on Manhattan Island, whether located in the subways controlled by the New York City Company or subways owned or controlled by the Company, charging the latter cost plus 10 per cent. The agreement was terminable upon 120 days notice by either party.

June 8, 1910, the receiver of the Company entered into an agreement with the Third Avenue Bridge Company, whereby the Company obtained the right to operate on the tracks of the Bridge Company, jointly with the latter company, on 59th and 60th streets, from Third avenue to a connection with the tracks on the Queensboro bridge, and over the bridge to Long Island City, so as to enable the Company to carry its passengers from points on the lines operated by it and its subsidiaries in Manhattan, over the bridge, upon a continuous route, without change of cars; the Bridge Company, on the other hand, obtained the right to operate jointly with the Company on the tracks of the latter in Third avenue, via 125th street, Manhattan street, Amsterdam avenue, and on the Bowery and Park Row; the receiver of the Company agreed to construct such part of the road of the Bridge Company as should be required for the operation of its road, and to maintain the tracks; also to pay the bridge tolls, the percentages of gross receipts required to be paid under the franchise to the Bridge Company, and the franchise taxes which should be levied on that company; the receiver of the Company also agreed to furnish to the Bridge Company cars at reasonable rates, together with depot accommodations and facilities for housing and cleaning such cars; each company to retain the fares collected by it; should either company find it impracticable to operate its cars over the tracks of the other company, transfers to be exchanged between the companies; passengers of the Bridge Company to be entitled to transfers on the cars of the Company and its subsidiary companies, The Forty-second Street, Manhattanville and St. Nicholas Avenue Railway Company and The Dry Dock, East Broadway and Battery Rail Road Company, but not to include a ride over the Williamsburg bridge; the agreement was to continue until May 1, 1920. The receiver of the Company was authorized to enter into the above agreement by an order of Judge Lacombe, of the United States Circuit Court, on June 14, 1910. The Company operates the Bridge Company's

line. By an agreement dated June 10, 1910, the receiver of the Company agreed to transfer this contract to the Third Avenue Railway Company, whenever requested and the Bridge Company agreed to such transfer.

Reorganization. January 6, 1908, Frederick W. Whitridge was appointed separate receiver of the Company and of its subsidiary companies, and on the same day Howard Taylor, as special master, was ordered to sell the property of the Company at auction. March 1, 1910, the property was sold to James N. Wallace, Adrian Iselin and Harry Bronner, as joint tenants, acting for the committee of the holders of the four per cent bonds issued in 1909 under the first consolidated mortgage to the Morton Trust Company, as trustee. The purchase was effected pursuant to a plan and agreement of the bondholders of December 2, 1909. The purchasers incorporated the Third Avenue Railway Company (no. 658) on April 21, 1910, to operate the road. The property was conveyed to the new Company by deed dated December 14, 1911. The Third Avenue Railway Company assumed the operation of the road at midnight on December 31, 1911, and the receiver of the old Company was discharged on August 7, 1912.

658 Third Avenue Railway Company

(Manhattan)

Incorporation. April 21, 1910; by James N. Wallace, Adrian Iselin, Harry Bronner and others as a reorganization of The Third Avenue Railroad Company (no. 657), to operate the road formerly operated by the latter Company, and described in the certificate as follows:

Beginning at the intersection of Park Row and Broadway; thence extending along Park Row, the Bowery and Third avenue to the Harlem river, also extending from the North river at the foot of 130th street, through 130th street, Manhattan street and 125th street, to the East river; also extending from 125th street, through Amsterdam avenue to the terminus of said avenue; thence upon and along Fort George avenue as it winds and turns to its intersection with Audubon avenue, with a loop terminal at said intersection; also on 66th street from Third avenue to Second avenue, and on 129th and 130th streets from Third avenue to Lexington avenue, and on 218th street from Broadway to Ninth avenue.

The capital stock of the Company is $16,590,000. It took a deed from the incorporators on December 14, 1911, for the road and franchises which they had purchased on behalf of the

bondholders of the four per cent bonds under the first consolidating mortgage issued by the old company in 1900 to the Morton Trust Company. The deed passed also to the Company the majority of shares of the capital stock of the following subsidiary companies: the Union Railway Company of New York City; The Forty-second Street, Manhattanville and St. Nicholas Avenue Railway Company; The Dry Dock, East Broadway and Battery Rail Road Company; the Kingsbridge Railway Company; the Yonkers Railroad Company; The Westchester Electric Railroad Company, and The Southern Boulevard Railroad Company.

Capitalization. The Company purchased the property for its entire capital stock of $16,590,000, and $15,790,000 in five per cent bonds under its first refunding 50-year mortgage, and $22,536,000 in five per cent income bonds under its 50-year adjustment mortgage. To meet the payment for the property the Company issued on December 20, 1911, two mortgages:

(a) A five per cent 50-year first refunding mortgage to the Central Trust Company of New York, for $40,000,000, and

(b) A five per cent 50-year adjustment income mortgage to the United States Mortgage and Trust Company, for $22,536,000.

First Refunding Mortgage. The first refunding mortgage was made a lien upon the railroad, franchises and real estate of the Company enumerated therein, and upon the capital stock and bonds of the subsidiary companies, as follows:

Union Railway Company of New York City, capital stock, 20,000 shares of the aggregate value of $2,000,000.

Forty-second Street, Manhattanville and St. Nicholas Avenue Railway Company, capital stock, 16,711 shares of the aggregate value of $1,671,100, and 1,482 second mortgage bonds, of the aggregate value of $1,482,000.

The Dry Dock, East Broadway and Battery Rail Road Company, capital stock, 11,287 shares of the aggregate value of $1,128,700.

Kingsbridge Railway Company, capital stock, 86 shares of the aggregate value of $8,600, and the subscription on behalf of The Third Avenue Railroad Company for the balance of the authorized capital of said Company of $1,000,000.

The Yonkers Railroad Company, capital stock, 9,925 shares of the aggregate value of $992,500.

The Westchester Electric Railroad Company, capital stock, 5,000 shares of the aggregate value of $500,000.

The Southern Boulevard Railroad Company, capital stock, 2,483 shares of the aggregate value of $248,300.

These stocks and bonds were passed to the Company by the deed from the incorporators. This mortgage is subject, however, to a prior lien of $5,000,000 five per cent bonds issued under the first mortgage of The Third Avenue Railroad Company on November 11, 1887, to the Farmer's Loan and Trust Company, as trustee, and payable on July 1, 1937, and is redeemable after July 1, 1914, in whole or in part at 105. There were to be issued to the incorporators under the Company's refunding mortgage, bonds for $15,790,000 in payment for the property, and also bonds for $12,118,000 for the purpose of acquiring bonds of the subsidiary companies as follows:

$5,000,000 face value of the first mortgage five per cent gold bonds of The Third Avenue Railroad Company payable July 1, 1937, and secured by its mortgage or deed of trust dated July 1, 1887, to the Farmers' Loan and Trust Company, as trustee.

$2,000,000 face value of the first mortgage five per cent gold bonds of the Union Railway Company of New York City, due August 1, 1942, and secured by its first mortgage dated August 1, 1892, to the Central Trust Company of New York, as trustee.

$1,200,000 face value of the first mortgage six per cent gold bonds of The Forty-second Street, Manhattanville and St. Nicholas Avenue Railway Company, due March 1, 1910, and secured by its first mortgage, dated March 10, 1880, to the Union Trust Company of New York, as trustee.

$118,000 face value of the second mortgage six per cent income bonds of The Forty-second Street, Manhattanville and St. Nicholas Avenue Railway Company, due January 1, 1915, and secured by its second mortgage dated July 1, 1885, to the Union Trust Company of New York, as trustee.

$950,000 face value of the general mortgage five per cent gold bonds of The Dry Dock, East Broadway and Battery Rail Road Company, due December 1, 1932, and secured by its general mortgage dated December 1, 1892, to The Farmers' Loan and Trust Company, as trustee.

$1,100,000 face value of the five per cent certificates of indebtedness of The Dry Dock, East Broadway and Battery Rail Road Company, due February 1,

1914.

$1,000,000 face value of the first mortgage five per cent 50 year gold bonds of The Yonkers Railroad Company, due April 1, 1946, and secured by its first mortgage dated April 1, 1896, to the Manhattan Trust Company, as trustee.

$500,000 face value of the first mortgage five per cent gold bonds of The Westchester Electric Railroad Company, due July 1, 1943, and secured by its first mortgage dated July 1, 1893, to the Mercantile Trust Company, as trustee.

$250,000 face value of the first mortgage five per cent gold bonds of The Southern Boulevard Railroad Company, due July 1, 1945, and secured by its first mortgage dated July 1, 1895, to the Central Trust Company of New York, as trustee.

The above bonds were to be turned over to and held by the trustee as underlying securities under the mortgage. Bonds for $12,092,000, the balance of the total, were to be issued from time to time for the following purposes:

(a) The acquisition or construction by the Third Avenue Railway Company, of extensions or branch lines, or for the construction or improvement of yards, tracks, right of way, etc.

(b) The acquisition or construction by any of the controlled companies of other lines, extensions or branch lines, and the construction or improvement by such controlled companies of yards, tracks, right of way, etc.

(c) The acquisition of shares of the capital stock, or for the payment of bonds (other than underlying bonds), notes or other obligations of the controlled companies.

(d) For the purchase of underlying bonds in case any such underlying bonds could not be acquired with the amount of money allotted for such purpose, provided that additional bonds issued for such purpose should not exceed 15 per cent of the face value of the underlying bonds thereby acquired.

Adjustment Income Mortgage. This mortgage is a lien upon the same property as that covered by the first refunding mortgage, and is subject to the prior lien of $5,000,000 above referred to and to the refunding mortgage. The entire authorized issue of $22,536,000 under this mortgage was to be turned over to the incorporators for the property. The interest is cumulative from December 31, 1912, but is payable only out of the surplus earnings. The entire issue (but not a part) of these bonds may be paid off at any time.

Approval of capitalization.

The Public Service Commission for the First District, approved January 17, 1912 (case 1181), the foregoing issues, making an authorized capitalization of $54,916,000, to take the place of the total capitalization of the old company of $53,555,800 (stock, $15,995,800; bonds, $37,560,000). Cash amounting to $7,200,000 was to be raised by assessment upon holders of the stock of the old company at the rate of $45 on each share of $100, for which such holders of stock were to receive $45 of nonassessable shares of capital stock of the new company, and $40 in refunding bonds, according to the plan and agreement entered into between the bondholders of the old company on December 2, 1909.

It is to be noted that both the new capitalization of $54,916,000 and the old capitalization, above mentioned, of $53,555,800 are ex