erty value in Missouri $600,000, making the total depreciated value, exclusive of other elements of value, of the physical property in Missouri $19,500,000 as of May 31, 1913. The board of control shall within ninety days adjust said appraisal inventories in detail without increasing or decreasing the totals as stated in this paragraph.

Disposition of Earnings.-Out of each year's gross earnings in Missouri there shall be paid in this order: (1) All expenses of management, operation and maintenance, and all taxes, license fees and special assessments. (2) To the company six per cent. per annum, cumulative, upon the capital value from time to time determined. (3) A liabilities for personal injuries and damages to property. (4) The remaining surplus income shall be credited to the city from time to time and shall be used by the company to pay for extensions and additions to the property until the sum of $6,300,000 is so used. No part of said sum and no part of the value of any additions or extensions acquired by the use thereof shall be added to or become a part of capital value or be considered as a payment in reduction thereof.

When said $6,300,000 shall have been so used, then and thereafter the surplus income shall be paid two-thirds to the city and one-third to the company. The two-thirds belonging to the city shall be credited to it until the city otherwise ordains and be used either (a) to reduce capital value, or (b) for additions and extensions approved by the city's directors.

The city expressly reserves the right at any time after said sum of $6,300,000 shall have been paid, first, by ordinance, to reduce fares and thereby diminish the amount of its share of surplus income, but not so as materially to reduce the company's share below what it would be if the fare had not been reduced; and, second, by ordinance approved by vote of the people to direct that its surplus income be used for any other public purpose.

When and as said surplus is used either to reduce capital value or to pay for additions or extensions, it shall be deemed and taken to be an investment by the city of so much money in the property towards the acquisition of title to the property as hereinafter provided, and to that extent the city shall become and be an owner of an equitable interest in the property, subject to the company's right to capital value, the return thereon and participation as defined in this ordinance.

When and as capital value is reduced, the six per cent. return thereon shall abate and cease pro tanto. The rights and interests of the company, shareholders, bondholders, mortgagees and all persons claiming any interest in the property under or through the company

shall be restricted and confined to and be no greater than the right to be paid the capital value of the property from time to time.

All the covenants in this contract shall run with the property in whatsoever manner the same may be mortgaged, sold, transferred or conveyed.

Maintenance, etc.-Each year the board of control shall determine what percentages of the gross earnings shall be used during that year for (a) maintenance, repairs, renewals and depreciation, and (b) for damage claims, such percentages to be not less than 16 per cent. and four per cent., respectively.

Right of City to Acquire.-The company agrees that the city shall have the right (when legally empowered so to do) to become the owner of the property in Jackson County, Mo., as follows:

(a) Whenever, by application of the city's share of the surplus, the capital value shall be reduced to an amount not in excess of 50 per cent. of the combined capital value and cost of extensions and additions, then the city shall at once become the owner of all of the property in Jackson County, subject only to a lien securing the payment of the balance unpaid of the capital value in Missouri and any mortgage securing same.

(b) Whenever, by the application of the city's interest in the surplus income to the reduction of such capital value and to the payment for extensions and additions to property and by payment, by the city to the company, of cash, the capital value shall be so reduced, or the actual value so increased, that the unpaid portion of the capital value shall not exceed 50 per cent. of the sum mentioned, then if the city shall also pay to the company in cash the value of the remainder of its right to participation and the cost, if any, of redeeming before maturity such mortgage bonds of the company as it may be necessary to redeem in order to accomplish the purpose aforesaid at not exceeding a premium of three per cent. on the bonds so redeemed, the city shall thereupon become the owner of all said property in Missouri, subject to a lien to secure the payment of the unpaid portion of the capital value and any mortgage securing same or any part thereof.

Whenever such capital value shall be reduced by any of the methods aforesaid to 50 per cent. of the sum aforesaid then the company's right to participation in the surplus shall cease and entire surplus shall belong to the city.

(c) The city may at any time pay for the entire capital value, but prior to the time such capital value shall have been reduced to one-half of the sum aforesaid, it shall pay also for the value of the remainder of the company's right to participation in the surplus income, and also the cost of redeeming, before maturity, mortgage

bonds in order to accomplish said purpose, not exceeding a premium of three per cent. on bonds so redeemed.

If, however, before the company's right to participation in the surplus income begins, the city should pay in cash the entire capital value and also all sums due as a return thereon, as well as the said sums necessary to redeem bonds, then there shall be no payment on account of the value of the said right of participation, but in such event the city shall take the property only for municipal operation and ownership, and shall continue to own and operate the property for a period of five years thereafter, or it may sell said property, or to grant the right to operate the same, to another than the company within said period on giving six months' notice and paying to the company the full value of the company's right of participation in the surplus income.

Mortgages. Any and every mortgage shall conform to the provisions of this ordinance, and may cover the whole or any part of the property at any time owned, but not any line or extension built by the city. It may include all property in Missouri and Kansas, but that portion which in Missouri shall not stand as security for so much, if any, of the obligations at any time outstanding as are in excess of the then capital value of the part of the property in Missouri, and it shall be released as to such property when such capital value and the return thereon has been paid. If, however, it includes only the property in Missouri, then the aggregate amount of bonds at any time issued and outstanding under all mortgages which are liens upon such property shall never exceed the then capital value as herein defined. Whenever the city acquires the property all such mortgages, so far as they are liens upon the property acquired, shall be closed and the principal indebtedness thereby secured shall not be increased.

In the event mortgage bonds theretofore issued by the company shall be in excess of the amount subject to which the property is to be conveyed to the city under this ordinance, then the city shall have the right to designate which of said bonds up to the amount subject to which the property is to be conveyed to the city shall continue to be secured by the lien of such mortgage on property then acquired. In aid of the present contemplated plan of reorganization and the refunding of the present existing bonded and mortgage debt, the company is authorized to execute a mortgage, as above provided, and issue thereunder bonds of an amount not in excess of the then capital value, as herein defined. Thereafter, the company shall, before making any increase of its stock or bonded indebtedness, notify the city's directors of such proposed increase. No such increase shall be made

so as to make the total outstanding stock and bonds in excess of the limitations provided for above.

Every receiver, trustee, purchaser and successor of or to the interest and rights of the company shall be bound by this contract.

Employees.-Company shall not discriminate either in favor of or against any person because of his or her affiliation with any labor organization.

Endorsement on Stock.-All stock certificates issued by the company shall bear this endorsement: "The holder hereof has taken this certificate upon condition that it shall always be voted for the election of city directors, as provided in any franchise contract with Kansas City, Mo. Without power of revocation, the Mayor of said city is constituted attorney in fact, to that extent, so to vote the stock. No stockholder shall receive any dividend upon or vote any share of stock unless he holds a certificate so endorsed.”

Forfeiture. If the company shall willfully do any act or thing by this ordinance prohibited, or willfully neglect to do any act or thing required by its terms, it shall forfeit all rights conferred by this ordinance, but such forfeiture shall not affect the right of mortgagees and those claiming under the company to capital value and return thereon, as herein provided.

Expiration of Grant.-At the expiration of this franchise the city shall have the right either to take over the property on payment of the unpaid portion of the capital value, or to transfer this right to any person or corporation, such new company to pay therefor in cash the unpaid portion of the capital value and, if the city so require, an additional price.

The expiration of this franchise shall not have the effect of terminating the mortgage indebtedness existing against the property with the approval of the city, but the same shall continue as a lien against the property, and every person, including the city, who shall come into possession of the same. At the expiration of this franchise, the city may, if it desires so to do, require the company to continue to operate under this contract, pending such purchase or other arrangement, and if no such purchase or other arrangement shall be made, the company's rights shall hereunder cease and terminate and then the city through its trustees shall take over the property subject to the unpaid portion of capital value and operate it under the terms hereof, but shall apply all surplus income to the payment of capital value and return thereon until its entire payment shall have been made.-V. 99, p. 119.

THE SHERMAN ANTI-TRUST LAW1

AN ACT To protect trade and commerce against unlawful restraints and monopolies.

Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,

SEC. 1. Every contract, combination in the form of trust or otherwise, or conspiracy, in restraint of trade or commerce among the several States, or with foreign nations, is hereby declared to be illegal. Every person who shall make any such contract or engage in any such combination or conspiracy, shall be deemed guilty of a misdemeanor, and, on conviction thereof, shall be punished by fine not exceeding five thousand dollars, or by imprisonment not exceeding one year, or both said punishments, in the discretion of the court.

SEC. 2. Every person who shall monopolize, or attempt to monopolize, or combine or conspire with any other person or persons, to monopolize any part of the trade or commerce among the several States, or with foreign nations shall be deemed guilty of a misdemeanor, and, on conviction thereof, shall be punished by fine not exceeding five thousand dollars, or by imprisonment not exceeding one year, or by both said punishments, in the discretion of the court.

SEC. 3. Every contract, combination in form of trust or otherwise, or conspiracy, in restraint of trade or commerce in any Territory of the United States or of the District of Columbia, or in restraint of trade or commerce between any such Territory and another, or between any such Territory or Territories, and any State or States or the District of Columbia, or with foreign nations, or between the District of Columbia and any State or States or foreign nations, is hereby declared illegal. Every person who shall make any such contract or engage in any such combination or conspiracy, shall be deemed guilty of a misdemeanor, and, on conviction thereof, shall be punished by fine not exceeding five thousand dollars, or by imprisonment not exceeding one year, or by both said punishments, in the discretion of the court. SEC. 4. The several circuit courts of the United States are hereby invested with jurisdiction to prevent and restrain violations of this act; and it shall be the duty of the several district attorneys of the United States, in their respective districts, under the direction of the Attor ney General, to institute proceedings in equity to prevent and restrain such violations. Such proceedings may be by way of petition setting forth the case and praying that such violation shall be enjoined or otherwise prohibited. When the parties complained of shall have been 1 Act of July 2, 1890 (26 Stat., 209).