed thereto at the date thereof, by order of the
Board of Directors of said Company.
Yriven under my hand and seal this 5th day of June, A. D.
1894.
My term expires May 25, 1897.
H. H. Buford,
[seal.] Notary Public.
State of Illinois, [
County of Massac. ) ss '
I, S. Bartlett Kerr, Clerk of the Circuit Court and ex
officio^ Recorder of Deeds within and for said County and
State, do hereby certify that an instrument, of which the fore¬
going is a true copy, was filed for record in my office on the
27th day of June, 1894, and that the same is recorded in
338
Volume B of Appointment of Trustees at pages 181, 182, 183,
184, 185, 186, 187 and 188.
■«
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 11th day of July, 1894.
S. Bartlett Kerr.
✓
[l. s.] Circuit Clerk and ex officio Re¬
corder of Massac Co., 111.
State of Illinois, )
Countv of Williamson, j
c/ J
I, H. C. Jones, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County and State do
hereby certify that an instrument of which the within is a true
copy, was filed for record in my office on.the 27th day of June,
1894, and that same is recorded in said office in A^olume H of
mortgages at page 336.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 18th day of July, 1894.
H. C. Jones,
[l. s.] Recorder.
State of Illinois, ) .
County of Johnson, f
I, L. J. Smith, Clerk of the Circuit Court and ex officio
Recorder of Deeds, do hereby certify that an instrument of
which the foregoing is a true copy, was filed for record in my
office on the 27th day of June, 1894, and recorded in Volume
N of mortgages at page 549*
In testimony whereof, I have hereto set my hand and affixed
the seal of said Court this 28th day of June, 1894.
L. J. Smith,
[l. s.] Clerk.
CHAPTER X.
DEED, MORTGAGES AND OTHER DOCUMENTS RELATING TO
THE SALE
OF
"THE ST. LOUIS DIVISION"
OF
THE ST. LOUIS, ALTON AND TERRE HAUTE RAILROAD
COMPANY.
341
DEED.
The St. Louis, Alton and Terre Haute Railroad Company
to
Cairo, Yincennes and Chicago Railway Company.
This Indenture made the first day of November, in the
year one thousand eight hundred and ninety, between The St.
Louis, Alton and Terre Haute Railroad Company (herein¬
after also called the Terre Haute Company), party of the
first part, and the Cairo, Yincennes and Chicago Railway
Company (hereinafter also called the Cairo Company), party
of the second part, witnesseth :
Whereas, The Terre Haute Company and the Cairo Com¬
pany are both railroad corporations created by and existing
under the laws of the State of Illinois ; and
Whereas, Prior to the twenty-third day of February, in the
year one thousand eight hundred and eighty-three, the Terre
Haute Company was the owner of the railroad hereinafter de¬
scribed, extending from East St. Louis in the State of Illinois,
to Terre Haute in the State of Indiana, together with a certain
branch to Alton, also in the State of Illinois, and the other
railroad property hereinafter described, being the railroad and
railroad property by this deed conveyed ; and
Whereas, On the twenty-third day of February, 1883, the
Terre Haute Company executed and delivered to the Indian¬
apolis & St. Louis Railway Company, a corporation organized
under the laws of the State of Indiana, and the Cleveland,
Columbus, Cincinnati and Indianapolis Railway Company, a
corporation organized under the laws of the States of Ohio
and Indiana (the said two lessee companies being successors
of the Indianapolis & St. Louis Railroad Company by purchase
at judicial sale of its property and franchises and its rights
as lessee under a certain indenture of lease made by the
342
Terre Haute Company to the said Indianapolis & St. Louis
Railroad Company, and bearing date on the eleventh day of
September, 1867, as to which last-mentioned lease there had?
prior to the twenty-third day of February, 1883, arisen cer¬
tain doubts or differences of opinion, and the said lease of the
twenty-third day of February, 1883, having taken the place
of the said lease of the eleventh day of September, 1867),
the said lease of the twenty-third day of February, 1883,
being a lease of the said railroad and railroad property by
this deed conveyed, for and during the period of ninety-nine
years from the first day of November, in the year one thous¬
and eight hundred and eighty-two, upon and subject to the
terms and conditions of the said lease ; and
Whereas, Under the said lease of the twenty-third day of
February, 1883, the said Indianapolis & St. Louis Railway
Company and the said Cleveland, Columbus, Cincinnati &
Indianapolis Railway Company duly entered into possession of
the said railroad and railroad property, and continued in such
possession, and operated the same, until possession under the
.said lease was thereafter taken, as hereinafter mentioned, by
the Cleveland, Cincinnati, Chicago & St. Louis Railway Com¬
pany ; and
Whereas, Thereafter and in or about the year one thousand
eight hundred and eighty-nine,the Cleveland,Cincinnati,Chicago
& St. Louis Railway Company was created and became a rail¬
road corporation in pursuance of the laws of the States of Ohio
and Indiana, by the consolidation of the said Indianapolis & St.
Louis Railway Company and the Cleveland, Columbus, Cincin¬
nati and Indianapolis Railway Company with the Cincinnati,
Indianapolis, St. Louis & Chicago Railway Company, the last
Company being a corporation organized under the laws of the
State of Indiana, and thereupon by such consolidation the Cleve
land, Cincinnati, Chicago & St. Louis Railway Company became
the owner of, and succeeded to, all the rights as lessees of the
Indianapolis & St. Louis Railway Company and the Cleveland,
Columbus, Cincinnati & Indianapolis Railway Company, in and
to the said lease of the twenty-third day of February, 1883, and
34:3
to the property embraced therein, and the Cleveland, Cincin¬
nati, Chicago & St. Louis Railway Company thereupon entered
into the sole possession, use and operation of the said railroad
and railroad property and appurtenances, under and pursuant
to the terms of the last-mentioned lease ; and
Whereas, On or about the fifteenth day of May, one thousand
eight hundred and ninety, the Cleveland, Cincinnati, Chicago
& St. Louis Railway Company duly transferred, assigned and
delivered to the Cairo Company the said last-mentioned lease
and the rights and claims of the lessees thereunder, and
also the sole possession, use and operation, of the said railroad
and railroad property, into which possession, use and oper¬
ation the Cairo Company then and thereupon entered, and in
which possession, use and operation the Cairo Company has
since remained to the present time, in connection with and
extension of its own railway line next hereinafter mentioned; and
h ere as, The Cairo Company is, pursuant to the laws of
the State of Illinois, and has been, since on or about the six¬
teenth day of February, one thousand eight hundred and
eighty-nine, in the sole ownership and operation of a railroad
running from Cairo to Tilton in the State of Illinois, and cross¬
ing, intersecting and connecting with the said railroad by this
deed conveyed, at Paris in the State of I llinois; and
Whereas, The Cairo Company has, since the fifteenth day
of May, one thousand eight hundred and ninety, possessed and
operated the said railroad and railroad property by this deed
conveyed, under and pursuant to the terms of the said lease of
the twenty-third day of February, 1883, and in connection
with its own said railroad running as aforesaid from Cairo to
Tilton,—the said railroad so owned by the Cairo Company,
and the said railroad by this deed conveyed being neither
parallel nor competing with one another; and
Whereas, The Terre Haute Company has not, since the
year one thousand eight hundred and sixty-seven, itself directly
used, possessed or operated the said railroad and railroad prop¬
erty by this deed conveyed, otherwise than as it has retained
344
its ownership and its rights as lessor under and as in the said
leases of 1867 and 1883 mentioned, but has actually operated a
different and unrelated system of railroad extending southeast¬
erly from East St. Louis in the State of Illinois, while the said
railroad by this deed conveyed extends northeasterly from
East St. Louis, and in no sense belongs to the system of rail¬
way actually and directly operated by the Terre Haute Com¬
pany ; and
Whereas, The Terre Haute Company has deemed it not
only promotive of its own interests, but also conducive to the
better performance of its duties and obligations as a railroad
corporation organized under the laws of the State of Illinois,
to sell the said railroad and railroad property hereinbefore first
mentioned to the Cairo Company upon proper terms; and
whereas the Cairo Company deems it promotive of its interests
and conducive to the performance of its duties and obligations
as a railroad corporation under the laws of the State oi Illinois
that it shall acquire the ownership of the said railroad prop¬
erty now being in its possession and operation as aforesaid and
intersecting and connected with its own railroad as aforesaid; and
Whereas, The directors of the Terre Haute Company have
agreed with the directors of the Cairo Company upon the
terms and conditions of the sale and conveyance by the Terre
tv c/
Haute Company to the Cairo Company of the said railroad
and railroad property hereinbefore first mentioned—such terms
and conditions being that such sale and conveyance shall be
made, as in this deed provided, and or the sum of Ten million
dollars, to be secured by the Cairo Company to the Terre Haute
Company as hereinafter provided and also by the bond of the
Cairo Company for the sum of Ten million dollars, to be paid
one hundred years from date, with interest at the annual rate
of four per cent., payable semi-annually, the principal and in¬
terest to be paid in gold coin of the United States equal in
weight and fineness to the present standard, such bond and the
purchase money thereby secured to be also and further secured
by the purchase money mortgage of the said railroad and rail¬
road property, to be executed by the Cairo Company to the
345
Terre Haute Company bearing even date with this deed, and
to be executed and delivered contemporaneously herewith; and
hereas, The said sale and conveyance, and the said terms
and conditions were thereafter duly approved by the stock,
holders, owning not less than two-thirds in amount of the
capital stock of the Terre Haute Company, at a meeting duly
held on the 3rd day of October, 1890, of which due notice was
given, as provided by an Act of the Legislature of the State of
Illinois, approved on the thirtieth day of June, one thousand
eight hundred and eighty-five, by due publication thereof for
more than sixty days prior to such meeting, and by mailing a
notice of such meeting to each stockholder of the said company
more than thirty days before said meeting ; and the said terms
and conditions having been likewise duly approved by the
stockholders owning not less than two-thirds in amount of the
capital stock of the Cairo Company, at a meeting duly held on
the 15th day of October, 1890, of which due notice was given
as provided by said Act, by due publication thereof for more
than sixty days prior to such meeting, and by mailing a notice
of such meeting to each stockholder of the Cairo Company
more than thirty days before said meeting ; and
Whereas, The execution of this instrument has been duly
authorized by the Directors, and by the owners of more than
two-thirds in amount of the capital stock of both the Terre
Haute Company and the Cairo Company.
Now Therefore, in consideration of the premises and of the
sum of Ten million dollars, lawful money of the United States
of America, by the party of the second part to the party of the
first part in hand paid, the receipt whereof is hereby acknowl¬
edged, tjje party of the first part, the said The St. Louis, Alton
& Terre Haute Railroad Company, has granted, bargained and
sold, and by these presents does grant, bargain, sell, convey and
transfer, unto the party of the second part, the said The Cairo,
Tincennes & Chicago Railway Company, the said railroad and
railroad property hereinbefore mentioned, the same being more
particularly described as follows :
346
The railroad belonging to the party of the first part, and
formerly known as the "main line" of the St. Louis, Alton
& Terre Haute Railroad, extending from Terre Haute in
the State of Indiana, to East St. Louis, in the State of Illinois,
about one hundred and eighty-nine miles, and also a certain
branch thereof, extending from a point on said main line
near the station of Wann to Alton, in the State of Illinois,
about four miles, together with the right of way of said
main line and branch railroad, and the franchise to operate
and maintain the same, and all grounds, lands and property
of every kind and description now belonging or appurtenant to
said main line and branch railroad, or used or acquired for use
in connection therewith, except as hereinafter reserved, and
any and all depots, stations, station houses, freight houses,
wood houses and other buildings, and all machine shops and
all other grounds and other lands adjacent to said main line
and branch railroad, or either of them, or used or acquired for
use in connection therewith, including certain station grounds
abutting on Front street, in East St. Louis aforesaid, the said
station grounds being that part of the property acquired by
said party of the first part from the Wiggins Ferry Company
by deed dated October 4th, 1865, which lies north of the line
beginning at a point on the west boundary of said last men¬
tioned property at the east line of Front street, four hundred
feet north of the north line of Pratte street ; running thence
easterly parallel to the said north line of Pratte street so far as
said street extends, and thence protracted by a straight line
to the easterly boundary of said property at the centre of
Cahokia Creek, and the said depot grounds, being more par¬
ticularly described as follows : Commencing at a point on
the eastline of Front street, four hundred feet north of
the north line of Pratte street, and thence running east-
wardly, and parallel with Pratte street produced, across the
Bayou or what is known as the old bed of the Mississippi
River, to the centre of Cahokia Creek ; thence northwardly
along the middle of said Cahokia Creek to a point in the centre
of said creek three hundred and fifty feet distant from the
middle of the west end of the bridge over said creek at
347
Broadway or the Belleville turnpike road ; thence west-
wardly and parallel with said bridge to the west bank of
said Cahokia Creek ; thence southwestwardly to the south
line of Bogy street at a point eighteen hundred feet east of
Front street : thence westwardly along the south line of Bogy
street eighteen hundred feet to Front street ; thence south¬
wardly on the east line of Front street to the place of be¬
ginning ; and the said lands hereby conveyed also including
a strip of ground now occupied by the tracks of the said
main line of the St. Louis, Alton & Terre Haute Railroad
from the intersection of the main line and the Belleville
Branch tracks near Broadwav street to the center of Cahokia
Creek, where the said strip connects with the depot grounds
above described, as the said tracks are now located, used,
maintained and operated, the said depot grounds and strip of
land above described being situated in the City of East St.
Louis, in the State of Illinois, reference being had to the re¬
corded plat of the Ferrv Division of said city ; and also any
and all locomotives, tenders, passenger and freight cars and all
other rolling stock and equipment belonging to the party of the
first part, and in which it has any right or interest, and which
are employed and in use on said railroad above described,,
or were received by the Indianapolis & St. Louis Railroad
Company from the party of the first part under the lease or
opeiating contract of September 11th, 1867, in this deed here¬
inbefore mentioned, it being the intention of the party of the
first part by this deed to convey to the party of the second
part that portion of its railroad and railroad property leased to
the Indianapolis & St. Louis Railway Company and the Cleve¬
land, Columbus, Cincinnati & Indianapolis Railway Company
by the said lease of February 23rd, 1883, with the franchise
to operate and maintain the said portion of railroad, and all
right and interest whatever of the party of the first part in
and to such portion of its railroad and all grounds or lands ad¬
jacent to said main line or branch railroad or either of them,
or used or acquired for use in connection therewith, not herein
excepted or reserved, and all rolling stock and equipment and
other property leased or delivered to the Indianapolis & St.
348
Louis Railroad Company under the said lease of September
11th, 1867 ; but further reserving to the party of the first part,
its successors and assigns, for the use of its Belleville branch
and extension (commonly called the Cairo Short Line), and
such other use as may be necessary to the partj^ of the first
part, its successors or assigns, all the ground so abutting on
Front Street, in East St. Louis, which lies southerly of that
portion of said ground above described, and also all ground ly¬
ing east of the centre of Cahokia Creek, in the City of East St.
Louis, and south of the connection of the track of the Belle¬
ville Branch (or Cairo Short Line) with the said main line
track near Broadway Street (except the strip of ground so
occupied by the main line tracks extending from the said track
connection near Broadway, to the centre of Cahokia Creek here¬
inbefore described ; ) and also reserving to the party of the first
part, its successors and assigns, and the party of the second
part covenants for itself, its successors and assigns, to assure to
the party of the first part, its successors and assigns, the right
to maintain the present connections of the railroad now oper¬
ated b}r the party of the first part with said main line track or
tracks hereby so conveyed to the party of the second part
north of Broadway, in East St. Louis, and to have and enjoy
the full use of the tracks of the party of the second part hereby
conveyed for making connection with the tracks and yards of
the St. Louis Bridge Company and Terminal Railroad Com¬
pany, in East St. Louis, and the East St. Louis or Relay Depot,
as the same are now, or as substitutes therefor, may hereafter
be established, for the transaction of its necessary business
therewith. And reserving also to the party of the first part,
its successors and assigns, the free use of the tracks hereby
conveyed to the party of the second part, or of such tracks as
may take their place, for the delivery and transfer of business
between the Belleville Branch of the party of the first part, or
any extension thereof, and all terminal points and connecting
lines at East St. Louis with which the tracks of the party of the
second part may connect, but such use of the tracks of the
party of the second part at East St. Louis by the party of
the first part, its successors or assigns, to be in bar-
349
mony with the use of the same by the party of
the second part and subject to such reasonable rules
and regulations as may be imposed by the party of
the second part ; provided, however, and it is expressly agreed,
that the party of the first part, its successors and assigns, may
continue its joint use of the Front Street Station grounds to
the extent, and in the manner that the same are now jointly
used and enjoyed by the parties of the first and second parts,
until the said party of the first part shall, by the exercise of
due diligence, complete the filling of the ground reserved on
the south of that portion of the station grounds hereby con¬
veyed, and build the necessary station house or freight depot
thereon for the accommodation of the separate station busi¬
ness of the party of the first part, as heretofore arranged be¬
tween the party of the first part and the Cleveland, Cincin¬
nati, Chicago & St. Louis Railway Company.
Together with all and singular the tenements, heredita¬
ments and appurtenances belonging to the railroad and rail¬
road property hereby conveyed or in anywise thereunto apper¬
taining, and the reversions, remainders, tolls, incomes, rents,
issues and profits thereof ; and also all the estate, right, title,
interest, property, possession, claim and demand whatsoever,
as well in law as in equity of the party of the first part of,
in and to the same, and any and every part thereof, with the
appurtenances.
To have and to hold the above-described premises sub¬
ject as aforesaid, unto the- party of the second part and
its successors and assigns, to the only proper use and be¬
hoof of the said party of the second part, and its success¬
ors and assigns forever, but subject, however, to the lien
which the party of the first part hereby expressly reserves, and
which the party of the second part covenants and agrees is
hereby reserved to the party of the first part, its successors and
assigns, for the payment of the said purchase price of Ten mil¬
lion dollars, together with interest thereon, payable as afore
said, with the right of the party of the first part, its successors
or assigns, in case of default in the payment of such purchase
price or of any interest thereon, according to the tenor of the
350
said bond of the party of the second part, to enforce the lien of
the party of the first part for the entire unpaid principal of said
purchase money, and all interest due and unpaid thereon by the
sale of the property hereby conveyed, or by other proper pro¬
ceedings at law or in equity, and subject also to the purchase
money mortgage bearing even date with these presents and
executed by the party of the second part to the party of the
first part to secure the payment of the bond given by the
party of the second part to the party of the first part secur¬
ing the purchase price hereof, and subject to all the terms
and provisions of the said mortgage as fully as if the same
were incorporated in this instrument, and subject also to such
liens, demands or claims of every nature whatsoever, if any
there be, which the party of the second part or any of its
predecessors in the ownership as lessee of the said lease bear¬
ing date the twenty-third day of February, one thousand
eight hundred and eighty-three, has been, is or may be right¬
fully bound under the terms and provisions of the said lease to
pay or otherwise provide for.
And it is further expressly covenanted and agreed, any¬
thing herein contained to the contrary notwithstanding, that
two certain indentures of mortgage, the first bearing date the
30th day of June, 1862, and executed by Robert Bayard,
Samuel J. Tilden, Joseph Tuckerman, John G. Richardson
and Russell Sage to Robert Bayard, John G. Richard¬
son and Pickering Clark, Trustees, and known as the first
mortgage ; and the second also bearing date the 30th
day of June, 1862, executed by Robert Bayard, Samuel J.
Tilden, Joseph Tuckerman, John G. Richardson and Russell
Sage to Samuel J. Tilden and Elisha Judson Hawley, Trustees,
and known as the second mortgage, shall not, nor shall any of
the provisions or matters therein contained or referred to, be,
as against the party of the first part or any person claiming
under the party of the first part, deemed to be liens or incum¬
brances upon the railroad or railroad property hereby conveyed
in violation of the covenants and agreements of the party of
351
the first part hereinafter contained, if the party of the first
part, its successors or assigns, shall, prior to, or upon, the ma¬
turity of the bonds of the party of the first part secured by the
said two mortgages fully pay and discharge the said bonds
and interest due thereon.
And the party of the first part hereby covenants and agrees
to and with the party of the second part, its successors and
assigns, that the party of the first part is at the time of exe¬
cuting these presents the lawful owner of the railroad and rail¬
road property hereby conveyed, and has full power and author¬
ity to grant and convey the same as aforesaid, and that the rail¬
road and railroad property hereby conveyed are free and unin¬
cumbered of any former or other grant, assignment, pledge,
lien or claim whatsoever, except as aforesaid; that the party of
the first part, its successors and assigns, shall, from time to time
upon the request of the party of the second part, its successors
and assigns, execute and deliver any and every other deed, as¬
signment or other instrument which shall be necessary or proper
to assure, improve or confirm the estate and title hereby con¬
veyed or intended so to be; and that the party of the first part
will warrant and forever defend to the party of the second part,
its successors and assigns, the railroad and railroad property
hereby conveyed, but subject as aforesaid, against the party of
the first part, and against every other corporation and person
whatsoever rightfully claiming or to claim the same.
In order to facilitate the record of this instrument, the same
may be simultaneously executed in several counterparts, each
of which so executed shall be deemed to be an original ; and
such counterparts shall together constitute but one and the
same instrument.
In Witness Whereof, both the parties hereto have caused
their respective corporate seals to be hereunto affixed, and
these presents to be respectively witnessed by the President or
352
Y ice-President and Secretary or Assistant Secretary of each of
the parties hereto, on the day and year first-above written.
ST. LOUIS, ALTON & TEPEE HAUTE KAIL-
ROAD COMPANY,
[Seal]. By Geo. W. Parker,
Prest.
Attest :
E. F. Leonard,
Secretary.
THE CAIRO, VINCENNES & CHICAGO RAIL¬
WAY COMPANY,
[Seal]; By Tho. P. Bonfield,
President.
Attest :
J. C. Davie,
Secretary.
United States of America. i
State of N ew York, > ss. :
City and County of New York. )
At the State, County and City aforesaid, on this twelfth
day of November, one thousand eight hundred and ninety, be¬
fore me, Charles Nettleton, a Commissioner of the State
of Illinois in and for the State of New York, residing
in the said City of New York, duly appeared George W.
Parker and Edward F. Leonard, to me personally known and
known to me to be the real and identical persons whose names
are subscribed to the foregoing instrument, the said George W.
Parker as President and the said Edward F. Leonard as
Secretary of the St. Louis, Alton & Terre Haute Railroad Com -
pany, who being by me duly sworn did severally depose and
say that the said George W. Parker was President of the said
The St. Louis, Alton & Terre Haute Railroad Company, and
resided at the City of St. Louis, in the State of Missouri ; and
that the said Edward F. Leonard was the Secretary of
the said the St. Louis, Alton and Terre Haute Railroad Com¬
pany and resided at Springfield, in the State of Illinois,
353
and that the seal affixed to the foregoing instrument is the seal
of the said the St. Louis, Alton & Terre*Haute Railroad Com¬
pany, and that the same was affixed thereto, and the said in¬
strument subscribed by the said George W. Parker, as
President aforesaid, and the said Edward F. Leonard,
as Secretary aforesaid by authority of the Board of Directors,
duly approved pursuant to law by the stockholders of the said
the St. Louis, Alton & Terre Haute Railroad Company.
And the said George "W. Parker, as such I 'resident, and the
said Edward F. Leonard, as such Secretary, thereupon
did, on behalf of the» said The St. Louis, Alton & Terre Haute
Railroad Company acknowledge the execution of the foregoing
deed to be the free and voluntary act and deed of the said The
St. Louis, Alton & Terre Haute Railroad Company.
In Witness whereof, I have hereunto set mv hand
and affixed my official seal this twelfth day
of November, one thousand eight hundred
and ninety.
[Seal.] CHARLES NETTLETON,
Commissioner for Illinois,
in New York.
United States of America, )
State of'New York, > ss :
City and County of New York, )
At the State, County and City aforesaid, on this twelfth day
of November, one thousand eight hundred and ninety, before
me, Charles Edgar Mills, a Commissioner of the State of In¬
diana in and for the State of New York, residing in the
said City of New York, duly appeared George W. Parker
and Edward F. Leonard, to me personally known and known
to me to be the real and identical persons whose names
are subscribed to the foregoing instrument, the said George
W. Parker as President and the said Edward F. Leonard as
Secretary of the St. Louis, Alton and Terre Haute Railroad
354
Company, who being* by me duly sworn did severally depose
and say that the said-George " , Parker was President of the
said The St. Louis, Alton & Terre Haute Railroad Company,
and resided at the City of St. Louis, in the State of Missouri :
and that the said Edward F. Leonard was the Secretary of the
said the St. Louis, Alton and Terre Haute Railroad Company
and resided at Springfield, in the State of Illinois, and that the
seal affixed to the foregoing; instrument is the seal of the said
the St. Louis, Alton & Terre Haute Railroad Company, and
that the same was affixed thereto, and the said instrument
subscribed by the said George W. Parker as President afore¬
said, and the said Edward F. Leonard, as Secretary aforesaid
by authority of the Board of Directors, duly approved pursu¬
ant to law by the stock holders of the said the St. Louis, Alton
& Terre Haute Railroad Company.
And the said George W. Parker, as such President, and the
said Edward F. Leonard, as such Secretary, thereupon did, on
behalf of the said The St. Louis, Alton & Terre Haute Rail¬
road Company, acknowledge the execution of the foregoing
deed to be the free and voluntary act and deed of the said The
St. Louis, Alton & Terre Haute Railroad Company.
In Witness whereof I have hereunto set my hand
and affixed my official seal this twelfth day
of November, one thousand eight hundred
and ninety.
[Seal.] CHARLES EDGAR JtlLLS,
Commissioner for Indiana
in New York.
United States of America, )
State of New York, > ss :
City and County of New York, )
At the State, County and City aforesaid on this twelfth day
of November, one thousand eight hundred and ninety, before
me Charles Nettle ton, a commissioner of the State of Illinois
in and for the State of New York, residing in the said City of
355
New York, duly appeared Thomas P. Bonfield and John C.
Davie, to me personally known, and known to me to be the
real and identical persons whose names are subscribed to the
foregoing instrument, the said Thomas P. Bonfield, as Presi¬
dent, and the said John C. Davie, as Secretary of the Cairo,
Yincennes & Chicago Railway Company, who being by me
duly sworn, did severally depose and say-, that the said Thomas
P. Bonfield was President of the said The Cairo, Yincennes &
Chicago Railway Company, and resided at Kankakee, in the
State of Illinois, and that the said John C. Davie was Secretary
of the said The Cairo, Yincennes & Chicago Railway Com¬
pany and resided at Cincinnati in the State of Ohio and
that the seal of the said Cairo, Yincennes and Chicago Railway
Company was alfixed to the foregoing instrument and the said
instrument subscribed by the said Thomas P. Bonfield, as
President aforesaid, and the said John C. Davie as Secre¬
tary aforesaid by authority of the Board of Directors duly
approved pursuant to law by the stockholders of the Cairo,
Yincennes & Chicago Railway Company.
And the said Thomas P. Bonfield, as such President, and the
said John C. Davie, as such Secretary, thereupon did on be¬
half of the Cairo, Yincennes & Chicago Railway Company ac¬
knowledge the execution of the foregoing deed to be the free
and voluntary act and deed of the said the Cairo, Yincennes &
Chicago Railway Company.
In witness whereof, I have hereunto set my hand and affixed
my official seal this twelfth day of November, one thousand
eight hundred and ninety.
[Seal.] CHARLES NETTLETON,
Commissioner for Illinois,
in New York.
356
PURCHASE MONEY BOND.
United States of America, State of Illinois,
Cairo, Vincennes & Chicago Railway Company.
First Mortgage Four Per Cent. Gold Bond of 1990.
Know All Men by these Presents :
I luit tne Cairo, Vincennes and Chicago Railway Company
hereby acknowledges that it is indebted to the St. Louis, Alton
and Terre Haute Railroad Company in the sum of Ten million
dollars, which the Cairo, Vincennes and Chicago Railway Com¬
pany hereby promises to pay, in the City of New York, to the
St. Louis, Alton and Terre Haute Railroad Company, its suc¬
cessors or assigns, on the first day of IN ovomber, One thousand
nine hundred and ninety, in gold coin of the United States of
America, of the present standard of weight and fineness and
free of all taxes, together with interest at the rate of four
per cent, per annum, from the first day of November, 1890
until the principal hereof shall be fully paid, payable in like
gold coin semi-annually on the first days of May and Novem¬
ber in each year, free of all taxes.
This bond is given to secure to the St. Louis, Alton and
Terre Haute Railroad Company, its successors and assigns, the
payment of the purchase money for the sale and conveyance by
the St. Louis, Alton and Terre Haute Railroad Company to
the Cairo. Vincennes & Chicago Railway Company of a cer¬
tain railroad and railroad property, including aline of railroad
from East St. Louis, in the State of Illinois, to Terre Haute in
the State of Indiana, with a branch to Alton, in the State of
Illinois, and the said railroad and railroad propertv being more
particularly described in the deed thereof bearing even date
herewith, and executed by the St. Louis, Alton and Terre
Haute Railroad Company to the Cairo, Vincennes & Chicago
Railway Company. The payment of the principal and interest
of this bond and of the money secured hereby is further se-
357
cured by a certain mortgage bearing even date herewith, and
executed by the Cairo, Vincennes & Chicago Railway Com¬
pany to the St. Louis, Alton & Terre Haute Railroad Com¬
pany ; and this bond is subject to all the terms and conditions-
in said mortgage contained in like manner as if the same were!
fully recited in this bond, and particularly to the provision
that in case of default in the payment of any interest to be¬
come due upon the principal amount secured by this bond, as
in the said mortgage provided, or of certain other default or
defaults as therein provided, on the part of the Cairo, Vin¬
cennes & Chicago Railway Company, the entire principal
hereof shall, at the option of the St. Louis, Alton & Terre
Haute Railroad Company, its successors or assigns, exercised
when and as in the said mortgage provided, become due,
anything in this bond contained to the contrary notwith¬
standing.
In Witness Whereof The Cairo, Yincennes & Chicago
Railway Company has caused its corporate seal to be hereto
affixed and these presents to be signed and attested by its
president or vice-president and its secretary the fir^t day of
November, one thousand eight hundred and ninety.
THE CAIRO, YINCENNES AND CHICAGO
RAILWAY COMPANY,
[Seal.] By Tho. P. Bonfield,
Près.
Attest :
J. C. Davie,
,358
United States of America, )
State of New York, > ss. :
city and county of new york. )
a#*
At the State, county and city aforesaid on this twelfth
day of November, one thousand eight hundred and ninety,
before me, Charles Nettleton, a Commissioner of the State
of Illinois, in and for the State of New York, residing in
the said City of New York, duly appeared Thomas P.
Bonfield and John C. Davie, to me personally known and
known to me to be the real and identical persons whose
names are subscribed to the foregoing instrument, the said
Thomas P. Bonfield as president, and the said John C. Davie
as secretary of the Cairo, Yincennes & Chicago Railway Com¬
pany, who, being by me duly sworn, did severally depose and
say that the said Thomas P. Bonfield was president of the
Cairo, Yincennes & Chicago Railway Company, and resided at
Kankakee, in the State of Illinois, and that the said John C.
Davie was secretary of the Cairo, Yincennes and Chicago Rail¬
way Company and resided at Cincinnati, in the State of Illi¬
nois, and that the seal of the Cairo, Yinceifhes & Chicago Rail¬
way Company was affixed to the foregoing instrument and the
said instrument subscribed and attested by the said Thomas P.
Bonfield as president aforesaid, and the said John C. Davie as
secretary aforesaid, by authority of the Board of Directors duly
and lawfully approved by the stockholders of the Cairo, Yin¬
cennes & Chicago Railway Company.
And the said Thomas P. Bonfield as such president, and
the said John C. Davie as such secretary, thereupon did, on
behalf of the Cairo, Yincennes & Chicago Railway Company,
acknowledge the execution of the foregoing instrument to be
the free and voluntary act and deed of the said the Cairo, Yin¬
cennes & Chicago Railway Company.
In Witness Whereof I have hereunto set mv hand and
affixed my official seal this twelfth day of November, One
thousand eight hundred and ninety.
CHARLES NETTLETON,
[Seal.] Commissioner for Illinois in New York.
359
PURCHASE MONEY MORTGAGE.
i he Cairo, Vincennes_ and Chicago Railway Company
to
The St. Louis, Alton and Terre Haute Railroad Company.
This Indenture, made this lirst day of November, in
the year One thousand eight hundred and ninety, between
The Cairo, Vincennes and Chicago Railway Company
(hereinafter also called the Cairo Company), a corporation
created and existing under, and by virtue of, the laws of the
State of Illinois, party of the lirst part, and The St. Louis,
Alton and Terre Haute Railroad Company (hereinafter also
called the Terre Haute Company), a corporation likewise
created and existing under, and by virtue of, the laws of the
said State, party of the second part, * itnessetii :
Whereas, By deed of conveyance bearing even $ate and
executed contemporaneously herewith, the Terre Haute Com¬
pany, with the authority of, and upon the terms and conditions
pursuant to law agreed upon and approved by the directors and
by the stockholders owning more than two-thirds of the entire
capital stock of the Terre Haute Company, and by the directors,
and by the stockholders owning more than two-thirds of the
entire * capital stock of the Cairo Company, the said terms and
conditions, including the execution of this indenture, has con¬
veyed to the Cairo Company the railroad and railroad property
hereinafter described, the consideration for such conveyance
being the sum of Ten million dollars, to be paid with interest
by the Cairo Company as hereinafter mentioned ; and
Whereas, To secure the payment of such purchase price
of Ten million dollars and interest the Cairo Company has,
contemporaneously with the execution and delivery of the said
deed, and of this indenture of mortgage, executed and delivered
to the Terre Haute Company the bond of the Cairo Company
£60
substantially in the words and figures following, omitting sig¬
natures, to wit :
UNITED STATES OF AMERICA, STATE OF ILLINOIS.
CAIRO, VINCENNES & CHICAGO RAILWAY COMPANY.
FIRST MORTGAGE FOUR PER CENT. GOLD BOND OF 1990
KNOW ALL MEN BY THESE PRESENTS : That the Cairo,
Vineennes and Chicago Railway Company hereby acknowl¬
edges that it is indebted to the St. Louis, Alton and Terre
Haute Railroad Company in the sum of Ten million
dollars, which the Cairo, Vineennes and Chicago Railway
Company hereby promises to pay in the City of New York to
the St. Louis, Alton and Terre Haute Railroad Company, its
successors or assigns, on the first day of November, One thous¬
and nine hundred and ninety, in gold coin of the United
States of America, of the present standard of weight and' fine¬
ness , and free of all taxes, together with interest at the rate of
four per cent, per annum from the first day of November, 1890,
until the principal hereof shall be fully paid, payable in like
gold coin semi-annually on the first days of May and November
in each year, free of all taxes.
This bond is given to secure to the St. Louis, Alton and Terre
Haute Railroad Company, its successors and assigns, the pay¬
ment of the purchase money for the sale and conveyance by the
St. Louis, Alton and Terre Haute Railroad Company to the
Cairo, Vineennes Ac Chicago Railway Company of a certain
railroad and railroad property, including a line of railroad
from East St. Louis, in the State of Illinois, to Terre Haute,
in the State of Indiana, with a branch to Alton, in the State of
Illinois, and the said railroad and railroad property being
more particularly described in the deed thereof bearing even
date herewith, and executed by the St. Louis, Alton and Terre
Haute Railroad Company to the Cairo, Vineennes dfc Chicago
Railroad Company. The payment of the principal and interest
of this bond and of the money secured hereby is further secured
by a certain mortgage bearing even date herewith, and executed
361
by the Cairo, Vincennes and Chicago Railway Company to the
St. Louis, Alton and Terre Haute Railroad Company ; and
this bond is subject to all the terms and conditions in said mort¬
gage contained in like manner'as if the same were fully recited
in this bond, and particularly to the provision that, in case of
default in the payment of any interest to become due upon the
principal amount secured by this bond, as in the said mortgage
provided, or of certain other dey'ault or defaults, as therein pro¬
vided, on the part of the Cairo, Vincennes & Chicago Railway
Company, the entire principal hereof shall, at the option of the
St. Louis, Alton and Terre Haute Railroad Company, ife sw-
cessors or assigns, exercised when and as in the said mortgage
provided, become due, anything in this bond contained to the
contrary notwithstanding.
In witness whereof ', The Cairo, Vincennes & Chicago Railway
Company has caused* its corporate seal to be hereto affixed, and
these presents to be signed and attested by its President or Vice-
President, and its Secretary, the first day of November, 0710
thousand eight hundred and ninety.
And whereas, By the terms and conditions of the sale and
conveyance aforesaid, by the Terre Haute Company to the
Cairo Company, the Cairo Company is bound to further secure
by this indenture of mortgage the payment of said purchase
price and interest, being the principal and interest also secured
by the said bond ; and
Whereas, The Board of Directors of the Cairo Company,
with the approval of all the stockholders of that Company, has
duly authorized the execution of this mortgage,
Now, therefore, this indenture witnesseth, That the
Cairo, Vincennes and Chicago Railway Company, party of
the first part, for and in consideration of the premises and of
the sum of One Dollar, lawful monev of the United States of
7 %,
America, to it in hand duly paid by the St. Louis, Alton and
362
Terre Haute Railroad Company, party of the second part, at
or before the ensealing and delivery of these presents, the re¬
ceipt of which is hereby acknowledged, and in order further to
secure the payment of the principal and interest secured by the
aforesaid bond, hath granted, bargained, sold, aliened, remised,
released, conveyed, confirmed, assigned, transferred and set
over, and by these presents doth grant, bargain, sell, alien, re¬
mise, release, convey, confirm, assign, transfer and set over
unto the St. Louis, Alton and Terre Haute Railroad Company,
its successors and assigns forever :
The railroad now belonging to the perty of the first part,
but lately belonging to the party of the second part, and for¬
merly known as the main line of the St. Louis, Alton and
Terre Haute Railroad, extending from Terre Haute in the
State of Indiana, to East St. Louis in the State of Illinois,
about one hundred and eighty-nine miles, and also a certain
branch thereof extending from a point on said main line near
the station of Tann to Alton in the State of Illinois, about
four miles, together with the right of way of said main line and
branch railroad and the franchise to operate and maintain the
same, and all grounds, lands and property of every kind and
description now belonging or appurtenant to said main line
and branch railroad, or used or acquired for use in connection
therewith, except as hereinafter reserved, and any and all de¬
pots, stations, station houses, freight houses, wood houses and
other buildings, and all machine shops and all other grounds
and other lands adjacent to said main line and branch railroad,
or either of them, or used or acquired for use in connec¬
tion therewith, including certain station grounds abutting on
Front Street in East St. Louis aforesaid, the said station grounds
bein that part of the property acquired by said party of the
second part from the Wiggins Ferry Company by deed dated
October 4th, 1865, which lies north of a line beginning at a
point on the west boundary of said last mentioned property at
the east line of Front Street, four hundred feet north of the
north line of Pratte Street, running thence easterly parallel to
the said north line of Pratte Street so far as said street extends,
and thence protracted by a straight tine to the easterly bound-
363
ary of said property at the centre of Cahokia Creek, and the
said station grounds being more particularly described as fol¬
lows : Commencing at a point on the east line of Front street,,
four hundred feet north of the north line of Pratte street, and
thence running eastwardly, and parallel with Pratte street pro¬
duced, across the bayou or what is known as the old bed of the
Mississippi River to the centre of Cahokia Creek ; thence north¬
wardly along the middle of said Cahokia Creek to a point in
the centre of said creek three hundred and fifty feet distant
from the middle of the west end of the bridge over said Creek
at Broadway or the Bellevue turnpike road ; thence west ward-
l^and parallel with said bridge to the west bank of said Caho¬
kia Creek : thence southwestwardly to the south line of Bogy
Street at a point eighteen hundred feet east of Front Street ;
thence westwardlv along the south line of Bogy street eigh¬
teen hundred feet to Front street ; thence southwardly on the
east line of Front Street to the place of beginning ; and the
said lands hereby conveyed also including a strip of ground
now occupied by the tracks of the said main line of the St.
Louis, Alton and Terre Haute Railroad from the intersection of
the main line and the Belleville Branch tracks near Broadway
Street to the centre of Cahokia Creek, where the said strip con¬
nects with the station grounds above described, as the said
tracks are now located, used, maintained and operated, the said
station grounds and strip of land above described being situa¬
ted in the City of East St. Loqis, in the State of Illinois, refer¬
ence being had to the recorded plat of the Ferry Division of
said City. And also any and ill locomotives, tenders, passen¬
ger and freight cars and all other rolling stock and equipment
lately belonging to the party of the second part and in which it
then had any right or interest, and which are employed and in
use on said railroad above described, or were received by the
Indianapolis & St. Louis Railroad Company from the party of
the second part, under the lease or operating contract of Sep¬
tember Ilth, 1867, made by the party of the second part with
the Indianapolis & St. Louis Railroad Company, it being the
intention of the party of the first part by this deed to convey
to the party of the second parr that portion of the railroad
364
leased to the Indianapolis & St. Louis Railway Company and
the Cleveland, Columbus, Cincinnati & Indianapolis Railway
Company by the lease, dated February 23d, 1883, made by the
party of the second part to the Indianapolis & St. Louis Rail¬
way Company and the Cleveland, Columbus, Cincinnati & In¬
dianapolis Railway Company, with the franchise to operate and
maintain the said portion of railroad, and all right and interest
whatever of the party of the first part in and to such portion
of its railroad and all grounds or lands ad jacent to said main
line or branch railroad, or either of them, or used or acquired
for use in connection therewith, not herein excepted or reserved,
and all rolling stock and equipment and other property leased
or delivered to the Indianapolis & St. Louis Railroad Corapafly
under the said lease of September 11th, 1867, but excepting
certain lands and rights and being subject to certain rights,
privileges, provisions and exceptions in favor of the party of
the second part, its successors and assigns, as in the said deed,
bearing date this day, executed by the party of the second part
to the party of the first part mentioned : Being and intended
to be the railroad and property described in the said deed bear¬
ing even date to these presents, and contemporaneous^ here¬
with executed and delivered by the Terre Haute Company to
the Cairo Company.
Together with all and singular the tenements, hereditaments
and appurtenances belonging to the railroad and property here¬
by conveyed, or in anywise thereunto appertaining, and the re¬
versions, remainders, tolls, incomes, rents, issues and profits
thereof ; and also all the estate^ right, title, interest, property,
possession, claim and demand whatsoever, as well in law as in
equity, of the party of the first part of, in and to the same,
and any and every part thereof with the appurtenances.
To have and to hold the above-described premises, subject
and excepting as aforesaid, unto the party of the second part
and its successors arid assigns, to the only proper use and behoof
of the said party of the second part, and its successors and as¬
signs forever ; and the party of the first part hereby covenants
and agrees to and with the party of the second part and its
365
successors and assigns, and each of them, and to and with each
and every person or persons, corporation or corporations, who
may at any time own or hold the said bond or the moneys se¬
cured or intended to be secured thereby or any part thereof, or
who may have any interest therein, that it, the party of the
first part, is at the time of executing these presents the lawful
owner of the railroad and railroad property hereby conveyed,
and has full power and authority to grant and convey the same
as aforesaid, and that the railroad and railroad property hereby
conveyed are free and unencumbered of any claim or other
grant, assignment, pledge, lien or claim whatsoever made or
suffered by the party of the first part, and that the party of
the first part, its successors and assigns, shall, from time to time,
upon the request of the party of the second part, its successors
and assigns, execute and deliver any and every other deed, as¬
signment or other instrument which shall be necessary or prop¬
er to assure, improve or confirm the title hereby conveyed or
intended so to be, and that the party of the first part will war¬
rant and forever defend to the part}7 of the second part, its
successors and assigns, the railroad and railroad property here¬
by conveyed against the party of the first part, and against
every other corporation and person whatsoever claiming or to
claim the same under or through the party of the first part, its
successors or assigns.
Provided, however, and these presents are upon the express
condition that, if the Cairo Company, its successors or assigns,
shall well and truly pay, until the maturity of the said bond,
the interest therein provided, being interest at the annual rate
of four per cent, per annum, payable semi-annually as in the
said bond specified", and shall well and truly make such pay¬
ments of interest upon the respective days upon which the
same shall from time to time become payable as therein pro¬
vided, and shall well and truly pay the principal sum of ten
million dollars secured by the said bond, on the first day of No¬
vember, one thousand nine hundred and ninety, or upon such
earlier day as the same or any part thereof shall become due
and payable, pursuant to the terms of the said bond or of this
mortgage, and shall make such payments, both of principal and
366
of interest, in gold coin of the United States of America of the
present standard of weight and fineness, and free of all taxes,
and shall in all other respects well and truly keep, perform and
observe all and singular the covenants, promises and conditions
in the said bond and in this indenture expressed to be kept,
performed and observed by, or on the part of, the party of
the first part, then these present and the estate and rights
hereby granted shall cease, determine and be void, but other¬
wise they shall be and remain in full force and virtue.
It is hereby covenanted and declared and agreed, and the
party of the first part for itself, its successors and assigns, does
hereby covenant, declare and agree to and with the party of
the second part and its successors and assigns, and with every
person or corporation who, or which shall own or hold the said
bond or have any interest therein or m the moneys payable
thereunder, or intended to be secured thereby, that the real and
personal property, rights and franchises hereinbefore described,
are conveyed to, and are to be held and disposed of by, the
party of the second part, its successors and assigns, upon and
with the further trusts, uses, purposes, conditions and covenants
as follows, that is to say : +
First.—The party of the first part hereby covenants with the
party of the second part that it, the party of the first part, its
successors or assigns, will punctually pay to the owner of the
said bond secured hereby, or of the moneys secured, or intended
to be secured thereby, the interest thereon, when and as the
same shall become due and payable, according to the terms and
conditions of the said bond and in this indenture set forth, and
will also, when the principal of the said bond or of the moneys
secured thereby, shall, according to the terms thereof or of this
instrument, become due and payable, whether at or before ma¬
turity, fully pay the same, and that every such payment of
interest or principal shall be made without any deduction
therefrom for any tax or taxes which may be required to be
paid or deducted therefrom, the party of the first part hereby
agreeing to pay all such tax or taxes.
Second.—The party of the second part, its successors or as¬
signs, may at any time, and without prejudice to or effect upon,
367
the operation hereof as to property not released, release, in
writing, from the operation and effect of this mortgage, any
premises which shall have ceased at the time of such release to
be required for the railroad purposes of the party of the first
part, and which shall be in good faith sold or exchanged by
the party of the first part, its successors or assigns; but the
property taken in exchange, if such there be, shall immediately
become subject to this mortgage with like effect as if the same
had been originally included herein, —and the party of the
first part, its successors or assigns, shall forthwith execute and
deliver such instrument or instruments of conveyance or mort¬
gage or otherwise as shall more plainly show, or shall establish
or confirm the inclusion of such property in this mortgage or
as subject to the effect and operation thereof; and the net pro¬
ceeds of property released as aforesaid, if sold for cash, may,
with the express assent in writing of the party of the second
part, its successors or assigns, be applied to any purpose which
in its or their opinion will benefit the property hereby mort¬
gaged, or, if not so applied, shall, at the option of the party of
the second part, its successors or assigns, be paid to the party
of the second part, its successors or assigns, to be by ft or them
from time to time invested or reinvested, such investment to be
held by the party of the second part, its successors or assigns,
as security for the payment of the principal and interest hereby
se vured.
Third.—Until default shall be made in the principal or inter¬
est of the bond hereby secured or of the money secured thereby
as therein and herein provided, or in respect to something
thereby or hereby required to be done, observed, kept o? per¬
formed by the party of the first part, the party of the first part,
its successors or assigns, shall be suffered and permitted to pos¬
sess, manage, operate and enjoy the railroad and railroad
property hereby mortgaged, with the appurtenances thereunto
belonging, and to receive and use the tolls, income, rents,
issues and profits thereof.
Fourth.—The party of the first part, its successors and as¬
signs, shall and will pay all taxes and assessments lawfully
368
levied or assessed upon the premises hereby conveyed or in¬
tended so to be, or any part thereof, when the same shall be¬
come due, and will not suffer any mechanic's, laborer's, statutory
or other lien which may be created upon any part of the prop¬
erty hereby mortgaged, or intended so to be, the lien of which
may or can be held to be prior to the lien of these presents, and
will not suffer any matter or thing whatsoever whereby the
lien hereof may or can be impaired.
Fifth.—In case any default shall be made in the payment of
interest as provided in the said bond, or anv other default
shall be made by the party of the first part m keeping the
stipulations or provisions of the said "bond or of this mortgage,
then in case such default shall continue for more than six
months, it is covenanted and agreed that the party of the
second part, its successors or assigns, may by notice in writing
to the party of the first part, its successors or assigns, declare
the principal sum secured by or mentioned in the said bond to
become forthwith due and payable; and upon the giving of
such notice, and at the expiration of such six months, such
principal sum shall in such case become dife and payable, any¬
thing in the said bond or in this mortgage to the contrary not¬
withstanding; and thereupon the party of the second part, its
successors or assigns, shall have all the rights and privileges
which it would have upon the final maturity of the said bond,
and without prejudice or diminution of any other right or
privilege secured to the party of the second part, its successors
or assigns, by these presents.
Sixth.—In case default shall be made in the payment of any
interest secured by or mentioned in the said bond or of the
principal secured by or mentioned in the said bond, whether
such default in the payment of principal shall occur at the ma¬
turity of the said bonds, or upon the principal being declared
to be due as aforesaid, or otherwise, and if either one of such
defaults shall continue for sixty days, then the party of the first
part, its successors or assigns, shall, upon demand of the party
of the second part, its successors or assigns, forthwith surren¬
der to the party of the second part, its successors or assigns,
369
the actual possession of, and it shall be lawful for the party of
the second part, its successors or assigns, forthwith to enter
into and upon, and to take possession of, personally or by its
or their agents or attorneys, all and singular the railroad and
railroad property and appurtenances thereto hereby mortgaged
or intended so to be; and from time to time to make all needful
repairs thereon, and such alterations therein and additions and
improvements thereto as to it or them shall seem wise, and as
the net income coming to their hands shall be adequate to pay
for, and to receive the tolls, rents, incomes, issues and profits
thereof, and out of the said tolls, rents, incomes, issues and
profits, to pay all the proper costs, charges and expenses of so
taking, holding and managing the same, including the reason¬
able compensation of the agents, attorneys and counsel of the
party of the second part, its successors and assigns, and all
taxes, assessments, interest and other charges prior to the lien
of these presents, and all expenses of such repairs, alterations,
additions and improvements, and to apply the remainder of the
money so received by them as follows : In case the principal
moneys secured by or mentioned in such bond shall not have
become due, then to the payment of the interest theseon in de¬
fault in the order of the maturity of the installments of such
interest; but in case the said principal moneys shall have be¬
come due, then first to the payment of the interest in default in
the order of the maturity of the instalments of such interest,
and then to the payment of the principal secured by or men¬
tioned in the said bond.
Seventh. - In case default shall be made in the payment either
of the interest or of the principal secured in or mentioned in
the said bond, or whether such principal shall be due at the
maturity thereof or earlier as in this mortgage provided, and
if any such default shall continue for sixty days, then it shall
be lawful for the party of the second part, its successors or as¬
signs, with or without entry, to sell all the railroad and rail¬
road property hereby mortgaged at public auction at any suit¬
able place within the State of Illinois, having first given such
notice, if any, of such sale as required by law, and also notice
aîo
by publication in at least two newspapers published in the
City of New York, and one newspaper published in the City
of Chicago, and one newspaper published in the City of St.
Louis, at least twice a week for three months next preceding
such sale; and from time to time to adjourn such sale or sales in
its or their discretion, and in case of any adjournment, to make
such sale without read vertising : and upon any such sale or
sales to make and deliver to the purchaser or purchasers of
the premises, estate, property, rights and franchises so sold, a
good and sufficient deed or deeds for the same, which sale or
sales shall be a perpetual bar, both in law and in equity, against
the party of the first part, its successors and assigns, and all
persons and corporations lawfully claiming or to claim by,
through or under it or them ; and upon the making of any
such sale the principal secured by or mentioned in the said
bond shall forthwith become due and payable, anything in the
said bond or in these presents to the contrary notwithstanding;
and, upon the making of any such sale the party of the second
part, its successors or assigns, shall apply the proceeds of such
sale or sales as follows : First, to the payment of the costs and
expenses of such sale or sales, including a Reasonable compen¬
sation to the agents, attorneys and counsel of the party of the
second part, its successors or assigns, and all expenses, liabili¬
ties and advances, if any. made and incurred by the party of
the second part, its successors or assigns, in managing and
maintaining the railroad property hereby conveyed or intend¬
ed so to be, and all taxes and assessments whose lien may be
prior to the lien of these presents ; Second, to the payment of
the whole amount of the principal and interest secured by or
mentioned in the said bond which shall then be owing or un¬
paid , whether thq said principal by the tenor of the said bond
be then due or yet to become due—and, in case of the insuffi¬
ciency of such proceeds, to pay in full the whole amount of prin¬
cipal and interest owing or unpaid upon the said bond, then to
pay the amount of interest due and unpaid, or so much thereof
as the amount applicable thereto will pay, and, after paying
such interest in full, to pay and apply the remaining sum upon
such principal.
371
Eighth.—In case of any default upon the part of the party
of the lirst part, its successors or assigns, neither it nor they
shall or will set up, claim or seek to take any advantage of any
exemption,valuation, stay, extension, redemption, or other laws
now existing or which may hereafter be passed in the State
of Illinois or in the State of Indiana, in order to prevent or hin¬
der the enforcement or foreclosure of this mortage or the
absolute sale of the railroad and railroad property hereby con¬
veyed, or the final and absolute putting into possession thereof
immediately after such sale of the purchaser or purchasers
thereat ; but the party of the first part, for itself, its suc¬
cessors and assigns, hereby waives the benefit of any and
every such law.
Ninth.—Upon the filing of a bill m equity or other com¬
mencement of judicial proceedings to enforce the rights of the
party of the second part, its successors or assigns, under these
presents, it or they shall be entitled to the appointment by any
court of competent jurisdiction of a receiver or receivers of the
property hereby mortgaged, and of the earnings, income, rents,
issues and profits thereof pending such proceedings, jvith such
powers as the court making such appointment shall confer.
Tenth.—In case of any sale, whether upon foreclosure or oth¬
erwise, under the provisions hereof, the purchaser or purchas¬
ers at such sale shall be entitled in making settlement for, or
payment of, the purchase money bidden, to apply toward the
payment of such purchase money the amount due upon the
principal or interest secured by, or mentioned, in the said bond
or any part thereof.
Eleventh—In order to facilitate the record of this instrument,
«
the same may be simultaneously executed in several counter¬
parts, each of which so executed shall be deemed to be an orig¬
inal ; and such counterparts shall together constitute but one and
the same instrument.
In Witness Whereof, The parties of the first and second parts
have respectively caused their corporate seals to be hereunto
affixed and respectively attested by the Secretary or Assistant
372
Secretary, of each of them, and these presents to be respect¬
ively signed by the President or Vice-President of each of
them, the day and year first above written.
The CAIRO, V1NCENNES AND
CHICAGO RAILWAY^ COMPANY,
[Seal.] By Tiro. P. Bonfield,
President.
Attest :
J. C. Davie,
Secretary.
ST. LOUIS, ALTON AND TERRE HAUTE
RAIL ROAD COMPANY,
[Seal.] By Geo. W. Parker,
Pres't.
Attest :
E. F. Leonard,
Secretary.
United States of America,
State of New York, } ss.:
City and County of New York,
At the State, County and City aforesaid, on this twelfth day
of November, one thousand eight hundred and ninety, before
me Charles Nettleton, a commissioner of the State of Illinois
in and for the State of New York, residing in the said City of
New York, duly appeared Thomas P. Bonfield and John C.
Davie, to me personally known and known to me to be the real
and identical persons whose names are subscribed to the fore¬
going instrument, the said Thomas P. Bonfield, as President,
and the said John C. Davie, as Secretary, of The Cairo. Vin-
cennes & Chicago Railway Company, who, being by me duly
sworn, did severally depose and say, that the said Thomas P.
Bonfield was President of the Cairo, Yincennes & Chicago Rail¬
way Company, and resided at Kankakee, in the State of Ill¬
inois, and that the said John C. Davie was Secretary of The
Cairo, Yincennes & Chicago Railway Company, and resided
373
at Cincinnati in the State of Ohio, and that the seal of The
Cairo, Yincennes & Chicago Railway Company was affixed to
the foregoing instrument, and the said instrument subscribed
by tbe said Thomas P. Bonfield, as President aforesaid, and the
said JohnC. Davie, as Secretary aforesaid, by the authority of
the Board of Directors duly and lawfully approved by the stock¬
holders of The Cairo, Yincennes & Chicago Railway Company.
And the said Thomas P. Bonfield, as such President, and the
said John C. Davie, as such Secretary, thereupon did on behalf
of The Cairo, Yincennes & Chicago Railway Company, ac¬
knowledge the execution of the foregoing deed to be the free
and voluntary act and deed of the said The Cairo, Yincennes
& Chicago Railway Company.
In Witness Whereof, I have hereunto set my hand and
affixed my official seal this twelfth day of November, one
thousand eight hundred and ninety.
CHARLES NETTLETON,
[Seal.] Commissioner for Illinois,
in New York.
United States of America, i
State of New York, > ss.:
City and County of New York, )
At the State, County and City aforesaid, on this twelfth day
of November, one thousand eight hundred and ninety, before
me Charles Edgar Mills, a Commissioner of the State of
Indiana in and for the State of New York, residing in the said
City of New York, duly appeared Thomas P. Bonfield and
John C. Davie, to me personally known and known to me to
be the real and identical persons whose names are subscribed
to the foregoing instrument, the said Thomas P. Bonfield, as
President,and the said John C. Davie, as Secretary of The Cairo,
Yincennes & Chicago Railway Company, who, being by me
duly sworn, did severally depose and say that the said Thomas
P. Bonfield was President of the Cairo, Yincennes & Chicago
374
Kail way Company, and resided at Kankakee, in the State of
Illinois, and that the said John C. Davie was Secretary of the
Cairo, Yincennes & Chicago Railway Company, and resided
at Cincinnati, in the State of Ohio, and that the seal of the
Cairo, Yincennes & Chicago Railway was affixed to the fore¬
going instrument, and the said instrument subscribed by the
said Thomas P. Bonfield, as President aforesaid, and the said
John 0. Davie, as Secretary aforesaid, by the authority of the
Board of Directors, duly and lawfully approved by the stock¬
holders of the Cairo, Yincennes & Chicago Railway Com¬
pany.
And the said Thomas P. Bonfield, as such President, and
the said John C. Davie, as such Secretary thereupon did, on
behalf of the Cairo, Yincennes & Chicago Railway Company,
acknowledge the execution of the foregoing deed to be the free
and voluntary act and deed of the said The Cairo, Yincennes
& Chicago Railway Company.
In Witness Whereof, I have hereunto set my hand and
affixed my official seal this twelfth day of November, one
thousand eight hundred and ninety. #
CHARLES EDGAR MILLS,
"Seal.] Commissioner for Indiana,
in New York.
United States of America,
State of New York, } ss.:
City and County of New York.
At the State, County and City aforesaid, on this twelfth
day of November, one thousand eight hundred and ninety, be¬
fore me, Charles Nettleton, a commissioner of the State of
Illinois in and for the State of New York, residing in the said
City of New York, duly appeared George W. Parker and Ed¬
ward F. Leonard, to me personally known and known to me
to be the real and identical persons whose names are subscribed
to the foregoing instrument, the said George W. Parker as
375
President, and the said Edward F. Leonard as Secretary, of
the St. Louis, Alton & Terre Haute Railroad Company, who,
being by me duly sworn, did severally depose and say that the
said George . Parker was President of the St. Louis, Alton
& Terre Haute Railroad Company, and resided at the City of
St. Louis, in the State of Missouri ; and that the said Edward
F. Leonard was the Secretary of the St. Louis, Alton & Terre
Haute Railroad Company, and resided at Springfield, in the State
of Ilinois, and that the seal of the St. Louis, Alton & Terre Haute
Railroad Company was affixed to the foregoing instrument, and
the said instrument subscribed by the said George W. Parker as
President aforesaid, and the said Edward F. Leonard as Secretary
aforesaid, by authority of the Board of Directors, duly and
lawfully approved by the stockholders of the St. Louis, Alton
& Terre Haute Railroad Company.
And the said George ' . Parker, as such President, and the
said Edward F. Leonard, as such Secretary, thereupon did. on
behalf of the St. Louis, Alton & Terre Haute Railroad Com¬
pany, acknowledge the execution of the foregoing deed to be
the free and voluntary act and deed of the said The S]^. Louis,
Alton & Terre Haute Railroad Company.
In itness Whereof, I have hereunto set my hand and
affixed my official seal this twelfth day of November, one
thousand eight hundred and ninety.
CHARLES NETTLETON,
[Seal.] Commissioner for Illinois,
In New York.
United States of America, )
State of New York, > ss. :
City and County of New York, !
At the State, County and City aforesaid, on this twelfth
day of November, one thousand eight hundred and ninety, be¬
fore me Charles Edgar Mills, a commissioner of the State of
Indiana in and for the State of New York, residing in the
876
said City of New York, duly appeared George W, Parker
and Edward F, Leonard, to me personally known and
known to me to be the real and identical persons whose names
are subscribed to the foregoing instrument, the said George
. I arker as President, and the said Edward F. Leonard as
Secretary, of the St. Louis, Alton & Terre Haute Railroad
Company, who, being by me duly sworn, did severally depose
and say that the said George W. Parker was President of the
St. Louis, Alton & Terre Haute Railroad Company, and re¬
sided at the City of St. Louis, in the State of Missouri ; and
that the said Edward F. Leonard was the Secretary of the St.
Louis, Alton & Terre Haute Railroad Company, and resided
at Springfield in the State of Illinois, and that the seal of the
St. Louis, Alton & Terre Haute Railroad Company was
affixed to the foregoing instrument, and the said instrument
subscribed by the said George ^ . Parker as President afore¬
said, and the said Edward F. Leonard as Secretary aforesaid,
by authority of the Board of Directors, duly and lawfully ap¬
proved by the stockholders of the St. Louis, Alton & ; erre
Haute Railroad Company.
And the said George ' . Parker, as such President, and the
said Edward F. Leonard, as such Secretary, thereupon did, on
behalf of the St. Louis, Alton & Terre Haute Railroad Com¬
pany, acknowledge the execution of the foregoing deed to
be the free and voluntary act and deed of the said The St.
Louis, Alton & Terre Haute Railroad Company.
In Witness Whereof I have hereunto set my hand and af¬
fixed my official seal this twelfth day of November, one thou¬
sand eight hundred and ninety.
CHARLES EDGAR MILLS,
[Seal.] Commissioner for Indiana,
in New York.
377
ASSIGNMENT OF PURCHASE MONEY BOND,
MORTGAGE, &C.
The St. Louis, Alton and Terre Haute Railroad Company
to
The Cleveland, Cincinnati, Chicago and St. Louis Railway
Company.
This Indenture made the first day of November, in the
year one thousand eight hundred and ninety, between The
St. Louis, Alton and Terre Haute Railroad Company (here¬
inafter also called the I erre Haute Company), party of the first
part, and The Cleveland, Cincinnati, Chicago and St. Louis
Railway Company (hereinafter also called the Cleveland Com¬
pany), party of the second part, witnesseth :
Wheras, The Terre Haute Company has by deed duly exe¬
cuted and bearing date on this day, duly sold and conveyed to
the Cairo, Vincennes and Chicago Railway Company |he rail¬
road running; from East St. Louis in the State of Illinois, to
Terre Haute in the State of Indiana, with a branch from Wann
to Alton in the State of Illinois, together with the appurte¬
nances thereto and the franchise to maintain and operate the
same and other railroad property, but subject to the reserva¬
tion of certain trackage, bridge and terminal facilities as in the
said deed mentioned, the said railroad, branch, franchise, prop¬
erty and appurtenances thus conveyed having lately been op¬
erated as the St. Louis Division of the Cleveland Company, and
being hereinafter called The St. Louis Division ; and *
Whereas, In and by the said deed it was duly covenanted
and agreed that the Terre Haute Company should, and it
therein did, reserve to itself, its successors and assigns, a lien
as therein mentioned for the purchase price of Ten million dol¬
lars for such sale and conveyance, together with interest there¬
on, with certain rights to the Terre Haute Company, its suc¬
cessors or assigns, in case of default in the payment of such
378
purchase price or of any interest thereon as therein mentioned—
all of such rights so reserved by and to the Terre Haute
Company and its interest in and right to receive the said pur¬
chase price being together hereinafter called the lien for the
purchase price of the St. Louis Division ; and it being expressly
understood that the entire amount of money due or to become
due upon said purchase price, lien therefor, bond and mortgage
is in all the sum of Ten million dollars, principal and interest
thereon ; and
Whereas, Further to secure to the Terre Haute Company,
its successors and assigns, the payment of such purchase price
and interest thereon, the Cairo, Yincennes and Chicago Rail¬
way Company has this day executed and delivered to the Terre
Haute Company the bond of the Cairo, TincenneS and Chicago
Railway Company, dated to-dav for the sum of Ten million
dollars, payable on the first day of- November, One thousand
nine hundred and ninety, with interest as therein mentioned,
and a mortgage of the said St. Louis Division likewise bearing
date to-day and securing payment of the said bond and the
moneys mentioned therein and interest thereon ; and
Whereas, It has been agreed between the parties hereto upon
the authorization of the directors of each of them and with the
approval of the stockholders owning more than two-thirds of
the capital stock of the Terre Haute Company, and with the
approval of all of the stockholders of the Cleveland Company,
that the Terre Haute Company should sell and assign to the
Cleveland Company, and the Cleveland Company should pur¬
chase and receive from the Terre Haute Company the indebt¬
edness of the Cairo, Yincennes & Chicago Railway Company
to the Terre Haute Company for the purchase price of the St.
Louis Division, and the said lien therefor, and also the said
bond and mortgage of the Cairo, Yincennes and Chicago
Railway Company, and all moneys due and to become due
on or for such purchase price, lien therefor, bond or mortgage,
and also all the right and interest of the Terre Haute Com¬
pany, if any in and to all rents hereafter to become
due, whether under or by virtue of the lease of the said rail-
379
road and railroad property bearing date the 23d day of
February, 1883, and made by the Terre Haute Company, as
lessor, to the Indianapolis and St. Louis Railway Company and
the Cleveland, Columbus, Cincinnati and Indianapolis Railway
Company, as lessees, or under, or by virtue of, any renewal,
ratilication or confirmation of the said lease, and also all the
estate, right, title and interest of every character remaining in
the Terre Haute Company in the said St. Louis Division, and
its appurtenances and franchises this day conveyed to the Cairo,
Tincennes and Chicago Railway Company, such sale and as¬
signment by the Terre Haute Company to the Cleveland Com¬
pany to be made for the sum of Ten million dollars, to be paid
by the Cleveland Company as hereinafter provided,—
Now therefore, The St. Louis, Alton and Terre Haute Rail¬
road Company, in consideration of the premises and of the sum
of Ten million dollars paid and to be paid by the Cleveland,
Cincinnati, Chicago and St. Louis Railway Company as here¬
inafter provided, has sold,assigned, transferred and set over unto
the Cleveland Company the said indebtedness for the purchase
price of the St. Louis Division, and the said lien therefor, and
also the said bond and the said mortgage of the Cairo, Vin-
cennes and Chicago Railway Company, and all moneys due
and to become due on or for such purchase price, lien therefor,
bond or mortgage, and also all the right, title and interest of the
Terre Haute Company, if any, in and to all rents hereafter to be¬
come due, whether under or by virtue of the said lease bearing
date the twenty-third day of February, 1883, and made by the
TerreHaute Company, as lessor, to the Indianapolis and St.Louis
Railway Company and the Cleveland, Columbus, Cincinnati
and Indianapolis Railway Company, as lessees, or under or by
virtue of any renewal, ratification or confirmation of the said
lease, and also all the estate, right, title and interest of every
character remaining in the Terre Haute Company in the said
St. Louis Division, and its appurtenances and franchises this
day conveyed to the Cairo, Yincennes and Chicago Railway
Company ;
3S0
To have and to hold the same to the Cleveland Company,
its successors and assigns forever ; and the Terre Haute Com¬
pany hereby grants to the Cleveland Company, its successors
and assigns, with reference to the said purchase money and lien
therefor, and the said bond and mortgage, and all and every
the rights and interests hereby assigned by the Terre Haute
Company, the right, and the Terre Haute Company hereby ap¬
points the Cleveland Company, its successors or assigns, the
attorney or attorneys irrevocable of the Terre Haute Com¬
pany, to take every proceeding, and in all respects to act, as
the Terre Haute Company would have been entitled or able
to do if this instrument had not been executed.
And the Terre Haute Company covenants and agrees to and
with the Cleveland Company, its successors and assigns, that
the Terre Haute Company at the time of the execution of this in¬
strument is the lawful owner and holder of the said indebtedness
for the purchase price of the St.Louis Division and of the said lien
therefor, and also of the said bond and mortgage of the Cairo,
Yincennes and Chicago Railway Company, and of all the
moneys due or to become due thereon, and that the Terre
Haute Company will make, execute and deliver from time to
time to the Cleveland Company, its successors or assigns, such
other and further deed or deeds, instrument or instruments for
the better assurance and confirmation to the Cleveland Com¬
pany, its successors and assigns, of the said indebtedness for
the purchase price of the St. Louis Division, and of the said
lien therefor, and of the said bond and mortgage, and of the
said other rights and interests by this instrument assigned to
the Cleveland Company, or intended so to be ; and the Terre
Haute Company will warrant and defend to the Cleveland
Company the said lien for the purchase price of the St. Louis
Division, the said bond and mortgage, and the said other
rights and interests hereby conveyed against the Terre Haute
Company, and against any and every person or corporation
elaiming or to claim the same.
And it is further agreed that the Cleveland Company shall pay
381
the said consideration of Ten million dollars for the assignment
made by this instrument, by executing and delivering to the
Terre Haute Company bonds of the Cleveland Company, bear¬
ing even date herewith, payable in one hundred years from date,
as therein mentioned, bearing interest at the rate of four per
cent, per annum, payable semi-annually on the first days of May
and November in each and every year, both principal and in¬
terest being payable in gold coin of the United States of
America, of the present standard of weight and fineness, and
free of all taxes the said bonds feeing described in, and the pay¬
ment of the same principal and interest being secured by, a
certain trust deed or indenture of mortgage bearing* even date
O O o
with these presents and executed by the Cleveland Company to
the Central Trust Company of New York.
And the Cleveland Company in consideration of the premises,
hereby covenants to and with the Terre Haute Company, its suc¬
cessors and assigns, that it, the Cleveland Company, or its suc¬
cessors or assigns, will pay the said moneys secured by the said
bonds or mentioned therein, together with interest thereon, as
mentioned therein, and will well and truly keep and perform
every promise, term and obligation contained in the £aid bonds
of the Cleveland Company delivered or to be delivered to the
Terre Haute Company as aforesaid, or contained in the said
trust deed or indenture or mortgage executed as aforesaid to
the Central Trust Company of New York.
In order to facilitate the record of this instrument, the same
may be simultaneously executed in several counterparts, each
of which so executed shall be deemed to be an original ; and
such counterparts shall together constitute but one and the
same instrument.
In witness whereof the parties hereto have respectively
caused their corporate seals to be hereunto affixed and re¬
spectively attested by the Secretary or Assistant Secretary of
each of them, and these presents to be respectively signed by
3B2
the President or Vice-President of each of them, the day and
year iirst above written.
ST. LOUIS, ALTON AND TEPEE HAUTE
RAILROAD COMPANY.
[seal.] By Geo. W. Parker,
Prest.
Attest,
E. E. Leonard,
Secretary.
CLEVELAND, CINCINNATI, CHICAGO AND
ST. LOUIS RAILWAY COMPANY.
[seal.] By J. D. Layng,
V. President.
Attest,
E. F. Osborn,
Secretary,
L nited States of America, r. )
state of new york. v
City and County of New York. ) ss* "
At the State, County and City aforesaid on this twelfth
day of Novenber, one thousand eight hundred and ninety,
before me Charles Edgar Mills, a Notary Public of the
State of New York, dwelling in the said City of New
York, duly appeared George W. Parker and Edward F.
Leonard, to me personally known, and known to me to
be the real and identical persons whose names are subscribed
to the foregoing instrument, the said George W. Parker as
President, and the said Edward F. Leonard as Secretary,
of the St. Louis, Alton & Terre Haute Railroad Company,
who being by me duly sworn did severally depose and say that
the said George W. Parker was President of the St. Louis,
Alton & Terre Haute Railroad Company, and resided at the
City of St. Louis in the State of Missouri ; and that the said
Edward F. Leonard was the Secretary of the St. Louis,
Alton & Terre Haute Railroad Company, and resided at
383
Springfield in the State of Illinois ; and that the seal affixed to
the foregoing instrument was the seal of the St. Louis, Alton
& Terre Haute Railroad Company, and that the same was
affixed to the foregoing instrument, and. the said instrument
subscribed, by the said George . . Parker as President afore¬
said and the said Edward F. Leonard as Secretary aforesaid,
by authority of the Board of Directors of the St. Louis, Alton
& Terre Llaute Railroad Company, duly approved pursuant to
law by the stockholders of the said Company.
And the said George . Parker, as such President, and
the said Edward F. Leonard as such Secretary, thereupon
did, on behalf of the St. Louis, Alton & Terre Haute Railroad
Company, acknowledge the execution of the foregoing deed
to be the free and voluntary act and deed of the said The St.
Louis, Alton & Terre Haute Railroad Company.
In Witness ' hereof I have hereunto set my hand and
affixed my official seal this twelfth day of November, one
thousand eight hundred and ninety.
CHARLES EDGAR MILLS,
[Seal, j Notary Public for New York Courjty,
in N. Y.
United States of America, )
State of New York, j ss. :
City and County of New York. )
At the State, County and City aforesaid on this twelfth day
of November, one thousand eight hundred and ninety, before
me, Charles Edgar Mills, a Notary Public of the State of
New York, dwellirg in the said City of New York, duly ap¬
peared J. D. Layng and E. F. Osborn, to me personally known,
and known to me to be the real and identical persons whose
names are subscribed to the foregoing instrument, the said J.
D. Layng as Vice-president, and the said E. F. Osborn as Secre¬
tary, of the Cleveland, Cincinnati, Chicago & St. Louis Rail¬
way Company, who, being by me duly sworn, did severally de¬
pose and say, that the said J. D. Layng was Vice-president of the
Cleveland, Cincinnati, Chicago & St. Louis Railway Company,
384
and resided at New York City in the State of New York,and that
the said E. F. Osborn was Secretary of the Cleveland, ( incin-
nati, Chicago & St. Louis Railway Company, and resided at
Cincinnati, in the State of Ohio, and that the seal affixed to
the foregoing instrument was the seal of the Cleveland, Cin¬
cinnati, Chicago & St. Louis Railway Company, and that the
same was affixed to the foregoing instrument, and that the
said instrument subscribed by the said J. D. Layng as
Vice-president aforesaid, and the said E. F. Osborn as
Secretary aforesaid, by the authority of the Board of Direc¬
tors of the Cleveland, Cincinnati, Chicago & St. Louis Railway
Company, duly approved pursuant to law by the stockholders
of the said Company.
And the said J. D. Layng as such Vice-president, and the said
E. F. Osborn as such Secretary, thereupon did, on behalf of the
Cleveland, Cincinnati, Chicago & St. Louis Railway Company,
acknowledge the execution of the foregoing instrument to be
the free and voluntary act and deed of the said the Cleve¬
land, Cincinnati, Chicago & St. Louis Railway Company.
hsr Witness Whereof I have hereunto set my hand and
affixed my official seal this twelfth day of November, one
thousand eight hundred and ninety.
CHARLES EDGAR MILLS,
[Seal. ] Notaty Public for New York County,
in New York.
385
State of New York, )
City and County of New York, j ss"
I, P. Joseph Scully, Clerk of the City and County of New
York, and also Clerk of the Supreme Court, for the said City
and County, the same being a Court of Record, do hereby cer¬
tify that Charles Edgar Mills, whose name is subscribed to the
Certificate of the proof or acknowledgment of the annexed
instrument, and thereon written, was, at the time of taking such
proof or acknowledgment, a Notary Public in and for the City
and County of New York, dwelling in the said city, commis¬
sioned and sworrf, and duly authorized to take the same. And
further, that I am well acquainted with the handwriting of such.
Notary, and verily believe that the signature to the said certifi¬
cate of proof or acknowledgment is genuine.
In Testimony Whereof, I have hereunto set my hand and
J «/
affixed the seal of the said Court and County, the twelfth day
of Nov. 1890.
P. JOSEPH SCULLY,
[Seal.] Clerk.
386
COLLATERAL TRUST MORTGAGE.
The Cleveland, Cincinnati, Chicago and St. Louis Railway
Company
to
Central Trust Company and John T. Dye, Trustees.
This Indenture, made the first day of November, in
the year One thousand eight hundred and Ninety, between
The Cleveland, Cincinnati, Chicago and St. Louis Railway
Company (hereinafter also called the Railway Company), party
of the first part, and Central Trust Company of New York
and John T. Dye, of the City of Indianapolis, in the State of
Indiana (hereinafter called the Trustees), party of the second
part, witnesseth :
Whereas, The Railway Company is a railroad corporation
created by the consolidation of the Indianapolis and St. Louis
Railway Company, organized under the laws of the State of
Indiana, the Cleveland, Columbus, Cincinnati and indianapolis
Railway Company, a corporation of the States of Ohio and
Indiana, and the Cincinnati, Indianapolis, St. Louis and Chi¬
cago Railway Company, a corporation organized under the
laws of the State of Indiana, such consolidation having taken
place in pursuance of the laws of the above States, and has,
since such consolidation, operated, as its St. Louis Division, the
railroad with the appurtenances thereto, formerly the property
of the St. Louis, Alton and Terre Haute Railroad Company,
running from East St. Louis, in the State of Illinois, to Terre
Haute, in the State of Indiana, with a branch from Wann to
Alton, in the State of Illinois, (such railroad and branch and
appurtenances thereto, and the franchise to maintain and
operate the same, but subject to the reservation of certain
trackage, bridge and terminal facilities made by the St. Louis,
Alton and Terre Haute Railroad Company in its lease and its
387
conveyance hereinafter mentioned, being together in this in¬
denture hereinafter called the St. Louis Division); and
Whereas, Heretofore and on or about the twenty-third day
of February, 1883, the said The St. Louis, Alton and Terre
Haute Railroad Company, which was and is a railroad corpor¬
ation organized under the laws of the State of Illinois and is
hereinafter called the Terre Haute Company, made with the
said The Indianapolis and St. Louis Railway Company and
the said The Cleveland, Columbus, Cincinnati and Indian¬
apolis Railway Company, the said two companies last named
being hereinafter called the Lessee Companies, a certain inden¬
ture of lease in and by which it was recited and provided that
the Terre Haute Company thereby demised and let to the said
Lessee Companies the said St. Louis Division for the term of
ninety-nine years from the first day of November, 1882, at a
rental which was to varv according to certain conditions
CD
therein specified, but was in no event and at no time, during
the term of the lease, to be less than at an annual rate of
$450,000 ; and whereas, under the said lease, the said Lessee
Companies, and thereafter the Railway Company, paiaty hereto
of the first part, possessed, used and operated the said St.
Louis Division until the transfer, to which reference will here¬
inafter be made, of the said lease by the Railway Company,
party hereto of the first part, to the Cairo, Yincennes and
Chicago Railway Company, hereinafter mentioned and herein¬
after called the Cairo Company ; and whereas, during such
possession, use and operation, the Railway Company, at its
own expense, made extensive and costly betterments on the
railroad of said St. Louis Division ; and
Whereas, The Cairo Company has at all times, since the
16th day of February, 1889, been, and now is, a railroad cor¬
poration, organized and existing under the laws of the State
of Illinois, and owning and operating a railroad running from
Cairo to Tilton, in said State, which railroad at the time of the
conveyance of the St. Louis Division, hereinafter mentioned,
intersected and connected with the railroad of the St. Louis
*
Division, but was not parallel and did not compete therewith ;
and
388
Whereas, On or about the 15th day of May, 1890, the Rail¬
way Company duly transferred, assigned and delivered to the
Cairo Company the said indenture of lease, and all the rights
and claims of the lessees thereunder, and also the possession,
use and operation of the said St. Louis Division ; and, there¬
after, the Terre Haute Company, by a certain indenture, also
bearing date the 9th day of July, 1890, made between it and
the Cairo Company, assented to and approved the said assign¬
ment to the Cairo Company of the said lease, and accepted the
Cairo Company as tenant of the property demised in and by
the said lease, and demised the said property to the Cairo Com¬
pany upon the terms and conditions, and subject to the excep¬
tions and restrictions in the said lease contained ; and
Whereas, The said Cairo Company, since the said transfer
of the said indenture of lease, and since its said renewal, ratifi¬
cation and confirmation to the Cairo Company, and until the
sale to the Cairo Company hereinafter mentioned, was in the
possession of, and did actually operate, the said St. Louis divis¬
ion under the said lease, and in connection with and extension
of the said railway of the Cairo Company f and
Whereas, Thereafter, and on the 1st day of November,
1890, the Terre Haute Company, by deed bearing date on that
day, did duly grant, bargain, sell and convey to the Cairo
Company, and the Cairo Company did thereupon purchase and
has since held in fee simple and used and enjoyed, the said St.
Louis Division and the railway property and corporate rights
and franchises therein included or thereto belonging, but sub¬
ject, however, to a lien, expressly reserved to the Terre Haute
Ccmpany, its successors and assigns, for the amount of the
purchase price of Ten million dollars and interest, to be paid
in gold coin of the United States, equal in weight and fineness
to the present standard, and also to the purchase money mort¬
gage, next hereinafter mentioned, for the said purchase price,
all the terms and conditions of such grant, sale and convey¬
ance, and of such purchase, having theretofore been duly
agreed upon between the directors, and approved, after due
notice as provided by law, by the stockholders owning not less
than two-thirds in amount of the capital stocks respectively,
389
of both the Terre Haute Company and the Cairo Company ;
and
Whereas, the Cairo Company did, thereupon, and by virtue
of the said deed, enter into possession of the said St. Louis
Division as the sole owner therof ; and
Whereas, In order further to secure to the Terre Haute
Company, the payment of the said purchase price of Ten mil¬
lion dollars, the Cairo Company did duly make, execute and
deliver to the Terre Haute Company the bond of the Cairo
Company, bearing date the first day of November, 1890, for
the sum of Ten million dollars, payable to the Terre Haute
Company or its assigns, on the first day of November, 1990,
or if there should be^ default in the payment of interest or
otherwise, as therein provided, then sooner, as therein pro¬
vided, together with interest thereon, at the rate of four per
cent, per annum, payable semi-annually on the first day of
May and November, in each and every year, both principal
and interest being payable, free of all taxes, in gold coin of the
United States, of the present weight and fineness; and did
also dulv make, execute and deliver to the Terre Haute Com-
c/ /
pany a certain indenture of mortgage, also bearing date the
first day of November, 1890, which mortgage was a purchase
money mortgage, and the first mortgage or lien upon the said
St. Louis Division (excepting certain encumbrances payable on
July 1st, 1894, and whose payment was fully provided to be
paid from the bonds secured hereby), in and by which mort¬
gage, for the further security of the moneys, principal and in¬
terest, promised to be paid in and by the said bond, the Cairo
Company granted and conveyed to the Terre Haute Company,
and to its successors and assigns forever, but by way of mort¬
gage, the said St. Louis Division, which bond and mortgage
contained various provisions for the more effectually securing
the payment of the said Ten million dollars, principal and
interest, in case of any default on the part of the Cairo Com¬
pany, and also granted certain powers to the Terre Haute
Company and its assigns, in case of foreclosure of the said
mortgage, or of other proceedings, whether at law or in equity
or otherwise, for the collection of the said moneys, principal
and interest, and otherwise as therein mentioned ; and
390
Whereas, The Railway Company, party hereto of the first
part, holds the railroad of the Cairo Company under a certain
operating contract made between it and the Cairo Company,
and bearing date the thirtieth day of October, 1889; and
whereas, by reason of the relations of the Railway Company to
the Cairo Company and of the railway system owned or con¬
trolled by the Railway Company, to the said St. Louis Division,
and otherwise, it is needful to the Railway Company to acquire
the ownership of the said bond and mortgage, executed as afore¬
said by the Cairo Company ; and
Whereas, The Terre Haute Company and the Railway
Company have agreed, one with the other, that the Terre
Haute Company should grant, bargain, sell, assign, trans¬
fer and convey to the Railway Company the said bond
and mortgage of the Cairo Company, and also, all the
right, title and interest of the Terre Haute Company, in
and to all rents hereafter to become due under and by virtue
of the said lease made, as aforesaid, by the Terre Haute
Company, or under, or by virtue of, its renewal, ratification and
confirmation as aforesaid, and also the said purchase money
lien, and all the estate, right, title and interest of every
character .remaining in it, the Terre Haute Company, in the
said St. Louis Division and its appurtenances and franchises
conveyed, as aforesaid, to the Cairo Company, the price for
such grant, sale, assignment, transfer and conveyance to be
the sum of Ten million dollars payable in, and the payment
to be secured by, the bonds of the Railway Company hereafter
mentioned, and by the provisions of this instrument ; and where¬
as such grant, sale, assignment, transfer and conveyance has
been duly made, as aforesaid, by the Terre Haute Company
contemporaneously with the execution of this instrument ; and
Whereas, In consideration of such grant, sale, assignment,
transfer and convevance, and of the indebtedness of the Rail¬
way Company to the Terre Haute Company therefor, and with
the approval by vote in person or by proxy of holders of two-
thirds of the full paid up stock of the Railway Company, party
of the first part hereto, of such grant, sale, assignment, trans-
391
fer and conveyance, and upon the authorization by such hold¬
ers by like vote, has executed and is now about to issue and
deliver to the Terre Haute Company, or to its assigns, or upon
its order, the bonds of the Railway Company, being a series of
temporary bonds, forty in number, each for Two hundred and
fifty thousand dollars, together amounting to Ten million of
dollars, and each of said bonds being exchangeable for regis¬
tered and coupon bonds ; and
Whereas, Each of said temporary bonds, excepting the serial
number thereof and the signatures of the officers of the Railwav
o .
Company, is substantially of the form, date and tenor following:
. {Form of Temporary Bond,
UNITED STATES OF AMERICA, STATES OF OHIO AND
INDIANA.
CLEVELAND, CINCINNATI, CHICAGO AND ST. LOUIS RAILWAY
COMPANY.
s
FIRST COLLATERAL TRUST MORTGAGE, ST. LOUIS DIVISION
No. $250,000.
FOUR PER CENT. GOLD BOND OF 1990.
The Cleveland, Cincinnati, Chicago and St. Louis Railway
Company (hereinafter called the obligor) hereby acknowledges
that it has borrowed, and is indebted, in the sum of Two hun¬
dred and fifty thousand dollars, which it promises to pay in
the City of New York, to the St. Louis, Alton and Terre Haute
Railroad Company or assigns, on November 1st, One thousand
nine hundred and ninety, in gold voin of the United States
of America, of the present standard op weight and fineness,
and free of all taxes, together with interest at the rate of four
per cent, per annum, from the first day of November, 1890, until
the principal hereof shall be f ully paid, payable in like gold coin
semi-annually on the first days of May and November in each
year, t free of all taxes.
392
This bond is transferable only on the books of the obligor by
the registered owner in person or by attorney, upon surrender
hereof.
This is one of a series of Temporary Bonds, each for
$250,000, and the said bonds being in all for the sum of Ten
million dollars, and all of the said bonds being of the same
tenor as this bondamd all the bonds being described in, and
equally and without preference of one over the other, secured
by a certain Trust Deed and Agreement, dated the first day
of November, 1890, and executed by the obligor to the Central
Trust Company of New York and John T. Dye, of Indiana,
and by the bond of the Cairo, Vincennes and Chicago Rail¬
way Company for the sum of Ten million dollars, and the
mortgage by the last mentioned Railway Company of the
St. Louis Division of the railway system of the Cleveland,
Cincinnati, Chicago and St. Louis Railway Company,
the railway between East St. Louis and Terre Haute, w&A
branch and appurtenances, and o/1 other property formerly
of the St. Louis, Alton and Terre Haute Railroad Company,
Ay other securities as in said Trust Deed and Agree¬
ment mentioned, which bond, mortgage anÛ other securities, Aûwô
transferred by the obligor to, deposited with, the said
Trustees.
This bond shall not become obligatory until the certificate
endorsed hereon shall have been signed by the Central Trust
Company of New York, cw&g 6>A the Trustees under the said
Trust Deed and Agreement.
This bond is, at the pleasure of the holder, exchangeable for
bonds of the obligor, coupon or registered, Ao^A, whose prin¬
cipal sums shall together be the sum of Two hundred and fifty
thousand dollars, and the interest accr ued whereon, according
to the terms whereof \ and unpaid, shall be the same in amount
as the interest accrued on this bond and unpaid, such bonds so
receivable herefor being described in and secured by the said
Trust Deed and Agreement, according to the tenor thereof.
IN WITNESS WHEREOF, the obligor has caused its cor¬
porate seal to be hereto affixed, and these presents to be signed by
393
its President, or Vice-President, and its Secretary, the first
day of November, 1890.
THE CLEVELAND, CINCINNATI,
0Seal. ) CHIC A GO AND ST. L O HIS RAIL-
WA Y COMPANY.
By
President.
Secretary.
And Whereas, The said temporary bonds, or any of them,
are to be exchanged by the Railway Company as therein men¬
tioned, for bonds of the Railway Company, registered and
coupon, finely and suitably engraved, but all of the said bonds,
whethêr temporary, registered or coupon, amounting to Ten
millions dollars of principal, and being equally and without
preference secured by these presents; and
s
Whereas, Each of said coupon bonds, excepting the serial
number thereof and the signatures of the officers of the Railway
Company, is substantially of the form, date and tenor follow¬
ing:
*
[Form of Coupon Bond.']
UNITED STATES OF AMERICA, STATES OF OHIO AND
INDIANA.
CLEVELAND, CINCINNATI, CHICAGO AND ST. LOUIS RAILWAY
COMPANY.
FIRST COLLATERAL TRUST MORTGAGE, ST. LOUIS DIVISION,
No. $1,000.
FOUR PER CENT. GOLD BOND OF 1990.
The Cleveland, Cincinnati, Chicago and St. Louis Railway
Company (hereinafter called the obligor) hereby acknowledges
that it has borrowed, and is indebted, in the sum of one Thous-
394
and Dollars, which it promises to pay in the City of New York,
to the holder hereof on November 1st, One thousand nine
'hundred and ninety, m gold, coin of the United States of America
of the present standard of weight and fineness, of
all taxes, together with interest at the rate of four per cent, per
annum from the first day of November, 1890, until the prin¬
cipal hereof shall be fully paid, payable in like gold coin
semi-annually on the first days of May and November in each
year, /Véé of all taxes, upon the surrender of the coupons hereto
attached, 0$ they respectively become payable.
This bond shall pass by delivery. The holder hereof may, at
any time, surrender to the obligor this bond and all the coupons
hereto annexed not then due, for cancellation, <mcZ thereupon re¬
ceive a registered bond of the obligor of the same issue as this
bond, provided in the Trust Deed and A greement hereinafter
mentioned.
This is one of a series of bonds, coupon and registered, each
of the coupon bonds being for $1,000, and each of the registered
bonds being for $1,000, or a multiple of $1,000, and the said
bonds, coupon and registered, being in all for the sum of Ten
Million Dollars, and all of the coupon bonds being of the same
tenor as this bond, and all the bonds, whether coupon or registered,
being described in and equally and without preference of one over
the other, secured by a certain Trust Deed and Agreement, dated
the first day of November, 1890, and executed by the obligor to
the Central Trust Company of New York and John T. Dye,
of Indiana, and by the bond of the Cairo, Vincennes and Chi¬
cago Railway Company for the sum of Ten Million Dollars,
and the mortgage by the last mentioned Railway Company
of the St. Louis Division of the Railway system of the Cleve¬
land, Cincinnati, Chicago, and St. Louis Railway Company,
being the railway between East St. Louis and Terre Haute,
with its branch and appurtenances, and of other property for¬
merly of the St. Louis, Alton and Terre Haute Railroad Com-
pany, and by other securities, as in said Trust Deed and
Agreement mentioned, which bond, mortgage and other securities
have been transferred by the obligor to, and deposited with, the
said Trustees.
395
This bond shall not become obligatory until the certificate
endorsed hereon shall have been signed by the Central Trust Com¬
pany of New York, one of the Trustees under the said Trust
Deed and Agreement.
IN WITNESS WHEREOF, the obligor has caused its
corporate seal to be hereto affixed, and these presents to be signed
by its President or Vice-President and its Secretary, the first
day of November, 1890.
THE CLEVELAND, CINCINNATI,
[Seal.) CHICAGO AND ST. LO U1S RAIL¬
WAY COMPANY.
Bv
m
Vice-President.
and each of the coupons annexed to each of the said coupon
bonds, excepting the serial number and the month and year of
payment thereof, and the signature of the secretary of the
Railway Company, which may be engraved thereon, being of
the form and tenor following:
u Four per cent. First Mortgage Collateral Trust Gold
Bond Coupon.
St. Louis Division.
" No.
" On the first day of The
' ' Cleveland, Cincinnati, Chicago and St. Louis Railway Com-
' ' pany will pay to the bearer at the City of New York, twenty
" dollars in gold coin, being the semi-annual interest on bond
u number
cc
• • • ••••• • * l • « • < » i _ •*••••
Secretary. ' '
396
And Whereas each of the said registered bonds, excepting
the date, amouut, name of payee, date from which interest is
to be reckoned, serial number thereof and the signatures of the
officers of the Railway Company, is substantially of the form
and tenor following, each of the same to be for an amount
which shall be either $1,000 or a multiple of $1,000 :
[Form of Registered Bond. ]
UNITED STATES OF AMERICA, STATES OF OHIO AND
INDIANA.
CLEVELAND, CINCINNATI, CHICAGO AND ST. LOUIS RAILWA Y
COMPANY.
FIRST COLLATERAL TRUST MORTGAGE ST. LOUIS DIVISION.
No. $
FOUR PER CENT. GOLD BOND OF 1990.
The Cleveland, Cincinnati% Chicago and St. Louis Railway
Company (hereinafter called the obligor) hereby acknowledges that
it has borrowed, and is indebted, in the sum of
Dollars, which it promises to pay in the City of
New York, to
or assigns, on November 1st, One thousand nine hundred and
ninety, in gold coin of the United States of America, of the
present standard of weight and fineness, and free of all taxes,
together with interest at the rate of four per cent, per annum,
from the day of
until the. principal hereof shad be fully paid, payable in like
gold coin semi-annually on the first days of May and November
in each year, free of all taxes.
This bond is transferable only on the books of the obligor by
the registered owner in person or by attorney, upon surrender
hereof.
This is one of a series of bonds, coupon and registered, each
of the coupon bonds being for $1,000, and each of the registered
397
bonds being for $1,000, or a multiple of $If 00, and the said
bonds, coupon and registered, Z>om<7 w $ZZ for the sum of Ten
million dollars, all of the registered bonds being of the
same tenor as this bond, except as to the principal sum, and all
the bonds, whether coupon or registered, being described in and
equally and without preference of one over the other secured
by a certain Trust Deed and Agreement, dated the first day
of November, 1890, <mrZ executed by the obligor to the Central
Trust Company of New York and John T. Dye, of Indiana,
and by the bond of the Cairo, Yincennes and Chicago Rail¬
way Company for the sum of Ten million dollars, <mcZ the
mortgage by the last mentioned Railway Company of the St.
Louis Division of the railway system of the Cleveland,
Cincinnati, Chicago and St. Louis Railway Company, being
the railway between East St. Louis and Terre Haute, m'ZA
branch and appurtenances, cmcZ of other property formerly
of the St. Louis, Alton and Terre Haute Railroad Company,
<m/Z % other securities as in said Trust Deed and Agreement
mentioned, which bond, mortgage and other securities have
been transferred by the obligor to, -rm^Z deposited with, the said
Trustees. *
This bond shall not become obligatory until the certificate
endorsed hereon shall have been signed by the Central Trust Com¬
pany of New York, of the Trustees under the said Trust
Deed and Agreement.
IN WITNESS WHEREOF\ the obligor has caused its
corporate seal to be hereto affixed, and these presents to be signed
by its President, or Vice-President, and its Secretary, the
day of
THE CLEVELAND, CINCINNATI,
(/SfeaZ.) GO AND ST. L0 UIS RAIL¬
WAY COMPANY.
By
Vice-President.
Secretary
398
And Whereas, payment of each and every of the said bonds
and interest thereon being secured by these presents, it has
been agreed for additional proof of authenticity thereof , that
each bond, whether coupon, registered or temporary, before it
becomes obligatory against the Railway Company, shall have
endorsed upon it a certificate by the said Central Trust Com¬
pany, one of the Trustees, in the following form, which, omit¬
ting only the signatures ot the several officers of the Trust
Company, is as follows:
[[Form of Trustees' Certificate.']
" This bond is one of the series of bonds, being in all for
" the sum of Ten million dollars, mentioned in the Trust Deed
" and Agreement of even date herewith, executed by the Cleve-
" land, Cincinnati, Chicago and St. Louis Railway Company,
" and dated the first day of November, 1890. The said Com-
"{ pony has transferred to, and deposited with, the undersigned
" the collateral bond and collateral mortgage of the St. Louis
ct Division in said Trust Deed and Agreement mentioned.
" New York, November 1st, 1890. #
" CENTRAL TR UST COMPANY OF NE W YORK.
" By.... 15
Now, Therefore, In consideration of the premises, and of
one dollar lawful money of the United States of America, by
each party hereto to the other in hand paid, at or before the
ensealing and delivery of these presents, the receipt whereof is
hereby acknowledged, and of the respective covenants and
stipulations hereinafter contained, the parties hereto have, for
themselves and their respective successors and assigns, cove¬
nanted and agreed as follows:
First.—The Railway Company, party of the first part, shall
and hereby does, assign, transfer and set over unto the Trustees,
parties of the second part : first, the purchase money lien re¬
served to the Terre Haute Company, its successors and assigns,
for the purchase price (being $10,000,000 and interest) of the
399
St. Louis Division of the St. Louis, Alton and Terre Haute
Railroad Company hereinbefore mentioned; secondly, the four
per cent, gold bond of the Cairo, Yincennes and Chicago
Railway Company for $10,000,000 hereinbefore described,
and all moneys due or to become due thereon ; thirdly, the
indenture of mortgage executed by the Cairo, Yincennes
and Chicago Railway Company as aforesaid, upon the premises
therein described, to secure the payment of the principal and
interest of the said bond last mentioned for $10,000,000, which
said bond and said mortgage are hereinafter respectively called
the " Collateral Bond " and the " Collateral Mortgage" ; and
fourthly, all the right, title and interest of every character
which remained in the Terre Haute Company in the said St.
Louis Division and its appurtenances and franchises after the
conveyance thereof as hereinbefore mentioned to the Cairo
Company.
To have and to hold the same forever to the parties of the
second part, jointly and not in common, and to their successor
and successors under the trust hereby created.
And the Railway Company covenants and agrees to and
with the Trustees, and to and with each and every person or
persons, firm or firms, corporation or corporations, who may
at any time own or hold any of the bonds secured hereby,
that it, the Railway Company, is, at the time of executing
these presents, the lawful owner and holder of the said col¬
lateral bond and collateral mortgage, and has full power and
authority so to assign, transfer and set over the said collateral
bond, and so to grant, bargain, sell, convey, assign, transfer
and set over the said collateral mortgage, and that the said
collateral bond and collateral mortgage are free andpinin-
cumbered of any former or other grant, assignment, pledge,
lien or claim whatsoever ; that no part of the sum of Ten
million dollars mentioned in the said collateral bond and col¬
lateral mortgage, or of the interest thereon from the date
hereof, has been paid ; and that it, the Railway Company,
will warrant and forever defend to the Trustees and their suc¬
cessors or assigns and to every owner or holder of any and
every one of the said bonds secured hereby, and against the
400
Railway Company and every other corporation and person
whatsoever claiming or to claim the same, the said collateral
bond and collateral mortgage hereby assigned. And the Rail¬
way Company hereby appoints the Trustees to be the attor¬
neys, irrevocable, of it, the Railway Company, for it, and in its
name or otherwise, to exercise every power or privilege in said
collateral bond conferred upon the obligee thereof or its as¬
signs, and in said collateral mortgage conferred upon the mort¬
gagee thereof or its assigns, as fully in all respects as the Rail¬
way Company could have done had these presents not been
executed.
Second.—The Railway Company hereby covenants with the
Trustees that it, the Railway Company, its successors or as¬
signs, will punctually pay to the holders of the bonds secured
hereby, the interest thereon when and as the same shall be-
«y
come due and payable, according to the terms and conditions
in the said bonds and coupons set forth ; and will, also,*when
the principal of the said bonds shall, according to the terms
thereof, become due and payable, fully pay the same ; and that
every such payment of interest or principal shall be made with¬
out any deduction therefrom for any tax or taxes which may
be required to be paid or deducted therefrom, the Railway
Company hereby agreeing to pay all such tax or taxes.
Third.—All of the bonds secured hereby shall be equally se¬
cured without regard to the time or times when the said bonds,
or any of them, shall have been actually issued, or to any
other matter, and without any discrimination or preference
whatever in favor of any one over any other.
«
Fourth.—In case of default in the payment of the principal
or interest due upon any one or more of the bonds secured
hereby, the Trustees shall collect the interest payable upon the
said collateral bond, and apply the sanie, pro rata, to the pay¬
ment of any interest there may be overdue and unpaid upon the
outstanding bonds of the Railway Company secured hereby ;
but until the Railway Company shall make default in the pay¬
ment of the principal or interest upon any of the said bonds
401
secured hereby, the Trustee shall, upon the production to it,
cancelled by the Railway Company, of any of the coupons
secured hereby, which may be then due, and upon its request
and the request of the Cairo Company, credit upon said col¬
lateral bond as for interest paid thereon, the amount of such
cancelled coupons.
Fifth.—In case default shall be made in the payment of the
principal of the said collateral bond, whether at its maturity or
after default in payment of interest and demand therefor, or
otherwise, as therein provided, or in the payment of any interest
thereon at the time the same shall become due, or in case default
shall be made in the performance or observance of any condition,
stipulation or requirement binding upon the obligor,its successors
or assigns, and contained in the said collateral bond or in the said
collateral mortgage securing the same, then the Trustees may
proceed to enforce their rights or any of them, and to exercise
their powers, or any of them, as obligees or as assignees of the
obligee in said collateral bond, and as mortgagees or as assignees
of the mortgagee in said collateral mortgage, whether to de¬
clare the principal due, or to enter upon and sell the ^property
covered by the collateral mortgage, or in any other manner, re¬
spect or thing ; and the Trustees may institute and prosecute, or
cause to be instituted and prosecuted in any court of com¬
petent jurisdiction, appropriate proceedings in equity or at
law, or both, to foreclose the said collateral mortgage or en¬
force payment of the said collateral bond ; and if the prop¬
erty mortgaged by said collateral mortgage, or any of it,
shall be sold under such foreclosure proceedings or otherwise,
in pursuance of any provision of the said collateral mortgage,
then the Trustees may, in their discretion, purchase the same for
and on account of the Railway Company, at such price as the
Trustees may think best to bid or pay on such sale, not exceeding
the full amount due on said collateral bond, and all the costs
and expenses of such sale and of all such proceedings
of the Trustees ; and the Trustees may make their payments
upon such sale by a credit upon the amount due upon
the said collateral bond or otherwise, as they may be advised.
4 02
When the railroad or railroad property covered by the collat¬
eral mortgage or any part thereof shall be thus purchased, the
Trustees shall hold and administer the same as a security for the
payment of the principal and interest of the bonds secured
hereby according to the terms hereof ; and the Trustees may
maintain, use and operate the said railroad or railroad property
or any part thereof, and conduct the business thereof, and col¬
lect and receive all tolls, freights, income, rents and
other issues and profits of such railroad or railroad pro¬
perty ; or if the Trustees shall deem it better so to do, they
may demise and let the said railroad and railroad property
or any part thereof to any person or persons, corporation
or corporations, for such time or times and at such rent
or rents or for such proportion or proportions, part or
parts of the receipts or profits to be earned thereby or re¬
ceived therefrom, and generally upon such terms and con¬
ditions as to the Trustees shall seem fit, and they may for such
purpose promote and aid the formation of a railway corpora¬
tion or railway corporations for such purpose. The
net income arising from the use *and operation of
the said railroad or railroad property by the Trustees,
or from letting the same as aforesaid, shall be used and ap
plied in the manner and according to the conditions provided
in the Sixth Article of this indenture. If such railroad or rail¬
road property shall be sold in such forclosure or other proceed¬
ings or otherwise, to any purchaser other than the Trustees, then
the Tfustees shall receive the proceeds of such saie. And such
proceeds of sale and any other moneys which shall come
to the Trustees representing directly or indirectly the principal of
the railroad and railroad property described in said collateral
mortgage, shall be used and applied in the manner and according
to the conditions provided in the Sixth Article of this indenture.
Upon a reasonable indemnity being given or tendered theTrustees
by the holders of a majority of the bonds secured hereby, against
all expenses and liabilities, incurred or to be incurred by the
Trustees in complying with the requirements of such holders as
hereinfter mentioned or by reason of such compliance, such
majority holders may, in writing, require the Trustees to exer-
403
cise and perform, or to refrain from exercising or performing,
and thereupon the Trustees shall accordingly exercise and
perform, or refrain from exercising or performing, any
of the poweFS and any of the acts which heretofore,
in this Fifth Article of this indenture, it has been provided
they mav exercise or perform in any case of default in the pay¬
ment of the principal of the said collateral bond, or in the pay¬
ment of any interest thereon, or in the payment or observance of
a condition, stipulation or requirement binding upon the obligor,
its successors or assigns, and contained in the said collateral
bond or in the said collateral mortgage as aforesaid, whether
such power or act be in the enforcement of the rights as obligees,
or mortgagees, or as assignees of the mortgagee or obligee as
aforesaid, or in declaring principal due, or in entering upon and
selling the mortgaged property, or in instituting and prosecut¬
ing, or causing to be, proceedings in equity, or at law,or both, as
aforesaid, or m purchasing the property mortgaged or any of
it for and on account of the Railway Company, and in making
payment therefor as aforesaid, or in holding and administering
the same as security, or in using and operating the same, and
conducting the business thereof, or in collecting and*receiving
tolls, freights, income, rents, issues and profits, or in demising
and letting the railroad, or railroad property, or in any other
manner, respect or thing, hereinbefore permitted to theTrustees.
Sixth.—If the trustee shall hereafter be in receipt of mon¬
eys, which shall be either proceeds of sale of a railroad or rail¬
road property as mentioned in the Fifth Article of this in¬
denture, or any other moneys representing, directly or indi¬
rectly, the principal of the railroad and railroad property
described in said collateral mortgage, and if such moneys shall
not be required to make payments or meet expenses
to be made or incurred by the Trustees, in the performance
by them of acts or the exercise of powers as provided in
the Fifth Article of this indenture, then such moneys shall be
disposed of as follows, after first paying therefrom any costs,
charges or expenses which may then be due and payable to the
Trustees or by the Trustees pursuant to the provisions of this
404
indenture, the amount of which costs, charges and expenses
shall thereupon be forthwith repaid by the Railway Company
to the fund held by the Trustees: If the Railway Company
shall be in no default in the payment of interest upon
or principal of any of the bonds secured hereby, then
"the Trustees shall invest such moneys for the Railway
Company in such unencumbered property, bonds or
railway or other securities (among which any of the bonds se¬
cured hereby may be included), as may be prescribed by the
holders of a majority of the bonds secured hereby, and to the
security of which reasonable objection shall not be made by
the Trustees or the Railway Company ; or, if the holders of a
majority of the bonds secured hereby shall not prescribe such in¬
vestment, then the Trustees may make such investment in their
own discretion in any unencumbered property, bonds or other
sueurities, as aforesaid, to the security of which reasonable ob¬
jection shall not be made by the Railway Company.
The income of every such investment and also the net
income of the use or operation by the Trustees of a railroad or
railroad property as mentioned in the Fifth Article of this in¬
denture, shall be received by the Trustees and disposed of as
provided in the Fourth Article of this indenture with
reference to the interest paid upon the said collateral bond.
The principal of every such investment shall be held
and administered by the Trustees upon the same trusts and
subject to the same conditions and provisions in all respects,
as far as applicable thereto, as those to which said collateral
bond and collateral mortgage are to be held subject hereunder.
If the Railway Company shall be in default in the payment of
the principal of the said bonds secured hereby, whether such
default occur by lapse of time or upon a declaration that such
principal is due, made as herein provided, or otherwise, when
the moneys first mentioned in this Sixth Article, or when such
•/ '
net income of the use or operation by the Trustees of a railroad
or railroad property, shall come to the hands of the Trustees,
then the Trustees shall treat such moneys in all respects as mon¬
eys should be treated resulting from a sale of the collateral bond
and collateral mortgage as provided in the Seventh Article of
405
this indenture. If the Railway Company shall be in default in the
payment of the interest of the said bonds secured hereby, when
the moneys first mentioned in this Sixth Article shall come to
the hands of the Trustees, then the Trustees shall hold such
moneys, and with such moneys the Trustees shall also hold any
interest paid upon the said collateral bond and not paid over to
the Railway Company, as required by the Fourth Article of
this indenture, such moneys and such interest to be so held
until it be determined whether the principal of the said bonds
secured hereby is to be declared due; and, if such declar¬
ation be made, then such moneys shall be treated in all
respects as moneys should be treated resulting from a sale of the
collateral bond and collateral mortgagees provided in the Sev¬
enth Article of this indenture ; and if such declaration be not
made, then such moneys shall be invested as in this article
hereinbefore provided in the case of such moneys coming to
the Trustees when the Railway Company shall not be in de¬
fault in respect either of the principal or the interest of the
bonds secured hereby.
Seventh.—In case default shall be made at any time by the
Railway Company in the payment of the principal or interest
due on any one of the bonds secured hereby, and if such default
shall continue for three months, it shall be the duty of the
Trustee in every such case, upon the written request of the
holders of a majority of the said bonds at the time outstanding,
to declare the principal of all the said bonds to be forthwith
due and payable, and thereupon, such principal shall become
forthwith due and payable, anything in the said bonds to the
contrary notwithstanding ; and, upon like written reouest by
such majority holders of the said bonds at the time outstanding,
the T rustee shall proceed to sell at public auction in the City of
New York, after advertising notice of the time and place of
sale not less than once a week for six successive weeks in one or
more daily newspapers of good circulation among financial per¬
sons and companies and published in each of the Cities of New
York, Cincinnati, and St. Louis, the said collateral bond and
collateral mortgage, and also all other securties or other
property, real or personal, received or controlled by the Trustees,
406
and held by it a? security for the payment of the bonds secured
hereby. Or if such sale cannot be effectually and conveniently
had without proceedings in equity or at law or otherwise, then
upon such written request of such holders of a majority of said
bonds outstanding, the Trustee shall prosecute such proceedings
and therein seek to procure such sale to be effectually had.
From the proceeds of such sale or sales shall first be paid
the costs and expenses thereof, or which the Trustees may
have necessarily incurred by reason thereof, and enough to in¬
demnify themselves for all advances which may have been made*
and against all liabilities which may have been incurred, in the
execution of this trust, as well as a reasonable compensation
for their own services ; and the residue of the said proceeds, or
so much thereof as may be necessary, the Trustees shall apply
towards the payment and discharge of the principal and in¬
terest which shall then be due and unpaid upon each and all of
the said bonds secured hereby, then outstanding and unpaid,
and without preference of interest over principal or of principal
over interest, and so that no priority or preference shall be
given to any of the said bonds ; and if any surplus of such
moneys shall remain after the full paynffent of such bonds,
principal and interest, then the Trustees shall pay over such
balance of the trust funds in their hands, and transfer and as¬
sign any residue of the trust estate or property unto the Kail-
way Company, its successors or assigns. But, if, after apph ing
all the proceeds of such sales as aforesaid, to the payment of
the bonds secured hereby, there shall be a deficiency in the full
payment of the principal and interest due on any of the said
bonds, then the Trustees, may, in behalf of the holders of the
said bonds then outstanding, take" any further proper proceed-
ings at law or in equity to recover the amount of such de¬
ficiency, and to procure the full satisfaction of the said bonds.
Eighth.—Except as the Trustees may, as hereinbefore pro¬
vided, be required to act or proceed by the holders of a majority
of the outstanding bonds secured hereby, the Trustees may, in
their discretion, resort to any appropriate preceedings, legal or
equitable,which are,in their judgment,necessary or expedient for
407
the maintenance, enforcement or satisfaction of the lien hereby
created upon the said collateral bond or collateral mortgage, or
upon any property of any kind which may become security for
the payment of the bonds secured hereby, and the subject of
this trust, and in any other manner, whether by proceedings at
law or in equity against the Railway Company or against any
other corporation or person, or otherwise, to collect and recover,
for the holders of the bonds secured hereby, the principal and
interest in full of the said bonds according to the tenor
thereof.
Ninth.—Upon any sale of the collateral bond and collateral
mortgage or of any securities or other property, real or per¬
sonal, which shall be received or controlled by the Trustees and
held by them as security for the payment of the bonds secured
hereby,or the railroad or other property covered by the collateral
bond and mortgage, had by virtue or in pursuance of any of
the provisions of this indenture or of the powers hereby con fer red,
the Trustees may buy the same or any part thereof for the hold¬
ers of the bonds secured hereby, paying therefor by a credit upon
the amount due upon this mortgage, and providing that the
price to be paid shall in no case exceed the amount due upon the
outstanding bonds secured hereby, principal and interest, to¬
gether with all charges and expenses of the sale and the pro¬
ceedings therefor or otherwise due the Trustees, together with
the amount of the indemnity hereinafter mentioned.
Tenth. —Either of the Trustees may be removed from its or
his trust hereunder, by the vote of the holders of a majority in
amount of the outstanding bonds secured hereby, such vote to
be given in person or by proxy, specifying the precise nature
of the vote, at a meeting of bondholders, to be called in the
City of New York by the holders of one-tenth of said outstand¬
ing bonds, upon a notice published in twro newspapers of good
circulation among financial persons and companies, in each of
the cities of New York, Cincinnati and St. Louis. Such notice
shall be published twice a week ; and in the case of the pro¬
posed removal of the Central Trust Company of New York or
408
its successor from its trust hereunder, such notice shall be pub¬
lished for six successive weeks ; and in case of the proposed re¬
moval of the said John T. Dye or his successor, such notice
shall be published for three successive weeks. In the event of
the removal, neglect, refusal or incapacity to act of either of the
Trustees, parties of the second part hereunder, then, upon the
application of the owners of one-tenth in amount of the out¬
standing bonds secured hereby, and upon notice to the parties
hereto or their successors, and upon notice by publication rea¬
sonably calculated to reach the owners of a majority of such
outstanding bonds, a new trustee or new trustees shall be ap¬
pointed by any court of competent jurisdiction sitting within
the State of New York, or the State of Ohio, or the State of
Illinois. It is the intention that one trustee shall always be a
trust company or like corporation of New York. Every
trustee hereinafter appointed hereunder in place of the
Central Trust Company of New York, or in place of any
successor of the Central Trust Company of New York,
shall, therefore, be a Trust Company, or some other cor¬
poration, organized under the laws of the State of New
York, and authorized to execute trusts hie those herein con¬
ferred upon the trustees, with a full paid capital of not less
than one million dollars, and a surplus of not less than five
hundred thousand dollars. If, upon the application for such ap¬
pointment of a trustee in the place of the Central Trust Com¬
pany of New York, or of its successor, or in the place of any
one of its successors, such a Trust Company or corporation shall
be nominated by the holders of a majority of such outstanding
bonds, such nominee shall be appointed the new trustee unless
good objection to such nominee be established. Each and
every trustee who shall be appointed in the place of either one
of the parties of the second part hereto, or of any of the suc¬
cessors to such party of the second part hereunder, shall have
the same powers, and hold the trust property upon the same
trusts,and subject to the same conditions and provisions as those
hereby conferred upon or prescribed with reference to the party of
the second part in whose place,or in the place of whose successor,
such trustee shall be appointed, and be subject to all the terms of
409
this indenture, and entitled to all the privileges conferred upon
the party of the second part, in whose place, or in the place of
whose successor, such trustee shall be appointed. Such appoint¬
ments may be made successively from time to time during the
continuance of this trust, as occasion may arise. Wherever in
any of the covenants or articles of this instrument, after the
recitals, the Trustees are mentioned, there shall be deemed to
be intended not only the parties of the second part hereto, but
also the survivor of such parties, and also such other corpo¬
ration or corporations, person or persons, as shall at any time
be the trustee or trustees hereunder. All instruments, papers
and memoranda relating to the trust hereby created, and
which ought to be or remain in the custody of the Trustees,
and all moneys or other property which from time to time
ought to come into the hands of the Trustee shall, so far as
practicable, be lodged and deposited with the Central Trust
Company of New York, or its successors, in the trust hereby
created. In case the said John T. Dye or his successor in the
trast hereby created, should at any time refuse to act or pro¬
ceed with the Central Trust Company of New York in the
trust hereby created in a case in which it would be ptoper for
the Trustees to act or proceed, then the Central Trust Com¬
pany of New York, or its successor in the trust hereby created,
may so act or proceed alone, and as if it were the sole trustee
hereunder, anything in this instrument elsewhere contained to
the contrary notwithstanding.
Eleventh.—The Railway Company shall, from time to time,
upon the request of the Trustees, execute and deliver any and
every other deed, assignment or other instrument which shall
be necessary or proper to assure, improve or confirm the title
and claims of the Trustees to the collateral bond and collateral
mortgage, or to the railroad and other property included in
said mortgage, or to any property, real or personal, which
shall come to the possession or control of the Trustees, or of
which the Trustees shall lawfully seek to recover or obtain
possession or control, or which shall be necessary or proper to
aid the Trustees in the institution or maintenance of any pro-
110
ceeding, or in the performance of any duty imposed upon it by
or under the provisions of this indenture. The Railway Com¬
pany will, as soon as any tax or assessment of any sort or de¬
scription shall be levied or assessed, and shall be due and
payable upon either the said collateral bond or the said
collateral mortgage, fully pay and discharge the same. The
Trustees shall, at all reasonable times, have free access to the
registry kept by the Railway Company of the bonds secured
hereby; and shall be entitled, on request, to a list of the
registered holders of bonds showing what and how many
bonds are registered in the name of each holder.
Twelfth.—The Trustees shall receive from the Railway
Company just and reasonable compensation for all their
services hereunder, including the certification of the bonds
secured hereby, the custody and charge of the collateral bond
and collateral mortgage and for every act and proceeding
which in any case is permitted to or required of the Trustees
hereunder for the benefit of the holders of the bonds secured
hereby, and also to reimbursement for necessary expenses
incurred by reason of all such services, acfs and proceedings.
If the Trustees shall fail in a reasonable effort to receive from
the Railway Company such compensation and reimbursement,
the Trustees shall be entitled to deduct and receive to its own
use the amount therefrom from any moneys which shall come
to its hands as hereinbefore provided; but, in such case, the
Railway Company shall forthwith repay to the Trustees the
full amount so deducted and received by the Trustees, with
interest thereon.
Thirteenth.—Neither of the Trustees nor any successor .in
the trust hereby created shall incur any responsibility or lia¬
bility whatever, except for the negligent, willful or intentional
breach by such Trustee or successor of the terms, conditions
or provisions of the trust; nor shall the Trustees be bound to
undertake any proceeding at lawT, or in equity, or otherwise,
for the protection of the holders of the bonds secured hereby,
involving expenditure or liability for the payment of
411
money, unless, whenever the Trustees shall require itr
adequate indemnity against such expenditure or liability
be furnished by the bondholders asking such proceeding.
No recourse shall be had for redress uuder any of the obliga¬
tions, covenants or agreements of this mortgage or deed of
trust, or of the bonds secured hereby, upon, from or to any
stockholder, officer or director of the said The Cleveland, Cin¬
cinnati, Chicago and St. Louis Railway Company, either direct¬
ly or through the said Railway Company, by the enforcement
of any assessment, or by any legal or equitable proceedings by
virtue of any statute or otherwise : It being hereby expressly
agreed that no personal liability whatever shall attach to, or be
incurred by, the stockholders, officers or directors of the said
Railway Company, or any or either of them, under or by
reason of any or either of the obligations, covenants or agree¬
ments in this mortgage or deed of trust, or in any of the bonds
secured hereby, expressed and contained or implied therefrom.
But this provision shall not limit or affect any rights, claims or
remedies against the Railroad Company, or all or any of its
property now or hereafter owned by the Company.
s
Fourteenth.—Wherever either of the terms u railroad " or
" railroad property," " trust estate " or " trust property " is
hereinbefore used, there shall be deemed to be included within
the meaning thereof any and every franchise, right or claim
appurtenant to such railroad or railroad property, trust estate
or trust property, or under or in pursuance of which the same
is, or may be, operated or used. For all purposes connected
with the administration of the trust hereby created, the person
in whose name any registered bond may be registered shall be
treated as the owner thereof.
Fifteenth.—If the principal and interest upon the bonds
secured hereby shall be paid when and as the said principal
and interest shall become due, according to the tenor and effect
of the said bonds, and in accordance with the provisions of
this indenture, then the Trustee, upon the delivery to it of the
said bonds, and after the payment of the holders thereof, in full
principal and interest, shall cancel or destroy the same ; and
412
thereupon the said collateral bond and collateral mortgage, and
any money, property, franchise or thing belonging to the trust
estate or property, which shall be in the hands or control of
the Trustee, shall forthwith be transferred and conveyed to
the Railway Company, its successors or assigns. And upon
such cancellation or destruction of all the said bonds, upon
their payment as hereinbefore provided, and upon such transfer
and conveyance as hereinbefore provided, the Trustees shall be
thenceforth discharged from all duties and obligations here¬
under.
Sixteenth.—And whereas, the Terre Haute Company has
agreed that, of the said bonds of the Railway Company to be
issued and delivered to the Terre Haute Company or its as¬
signs, as aforesaid, bonds of a par value of Two hundred and
fifty thousand dollars, to be known as the sinking fund bonds,
and each to be endorsed with the words "Sinking Fund Bond,"
shall be assigned and delivered by the Terre Haute Company
to the Central Trust Company of New York, as one of the
Trustees hereunder, for the better and further securing the re¬
mainder of the said bonds to be issued and delivered to the
Terre Haute Company or its assigns as aforesaid, it is, there¬
fore, further covenanted and agreed as follows :
The said Trust Company shall demand and receive the inter¬
est upon the said sinking fund bonds, and shall, within sixty
days after the receipt of each instalment of interest, apply the
same to the purchase of an outstanding bond or outstand¬
ing bonds, other than sinking fund bonds, secured hereby,
at a rate not exceeding one hundred and five per cent, of
the par amount of each such bond in addition to the ac¬
crued interest thereon, or, if, within such sixty days, the
said Trust Company shall be unable to buy such bond or
bonds within the rate aforesaid, then the amount of such
income received from the sinking fund bonds shall be paid to
the railway company. When the said Trust Company shall
have moneys for application as aforesaid to such purchase of
outstanding bonds secured hereby, reasonable public notice
shUll be promptly given by the said Trust Company by publica¬
tion in the cities of New York, Cincinnati and St. Louis, and
413
also otherwise, if the said Trust Company shall see fit, invit¬
ing bids or offers for the sale to the said Trust Company of such,
bonds. The bonds which shall from time to time be purchased
by the. said Trust Company shall be added to and become part of
the sinking fund bonds and thereafter be in all respects endorsed,
treated and considered, both as to principal and interest, as if
they had been originally part of the sinking fund bonds. The
said Trust Company shall demand and receive the principal of
the sinking fund bonds when the same shall become due and
payable unless all the other bonds secured hereby shall have
been fully paid; and upon default in the payment of the prin¬
cipal of any of the said bonds secured hereby which shall not
be included in the said sinking fund bonds and shall be out¬
standing, the said Trust Company shall apply the moneys re¬
ceived from the principal of the said sinking fund bonds
in payment ratably and without preference of the said out¬
standing bonds. It is the intention that, upon the payment in full
by the Railway Company of the said outstanding bonds secured
hereby, being the bonds secured hereby not included in the
sinking fund, principal and interest, the Railway Company shall
be entitled to receive the said sinking fund bonds and all accu¬
mulations thereon, and the investments of interest or other pro¬
ceeds thereof which shall remain in the hands of the said Trust
Company. Until the Railway Company shall become so en¬
titled to receive them, the said sinking fund bonds shall, as
against the Railway Company, its successors or assigns, be
deemed to be, for purposes of their enforcement and in every
other respect, completely valid and outstanding bonds, the same
as the remainder of the bonds secured heieby, excepting only
that the sinking fund bonds shall not be reckoned in ascertain¬
ing and reckoning the holders of a majority of the bonds
secured hereby, as provided in the fifth, sixth, seventh, eighth
and tenth articles or elsewhere in this indenture, anything
hereinbefore contained to the contrary notwithstanding.
Every provision in this Sixteenth Article contained with refer¬
ence to the said Trust Company shall fully apply to every
successor of the Trust Company in the trust by this instrument
created, it being intended that the Trust Company, or its own
successor, being always a Trust Company or some like cor-
414
poration of New York, as mentioned in the Tenth Article
hereof, shall receive and have sole custody and control of the
sinking fund bonds and all income thereof and all accumula¬
tions or investments thereof, according to the provisions
thereof.
Seventeenth—The Trustees hereby accept the trusts hereby
created, and covenant with the Railway Company that they will
execute the same according to the true meaning and intent of
this indenture.
Eighteenth.—In order to facilitate the record of this instru¬
ment, the same may be simultaneously executed in several
counterparts, each of which so executed shall be deemed to be
an original; and such counterparts shall together constitute
but one and the same instrument.
In witness whereof the parties hereto, which are
corporations, have severally and respectively
caused their corporate seals to be hereto af¬
fixed and attested by their respective secre¬
taries, and these presents to be executed by
the President, or Vice-?resident of each of
them, and the said John T. Dye, one of the
parties of the second part, has hereto set his
hand and seal, on the day and year first
above written.
THE CLEVELAND, CINCINNATI,
[Seal.] CHICAGO AND ST. LOUIS
RAILWAY COMPANY,
By
M. E. Ingalls,
President.
Attest, E. E. Osborne,
Secretary.
CENTRAL TRUST COMPANY OF NEW YORK,
Rv
4/
[Seal.] E. Francis Hyde,
Second Vice-President.
Attest, C. H. P. Babcock,
Secretary.
JOHN T. DYE. [Seal.]
415
United States of America, )
State of New York, V ss.:
City and County of New York. )
At the State, County and City aforesaid on this twelfth
day of November, one thousand eight hundred and ninety,
before me, Charles Edgar Mills, a Notary Public of the State
of New York, dwelling in the said City of New York, duly ap¬
peared M. E. Ingalls and E. F. Osborn, to me personally
known, and known to me to be the real and identical persons
whose names are subscribed to the foregoing instrument, the
said M. E. Ingalls as President, and the said E. F. Osborn as
Secretary, of the Cleveland, Cincinnati, Chicago & St. Louis
Railway Company, who, being by me duly sworn, did severally
depose and say, that the said M. E. Ingalls, was President of
the Cleveland, Cincinnati, Chicago & St. Louis Railway Com¬
pany, and resided at Cincinnati in the State of Ohio, and that
the said E. F. Osborn was Secretary of the Cleveland, Cincin¬
nati, Chicago & St. Louis Railway Company and resided at
Cincinnati in the State of Ohio, and that the seal affixed to the
foregoing instrument was the seal of the Cleveland, Cincinnati,
Chicago & St. Louis Railway Company, and that the same was
affixed to the foregoing instrument, and that the said instru¬
ment subscribed by the said M. E. Ingalls as President afore¬
said, and the said E. F. Osborn as Secretary aforesaid, by
the authority of the Board of Directors of the Cleveland, Cin-
cinnati, Chicago & St. Louis Railway Company, duly approved
pursuant to law, by the stockholders of the said Company.
And the said M. E. Ingalls as such President, and the said
E. F. Osborn as such Secretary, thereupon did, on behalf of the
Cleveland, Cincinnati, Chicago & St. Louis Railway Company,
acknowledge the execution of the foregoing instrument to be
the free and voluntary act and deed of the said the Cleveland,
Cincinnati, Chicago & St. Louis Railway Company.
In Witness Whereof I have hereunto set my hand and
416
affixed my official seal, this twelfth day of November, one
thousand eight hundred and ninety.
City and County of New York.
At the State, County and City aforesaid, on the twelfth day
of November, one thousand eight hundred and ninety, before
me, Charles Edgar Mills, a Notary Public of the State of New
York, dwelling in the said City of New York, duly appeared
E.Francis Hyde and C.H. P. Babcock, to me personally known,
and known to me to be the real and identical persons whose
names are subscribed to the foregoing instrument, the said E.
Francis Hyde, as 2d Yice President, and the said C H.P. Bab-
cock as Secretary, of the Central Trust Company of New York,
who, by me being duly sworn, did severally depose and say,
that the said E. Francis Hyde was 2d Yice President of the
Central Trust Company of New York, and resided at New
York in the State of New York, and that the said C. H. P.
Babcock was Secretary of the Central Trust Company of New
York, and resided at Riverdale in the State of New York, and
that the seal affixed to the foregoing instrument was the seal of
the Central Trust Company of New York, and that the same
was affixed to the foregoing instrument, and that the said in¬
strument subscribed by the said E. Francis Hyde as 2d Yice
President aforesaid, and the said C. H. P. Babcock as Secre¬
tary aforesaid, by the authority of the Board of Directors of
the Central Trust Company of New York, duly approved pur¬
suant to law by the stockholders of the said Company.
And the said E.Francis Hyd^, assuch 2d Yice President and
the said C.H.P. Babccrck as such Secretary, thereupon did, on
behalf of the Central Trust Company of New York, acknowl¬
edge the execution of the forgoing instrument to be the free
[Seal.]
CHARLES EDGAR MILLS,
Notary Pttblic for New York County,
in New York.
United States of America,
State of New York,
417
and voluntary act and deed of the said the Central Trust Com¬
pany of New York.
In Witness Whereof I have hereunto set my hand and
affixed my official seal this twelfth day of November, one thou¬
sand eight hundred and ninety.
[Seal.] CHARLES EDGAR MILLS,
Notary Public for New York County,
in N. Y.
State of New York, ) (
City and County of New York, f
* I, P. Joseph Scully, Clerk of the City and County of New
York, and also Clerk of the Supreme Court for the said City
and County, the same being a Court of Record, do hereby cer¬
tify that, Charles Edgar Mills, whose name is subscribed to the
Certificate of the proof or acknowledgment of the annexed
instrument, and thereon written, was, at the time of taking
such proof or acknowledgment, a Notary Public in and for the
City and County of New York, dwelling in the said City , com¬
missioned and sworn and duly authorized to take the same.
And further, that I am well acquainted with the handwriting of
such Notary and verily belive the signature to the said cer¬
tificate of proof or acknowledgment is genuine.
In Testimony Whereof I have hereunto set my hand and
affixed the seal of the said Court and County, the 12th day of
Nov., 1890.
[Seal.] P. JOSEPH SCULLY,
Clerk.
418
State of New York j
City and County of New York. *
Be it remembered that on this 12th day of November, A. D.
1890, before me Charles Edgar Mills, a Notary Public of the
State of New York, in and for the County of New York, person ¬
ally came John T. Dye, Trustee, to me personally known to be
the same person described in and who executed the foregoing
instrument, who signed and sealed the same in my presence, and
acknowledged to me that he had executed the same as his vol¬
untary free act and deed for the uses and purposes therein
mentioned as such Trustee. In witness whereof I have here¬
unto set my hand and affixed my official seal, this 12th day of
November, A. D. 1890.
[Seal.] CHARLES EDGAR MILLS,
Notary Public for New York,
State of New York,
117 Broadway,
N. Y. City.
CHAPTER XI.
MORTGAGE
SECURING
FIRST MORTGAGE AND TERMINAL TWENTY YEAR GOLD
BONDS
AND
STOCKHOLDERS' RESOLUTION AUTHORIZING SAME.
421
Resolution adopted by the Stockholders of the St. Louis,
Alton and Terre Haute Railroad Company at their
Meeting held at the office of said Company, in the City
of St. Louis, in the State of Missouri, on the 26th day
of June, 1894.
At a meeting of the stockholders of the St. Louis, Alton and
Terre Haute Railroad Company, held at the office of the Com¬
pany, in the City of St. Louis, in the State of Missouri, on the
26th day of June, 1894, pursuant to a notice which had there¬
tofore been duly published and duly mailed to all the stock¬
holders of the Company, as provided by law, and of which
notice a copy is hereto annexed, entitled 44 copy of the notice,"
there were present in person, or by proxy, stockholders
of the said Company owning 27,386 shares out of the total
number of 34,708 shares of stock of the (Company out¬
standing ; and at such meeting a certain order or resolution
was duly adopted by the votes and concurrence of the holders
of the said stock then present, holding 27,386 shaues of the
said stock, the said number of 27,386 shares being more than
two-thirds in amount of the total capital stock of the said
corporation ; and the said order or resolution was in the fol¬
lowing words, to wit :
A\thereas, the directors of the St. Louis, Alton and Terre
Haute Railroad Company have duly resolved that the Com¬
pany shall borrow the sum of two million five hundred thou¬
sand dollars ($2,500,000) for the purpose of completing, fur¬
nishing, improving and operating the railroad of the said
Company, and shall issue and dispose of its bonds in denom¬
inations of one thousand dollars ($1,000) each for the said sum
of two million five hundred thousand dollars ($2,500,000), or
so much thereof as shall be actually borrowed, each of said
bonds to be payable on the first day of June, in the year nine¬
teen hundred.and fourteen, and to bear interest at a rate to be
fixed by the Executive Committee but not exceeding the rate of
five per cent, per annum, payable semi-annually, the said bonds
and interest thereon to be pajuible in gold coin of the United
States of the present standard of weight and fineness, ancl
shall mortgage all of the railroad and terminals and other
property of the said Company, including all leases and
leasehold interests thereunder owned or held by the said
company in the Belleville and Southern Illinois Railroad, the
422
Belleville and Carondelet Railroad, the Belleville and Eldorado
Railroad, the St. Louis Southern Railroad, the Carbondale &
Shawneetown Railroad, and the Chicago, St. Louis, and Paducah
Railway, and all rolling stock, equipment, telegraph and tele¬
phone lines, and all other property and franchises of every
nature whatsoever appurtenant to or used with the said rail¬
road terminals and leaseholds, to secure the payment of the
debt to be contracted by the said compan y upon the said bonds
and otherwise for the purposes aforesaid, and that the said
bonds with the coupons and trustees' certificates annexed, and
the said mortgage shall contain such terms, conditions and
covenants as to the directors may seem advantageous for the
company,
Now, therefore, it is hereby resolved, that the stockhold¬
ers of the said company do hereby approve, ratify and confirm
the said resolution of the said board of directors, and do hereby
concur in the creation of the said debt of two million five
hundred thousand dollars ($2,500,000), and in the making and
issuance of the said bonds, and the execution and delivery of
the said mortgage.
I, Edward F. Leonard, the secretary of the St. Louis, Alton
and Terre Haute Railroad Company, do hfereby certify and de¬
clare that the foregoing resolution and order was duly
adopted by the holders of at least two-thirds in amount of the
capital stock of the St. Louis, Alton and Terre Haute Railroad
Company, at a meeting of the stockholders of such corporation,
duly held at the office of the said company in the City of St.
Louis, on the 26th day of June, 1894, pursuant to law.
In Witness Whereof, I have hereunto set my hand
[seal.] and affixed the corporate seal of the St.
Louis, Alton and Terre Haute Railroad
Company this 26th day of June, 1894.
423
State of Missouri, }
City of St. Louis, \ ss"
I, H. H. Buford, a notary public in and for St. Louis City, do
hereby certify that Edward F. Leonard, personally known to
me to be the real and identical person whose name is sub¬
scribed to the foregoing certificate, as Secretary of the said
St. Louis, Alton and Terre Haute Railroad Company, ap¬
peared before me this day in person and being by me duly
sworn did depose and say that he was Secretary of the said
St. Louis, Alton and Terre Haute Railroad Company, and
resided at Springfield, in the State of Illinois, that he knew
the corporate seal of the said St. Louis, Alton and Terre Haute
Railroad Company, that the seal affixed to the foregoing cer¬
tificate was such corporate seal, that said seal was so affixed and
that he signed said certificate as Secretary as aforesaid, by the
authority of the Board of Directors of said Company, and he
acknowledged that he signed, sealed and delivered the said cer¬
tificate as his free and voluntary act, for the uses and pur¬
poses therein set forth.
Given under my hand and seal, this 26th day of Jtfhe, 1894.
H. H. Buford,
[l. s.] Notary Public.
My term expires May 25, 1897.
424
Copy of the Notice.
Notice is hereby given that :
At a meeting of the Directors q/:" the Si. Louis, Alton and
ïerre Haute Railroad Company, held at the < ce of the Com¬
pany in the City of St. Louis, on the 21st day of April, 189f
the following resolutions were adopted :
Resolved, that notice he given to the stockholders of this com¬
pany, and to such other, if any, persons as may he entitled to
such notice, inform substantially as follows, to wit :
The Directors of the St. Louis, Alton and Terre Liante Rail¬
road Company, hereby call a meeting of the stockholders of such
corporation, to be held at its office at the corner of Fourth and
Olive streets in the City of St. Louis, Missouri, Tuesday, the
26th day of June, 189 f at twelve J cloak noon of that day.
The propose of the said meeting is to consider the concurrence
of the holders of the stock of such corporation , and that the hold¬
ers of the stock may concur, in a mortgage by such corporation
of its corporate property and franchises, or so much thereof
as shall be deemed necessary to secure thê payment of a debt
of the company in the sum of $2,500,000, such debt being
represented and to be represented by first mortgage bonds of
such corporation for the sum of $2,500,000, which shall bear
interest at a rate not exceeding five pier cent, per annum, and
the principal whereof sh all be payable in a period, not exceed¬
ing thirty years ; and to consider the concurrence of the stock¬
holders, and that the stockholders may approve and concur,
in the incurring of such debt, and the issuing of such bonds,
and to authorize and, approve the insertion in such bonds
and in such mortgage securing the same, of such terms and
provisions as may be deemed advantageous for the company.
The said debt is to be so incurred and said bonds to be so
issued to provide money to fund the indebtedness of such cor¬
poration, and to pay for the completing and improving its line
of railroad, and for any other purposes for which such indebt¬
edness may be lawfully so incurred and such bonds may be
lawfully so issued by such corporation.
By order and in behal f of the Board of Directors.
F. F. LEONARD,
Secretary.
425
State of Illinois j
County of St. Clair. ) ss*
I, Chas. Becker, Recorder of Deeds within and for said
County and State, do hereby certify that an instrument of
which the foregoing is a true copy was filed for record in my
office on the 30th day of June, 1894, at 7.30 A.M. and is
recorded in Yolume 234 of Records in said office.
Witness my hand and the seal of said office, this 30th
June, 1894.
Chas. Becker,
[l. s.] Recorder.
State of I llinois, '(
County, of Randolph, f ss*
I, Wallace Snook, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County and State, do
hereby certify that an instrument of which the annexed is a
true copy was filed for record in my office on the 29th day of
June, 1894, at one o'clock P. M. and that the same is recorded
in said office in Book 41 of Miscellaneous Records.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 29th day of June, A. D. 1894.
'rallace Snook,
[l. s.] Recorder.
State of Illinois, )
Perry County, j" ss* No. 42,555.
Recorder's Office.
I. A. A. Driemeyer, Clerk 6f the Circuit Court and ex officio
Recorder within and for the County and State aforesaid, do
hereby testify that an instrument of which the within is a true
copy was filed for record on the 29th day of June A. D. 1894,
426
at 8 o'clock A. M., and duly recorded in Volume 16 of Miscel¬
laneous Records on page 435.
In testimony whereof, I have hereunto set my hand and
affixed the seal of said Court this 29th day of June, 1894.
[l. s.] Albert A. Driemeyer,
Clerk and Recorder.
State of Illinois, ? c
County of Johnson.
I, L. J. Smith, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for the County and State afore¬
said, do hereby certify that an instrument of which the annex¬
ed is a true copy was filed for record in my office on the 27th
day of June, A. D. 1894. and duly recorded in Volume 37 of
Deeds at page 140.
In testimony whereof, I have hereunto set my hand and
affixed the seal of said Court the day and date aforesaid.
L. J. Smith,
# '
[l. s.] Clerk.
State of Illinois, )
r ss
County of Jackson, f
I, R. W. Watson, Clerk of the C ircuit Court and ex officio
Recorder of Deeds, do hereby certify that an instrument of
which the within is a true copy was filed for record in my office
on June 28th, 1894, and is recorded in Miscellaneous Record F,
in mv office.
In witness whereof, 1 have hereto set my hand and affixed
the seal of said Court, this 28th day of June, A. D. 1894.
R. W. Watson,
[l. s.] Clerk.
427
State of Illinois,
County of Saline.
I. John H. Lee, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County, do hereby
certify that an instrument of which the foregoing is a true copy
was filed for record in my office on the 28th day of June, 1894,
and that the same was recorded in Miscellaneous Record A, in
said office.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 28th day of June, 1894.
Jno. H. Lee,
l. s.l Clerk.
State of Illinois, j
County of Franklin.
I, G. B. Shaw, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County and State, do
hereby certify that an instrument of which the foregoing is a
true copy was filed for record in my office on the 27th day of
June, 1894, and that the same is recorded in said office in
Volume A Miscellaneous Records at page 469.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 11th day of July, 1894.
G. B. Shaw,
[l. s.] Circuit Clerk.
State of Illinois, )
County of Massac. (
fc/
I, S. Bartlett Kerr, Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County and State do
hereby certify that an instrument of which the foregoing is a
true copy was filed for record in my office on the 27th day of
June, 1894, and that the same is recorded in said office in
428
Volume B of Appointment of Trustees at pages 189, 190 and
191.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court this 11th day of July 1894.
S. Bartlett Kerr,
Circuit Clerk and Ex Officio
Recorder of Massac Co. 111.
State of Illinois, )
Countv of Williamson. \ ss*
9J
I, H. C. Jones. Clerk of the Circuit Court and ex officio
Recorder of Deeds within and for said County and State, do
hereby certify that an instrument of which the foregoing is a
true copy was filed for record in mv office on the 27th day of
June, 1894, and that the same is recorded in said office in
Volume H of Mortgages, at page 345.
In witness whereof, I have hereto set my hand and affixed
the seal of said Court, this 18th day of July, 1894.
^ H. C. Jones,
[l. s.] Recorder.
United States of America, ) 0|lice of Secretary.
State ol Illinois. \ J
I. William H. Hinrichsen, Secretary of State of Illinois, do
hereby certify that the foregoing resolution of the St. Louis
Alton & Terre Haute Rail Road Company was filed for record
in the office of the Secretarv of the State of Illinois, on the
2d day of July, A. D. 1894, at .12 o'clock M., and duly recorded
in Book No 10 of Railroad Records, at page 397.
In witness whereof, I hereto set my hand and affix the
Great Seal of State, at the city of Springfield, this 2d day of
Julv, A. D. 1894.
*/ J
W. H. Hinrichsen,
[l. s.] Secretary of State.
429
FIRST MORTGAGE.
The St. Louis, Alton and Terre Haute Railroad Company
to
The State Trust Company, Trustee.
This Indenture made this second day of July, in the year
one thousand eight hundred and ninety-four between The St.
Louis, Alton and Terre Haute Railroad Company (herein¬
after called the Company), a corporation of the State of
Illinois, in the United States of America, party of the first
part, and The State Trust* Company (hereinafter called the
Trustee), a corporation of the State of New York, in the said
United States, party of the second part,
HSlittiessetE : Whereas, The Company is a railway
corporation duly organized and incorporated under and by an
act of the General Assembly of the State of Illinois, approved
the 18th day of February, 1861, and entitled, "An Act to
perfect the title of the purchasers of the Terre Haute, Alton
and St. Louis Railroad, and to enable such purchasers, when
the road is sold, to form a corporation, and defining the rights
and duties of such corporation," and certain other laws of the
State of Illinois applicable thereto ; and
Whereas, On or about the first day of October, 1866, the
Belleville and Southern Illinois Railroad Company, a railway
corporation duly incorporated under the laws of the State
of Illinois, executed and delivered to and with the Company,
a certain indenture of lease bearing date the said first day
of October, 1866, in and by which indenture the Belle¬
ville and Southern Illinois Railroad Company duly leased to
the Company for the period of nine hundred and ninety-nine
years from said first day of October, 1866, the railroad
of the Belleville and Southern Illinois Railroad Company,
running from Belleville to DuQuoin in the State of Illinois, to-
*430
gether with the right of way, stations, structures, and all real or
personal property m any manner connected with the said road,
and all the appurtenances thereto as in the said indenture of
lease specified, upon certain conditions and covenants as to
rental and otherwise as in the said indenture of lease mentioned,
reference being hereby had to the said indenture, and also to
the two indentures of agreement next hereinafter mentioned ;
and whereas, thereafter and on or about the tenth day of el une,
1882, a further indenture agreement was made between the
Company and the Belleville and Southern Illinois Railroad
Company, bearing date the said 10th day of June, 1882, mod¬
ifying the said lease of the first day of October, 1866 ; and
whereas, thereafter and on or about the 10th day of Decem¬
ber, 1886, a further indenture of agreement was made between
the Company and the Bellevile and Southern Illinois Railroad
Company, bearing date the said 10th day of December, 1886,
further modifying the ,said lease of the first day of October,
1866 ; and whereas, thereafter the said lease of the first dav of
7 J LS
October, 1866, was duly recorded in the office of the recorder
of deeds of each and every of the counties in which the said
railroad of the Belleville and Southern Illinois Railroad Com¬
pany was and is situated, as follows : In the County of
St. Clair, on the thirtieth day of June, 1894, in Book 234 of
Records at page 118, in the County of Randolph, on the
twenty-ninth day of June, 1S94, in Volume 41 of Miscellaneous
Records at page 302, and in the County of Perrv, on the
twenty-ninth day of June, 1894, in Volume 16 of Miscellaneous
Records at page 418 ; and whereas, the said agreement of the
10th day of June, 1882, was duly recorded in the office of the
recorder of deeds of each of said counties, as follows : In the
County of St. Clair, on the thirtieth day of June, 1894, in
Book 234 of Records at page 127, in the County of Randolph,
on the twenty-ninth day of June, 1894, in Volume 41 of Mis¬
cellaneous Records at page 312, and in the County of Perry,
on the 29th day of June, 1894, in Volume 16 of Miscellaneous
Records at page 428 ; and whereas, the said agreement of the
10th day of December, 1886, was duly recorded in the office of
the recorder of deeds of each of said counties, as follows : In
the County of St. Clair, on the thirtieth day of June,
431
1894, in Book 234 of Records at page 131, in the County of
Randolph, on the twenty-ninth day of June, 1894, in Book
41 of Miscellaneous Records at page 316, and in the County of
Perry, on the twenty-ninth day of June, 1894, in Volume 16
of Miscellaneous Records at page 432; and
Whereas, On or about the first day of July, 1880, the
Belleville and Eldorado Railroad Company, a railway cor¬
poration duly incorporated under the laws of the State of
Illinois, executed and delivered to and with the Company a
certain indenture of lease bearing date the said first day of
July, 1880, in and by which indenture the Belleville and Eldo¬
rado Railroad Company duly leased to the Company for the
period of nine hundred and eighty-five years from the date of
the said lease the railroad of the Belleville and Eldorado Rail¬
road Company running from I)u Quoin to Eldorado in the
State of Illinois, together with the right of way, stations,
structures, and all real or personal property in any manner
connected with the said road and all the appurtenances thereto,
as in the said indenture of lease specified, upon certain con¬
ditions and covenants as to rental and otherwise as in the said
indenture of lease mentioned, reference being hereby had to
the said indenture ; and whereas, the said lease of the 1st day
of July, 1880, was duly recorded in the office of the recorder
a. ' ' *J
of deeds of each and every of the counties in which the said
railroad of the Belleville and Eldorado Railroad Company was
and is situated, as follows : In the County of Perry, on the
twenty-ninth day of June, 1894, in Volume 16 of Miscellaneous
Records at page 410, in the County of Franklin, on the twenty-
seventh dav of June, 1894, in Volume A of Miscellaneous
if ' ~
Records at page 464, and in the County of Saline, on the
twenty-eighth day of June, 1894, in Volume A of Miscellaneous
Records at page 41 ; and
Whereas, On or about the first day of June, 1883, the
Belleville and Carondelet Railroad Company, a railway
corporation duly incorporated under the laws of the State
of Illinois, executed and delivered to and with the Com¬
pany a certain indenture of lease bearing date the said
first day of June, 1883, in and by which indenture the
Belleville and Carondelet Railroad Company duly leased
482
to the Company for the period of nine hundred and eighty-
three years from the said first day of June, 1883, the railroad
of the Belleville and Carondelet Railroad Company running
from Belleville to Carondelet in the State of Illinois, to¬
gether with the right of way, stations, structures, and all real
or personal property in any manner connected with the said
road and all the appurtenances thereto as in the said indenture
of lease specified, upon certain conditions and covenants as to
rental and otherwise as in the said indenture of lease men¬
tioned, reference being hereby had to the said indenture and
also to the indenture of agreement next hereinafter mentioned;
and whereas, thereafter and on or about the eleventh dav of
July, 1884, a further indenture of agreement was made between
the Company and the Belleville and Carondelet Railroad Com¬
pany, bearing date the said eleventh day of July, 1884, modi¬
fying the said lease of the first day of June, 1883 ; and where¬
as, the said lease of the 1st day of June, 1883, was duly re¬
corded in the office of the recorder of deeds of each and ever?
of the counties in which the said railroad of the said Belleville
and Carondelet Railroad Company was and is situated, as
follows : In the County of St. Clair, on tfie thirtieth day of
June, 1894, in Book 234 of Records at page 135 ; and
whereas, the said agreement of the 11th day of July, 1884,
was duly recorded in the office of the recorder of deeds of
each of said counties, as follows : In the County of St. Clair,
on the thirtieth day of June, 1894, in Book 234 of Records at
page 142 ; and
Whereas, On or about the 1st day of December, 1886, the
Oarbondale and Shawneetown Railroad Company, a railroad
corporation duly incorporated under the laws of the State of
Illinois, executed and delivered to and with the St. Louis
Southern Railroad Company a certain indenture of lease or
agreement for the operation of the railroad of the said Car-
bondale and Shawneetown Railroad Company, bearing date
the 1st day of December, 1886, in and by which indenture the
Carbondale and Shawneetown Railroad Company duly leased to
the St. Louis Southern Railroad Company, and agreed to and
with the said St. Louis Southern Railroad Company, for the
operation for the period of nine hundred and eighty years from
433
the said first day of December, 1886, of the railroad of the
Carbondale and Shawneetown Railroad Company running from
Carbondale to Marion, in the State of Illinois ; and whereas,
the said lease of the 1st day of December, 1886, was dulv re
corded in the office of the recorder of deeds of each and every
of the counties in which the said railroad of the Carbondale
and Shawneetown Railroad Company was and is situated, as
follows : In the County of Jackson, on the twenty-eighth day
of June, 1894:, in Volume F of Miscellaneous Records at page
75, and in the County of Williamson, on the twenty-seventh
day of June, 1894:, in Volume H of Mortgages at page 332 ;
and
Whereas, On or about the first day of December, 1886, the
St. Louis Southern Railroad Company, a railway corporation
duly incorporated under the laws of the State of Illinois, ex¬
ecuted and delivered to „ and with the Company a certain in
denture of lease or agreement for the operation of the railroad
of the St. Louis Southern Railroad Company, bearing date the
said first day of December, 1886, in and by which in¬
denture the St. Louis Southern Railroad Company
duly leased to the Company, and agreed to and1 with the
Company for its operation, for the period of nine hundred
and eight}' years from the said first day of December, 1886,
the railroad of the St. Louis Southern Railroad Company,
running from Pinckneyville, a point on the line of the said
Belleville and Southern Illinois Railroad Company, to Murphy s-
boro, in the State of Illinois, and also the said railroad of the
Carbondale and Shawneetown Railroad Company, running from
Carbondale to Marion, in the State of Illinois, theretofore
leased as aforesaid to the St. Louis Southern Railroad Com¬
pany by the Carbondale and Shawneetown Railroad Company,
for the term of nine hundred and eighty years from the first
day of December, 1886, by indenture of lease, bearing date on
that day, to which reference is hereby made, and at that
time in the possession of the St. Louis Southern Railroad
Company ; and, whereas, the said agreement of lease or
operation included together with the said railroad all
rolling stock and other property of the St. Louis Southern
Railroad Company, real, personal or mixed ; and whereas,
434
the said agreement of operation and lease so made between
the St. Louis Southern Railroad Company and the Company
contains certain provisions as to payments of rental, or in the
nature of rental and otherwise, as in the said agreement of lease
and operation is provided, reference being hereby had thereto,
and whereas, the said last mentioned lease of the 1st dav of
December, 1886, was duly recorded in the office of the re¬
corder of deeds of each and every of the counties in which
the said railroad of the St. Louis Southern Railroad
Company was and is situated, as follows : In the County of
Perry, on the twenty-ninth day of June, 1894, in Volume 16
of Miscellaneous Records at page 395, and in the County of
Jackson, on the twenty eighth day of «lune, 1894, in Volume
F of Miscellaneous Records at page 80 ; and
Whereas, on or about the first day of March, 1888,
the Chicago, St. Louis and Paducah Railway Company,
a railway corporation duly incorporated under the laws
of the State of Illinois, executed and delivered to and
with the Company a certain indenture of lease or agreement
for the operation of the railroad of the Chicago, St. Louis and
Paducah Railway Company, bearing date the said first day of
March, 1888, in and by which indenture the Chicago, St.
Louis and Paducah Railway Company duly leased to the
Company or agreed to and with the Company for its operation
for the period of nine hundred and seventy-eight years from
the said first dav of March, 1888, the railroad of the Chicago,
7 7 o *
St. Louis and Paducah Railway Company, running from
Marion to Brooklyn, in the State of Illinois, the said Brooklyn
being situate upon the Ohio river, opposite Paducah, Kentucky ,
together with the right of way, structures, stations, rolling
stock, ferryboat and transfer facilities for crossing the Ohio
river between Brooklyn and Paducah, and all property, real,
personal or mixed, in any manner connected with the said
road, and all the appurtenances thereto, as in the said indenture
of lease or agreement specified, upon certain conditions and
covenants as to rental and otherwise as in the said indenture of
lease or agreement mentioned, reference being hereby had to the
said indenture ; and whereas, the said lease or agreement of the
1st day of March, 1888, was duly recorded in the office of the
4:35
recorder of deeds of each and every of the counties in which the
said railroad of the Chicago, St. Louis and Paducah Railway
Company was and is situated, as follows: In the County of
Williamson, on the twenty-seventh day of June, 1894, in
Volume H of Mortgages at page 336, in the County of John¬
son, on the twenty-seventh day of June, 1894, in Volume 1ST of
Mortgages at page 549, and in the County of Massac, on the
twenty-seventh day of June, 1894, in Volume B of Appoint¬
ment of Trustees at page 181 ; and
Whekeas, The Company under each and every of the leases
and agreements for operation hereinbefore mentioned, made by,
with or to the Company, and at or about the respective dates
of the said leases and agreements entered respectively into pos¬
session of the said several railroads and properties therewith
respectively connected, and has since remained and now re¬
mains in the possession under the said several leases and agree¬
ments of the said several railroads and properties therewith
connected and is now maintaining and operating the same ;
and,
ii ere as, The* Company has contracted debts for thej3urposes
of completing, furnishing, improving and operating its rail¬
road within the State of Illinois, and now desires to secure the
payment of its debt contracted for such purposes ; and
Whereas, The Company has incurred indebtedness for con¬
structing, completing, improving and maintaining its lines of
railroads and desires to borrow such sums of money as may
be necessary for the funding of its said indebtedness and to
pay for so constructing, completing, improving and maintain¬
ing its lines of railroads ; and
Whereas, The Company proposes to execute and deliver its
first mortgage bonds bearing even date herewith for the sums
of money borrowed or to be borrowed for the purposes afore¬
said, and also to fund its indebtedness aforesaid ; and
Whereas, The total amount of all of the said bonds is to be
the sum of two million five hundred thousand dollars ; and
Whereas, The said bonds, omitting the numbers and sig¬
natures thereof, are substantially of the form and tenor fol.
lowing, namely :
436
[.Form of Bond.
No. $1,000.
UNITED STATES OF AMERICA,
STATE OF ILLINOIS.
ST. LOUIS, ALTON AND TERRE HAUTE RAILROAD COMPANY.
FIRST MORTGAGE AND TERMINAL TWENTY-YEAR GOLD
BOND.
The St. Louis, Alton and Terre Haute Railroad Company,
a corporation of the State of Illinois {hereinafter called the
Railroad Company), hereby acknowledges that it is indebted to
the bearer or the registered holder hereof in the sum oj: one
thousand dollars, which sum. it will pay in gold coin of the
United States of America of the present standard of weight
and fineness on the first day of June, one tho usand nine h un¬
dred and fourteen, in the City of New York, with interest
thereon, semi annually, at the rate of five pep centum per annum,
payable in the City of New York on the first days of June and
December in each year upon the presentation and delivery of
coupons annexed as they respectively become due.
This is one of the series of First Mortgage and Terminal
Twenty-year Gold Bonds of the Railroad Company, being twenty -
fixe ' hundred in number, each of the said bonds being for one
thousand dollars, and of like tenor with this bond, arid the entire
amount of the said bonds being two million fim hundred thous¬
and dollars. All of the said bonds are without pref erence
secured by a deed of trust or first mortgage dated the second
day of July, one thousand eight hundred and ninety four, exe¬
cuted by the Railroad Company to and with The State Trust
Company of the City of New Fork {hereinafter called the
Trustee), of all of the railway lines of the said Company, ex¬
tending f rom East St. Louis to Belleville, in the State of Illinois,
end of the terminals, yards, roadbed, tracks, shops and appurten¬
ances constructed, or to be constructed' in connection therewith,
situate at East St. Louis and elsewhere in Illinois,, and. of alt the
437
engines, coaches, mrs other equipment belonging to the Rail¬
road Company, % which mortgage or deed of trust are also
mortgaged and pledged all leasehold interests owned, by the Rail¬
road Company in the Belleville and Southern Illinois Rail¬
road, the Belleville and Carondelet Railroad, the Belleville
and Eldorado Railroad, the St. Louis Southern Railroad and
the Chicago, St. Louis and Paducah Railway.
This bond is not to be valid or in any vniy operative unless
authenticated by the certificate endorsed hereon by the Trustee.
This bond is transferable by delivery, or it may be registered
upon the boohs of the Railroad Company and be thereafter
transferable, until the transfer shall be to bearer, only by the reg¬
istered holder or his attorney upon the said boôhs with endorse¬
ment written by the treasurer or transfer agent of the Railroad
Company. Such transfer to bearer will restore transferability
by delivery subject to successive registrations at the will of the
holder. If the holder desire, he may sever and deliver for can¬
cellation all the coupons remaining upon any registered bonds,
and thereafter interest shall be paid only to the registered holder
or his attorney. é
This bond is subject to all the provisions, and its holder is en¬
titled to all the benefits and subject to all the conditions set out in
the said deed of trust.
This bond is redeemable by the Railroad Company at its
pleasure, provided that one yeaCs notice of the intention so to
redeem shall be given by the Railroad Company in the manner
prescribed in the said deed of trust, and upo7i the payment by
the Railroad Company to the said holder of all accrued interest
upon the said bond, and of the sum of one hundred and five
dollars for every one hundred dollars of principal represented
hereby.
In witness whereof the said The St. Louis, Alton and Terre
Haute Railroad Company has caused its corporate seal to be
hereto affixed, and these presents to be signed by its president
and attested by its secretary this second day of July, in the year
of our Lord one thousand eight hundred and ninety-four.
438
And Whereas, Each of the coupons annexed to each of the
said bonds, excepting the serial number and the month and
year of payment thereof, and the signature of the treasurer
of the Company, which may be engraved thereon, is substan¬
tially of the form and tenor following, to wit :
\ Form of Coupon. \
$<25.
On the first day of The St. Louis,
Alton and Terre Haute Railroad Company will pay to the
bearer hereof at its financial agency, in the City of New Tori,
Twenty-five dollars in gold coin of the United States, of the
present standard of weight and fineness, being six months' inter¬
est on its First Mortgage and Terminal Twenty-year Gold
Bond.
Treasurer.
And Whereas, It has been agreed that^or additional proof
of the authenticity of the said bonds secured hereby, each of
them before it shall become obligatory against the Company
shall have endorsed upon it a certificate by the Trustee in the
following form, which, omitting only the signature of the sign¬
ing officer of the Trustee, is as follows :
©
! Form of Certificated
It is hereby certified that this bond is one of the series of bonds
referred to in the mortgage within mentioned, and the holder is
entitled to the benefit of the trust thereby created.
The State Trust Company,
Trustee.
By
439
And ' hereas, The Company proposes and has promised, in
pursuance of the terms of the said bonds, to secure the pay¬
ment of the principal and interest of all of them equally and
without any preference or priority of one over the other by a
first mortgage of its terminals at East St. Louis, and of its
railroad between East St. Louis and Belleville, and of
the equipment owned and operated thereon and by the
pledge of the leases and leasehold and contract rights which
the Company holds and owns of and in the railroads of the said,
the Belleville and Southern Illinois Railroad Company, the
Belleville and Eldorado Railroad Company, the Belleville and
( arondelet Railroad Company, the Carbondale and Shawnee-
town Railroad Company, the St. Louis Southern Railroad
Company, and the Chicago, St. Louis and Paducah Railway
Company ; and
Whereas, The holders of more than two-thirds in
amount of the capital stock of the company and also
the Board of Directors of the Company have concurred in the
creation of the debt secured by this mortgage and in the execu¬
tion of this mortgage ; and such concurrence of the holders of
more than two-thirds in amount of the capital stock of this
Company has been made manifest by their votes upon the pas¬
sage of an appropriate resolution authorizing the issuance of
the said bonds and the execution of this mortgage at a special
meeting of the stockholders of this Company, fixed to be held
and held at the office of the Company in the City of St. Louis,
on the 26th day of June, one thousand eight hundred and
ninety-four, called by the directors thereof for such purpose,
after such directors had given notice of such meeting by caus¬
ing written or printed notice thereof to be either personally
served upon or duly mailed, postage prepaid, to all the stock¬
holders whose names and addresses were known to the directors
at least sixty d§tys before the time fixed as aforesaid for such
meeting, which said notices stated the time and place of such
meeting and the purpose tnere^f and the amount of the pro¬
posed indebtedness ; and whereas, the said directors caused the
said notices to be inserted in a newspaper published in each
county through which the railroad of the Company ran at
least sixtv days prior to the said day appointed for such meet-
440
ing ; and whereas, the resolution authorizing the creation of such
indebtedness and the execution of this mortgage to secure the
same, together with the result of the vote thereon, have been
recorded in the office of the Recorder of Deeds of each county
through which the said road runs, and also in the office of the
Secretary of State of the State of Illinois ;
Now, therefore, in consideration of the premises and of
one dollar by the Trustee to the Company paid, the receipt
whereof is hereby acknowledged, the Company hereby gives,
grants, bargains, sells, conveys, assigns, transfers and sets over
to the Trustee and its successor or successors in the trust,
First : All of the railroad of the Company in East St. Louis
and running from East St. Louis to Belleville in the State of
Illinois, and all the lands (including, and it is intended to in¬
clude, the terminals and stations of the Company at East St.
Louis, hereinafter more particularly described, and all the
yards and depot grounds of the Company at Belleville, and all
other lands now owned by the Company in the State of Illinois),
rights of way, railways, lines of telegraph and telephone, their
equipment, appurtenances and accessories of every description,
warehouses, depots, stations, shops, and structures of every kind
whatsoever appurtenant to the said railroad or used with or in
connection therewith ";
Secondly : The terminals and station of the Compan}^ at
East St. Louis, more particularly described as follows :
All that certain tract, piece or parcel of land situated in the
City of East St. Louis, County of St. Clair, State of Illinois,
known as " Front Street Yard," more particularly bounded
and described as follows : Beginning at a point on the east
line of Front street and 470 feet south of the northwest corner
of Block 6, " Ferry Division," thence eastwarclly and parallel
with the south line of Bogy street produced to the center of
Cahokia Creek channel, thence southwardly along the center
ine of said creek channel to a point opposite the point of land
between said creek and the old channel of the Mississippi river >
thence southwardly to a point on the east shore of the said
river channel 500 feet south of and at right angle to the north
441
line oi Pratte street produced eastwardly, thence in a north
westwardly direction to a point on the north line of Pratte
street produced eastwardly 1,500 feet from Front street, or
the southwest corner of Block 7, " Ferry Division," thence
westwardly and along the north line of said Pratte street to
the northeast corner of Front and Pratte streets, thence north¬
wardly along the east line of Front street 400 feet to the place
of beginning ; the above described real estate being a part of
the tract of land as purchased from the Wiggins Ferry Com¬
pany, and as recorded in the Recorder's Office of St. Clair
County, Illinois, on October 4th, 1865, in Book M. 4, page
224 ; for a more particular description of said tract, piece or
parcel, reference being hereby made to a plat attached hereto
for the purpose of illustration, on which are defined in red
coloring the boundary lines of the said tract, piece or parcel, cor¬
ners being designated by the letters u A," "B," " C " and " D."
Also, all that certain tract, piece or parcel of land situated in
the City of East St. Louis, County of St. Clair, State of Illinois,
known as "Cahokia Creek Yard,' ' and more particularly bounded
and described as follows: Beginning at a point on the east shore
of the old channel of the Mississippi river five hundred feet
south of, and at right angle to the north line of Pratte street,
produced eastwardly, thence northwardly to a point in the
centre of Cahokia Creek channel, and opposite the point of land
between said Creek and the old channel of the Mississippi
river, thence northwardly along the centre line of said creek
channel to the Cleveland, Cincinnati, Chicago and St. Louis Rail¬
road track (formerly the Indianapolis and St. Louis Railroad)
thence northeastwardly and parallel with the said railroad
track to the intersection with the main line of the St. Louis,
Alton and Terre Haute Railroad, thence eastwardly to the west
boundary line of City Block 7, thence southwardly along the
west boundary of City Blocks Nos. 7,10| and "Neree Vallee's
Subdivision," thence southwestwardly and diagonally through
lots 5 and 6, City Block No. 29, the southeast line of lots 4 and 7,
City Block No. 20, diagonally through lot 3, the southeast line of
_ot 8, City Block No. 19, diagonally through lots 2 and 9, City
Block No. 10 to the northeast line of Market street thence
442
northwestwardly along the north line of said street, to the east
shore of the old channel of the Mississippi river, the place of
beginning ; for a more particular description reference being
hereby made to a plat attached hereto, for the purpose of illus¬
tration, on which plat is defined in red coloring the boundary
of the above described real estate, corners being designated
by the letters UA," "B," UC" and "D."
Also, all that certain tract, piece or parcel of land situated
in and adjoining the City of East St Louis, County of St.
Clair, State of Illinois, known as the " Outside or Lumber
Yard," more particularly bounded and described as follows :
Beginning at a point on the east boundary line of right of way
of the Illinois and St. Louis Railroad and the old centre line
of Cahokia Creek ; thence southeastwardly along the old
centre line of said creek, approximately 2,120 feet; thence
southeastwardly to a point on the west boundary line of right
of way of the St, Louis, Alton and Terre Haute Railroad ;
thence east wardly 100 feet to the east boundary line of said
Railroad ; thence north westwardly and along said east bound¬
ary line to the intersection with that of the east boundary line
of right of way of the Illinois and St. LotRs Railroad ; thence
south westwardly and along the east boundary line of said
Railroad to the place of beginning.
Also, all that certain tract, piece or parcel of land situated in
the City of East St. Louis, County of St. Clair, State of
Illinois, known as " Shop Grounds and Yards," more par¬
ticularly bounded and described as follows : Beginning at a
point on the east shore of the old channel of the Mississippi
River 500 feet south of and at right angle to the north line of
"Pratte street produced eastwardly ; thence southwardly along
the east shore of the said river channel to the north line of
Menard street ; thence southwardly to a point on the east
boundary line of the right of way of the East St. Louis and
Carondelet Railroad to its intersection with the west bound¬
ary line of the right of way of the St. Louis, Alton and Terre
Haute Railroad ; thence south westward 1 y on a curved line
along the east boundary of the right of way of the said East
St. Louis and Carondelet Railroad to the intersection with
that of the east boundary line of the right of way of the
Cairo and St, Louis Railroad (now Mobile and Ohio Railroad),
443
thence along the east boundary line of said Railroad 152 feet ;
thence south 31° 30; east 160 feet ; thence south 45° east 380
m "
feet ; thence south 81° east 400 feet and 1 inch to the old centre
line of Cahokia Creek, more particularly described as the
northeast corner of a tract of land sold and conveyed by the
Wiggins Ferry Company to the St. Louis Bolt and Iron Com¬
pany by deed recorded June 25th, 1875, Book 135, Page 6, in
the Records of St. Clair County, I llinois ; thence northeast¬
wardly to a point on the south boundary line of the right
of way of the St. Louis, Alton and Terre Haute
Railroad ; thence southeastwardly and along the south
boundary line of said Railroad to the west boundary line
of right of way of the Illinois and St. Louis Railroad ;. thence
northwardly to the north boundary line of right of way of
the St. Louis, Alton and Tverre Haute Railroad, thence north¬
westwardly and along said north boundary line to the southwest
line of Block No. 2 u Piggott's Addition," thence n ort h-west¬
ward ly and along the southwest line of said block, to and along
the southwest line of block No. 1 of said addition, thence in the
same direction to and along the southwest line of City Block No.
1, thence northwardly to the northwest c'orner of Mfenard mid
Main streets, thence northeastwardly and along the west line
w
of Main street to the southeast corner of Lot No. 1, City
Block No. 9, thence northwardly and diagonally through said
lot to the north line of Market street, thence west wardly and
along the north line of said street to the place of beginning ;
for a more particular description, reference being hereby
made to a plat attached hereto, for the purpose of illustration,
on which is defined in red coloring the boundary line of the
said tract, piece or parcel.
Also all that certain tract, piece, or parcel of land, situate in
the City of East St. Louis, County of St. Clair, State of Illinois,
known as the u St. Louis Bolt and Iron Company's Tract,"
more particularly bounded and described as follows : "Begin¬
ning at a point on the old center line of Cahokia Creek, de¬
scribed as being the northeast corner of a tract of land, sold
and conveyed by the ' riggins Ferry Company to the St. Louis
Bolt and Iron Company, by deed recorded June 25th, 1875,
4M
I
book 135, page 6, in the records of St. Clair County, Illinois,
thence northeastwardly to a point on the south boundary line
of the right of way of the St. Louis, Alton and Terre Haute
Railroad, thence southeastwardly and along the south bound¬
ary line of said railroad to the west boundary line of the right
of way of the Illinois and St. Louis Railroad ; thence south-
westward ly along the west boundary line of said railroad to
the old center line of Cahokia Creek, thence northwestwardly
and along the old center line of said creek to the place of be¬
ginning, the said tract of land last above mentioned and
described being subject to a lease thereof, made on the first
day of August, 1872, for a term of ninety-nine (99) years to
the St. Louis Bolt and Iron Company, and described in said
lease as follows : All of that portion of survey 114, 115 and
116, lying south of the right of way of the St. Louis, Alton
and Terre Haute Railroad, and west of the right of way of
what is known as the Illinois and St. Louis Railroad.
Thirdly ; The lease and leasehold property of the Company
of and in, and all estate, interest and rights of the Company
in and to the railroad of the Belleville an I Southern Illinois
Railroad Company, as aforesaid, whether under the said indem
ture of lease of the first of October, 1866, or the said agreement
of the tenth of June, 1882, or the said agreement of the tenth
of December 1886, or otherwise, together with all possession
and right of possession thereunder ;
Fourthly : The lease and leasehold property of the Com¬
pany of and in, and all estate, interest and rights of the com¬
pany in and to, the railroad of the Belleville and Eldorado
Railroad Company, whether under the said lease of the first
day of July, 1880, as aforesaid, or otherwise, together with all
possession and right of possession thereunder ;
Fifthly : The lease and leasehold property of the Company
of and in, and all estate, interest and rights of the company in
and to, the railroad of the Belleville and Carondelet Railroad
Company whether under the said lease of the first of June,
1883, or the said agreement of eleventh of July, 1884,
445
or otherwise, together with all possession and right of posses¬
sion thereunder ;
Sixthly : The lease and leasehold property of the Company
and the contract and operating rights of the Company of and
in, and all estate, interest and rights of the Company in and
to, the railroad of the St. Louis Southern Railroad Company
aforesaid, and the railroad of the Carbondale and Shawnee-
town Railroad Company, whether under the said contract and
lease of operation of first of December, 1886, or under the said
lease made by the Carbondale and Shawneetown Railroad
Company to the St. Louis Southern Railroad Company, or
otherwise, together with all possession and right of possession
thereunder ;
Seventhly : The lease and leasehold property of the Com¬
pany of and in, and all estate, interest and rights of the Com¬
pany in and to, the railroad of the Chicago, St. Louis and
Paducah Railway Company, whether under the said inden¬
ture of lease of the first day of March, 1888, or otherwise, to¬
gether with all right of possession and possession thereunder ;
And also all property, rights, possession, and right and
claim of possession, claims and privileges of every na¬
ture whatsoever, now or heretofore possessed or claimed, or
which shall be hereafter possessed or claimed by the Company
under or by virtue of the said leases and contracts made as
*/
aforesaid between the Company and the said the Belleville and
Southern Illinois Railroad Company, the Belleville and Eldorado
Railroad Company, the Belleville and Carondelet Railroad Com¬
pany, the St. Louis Southern Railroad Company, and the
Chicago, St. Louis and Paducah Railway Company, and
each and every of them, and under or by virtue of the said
lease made by the Carbondale and ShaAvneetown Railroad
Company to the St. Louis Southern Railroad Company,
and also all locomotives, passenger, freight and other
cars, rolling-stock, rails, fastenings, ties, tools, carts,
animals and raihvay machinery, material and propertv of
everv kind now used or destined to be used, or which shall be
4*6
used or destined to be used in the construction, maintenance or
operation of any of the railroads, lines of railway, telegraph or
telephone, or other railroad property hereinbefore described ;
and also every franchise and right of the Company to construct,
maintain or operate any of the said railroads, or telegraph or
telephone lines hereinbefore mentioned,—
To have and to hold the same (all of the said property, real,
personal and mixed, hereinbefore mentioned and hereby mort¬
gaged taken together being hereinafter referred to as the
railroad, terminal and railroad leasehold properties hereby
mortgaged) to the Trustee, its successor or successors, and its
or their assigns forever,—but subject to the conditions and pro¬
visions hereinafter contained.
And the Company hereby covenants and agrees to and with
the Trustee and its successors and assigns and each of them and
to and with each and every person or persons, corporation or
corporations, who may at any time own or hold the said bonds
secured or intended to be secured hereby, or any of them, or
who ma}7 have any interest therein, thatii, the Company, is, at
the time of executing these presents, the lawful owner of the
railroad, terminal and railroad leasehold properties hereby
mortgaged, and has full power and authority to grant, convey,
assign and transfer the same as aforesaid, and that the railroad,
terminal and railroad leasehold properties hereby mortgaged
are free and unencumbered of any claim or other grant, assign¬
ment, pledge, lien or claim whatsoever, except as herein¬
before mentioned ; and that the Company, its successors
and assigns, shall from time to time upon the request of
the Trustee, its successors or assigns, execute and deliver
any and every other deed, assignment, covenant, contract
or other instrument which shall, in the opinion of the
Trustee, its successors or assigns, be necessary or proper to
assure, improve or confirm the title hereby conveyed or in¬
tended so to be, and that the Company will warrant and for¬
ever defend to the Trustee, its successors and assigns, the rail¬
road, terminal and railroad leasehold properties hereby
mortgaged or intended so to be against the Company and
against every other corporation and person whatsoever claim¬
ing or to claim the same.
447
Provided, however, and it is expressly understood that
these presents are upon and with the further trusts, uses,
purposes, conditions and covenants, that is to say :
First : The Company hereby covenants with the Trustee,
its successors and assigns, that the Company will
punctually pay to the owners or holders of all the bonds secured
hereby the interest thereon, when and as the same shall be¬
come due and payable according to the terms and conditions of
the said bonds and in this indenture set forth, and will also,
when the principal of the said bonds shall, according to the
terms thereof or of this instrument, become due and payable,
whether at or before maturity, fully pay the same ; and that
every such payment of interest or principal shall be made with¬
out any deduction therefrom for any tax or taxes which may
be required to be paid or deducted therefrom, all of which tax
and taxes the ( ompany hereby agrees to pay and fully dis¬
charge.
Second : The Company shall have the right before maturity,
anything hereinbefore contained to the contrary notwith¬
standing, to redeem and pay the bonds secured* hereby.
such redemption to be made by payment by the Company
to the holder or holders of said bonds so to be redeemed of all
accrued interest thereon and of the sum of One hundred and
five dollars for every One hundred dollars of principal repre¬
sented thereby. In case the Company shall desire to redeem
the said bonds, it shall publish a notice of its intention to make
such redemption in two daily newspapers in the City of New
York of good circulation among financial institutions and
persons, once in each calendar month for the period of one
year immediately preceding the time fixed in said notice for
such redemption. The said notice shall designate the time
when they are so to be paid, which time shall be upon one of
the days fixed in the said bonds for the payment of interest
thereon. Interest upon said bonds shall cease upon the day
fixed for such redemption.
Third : All of the bonds secured hereby shall be equally
secured without regard to the time or times when the
448
said bonds or any of them shall have been actually issued, or
to any other matter, and without any discrimination or pref¬
erence whatever in favor of any one over another.
Fourth : The Trustee, its successors or assigns, may at any
time and without reference to, or effect upon, the operation
hereof as to property not released, but subject to the limita¬
tions and restrictions hereinafter prescribed, release in writing
from the operation and effect of this mortgage any premises,
or property other than any lease or leasehold property herein¬
before specifically mentioned, which shall have ceased at the
time of such release to be required for the railroad purposes of
the Company, and which shall be in good faith sold or exchanged
by the Company, its successors or assigns: but the property
taken in exchange, if such there be, shall immediately upon
its acquisition by the Company, its successors or assigns, be
come subject to this mortgage with like effect as if the same
had been originally included herein, and the Company, its
successors or assigns, shall forthwith upon the acquisition of
any such property , execute and deliver such instrument or in¬
struments of conveyance, assignment, mortgage or pledge, or
otherwise, as shall plainly show, establish and confirm the in¬
clusion of such property taken in exchange within this mort¬
gage and pledge and its subjection to the effect and operation
hereof. In the case of property released as aforesaid by the
Trustee, its net proceeds may, if the same shall be sold for
cash, be applied, with the express assent in writing of the
Trustee, to any purpose which in the opinion of the Trustee will
benefit the remaining property hereby mortgaged, or, if not
so applied, then such proceeds shall be paid to the Trustee to
be by it from time to time invested or reinvested, and as so in¬
vested or reinvested to be by the Trustee held as security for
the payment of the principal and interest of the bonds hereby
secured. In case in any one calendar year it be proposed
to so release any portion of the property covered by the lien
of tnese presents and the consideration for which such portion
is to be sold, or the valuation at which the same is to be
exchanged, shall exceed an aggregate sum of Ten thousand
449
dollars, then, before executing any such release of such
portion, the Trustee may select and employ at the expense
of the Company some person deemed by the Trustee fully
competent to pass upon such matters, and procure from
him his written opinion, verified before a notary public, as
to whether the property so proposed to be released shall
have ceased to be required for the railroad purposes of the
Company, as to whether, in case of a proposed exchange of
the property, the property to be received by the Company
can be held by it as advantageously for the purpose of
maintaining and operating its railroad, terminal and railroad
leasehold properties as the property to be given by it in
exchange therefor, and as to wrhether such railroad, termi¬
nal and railroad leasehold properties can be maintained and
operated by the Company with equal efficiency and economy
without as with the portion of such property so proposed to be
"sold or exchanged by it ; and the Trustee shall not so release
any such portion of such property unless the person so selected
by it shall in his written opinion state that the property
so proposed to be released has ceased to be required for
the railroad purposes of the Company, that, in case
of a proposed exchange of property, the property
to be received by the Company can be held by it
as advantageously for the purpose of maintaining and opera¬
ting its railroad, terminal and railroad leasehold properties as
the property to be given by it in exchange therefor, and that
Such railroad, terminal and railroad leasehold properties can
be maintained and operated with equal efficiency and economy
without the property so proposed to be sold or exchanged by
it as with the same, or in case the person so selected do not
give his opinion as aforesaid, unless the Trustee be satisfied
of the existence of the facts hereinbefore provided to be stated
in such opinion.
Fifth : The Company shall and will pay all taxes and
assessments lawfully levied or assessed upon the premises
hereby mortgaged or intended so to be, or any part thereof,
450
when the same shall become due, and will not suffer any
mechanics', laborers', statutory or other lien whatsoever which
it may be possible to create upon any part of the property
hereby mortgaged or intended so to be, and which can be held
to be prior to the lien of these presents, and will not suffer any
matter or thing whatsoever whereby the lien hereof can be im¬
paired.
Sixth : The Company shall and will make all payments and
fully perform all the obligations imposed upon it by each and
every of the leases and contracts made to and with it severally
as aforesaid by the Belleville and Southern Illinois Railroad
Company, the Belleville and Eldorado Railroad Company, the
Belleville and Carondelet Railroad Company, the St. Louis
Southern Railroad Company, and the Chicago, St. Louis and
Paducah Railway Company ; and will neither do nor suffer any¬
thing whereby any of the rights of the Company under the
said leases or contracts or leasehold or contract or other in¬
terests and property, or any of them, hereby mortgaged to
the Trustee, shall be impaired or in any wat injuriously affect¬
ed ; provided, however, that nothing in this article contained
shall be deemed to excuse any failure, omission or delay on the
part of the Company to punctually and fully pay the principal
and interest of the bonds secured hereby as they shall severally
become due. In case the Company shall make any default in
the payment of rental due under any of the leases made to
or owned by the Company and hereinbefore mortgaged and
pledged, then the Trustee may, if so advised, and unless and
until objection to such payment shall be made in writing by
the holders of more than one-half of the bonds secured hereby
and then outstanding, and without impairment of or preju¬
dice to any of its rights under this indenture by reason
of such default, itself pay the rental so in default and shall
have a lien upon the mortgaged premises and the proceeds
thereof for its advances made and expenses incurred for that
purpose ; and the Trustee shall have all the rights and reme¬
dies of every sort whatsoever to secure repayment to itself of
451
such advances and expenses and with respect thereto as it has
to secure payment of its compensation as trustee or with re¬
spect thereto.
Seventh : Until default shall be made in the principal or in¬
terest of the bonds, or any of them, secured hereby, or of the
money secured thereby, or in the performance of any covenant
on the part of the Company herein contained, or in the per¬
formance of any matter or thing hereby required to be done,
observed, kept or performed by the Company, the Company
shall be suffered to possess, manage, operate and enjoy the
railroad, terminal and railroad leasehold properties hereby
mortgaged, with the appurtenances thereunto belonging, and
to receive and use the tolls, incomes, rents, issues and profits
thereof.
Eighth : In case any default shall be made in the payment
of the interest as provided in the said bonds or any of them,
or in case any other default shall be made by the Company in
fully keeping and performing the stipulations and provisions of
the said bonds and this mortgage, then in case any such default
shall continue for more than three months, the Trustee may,
during the continuance of any such default, and at or after the
expiration of said three months on the request in writing of
the holders of not less than one-half of the outstanding bonds
secured hereby, by notice in writing to the Company, declare
the principal sum secured by or mentioned in the said bonds,
and all of them, to be forthwith due and payable. And upon
the giving of such notice at or after the expiration of such
three months, such principal sum shall in such case become
due and payable, anything in the said bond or in this mort¬
gage to the contrary notwithstanding; and thereupon the
Trustee and the holders or owners of the said bonds shall
have all the rights and privileges which it and they would
respectively have upon the final maturity of the said bonds,
and without prejudice or diminution of any other right or
privilege secured to the Trustee or to any holder or owner of
any of the said bonds, by the said bonds or by this mortgage.
452
N iNTH : In case default shall be made in the payment of
any interest on any of the bonds secured hereby according to
the tenor thereof, or of the coupons thereto annexed, or in the
payment of the principal or any part thereof of the said bonds,
or any of them, whether such default in the payment of the
principal shall occur at the maturity of the said bonds or upon
the principal being declared to be due as aforesaid, or other¬
wise, or in case default shall be made by the Company in the
performance of any other condition or requirement of this
mortgage, or of the said bonds, or any of them, and if any such
default shall continue for three months after demand upon
the Company to make payment or otherwise perform the obli¬
gation or requirement as to which it shall be in default, such
demand to be made in writing by the holder or holders of
any of said bonds, or by the Trustee, in its discretion, then the
Company shall, upon demand in writing by the Trustee, (which
demand the Trustee may make in its own discretion and shall
make, if instructed so to do, by the holders of a majority in
amount of the bonds secured hereby and then outstanding)
forthwith surrender to the Trustee the# actual possession
of all and singular the railroad and terminals and appur¬
tenances thereto first and secondly above mortgaged, or in¬
tended so to be, and possession of all and singular the leases
and leasehold contracts, contracts and contract interests and the
premises leased or agreed to be operated thereunder thirdly,
fourthly, fifthly, sixthly and seventhly above mortgaged, or
intended so to be, and all ether property of every nature
and description whatsoever hereby mortgaged or pledged,
and shall execute and deliver to the Trustee such
instruments, conveyances, assignments and orders or
directions to subordinates and all such other papers as
shall be necessary or convenient to accomplish the actual sur¬
render to the Trustee of such actual possession ; and it shall be
lawful for the Trustee, forthwith upon such demand, to enter
into and upon, and to take possession of, and to operate and
manage, personally or by its agents or attorneys, all and
singular the railroad, terminal and railroad leasehold properties
hereby mortgaged or intended so to be, and the appurtenances
453
thereto, and the properties leased or as to which contracts were
made as aforesaid, under and pursuant to the terms of the re¬
spective leases thereof or contracts relating thereto hereinbefore
mentioned; and from time to time to make all needful repairs on
the said railroad terminals first and secondly hereinbefore
mortgaged, and all equipment, rolling stock and other prop¬
erty hereby mortgaged, and such alterations therein and
additions and improvements thereto as to each of them shall
seem wise, and for which the net income coming to the Trustee
shall be adequate to pay, and to operate and manage person¬
ally or by its agents or attorneys, and pursuant to the terms of
the said leases and contracts, as respectively applicable, the said
several leasehold properties, and to make under the said leases
therefor or thereon such payments for rental, maintenance,
operation and otherwise as to the Trustee, or its agents or
attorneys shall seem wise, and which net income coming to
the Trustee shall be adequate to pay ; and to receive the
tolls, rents, incomes, issues and profits of the proper¬
ties hereby mortgaged, or which shall come into the possession
of the Trustee, its agents or attorneys, as aforesaid, and out of
such tolls, rents, incomes, issues and profits to pay all the
proper costs, charges and expenses for so taking, holding, op¬
erating and managing the same, including the reasonable com¬
pensation of all agents, attorneys and counsel of the Trustee,
and all taxes, assessments, interest, rentals and other charges
prior to the lien of these presents, and all expenses of such
repairs, alterations, additions and improvements, and to apply
the remainder of the moneys so received by them as follows :
In case the principal moneys secured hereby or mentioned in
the bonds secured hereby shall not have become due, then to
the payment of the interest thereon in default in the order of
the maturity of the instalments of such interest ; but in case
the said principal moneys shall have become due, then first to
the payment of the interest in default in the order of the ma-
turitv of the instalments of such interest, and then to the
«/ 7
payment of the principal of said bonds.
Tenth : In case default shall be made in the payment either
of the interest or of the principal secured by or mentioned in
454
the said bonds secured hereby or any of them, whether such
.principal shall be due at the maturity of the said bonds or
earlier as therein or in this mortgage provided, and if any such
default shall continue for three months, then it shall be law¬
ful for the Trustee,its successors or assigns,with or without entry,
to sell all or any of the railroad, terminal and railroad leasehold
properties hereby mortgaged or any part thereof at public
auction at any suitable place within the State of Illinois, hav¬
ing first given such notice, if any, of such sale as shall be re¬
quired by law, and also notice by publication in a newspaper
puolished at the City of New York of good circulation there
among financial persons and institutions, and a newspaper pub¬
lished in the City of St. Louis of good circulation there among
financial persons and institutions, at least twice a week for
three months next preceding such sale ; and from time to time to
adjourn such sale or sales in its or their discretion, and in case
of any adjournment to make such sale without readvertising,
and upon any such sale, whether upon foreclosure or otherwise,
under the provisions of this mortgage to sell separately any of the
leases and contracts hereby mortgaged or pledged and the rights
of the Company thereunder also hereby morfgaged or pledged,or
any other part of the properties hereby mortgaged ; and upon
any such sale or sales to make and to deliver to the purchaser or
purchasers of the premises, estate, property, rights and fran¬
chise which shall be so sold good and sufficient deed or deeds,
assignment or assignments, transfer or transfers of the same,
which sale or sales shall be a perpetual bar both in law and in
equity against the Company, its successors and assigns and all
persons and corporations lawfully claiming or to claim by,
through or under it or them ; and upon the making of any such
sale the principal secured by or mentioned in the said bonds
secured hereby shall, unless already due, forthwith become due
and payable, anything in the said bonds or in these presents to
the contrary notwithstanding. Upon the making of any such sale
the Trustee shall apply the proceeds thereof as follows : First,
to the payment of the costs and expenses of such sale or sales,
including a reasonable compensation to the agents, attorneys
and counsel of the Trustee, its successors or assigns, and all
455
expenses, liabilities and advances, if any, made and incurred
by the Trustee, its successors or assigns, in managing, main¬
taining,operating or caring for the railroad terminal and railroad
leasehold properties hereby conveyed and assigned or intended
so to be, or any part thereof, and all taxes and assessments and
other charges whose lien may be prior to the lien of these
presents ; Secondly, to the payment of the whole amount of
the principal and interest secured by or mentioned in the bonds
secured hereby, which shall then be owing or unpaid, whether
the said principal by the tenor of the said bonds be then due
or yet to become due ; and in case of the insufficiency of such
proceeds to pay in full the whole amount of principal and
interest due and unpaid, then to pay such principal and inter¬
est ratably and without preference as between them ; and,
Thirdly, after payment in full of such interest and principal
to pay the remainder, if any, to the Company.
Eleventh : Upon any purchase or sale of any coupon or coup¬
ons attached to any of the bonds hereby secured, or upon any
advance or loan upon any of said coupons made on or after
the date of maturity of such particular coupon or coupons, the
coupon or coupons so purchased or sold, or so advanced or
loaned upon, shall not be deemed to be secured by, or otherwise
within any of the provisions of, this indenture, unless accom¬
panied by the bond or bonds to which the same originally be¬
longed, except after payment in full of the principal of the
bonds issued hereunder and secured hereby and of all of the
coupons not so purchased, sold or advanced upon.
Twelfth : In case of any default upon the part of the Com¬
pany, its successors or assigns, neither it nor they shall or will
set up, claim or seek to take any advantage of any exemption,
valuation, stay, extension, redemption, or other laws now exist¬
ing, or which may hereafter be passed, or which shall be opera¬
tive in the State of Illinois, in order to postpone, prevent or
hinder the enforcement or foreclosure of this mortgage, or
the absolute sale of the railroad terminal and railroad leasehold
properties hereby mortgaged and every part thereof, or the
final and absolute putting into possession thereof immediately
after such sale of the purchaser or purchasers thereat, or the
4*56
taking possession by the Trustee pursuant to the terms of this
mortgage; but the Company for itself, its successors and
assigns, hereby waives the benefit of any and every such law.
1 hibteenth : Upon any default upon the part of the Company
in performing the obligations imposed upon it by the said bonds
secured hereby or any of them, or by this mortgage, and upon
the filing by the Trustee of a bill in equity or other commence¬
ment by the Trustee of judicial proceedings to enforce the
rights of the trustee, or of the holder or owner of any of the
bonds secured hereby under these presents, the Trustee shall
be entitled to the appointment by any court of competent juris¬
diction of a receiver or receivers of the railroad, terminal and
railroad leasehold properties hereby mortgaged, and of the
earnings, income, rents, issues and profits thereof, pending
such proceedings, with such powers as the Court making such
appointment shall confer.
Fourteenth: In case of any sale, whether upon foreclosure or
otherwise, under the provisions of this mortgage, the Trustee,
if instructed so to do by holders of a majority in amount of the
bonds secured hereby and then outstanding, and not otherwise,
shall be entitled to bid at such sale, and shall also be entitled
in making payment of the purchase money bidden to apply to¬
wards the amount of such purchase money the amount, or
any part thereof, owing and unpaid upon the* principal or in¬
terest of the bonds secured hereby. If the Trustee shall pur¬
chase the property, or any part thereof, such purchase shall be
deemed to be for the equal benefit of all the owners of the
bonds secured hereby, in proportion to their ownership of
such bonds and the Trustee shall hold or dispose of the
property when so purchased by it as the owners or holders of
a majority of such bonds shall request.
«
Fifteenth : Except as the Trustee may, as herein pro¬
vided, be required to act or proceed by the holders of a
majority of the outstanding bonds secured hereby, the Trustee
may in its discretion resort to any appropriate proceedings, legal,
equitable or otherwise, which are in its judgment necessary or
expedient for the protection, maintenance, enforcement or satis-
457
faction of this mortgage, or of the bonds secured hereby, of
any of them, against, or with reference to, any property or
any kind which is, or may become, security for the payment
of the bonds secured hereby or the subject of the trust, and
may proceed in any other manner, whether by action at
law, or suit in equity, or otherwise, against the Company or
against any corporation or person, or otherwise, to collect and
recover for the owners and holders of the bonds secured here¬
by the principal and interest thereof in full according to their
tenor.
Sixteenth : Upon a reasonable indemnity being given or
tendered to the Trustee by the holders of a majority of the
bonds secured hereby and outstanding, against all expenses and
liabilities incurred or to be incurred by the Trustee in comply¬
ing with the requirements of such holders as hereinafter men¬
tioned, or by reason of such compliance, such majority holders
may, in writing (or by a series of writings to be treated as one
instrument), require the Trustee to exercise and perform any of
the powers or acts which heretofore it has been provided the
trustee may exercise or perform in any case of default in the
payment of the principal or interest of any of the said bonds
secured hereby, or in the performance or observance of any
condition, stipulation or requirement binding upon the com¬
pany and contained in any of the bonds secured hereby or in this
instrument, or upon a sale of the railroad, terminal and railroad
leasehold properties hereby mortgaged or any part of it.
Seventeenth : No holder or holders of any bond or bonds,
coupon or coupons secured hereby, shall have the right to
institute any suit, action, or proceeding at law or in equity for
the foreclosure of this indenture or the execution of the trusts
created hereby, or for the appointment of a receiver, or resort
to any other legal remedy under this indenture, without
first giving notice in writing to the Trustee of the fact that
such default has occurred and continued as hereinbefore pro¬
vided, nor unless the holders of at least twenty-five per cent,
in amount of the bonds hereby secured and then outstanding
shall have requested the Trustee in writing and have afforded
to the Trustee a reasonable opportunity to proceed to exercise
453
the powers herein created,, or to institute such action, suit or
proceeding in its own name, and such notification and request
are hereby declared to be conditions precedent to the execu¬
tion (except by the Trustee) of the powers and trusts of this
indenture, and to any action or execution for the foreclosure
hereof or appointment of a receiver, or any other remedy here¬
under upon such bonds or coupons or any of them.
Eighteenth : No delay by the Trustee or by any holder of
said bonds in the enforcement of any right or rights conferred
by said bonds or by this mortgage upon the Trustee or any
such holder or in the pursuit of any remedy or remedies given
by said bonds or by this mortgage upon any default upon the
part of the Company in the performance of any obliga¬
tions imposed by said bonds or by this mortgage, or in the
enforcement of such right, shall operate, or be construed to
operate, as a waiver by the Trustee or by any such holder of
such default. No waiver by the Trustee or by any holder of
the bonds secured hereby of any such default shall operate, or
be construed to operate, as a waiver by the Trustee or by any
such holder of any subsequent default by the Company in the
performance of any of said obligations, or as modify in g or in
any way impairing an v of said rights or remedies.
Nineteenth : The Trustee mav be removed from its
trust and all its powers hereunder by the vote of the
holders of a majority in amount of the bonds secured
hereby then outstanding, such vote to be given in person or
by proxy, specifying the nature of the vote, at a meet¬
ing of the bondholders to be called in the City of New
York or in the City of St. Louis by the holders of one-tenth of
the said bonds then outstanding upon a notice to be published
in a newspaper published in the City of New York and of good
circulation there among financial persons and institutions, and
in a newspaper published in the City of St. Louis of good
circulation there among financial persons and institutions, such
notice to be published twice a week for the six successive weeks
next preceding the date of the meeting. In the event of the
removal, neglect, refusal or incapacity to act of the Trustee a
successor to the Trustee in the trusts created hereby may be
459
appointed by the owners of a majority of the bonds secured
hereby then outstanding at the meeting at which the Trustee
hereunder theretofore being shall have been removed, or at any
other meeting called upon notice like the notice hereinbefore
provided. Or upon the application of the owners of one-tenth
in amount of the outstanding bonds secured hereby and upon
notice to the parties hereto, or their successors, and upon
notice by publication reasonably devised as far as is practicable
to reach the owners of a majority of such outstanding bonds,
a new trustee or new trustees may be appointed by any
court of competent jurisdiction sitting within the State of
Illinois. Every trustee hereinafter appointed hereunder
shall, unless such appointment shall be unlawful, be a
Trust Company, or other corporation, organized under the
laws of the State of New York, and authorized to execute
trusts, like the trusts herein conferred upon the trustee,
with a fully paid capital of- not less than one million dollars,
and a surplus of not less than live hundred thousand dollars.
If, upon the application for such appointment of a trustee in
the place of the party of the second part or any one of its suc¬
cessors, such a trust company or corporation shall be nomi¬
nated by the holders of a majority of such outstanding bonds,
such nominee shall be appointed the new trustee unless good
objection to such nominee be established. Each and every trus¬
tee who shall be appointed in place of the party of the second
part or of any successor or successors of the party of the second
part, shall have the same powers, and hold the trust property
upon the same trusts, and subject to the same conditions and
provisions as those hereby conferred upon, or prescribed with
reference to, the party of the second part. Such appointments
may be made successively from time to time during the con¬
tinuance of this trust as occasion may arise. Wherever in any
of the covenants or agreements of this instrument, after
the recital s, the trustee is mentioned, there shall be deemed to
be intended not only the party of the second part, but also every
corporation or the corporations and every person or the per¬
sons which or who shall at anv time be the trustee or trustees
hereunder. Upon the appointment of any trustee pursuant
to the provisions of this indenture, the trustee who shall
460
have preceded the trustee so appointed shall forthwith
deliver to the trustee so appointed , all of the trust
property in its or his possession, or under its or
his control, and all instruments and other papers
and memoranda relating to the trust, or the trust property,
and shall execute such deed or deeds, assignment or assign¬
ments, instrument or instruments, as may be proper or in any
way convenient for fully and completely transferring the prop¬
erty to the new trustee and vesting the new trustee with all
the powers originally conferred upon the party of the second
part, and as may be requested by the new trustee.
Twentieth : The Trustee shall receive from the Company
just and reasonable compensation for all its services hereunder,
including the certification of bonds secured hereby and every
other act and proceeding which in any case is permitted to, or
required of, the Trustee hereunder for the benefit of the hold¬
ers of the bonds secured hereby, and also to reimburse for nec¬
essary expenses incurred by reason of such services, acts or
proceedings.
Twenty-first : Neither the Trustee nor any successor in the
trusts hereby created, shall be deemed to incur any responsi¬
bility or liability whatever, except for the wilful and inten¬
tional breach by the Trustee or such successor respectively, of
the terms, conditions or provisions o this trust ; nor shall the
Trustee be bound to take any proceeding at law, in equity or
otherwise, for the protection of the holders of the bonds se¬
cured hereby, involving expenditure or liability for the pay¬
ment of money, unless, whenever and as the Trustee shall
reasonably require it, reasonable indemnity against such ex¬
penditure or liability, shall be furnished by the bond¬
holders asking such proceeding. No recourse shall be had for
redress under any of the obligations, covenants or agreements
of this mortgage, or the bonds secured hereby, or any of them,
upon, from or to any stockholder, officer, or director of the
Company, either directly or through the Company, by the en¬
forcement of any assessment or by any legal or equitable pro¬
ceeding by virtue of any statute or otherwise : It being hereby
461
expressly agreed that no personal liability whatever shall
attach to or be deemed to be incurred by the stockholders,
v y
officers or directors of the Company, or any or either of them,
under or by reason of any or either of the obligations, cove¬
nants or agreements in this mortgage or in any of the bonds
secured hereby expressed or contained or implied therefrom.
But the provisions of this article shall not limit or affect any
right, claim or remedy against the Company or against all or
any of the property now or hereafter owned by the Company.
Twenty-second : For all the purposes connected with the ad¬
ministration of the trusts hereby created the person in whose
name any registered bond may be registered shall be treated
as the owner thereof.
Twenty-third : In case at any time all of the bonds secured
hereby and then outstanding shall be cancelled and delivered
or procured to be delivered by the Company to the Trustee,
the lien of these presents shall cease and the Trustee shall upon
receiving or being tendered the cost of satisfaction satisfy and
discharge this mortgage and execute such instruirait or in¬
struments as shall be necessary or convenient for that pur
pose. In case the whereabouts of any bond outstanding can¬
not, after reasonable and diligent search, be found, and all the
bonds so outstanding shall not together in the aggregate prin¬
cipal thereof exceed Fifty thousand dollars, then the deposit
by the Company with the Trustee for the benefit of the holders
of such bonds so not found of the par value of the principal
thereof, and of all interest then due and thereafter to become
payable thereon, shall for the purposes of this article be deemed
equivalent to and taken in lieu of the delivery up of such bonds
cancelled as aforesaid. If under this article moneys be de¬
posited with the Trustee, the surplus thereof after payment of
the bonds for which the same shall have been deposited and of
the expenses properly incurred by the Trustee in and about
such bonds shall be returned to the Company.
Twenty -fourth * In order to facilitate the record of this in¬
strument, the same may be simultaneously executed in several
counterparts of identical form herewith, each of which so
4-62
executed shall be deemed to be an original, and such counter¬
parts shall together constitute but one and the same instrument.
%tx witness wîicrcof, The parties hereto have re¬
spectively caused their corporate seals to be hereto affixed,
and these presents to be witnessed by the President or Vice-
President and the Secretary of each of them, the day and year
first above written.
[seal.]
St. Louis, Alton & Terre Haute
Pail Eoad Company,
By Geo. W. Parker,
President.
Attest
Edward F. Leonard
Secretary.
The State Trust Co.
By F. S. Bangs,
Pres't.
[seal.]
Attest
J. Q. Adams,
Secretary.
463
United States of America,
State of New York, (
County of New York, f ss"
City of New York, J
I*1.
At the State, County and City aforesaid on the fifth day
of July, one thousand eight hundred and ninety-four, before
me, Chas. Edgar Mills, a Commissioner of the State of
Illinois in and for the State of New York, duly appeared
in person, George W. Parker and Edward F. Leonard, to
me personally known, and known to me to be the real
and identical persons whose names are subscribed to the
foregoing instrument, the said George W. Parker as President,
and the said Edward E. Leonard as Secretary, of The St. Louis,
Alton and Terre Haute Railroad Company, who being by me
duly sworn, did severally depose and say : ~ That the said
George W. Parker was President of the said The St. Louis, Alton
and Terre Haute Railroad Company, and resided at the City
of St. Louis, in the State of Missouri, and that the said Edward
F. Leonard was the Secretary of the said The St. Louis. Alton
and Terre Haute Railroad Company, and resided at Spring¬
field, in the State of Illinois, that they knew the corporate
seal of the said The St. Louis, Alton and Terre Haute Railroad
Company, that the seal affixed to the foregoing instrument
is such corporate seal, and that the said seal of the said The St.
Louis, Alton and Terre Haute Railroad Company was so affixed
to the foregoing instrument, and the said instrument sub¬
scribed by the said George W. Parker, as President as aforesaid,
and by the said Edward F. Leonard, as Secretary as aforesaid,by
authority of the Board of Directors of the said The St.
Louis. Alton a&d Terre Haute Railroad Company, duly and
lawfully approved and concurred in by the stockholders
of the said Company ; and the said George W. Parker, as
such President, and the said Edward F. Leonard, as such
Secretary, thereupon did on behalf of the said The St. Louis, Al¬
ton and Terre Haute Railroad Company acknowledge that the
foregoing deed of trust and mortgage was signed, sealed and
404
delivered as the free and voluntary act and deed of the said
The St. Louis, Alton and Terre Haute Railroad Company, and
as their own free and voluntary act and deed as such President
and Secretary respectively, for the uses and purposes therein
set forth.
In ^ itness " hereof I have hereunto set my hand and
affixed my official seal this fifth day of July, one thousand
eight hundred and ninety-four.
Charles Edgar Mills,
Commissioner of Deeds for the State of
[seal.] Illinois in New York, No. 115
Broadway, N. Y. City.
465
United States of America, )
State of New York, > ss. :
City and County of New York. )
At the State, County and City aforesaid, on the 18th day of
September, one thousand eight hundred and ninety-four, before
me, Charles Edgar Mills, a Commissioner of the State of
Illinois,in and for the State of New York, residing in said City
of New York, duly appeared in person, Francis S. Bangs and
John Quincy Adams, to me personally known, and known to me
to be the real and identical persons whose names are subscribed to
the foregoing instrument, the said Francis S. Bangs as President,
and the said John Quincy Adams as Secretary, of The State
Trust Company, who by me being duly sworn did severally
depose and say : That the said Francis S. Bangs was President
of the said The State Trust Company, and resided at the City of
New York, in the State of New York, and that the said John
" " S*-
Quincy Adams was Secretary of the said The State Trust Com¬
pany, and resided at Orange in the State of New Jersey,
that they knew the corporate seal of the said The State
Trust Company, that the seal affixed to the foregoing instru¬
ment was the seal of the said The State Trust Company, and
that the same was affixed to the foregoing instrument, and that
the said instrument was subscribed by the said Francis S. Bangs,
as President as aforesaid, and by the said John Quincy Adams,
as Secretary as aforesaid, by the authority of the Board of Trus¬
tees of the said The State Trust Company; and the said Francis
S. Bangs, as such President, and the said John Quincy Adams,
as such Secretary, thereupon did on behalf of the said The
State Trust Company acknowledge that the foregoing instru¬
ment was signed, sealed and delivered as the free and voluntary
act and deed of the said The State Trust Company, and as their
own free and voluntary act and deed as such President and
Secretary respectively, for the uses and purposes therein set
lorth.
In Witness Whereof, I have hereunto set my hand and af¬
fixed my official seal this 18th day of September, one thousand
eight hundred and ninety-four.
Charles Edgar Mills,
Commissioner of Deeds for the State of
[seal.] Illinois in New York, No. 115
Broadway, N. Y. City.
466
State of Illinois
County of Saline,
No.
This instrument was filed for record in the Recorder's olfice
of Saline County aforesaid on the 29 day of Oct., A. D. 1894,
at 8 o'clock A. M., and recorded in Book 39 of Mtgs. on page
State of Illinois, j
Williamson County, \ ss" No.
I, H. C. Jsnes, Clerk of the Circuit Court, and ex-ofiicio
Recorder, within and for the County of Williamson and State
aforesaid, do hereby certify that the within and foregoing
instrument of writing was filed for record on the 29 day of
Oct., A. D. 1894, at 11.30 o'clock A. M* and duly recorded
in Volume H of R. E. Mor. on page 422.
State of Illinois, )
Franklin County, j ss* '
This instrument was filed for record on the 29th dav of Oct.,
«/ 7
A. D. 1894, at 3.15 o'clock P. M., and recorded in Miss. Rec¬
ord A, page 518.
61.
Jno. H. Lee
Recorder.
G. B. Shaw,
Recorder.
467
State of Illinois, )
Randolph County, j
I hereby certify that the within mortgage was filed in this
office for record on the 30th day of Oct., 1894, at 1 o'clock
P. M., and duly recorded in Book 15 of Mort., page 517, &c.,
and examined.
Wallace Snook,
Clerk and Ex-officio Recorder.
No. 16.
State of Illinois, )
St. Clair County, j ss"
This Instrument was filed for Record
Oct. 25, 1894,
at 9 o'clock P. M., and Recorded in Book 236, Page 138.
Chas. Becker,
Recorder.
State of Illinois, )
Jackson County, [ss#*
This Instrument was filed for record Oct. 26th, 1894, at 11.30
o'clock A. M., and Recorded in Book 39, Page
R. W. Watson,
*
Recorder.
No. 43076.
State of Illinois, )
Perry County, j ss* '
Filed for Record this 26th day of October, A. D. 1894, at 4
o'clock P. M., and Recorded in Record " W" of Mortgages,
on page 320.
Albert A. Driemeyer,
Recorder.
4*68
Fees
State of Ills., (
Johnson County, j ss"
I, L. J. Smith, Cir. Clerk and recorder in and for the
County and State aforesaid, do hereby certify that the within
and foregoing instrument of writing was filed record on the
29th day of Oct., A. D. 1894, at 6 o'clock A. M., and duly
recorded in volume page
L. J. Smith,
Recorder.
No. 18815.
State of Illinois, j
Massac County, f ss* '
I, S. Bartlett Kerr, Clerk of the Circuit Court, and ex-
officio Recorder, within and for the County and State afore¬
said, do hereby certify that the within and foregoing instru¬
ment of writing was filed for record on the 27th day of Octo¬
ber, A. D. 1894, at 1 o'clock P. M., and duly recorded in vol¬
ume "B" of Trustees, on page 220, 221, 222, &c.
In testimony whereof, I have hereunto set my hand
[l. s.j the day and date aforesaid.
S. Bartlett Kerr,
Clerk.
3 5556 042 153205
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