HE 
 
BANCROFT 
 LIBRARY 
 
 THE LIBRARY 
 
 OF 
 
 THE UNIVERSITY 
 
 OF CALIFORNIA 
 

 IN THE 
 
 istrtct flourt of the fourth tn&xM Bairirfi 
 
 OF THE STATE OF CALIFORNIA, 
 
 IN AND FOR THE CITY AND COUNTY OF SAN FRANCISCO. 
 
 JOHN R. ROBINSON, 
 
 Plaintiff, 
 
 vs. 
 
 THE CENTRAL PACIFIC 
 RAILROAD COMPANY 
 OF CALIFORNIA ET 
 ALS. 
 
 Defendants. 
 
 COMPLAINT. 
 
 ALFRED A. COHEN, 
 DELOS LAKE, 
 
 Attorneys for Plaintiff 
 
7-7333 
 
 OF THE 
 
 FOURTH JUDICIAL DISTRICT 
 
 OF THE STATE OF CALIFORNIA, 
 
 In and for the City and County of San Francisco. 
 
 John R. Robinson, Plaintiff, \ 
 
 vs. 
 
 The Central Pacific Railroad Company of California, 
 Leland Stanford, Collis P. Huntington, Mark Hop- 
 kins, Charles Crocker, Charles Crocker, Executor of 
 the estate of Edwin R. Crocker deceased ; Charles 
 Marsh, Edward H. Miller Jr., R. R. Redding, Wells, 
 Fargo & Co., James R. Haggin, David D. Colton, 
 The Contract and Finance Company, The Southern 
 Pacific Railroad Company, The Market Street Rail- 
 way Company, The Potrero and Ray View Railroad 
 Company, The California Pacific Railroad Company, 
 The Los Angeles and San Pedro Railroad Company, ) 
 The Rocky Mountain Coal and Iron Company, of/ 
 Wyoming ; C. H. Cummings, Robert Robinson, Silas 
 W. Sanderson, Atlantic and Pacific Telegraph Com- 1 
 pany, The Western Development Company, The San \ 
 Francisco and San Jose Railroad Company, The San 
 Joaquin Valley Railroad Company, The California 
 and Oregon Railroad Company, The Sacramento 
 Publishing Company, William H. Mills, The Cen- 
 tral Pacific Railroad Company, John Doe, Richard 
 Roe, Alexander Foe, and Richard Joe, the names of 
 four last named defendants being unknown to plaintiff, 
 Defendants. 
 
 #2 77/ 
 
[2] 
 
 1. 
 
 Plaintiff above named complaining against the above named 
 defendants, avers, that this action is brought against said defend- 
 ants on behalf of this plaintiff and all other stockholders of the Cen- 
 tral Pacific Railroad Company, of California, who may choose to 
 come in and contribute to the cost and expense of this action. 
 
 2. 
 
 That the defendant, the Central Pacific Railroad Company of 
 California, was duly organized and incorporated under the laws of 
 the State of California, on or about the 27th day of June, 1861, 
 and since that day has continued to be and is a corpora tioir for the 
 purposes mentioned and enumerated in Articles of Association, a 
 copy whereof is hereto annexed, marked A, and made a part of this 
 complaint, and is the same corporation mentioned and referred to 
 as the Central Pacific Railroad Company of California, in a law of 
 the Congress of the United States, entitled, " An Act to aid in 
 the construction of a Railroad and Telegraph line from the Mis- 
 souri River to the Pacific Ocean, and to secure to the Government 
 the use of the same for postal, military, and other purposes," passed 
 July 1st, 1862, and another act, passed July 2d, 1864, to amend 
 said last mentioned act, and subsequent acts and resolutions sup- 
 plemental to, and amendatory of, said first mentioned act, and to 
 which said acts, laws and resolutions, and every part thereof, the 
 plaintiffs refer as a part of this complaint. 
 
 That said Central Pacific Railroad Company of California here- 
 tofore duly accepted, acted upon, complied with, and is now acting 
 upon and under the said laws, acts, and resolutions hereinbefore 
 mentioned and referred to. 
 
[3] 
 
 3. 
 
 That whenever hereafter, in this complaint, the Central Pacific 
 Railroad Company of California is mentioned, and intended to be 
 mentioned, it is designated by the letters C. P. 
 
 4. 
 
 That one of the principal places of business of said C. P. is, and 
 has been for over one year last past, in said city and county of 
 San Francisco, and during said last mentioned period frequent 
 business meetings of its directors have been held in said city and 
 county. 
 
 That the capital stock of said C. P. is, and has been, since the 
 organization and incorporation thereof, the sum of eight million 
 five hundred thousand dollars, divided into eighty-five thousand 
 (85,000) shares, of one hundred dollars each. 
 
 6. 
 
 That on the 15th day of April, 1862, the plaintiff duly subscrib- 
 ed for, and has heretofore, in good faith, paid for to said C. P., at 
 the nominal par value thereof, ten shares of the capital stock of 
 said C. P., and has, ever since said 15th day of April, held and 
 owned, and now holds and owns said ten shares. 
 
 That the defendants, Leland Stanford, C. P. Huntington, Mark 
 Hopkins, Charles Crocker, and Charles Marsh originally sub- 
 
[4] 
 
 scribed to said capital stock, and agreed to take and pay for the 
 shares thereof so subscribed by them respectively, at their par val- 
 ue as follows, to wit: 
 
 Said Leland Stanford, 150 shares. 
 
 Said C. P. Huntington, 150 shares. 
 
 Said Mark Hopkins, 150 shares. 
 
 Said Charles Crocker, 150 shares. 
 
 And said Charles Marsh, 50 shares. 
 
 That afterward, but at what particular date or dates plaintiff 
 is ignorant, all the shares of the capital stock, so as aforesaid 
 subscribed for by said last named defendants, purport to have been 
 issued by said last mentioned corporation to said last mentioned 
 defendants respectively. 
 
 The plaintiff is informed and believes, and therefore avers, upon 
 and according to his information and belief, that said last named 
 defendants did not, nor did either of them, ever pay to said corpo- 
 ration, or deliver to it, any money or other valuable thing for the 
 shares of capital stock so purporting to have been issued to said last 
 named defendants, respectively ; but in truth and in fact the whole 
 of such stock was so issued without any consideration ever having 
 been paid or delivered therefor, illegally, in fraud and violation of 
 the statute in such case made and provided, and in fraud of the 
 rights of the plaintiff and the other stockholders of the C. P. 
 
 That the only stock of said last mentioned corporation ever paid 
 for in good faith, according to law, and lawfully issued by it, is and 
 has been such shares as are now held by the plaintiff, and such 
 shares as were heretofore issued to the county of Placer, State 
 of California, to wit, twenty-five hundred shares ; to the county of 
 Sacramento, State aforesaid, three thousand shares ; to Samuel 
 {Hooper, fifty shares ; to Benj. T. Reid, fifty shares ; to Glidden & 
 Williams, composed of Wm. J. Glidden, Jno. A. Glidden, John M. 
 Glidden, and John M. S. Williams, one hundred and twenty-five 
 shares ; Orville D. Lambard, one hundred and twenty shares ; 
 Charles A. Lambard, two hundred shares; Mrs. Anne F. Judah, 
 twenty-five shares; Samuel P. Shaw, fifty shares; R. O. Ives, 
 twent} T -five shares ; Samuel Brannan, two hundred shares ; and about 
 nine hundred shares issued to divers individuals whose names and 
 residences are unknown to plaintiff. 
 
[5] 
 
 That the said last mentioned defendants and their confederates, 
 to the plaintiff unknown, assuming to act and in fact but illegally 
 acting as directors of said C. P., and composing a majority 
 thereof, have caused to be issued to themselves and divers their 
 confederates, to plaintiff unknown, large amounts of the capital 
 stock of said corporation ; but that all of said stock so issued to 
 them and their said confederates has been issued without consider- 
 ation illegally and fraudulently, and the issuance thereof was and 
 is wholly illegal and void. 
 
 8. 
 
 That nearly all of the aforesaid stock so as aforesaid issued to 
 the County of Placer to wit, 2,500 shares ; to the County of 
 Sacramento, 3,000 shares ; to Samuel Hooper, fifty shares ; to 
 Benjamin T. Reid, fifty shares ; to Glidden & Williams, 125 
 shares ; to Orville D. Lambard, 120 shares ; to Charles A. Lam- 
 bard, 200 shares ; to Mrs. Anne F. Judah, twenty-five shares ; 
 to Samuel P. Shaw, fifty shares ; to R. O. Ives, twenty-five shares ; 
 to Samuel Brannan, 200 shares ; and a portion of the other 900 
 shares or thereabouts as above mentioned has been purchased by 
 the defendants, Leland Stanford, C. P. Huntington, Mark Hop- 
 kins, Charles and E. B. Crocker, and who now claim to own the 
 same ; and plaintiff is informed and believes, and so avers, upon 
 and according to his information and belief, that said purchase was 
 made and paid for by said Stanford, Huntington, Hopkins, Charles 
 and E. B. Crocker, with moneys derived by them from the earn- 
 ings of the said C. P. under the name of a certain firm known as 
 Charles Crocker & Company and a certain corporation known as the 
 Contract and Finance Company, as will be hereafter shown, and 
 not otherwise. 
 
 9. 
 
 That the defendants Leland Stanford, Charles Crocker, Charles 
 Marsh, C. P. Huntington, Mark Hopkins, and others their con- 
 
[6] 
 
 federates, to plaintiff unknown, were the directors of said C. P. to 
 manage the concerns thereof, for the first three months after the 
 organization thereof. That at the expiration of said three months, 
 the defendants Leland Stanford, Charles Crocker, E. B. Crocker, 
 C. P. Huntington, Mark Hopkins, and Charles Marsh, and their 
 confederates, to plaintiff unknown, pretending, appearing, and 
 falsely claiming to be the nominal owners of a majority of the capi- 
 tal stock of said C. P., purporting to have been issued by it, and 
 by other secret devices and contrivances unknown to plaintiff, com- 
 bining and confederating together, elected themselves a majority of 
 the directors of said last mentioned corporation, .and have from 
 thence hitherto, as nominal directors thereof, exercised the entire 
 control and management of all its affairs, business, subsidies, and 
 assets, to their joint and individual benefit, advantage, profit, and 
 gain, and to the loss,, detriment, and disadvantage of said last men- 
 tioned corporation, of plaintiff and the other stockholders thereof, 
 as hereinafter more particularly averred and charged. 
 
 10. 
 
 Plaintiff avers that he is advised, informed, and believes, and 
 therefore, upon and according to his information and belief, avers, 
 that neither of the said defendants Leland Stanford, Hopkins, Hun- 
 tington, Charles and E. B. Crocker, or their confederates, although 
 they claim to be respectively, and assert they are respectively, and 
 nominally appear to be respectively, owners of a large number of 
 shares of the capital stock of said C. P., over and above what they 
 respectively purport to have subscribed for, at the time of the or- 
 ganization of said C. P., yet, in truth and in fact, as plaintiff is in- 
 formed and believes, and therefore avers upon and according to his 
 nformation and belief, all such shares not so as aforesaid subscribed 
 for, have in part been purchased and acquired by said last men- 
 tioned defendants and their confederates, with the assets, moneys, 
 and property of said last mentioned corporation, and in part issued 
 to said defendants and their confederates without any compensation 
 moving to said last mentioned corporation; in violation of the 
 
[7] 
 
 statute under which said corporation was organized and is acting ; 
 and all such shares are held in trust by said last named defendants 
 for said corporation. 
 
 11. 
 
 That in and by the Act of Congress first aforesaid, and the 
 acts and resolutions supplemental to and amendatory thereof, the 
 said defendant C. P. was and is authorized and empowered to 
 construct, and maintain a railroad and telegraph line from the Pa- 
 cific Coast, at or near San Francisco, California, to Echo City, in 
 the Territory of Utah, in and through all the intervening States 
 and Territories, a distance of seven hundred and eighty-four and 
 one-half miles, or thereabouts. 
 
 That in and by said acts and resolutions last above mentioned, 
 there was granted to said C. P. by the United States of America, 
 the right of way for the railroad and telegraph line of said last 
 named corporation, for the distance aforesaid, over and through 
 the public lands of the United States, situate between San Fran- 
 cisco aforesaid and Echo City aforesaid, including all necessary 
 grounds for stations, buildings, workshops, depots, machine-shops, 
 switches, side tracks, turn-tables, and water stations, and the 
 right to take from the public lands adjacent to the line of its said 
 road for the construction thereof such earth, stone, timber, and other 
 material as might be necessary therefor ; and also twenty alternate 
 sections of public land, (not including mineral lands containing the 
 precious metals) for each and every mile of its said road on the 
 line thereof, and within the limits of twenty miles on each side of 
 said road, equal to twelve thousand eight hundred acres of public 
 land per mile of said railroad ; and also the timber on all mineral 
 lands within said limits. 
 
 And there was further granted to it, the said corporation, 
 the C. P., and the Secretary of the Treasury of the United 
 States was authorized and required to issue to said C. P., in aid 
 of the construction of said railroad and telegraph line, bonds of the 
 United States of America of the denomination of one thousand dol- 
 lars each, payable in thirty years after the date thereof, bearing 
 
[8] 
 
 six per centum per annum interest, payable semi-annually to the 
 amount of sixteen, thirty-two, and forty-eight of such bonds for 
 each and every mile of said railroad and telegraph line so com- 
 pleted and equipped as aforesaid, according to the character of the 
 land or country over which the same might pass, that is to say : 
 sixteen of said bonds per mile for seven and eighteen one-hun- 
 dredths (7 18-100) miles from the city of Sacramento to the 
 western base of the Sierra Nevada Mountains, forty-eight bonds 
 per mile for one hundred and fifty miles across and over the Sierra 
 Nevada Mountains, and thirty-two bonds per mile for six hundred 
 and twenty-seven and 32-100 miles eastwardly across the Great 
 Salt Lake Basin to Echo City aforesaid, in the Territory of Utah, 
 amounting in all to twenty-seven thousand three hundred and eighty- 
 nine 120-1000 bonds, of one thousand dollars each, and to the sum 
 of twenty-seven millions three hundred and eighty-nine thousand 
 one hundred and twenty dollars (-$27,389,120) in value. 
 
 12. 
 
 That in and by an act of the Legislature of the State of Califor- 
 nia entitled " An Act to aid the construction of the Central Pacific 
 Kailroad in the State of California, and other matters relating 
 thereto,'' passed April 25, 1863, and to which said act and every 
 part thereof plaintiff refers as a part of this complaint, the Con- 
 troller of the State of California was authorized and empowered 
 whenever the railroad of said defendant, C. P., should be completed 
 from the city of Sacramento in said State to the eastern boun- 
 dary of said State, and ready for the conveyance and transportation 
 of passengers and freight, to draw his, said Controller's, warrants 
 upon the Treasurer of said State, and said Treasurer was author- 
 ized to pay the same out of the State Treasury, in behalf of and in 
 favor of said C. P., in sums of not less than one thousand dollars 
 each, for an amount equal to ten thousand dollars in United 
 States gold coin per mile for each mile of its railway thus comple- 
 ted and equipped, and deliver such warrants to said C. P. 
 
m 
 
 13. 
 
 That in and by that certain other law of the State of California 
 entitled " An act to authorize the county of Placer to subscribe to 
 the capital stock of the Central Pacific Railroad of California, and 
 to provide for the payment of the same, and other matters relating 
 thereto " passed April 2, 1863, to which act plaintiff refers as a 
 part of this complaint, the Board of Supervisors of said county of 
 Placer was authorized, upon the affirmative vote of the qualified 
 electors of said county so to do, to take and subscribe, for the use 
 and benefit of said county, to the capital stock of said C. P., to 
 the amount of two hundred and fifty thousand dollars, and therefor 
 to issue and deliver to said C. P. the bonds of said county for 
 a like amount, payable in twenty years from the date of their 
 issuance, with interest thereon at the rate of eight per cent, per 
 annum, principal and interest payable in United States gold coin. 
 
 That thereafter, and pursuant to said last mentioned act, a 
 majority of the qualified electors of the said county, at an election 
 duly held, did authorize the issuance and delivery of two hund- 
 red and fifty thousand dollars of said county bonds, as in said act 
 provided. 
 
 14. 
 
 That in and by that other law of the State of California, entitled 
 " An Act to authorize the Board of Supervisors of the city and 
 county of San Francisco to take and subscribe one million of 
 dollars to the capital stock of the Western Pacific Railroad Com- 
 pany and the Central Pacific Railroad Company of California, and 
 to provide for the payment of the same, and other matters relat- 
 ing thereto," passed April 22, 1863, and to which said act plaint- 
 iff refers as a part of this complaint, among other things, the Board 
 of Supervisors of said city and county was authorized and re- 
 quired, upon the affirmative vote therefor of the qualified electors 
 of said city and county, to take and subscribe, for the use and ben- 
 efit of said city and county, to the capital stock of the said corpo- 
 
[10] 
 
 ration, C. P., to the amount of six hundred thousand dollars, and 
 to deliver to said C. P. therefor the bonds of said city and county, 
 to the amount of six hundred thousand dollars, payable in three 
 years from the date of the issuance thereof, with interest thereon 
 at the rate of six per cent, per annum, payable semi-annually ; 
 principal and interest payable in U. S. gold coin. 
 
 That afterwards, at an election duly held pursuant to said act, 
 in said city and county, the qualified electors thereof did vote in 
 favor of taking and subscribing for such stock, and the issuance 
 and delivery of such bonds. 
 
 15. 
 
 That in and by a certain other law of the State of California, 
 entitled " An Act to confer additional powers upon the Board of 
 Supervisors of the city and county of San Francisco and the 
 Auditor and Treasurer thereof, and to authorize the appropriation 
 of money by said Board," passed April 4, 1864, to which plaintiff 
 refers as a part of this complaint, the Board of Supervisors of said 
 city and county of San Francisco was authorized and empowered 
 to compromise and settle all claims on the part of said C. P., under 
 the act referred to in the last preceding article of this complaint, 
 upon or against the said city and county by reason of said act, by 
 payment of cash, or the giving of other security, in place of the 
 bonds authorized to be issued by said law passed April 22, 1863. 
 
 16. 
 
 That in pursuance of said last two mentioned laws, the said city 
 and county of San Francisco, by its Board of Supervisors, did 
 issue and deliver on or about the 21st day of April, 1865, to said 
 C. P., bonds of the said city and county of San Francisco to the 
 amount of four hundred thousand dollars, payable in thirty years 
 from the date of their issuance, with interest thereon at the rate 
 of seven per centum per annum, payable semi-annually in U. S. 
 gold coin ; and did at the same time relinquish to said company 
 
[11] 
 
 all claims in favor of said city and county, upon and against said 
 C. P. for any of its capital stock provided to be issued by said act 
 passed April 22, 1863. 
 
 17. 
 
 That in and by a certain other law of the State of California, 
 entitled " An Act to authorize the city and county of Sacramento 
 to subscribe to the capital stock of the Central Pacific Railroad 
 Company of California, and providing for the payment of the same, 
 and other matters relating thereto," passed April 25th, 1863, to 
 which plaintiff refers as a part of this complaint, the Board of 
 Supervisors of the city and county of Sacramento was authorized, 
 upon the affirmative vote therefor of the qualified electors of said 
 city and county of Sacramento, to take and subscribe, for the use 
 and benefit of said city and county, to the capital stock of said 
 defendant, C. P., to the amount of three hundred thousand dollars, 
 and therefor to issue and deliver to the said C. P. the bonds of said 
 city and county to the amount of three hundred thousand dollars, 
 payable in thirty years from the date of their issue, with interest 
 thereon at the rate of eight per centum per annum, payable semi- 
 annually, principal and interest payable in U. S. gold coin. 
 
 18. 
 
 / 
 
 That m and by a certain other law of the State of California, 
 entitled " An Act to aid in the construction of the Central Pacific 
 Railroad, and to secure the use of the same to this State for mil- 
 itary and other purposes, and other matters relating thereto," 
 passed April 4th, 1864, and to which plaintiff refers as a part of 
 this complaint, the C. P. was* authorized to issue its bonds, from 
 time to time, to the amount of twelve millions of dollars, ($12,- 
 000,000) payable in twenty years from the first day of January. 
 1865, in U. S. gold coin, with interest at the rate of seven per cent, 
 per. annum, payable semi-annually; the payment of the principal 
 to be secured by one or more mortgages on the railroad of said com- 
 
[12] 
 
 pany, its rolling stock, buildings, machinery, fixtures, and corporate 
 franchises, and the interest aforesaid to accrue thereon to be paid 
 by the State of California. 
 
 19. 
 
 That in and by another law of the State of California, entitled 
 " An Act granting certain rights to the Central Pacific Railroad 
 Company of California, and for other purposes," passed April 14th, 
 1863, and to which plaintiff refers as a part of this complaint'; and 
 also by certain ordinances and resolutions duly ordained and passed 
 by the Board of Supervisors of the city and county of San Fran- 
 cisco and of the city and county of Sacramento respectively ; and 
 by the authorities of other municipal bodies, bodies politic and cor- 
 porate, in the said State of California, and in and by certain deeds 
 of gift from said municipal bodies, bodies politic and corporate, and 
 from divers individuals, duly executed and delivered to said C. 
 P. as grantee, as plaintiff is informed, and believes, and avers upon 
 and according to his information and belief, the said C. P. has ac- 
 quired and now holds, and owns, and is possessed of, a large 
 amount of real estate and other properties in said city and county 
 of San Francisco, in said city and county of Sacramento, and at 
 divers other places in the State of California and along the line 
 of its railroad from Sacramento to the eastern boundary line of said 
 State aforesaid, of great value, to wit: of the value, as plaintiff is 
 informed and believes, and therefore avers, of ten millions of dollars 
 (110,000,000). 
 
 20. 
 
 That as plaintiff is informed and believes, and therefore avers, 
 upon and according to his information and belief, and as certain 
 other ordinances and resolutions duly ordained, made and passed 
 by various municipal corporations' and bodies politic and corporate 
 of the said State of Nevada, and of the said Territory of Utah, 
 and by various other deeds of gift duly executed and delivered by 
 various municipal corporations, bodies politic and corporate, and 
 
[13] 
 
 divers individuals, in said State of Nevada and Territory of Utah, 
 respectively, to said C. P., said defendant C. P. heretofore ac- 
 quired, and is now the owner and possessor of, a large amount of 
 real estate and other property in said last mentioned State and Ter- 
 ritory, along and in the vicinity of its railway, of great value, 
 to wit : of the value, as plaintiff is informed and believes, and there- 
 fore avers, of five millions of dollars ($5,000,000). 
 
 21. 
 
 That said Railroad and Telegraph Line, so as aforesaid author- 
 ized to be constructed by said C. P. from the Pacific Coast, at or 
 near the city and county of San Francisco, in the State of Cali- 
 fornia, to Echo City aforesaid, have been and now are wholly com- 
 pleted, equipped, and furnished, according to law, to wit : from Sac- 
 ramento to Echo City, aforesaid, a distance of seven hundred and 
 eighty-four and a half miles, or thereabouts ; and the same, with 
 all the franchises, privileges, and appurtenances thereto belonging, 
 since the 8th day of May, A. d. 1869, have been and are now 
 being operated by said C. P., and by the individuals, corporations, 
 and associations hereinafter mentioned, for the conveyance and 
 transportation of passengers and freights, and the transmission of 
 telegraph messages. 
 
 22. 
 
 That all the bonds of the United States, authorized to be issued 
 by said acts of Congress and resolutions hereinbefore mentioned 
 and referred to, and the grants of public land thereby authorized 
 to be made to the said C. P. by the said acts of Congress, and the 
 said State bonds and warrants, and the bonds of the said county 
 of Placer, and of the said city and county of Sacramento, and of 
 the said city and county of San Francisco, and the grants of State 
 lands authorized to be made to the said C. P. by the laws of the 
 State of California hereinbefore mentioned and referred to, and 
 
[14] 
 
 the lands donated by the said city and county of Sacramento, and 
 by the city and county of San Francisco, and by the various other 
 municipal bodies, bodies politic and corporate, and individuals, as 
 aforesaid, have all been delivered and made over to said C. P., and 
 were received in its name by the said defendants, Leland Stanford, 
 Hopkins, Huntington, Charles Crocker, E. B. Crocker, Marsh and 
 Miller, acting as its Board of Directors, and the first and second 
 mortgage bonds of said C. P., so as aforesaid authorized to be is- 
 sued, have been issued by it and delivered to its said last named 
 directors ; and all of said bonds, together with the interest coupons 
 attached, have been sold and disposed of by said last mentioned 
 directors in the name of said C. P., or are fraudulently detained 
 by said last named directors ; and the moneys realized from all said 
 sources and subsidies have been appropriated by the said direc- 
 tors, Leland Stanford, Hopkins, Huntington, E. B. Crocker, Char- 
 les Crocker, Marsh and Miller, and their confederates, to plaintiff 
 unknown, and whose names, when ascertained, plaintiff prays may 
 be inserted herein, with proper and apt words to charge them, to 
 their own use, except such small portions thereof as were actually 
 used in the construction of said road and telegraph line, as herein- 
 after averred. 
 
 23. 
 
 Plaintiff further avers, on and according to his information and 
 belief, that under said acts of Congress and the acts amendatory 
 thereof and resolutions supplementary thereto, in Articles 2 and 
 12 of this complaint mentioned and referred to, said C. P. became 
 entitled to and has become the owner of ten millions and forty-one 
 thousand six hundred acres of public lands of the United States, 
 situate and lying between the city of Sacramento aforesaid and 
 Echo City aforesaid, of great value, to wit, of the value, as plaintiff 
 is informed and believes, and avers upon and according to his 
 information and belief, of fifty millions two hundred and eight 
 thousand dollars (150,208,000) gold coin of the United States. 
 
[15] 
 
 24. 
 
 That under said acts of Congress and the acts and resolutions 
 amendatory thereof and supplementary thereto, there have been in 
 fact issued and delivered to the said C. P., as plaintiff is informed 
 and believes, and therefore avers upon and according to his infor- 
 mation and belief, by the United States government, United States 
 bonds bearing interest as therein provided, and payable at the times 
 therein provided, to the amount of 127,389,120, to aid in the con- 
 struction of said railroad and telegraph line, from Sacramento afore- 
 said to Echo City aforesaid ; that said bonds now are and have 
 been of the value, ever since the issuance thereof, in lawful money 
 of the United States, of $27,389,120, and said last mentioned sum 
 has been realized from the disposition thereof, and used and appro- 
 priated as hereinafter more particularly averred. 
 
 That pursuant to said law of the State of California, approved 
 April 25, 1863, mentioned and referred to in Article 12 o this 
 complaint, the said C. P., subsequent to the passage of said acts, 
 and in the years 1864-5, received from the State of California the 
 sum of $1,500,000 in United States gold coin, and which has been 
 used and disposed of as hereinafter more particularly averred. 
 
 That pursuant to said Statute, approved April 2d, 1863, referred 
 to in Article 13 of this complaint, the said county of Placer duly 
 issued and delivered to said C. P. the bonds of said county to the 
 amount of two hundred and fifty thousand dollars, gold coin, pay- 
 able with interest as in said act provided, which bonds, when issued 
 and delivered, were, ever since have been, and still are, of the 
 aggregate value in gold coin of the United States of two hundred 
 and fifty thousand dollars ($250,000). 
 
 That pursuant to said Statute, approved April 22d, 1863, and 
 the acts supplementary thereto, referred to in Articles 14, 15, 
 and 16 of this complaint, there were on or about the 20th day of 
 April, 1865, duly issued and delivered to said C. P., bonds of the 
 City and County of San Francisco, of the par value of four 
 hundred thousand dollars, payable at the times and bearing inter- 
 est as in said last mentioned acts provided, which said last men- 
 
[16] 
 
 tioned bonds, when issued, were, ever since have been, and now are 
 of the aggregate value of four hundred thousand dollars, United 
 States gold coin, ($400,000) and that sum has been realized there- 
 from, by the disposition thereof, as hereinafter averred. 
 
 25. 
 
 That pursuant to said statute, approved April 25, 1868, referred 
 to in Article 17 of this complaint, the said City and County of 
 Sacramento duly issued and delivered to said C. P. its county 
 bonds to the amount of three hundred thousand dollars, gold coin 
 of the United States, payable with interest, as in said act provided ; 
 and which said bonds, when issued and delivered, were, ever since 
 have been, and still are of the aggregate value of $300,000, gold 
 coin of the United States, and that sum has been realized from the 
 disposition thereof, and used and appropriated as hereinafter more 
 particularly averred. 
 
 26. 
 
 That pursuant to said statute, approved April 4, 1864, referred 
 to in Article 17 of this complaint, the said C. P. heretofore issued 
 its mortgage bonds, payable as in said act provided, with interest 
 coupons attached, payable by, and which interest has been, from 
 the date of said bonds to the present time, in fact, paid by, the 
 State of California. That said C. P. has heretofore, but at what 
 particular date or dates plaintiff is ignorant, sold or otherwise 
 disposed of said bonds, and has received and realized therefrom, as 
 plaintiff is informed and believes, and therefore avers, the sum of 
 $12,000,000, United States gold coin, which sum has been used 
 and appropriated as hereinafter more particularly averred. That 
 pursuant to the said Act of Congress, and the acts and resolutions 
 amendatory of and supplemental thereto, referred to in Articles 2 
 and 10 of this complaint, the said C. P. heretofore issued under the 
 signatures of its officers and its corporate seal, and delivered to 
 
[17] 
 
 defendants, Leland Stanford, E. B. Crocker, Charles Crocker, 
 Huntington, Hopkins, Marsh, Miller, and their confederates, to 
 plaintiff unknown, its first mortgage bonds to the amount of $27,- 
 389,120, payable in United States gold coin, with interest at the 
 rate of ten per cent, per annum, secured by the first mortgages 
 of said C. P. upon its road, equipments, furniture, franchises, de- 
 pots, machine-shops, and other property. 
 
 That, as plaintiff is informed and believes, and therefore avers, 
 upon and according to his information and belief, the said C. P. 
 issued and delivered on or about the day of 
 
 186 , and on divers other days prior to the first day of March, 
 1876, to said defendants Leland Stanford, E. B. Crocker, Charles 
 Crocker, Huntington, Hopkins, Miller, Marsh, and their confeder- 
 ates, to plaintiff unknown, its second mortgage bonds to the amount 
 of 127,387,120, payable in United States gold coin, with interest 
 at ten per cent, per annum. That said second mortgage bonds, 
 with the exception of $11,787,378.17 of the nominal value there- 
 of, and all of the said first mortgage bonds, have been, as plaint- 
 iff is informed and believes, and therefore so avers, delivered by 
 the said C. P. to the said Leland Stanford, E. B. Crocker, 
 Charles Crocker, Huntington, Hopkins, Miller, Marsh, and their 
 confederates, to plaintiff unknown, and by them and their confed- 
 erates kept and retained and appropriated to their own use, in 
 violation of their duties as directors, in fraud of the rights of said 
 C. P., of plaintiff and the other stockholders of said C. P. ; and 
 said second mortgage bonds, to the amount of $11,787,378.17 
 have been sold by said defendants last above named, and the sum 
 of at least $11,787,378.17 in United States gold coin realized 
 therefrom by them, and by them or some of them converted to 
 their own use. 
 
 27. 
 
 Plaintiff avers and charges that the following is a correct sum- 
 mary, statement, and estimate of the various subsidies and aids 
 granted to said C. P. in aid of the construction of its railroad and 
 telegraph line, as near as he can ascertain the same : 
 2 
 
[18] 
 
 Value in gold coin. 
 
 Lands granted by United States 850,208,000 00 
 
 " granted and donated by various corpora- 
 tions, etc., situate within the State of 
 
 California 5,000,000 00 
 
 u granted and donated bj various corpora- 
 tions and individuals situate within the 
 
 State of Nevada 3,000,000 00 
 
 " granted and donated by various corpora- 
 tions and individuals within the Territory 
 
 of Utah 2,000,000 00 
 
 Donation by the State of California 1,500,000 00 
 
 Bonds on which the State of California guaranteed 
 
 the interest 12,000,000 00 
 
 Bonds of- Placer County 250,000 00 
 
 Bonds of the City and County of San Francisco 400,000 00 
 Bonds. of the City and County of Sacramento. . . 300,000 00 
 
 CURRENCY. 
 
 Bonds of the U. S. Government 827,389,120 00 
 
 First mortgage bonds of said C. P . 27,389,120 00 
 
 Second mortgage bonds of said C. P., delivering to 
 
 defendants L. Stanford, Charles and E. B. 
 
 Crocker, Huntington, Hopkins, A. P. Stanford, 
 
 Marsh & Miller, as above charged 15,601,741 83 
 
 Second mortgage bonds issued and sold as above 
 
 charged 11,787,378 17 
 
 Total 1156,825,360 00 
 
 28. 
 
 That instead of undertaking by its own officers and agents the 
 construction of its railroad and telegraph line, and the furnishing 
 and equipping thereof, or making a reasonable contract with disin- 
 terested persons therefor, or letting out the work and the furnish- 
 
[19] 
 
 ing of materials for the construction, furnishing, and equipping 
 thereof, to the lowest bidder ; and instead of endeavoring to con- 
 struct, furnish, and equip the same in the most economical manner, 
 the said Leland Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, and their confederates, then composing a majority of the 
 Directors of the said C. P., combining and confederating together 
 to defraud the said C. P., and the plaintiff and other stockholders 
 thereof, and to secure to themselves, jointly and severally, per- 
 sonally, great profits, advantages, and gains, entered into an 
 arrangement among themselves, under the name of C. Crocker & 
 Co., and under that name, from the commencement of the con- 
 struction of its railroad at the city of Sacramento, until about the 
 month of November, 1867, contracted with said C. P. to furnish 
 the materials for, and to construct, furnish, and equip so much of 
 said railroad and telegraph line as was constructed, furnished, and 
 equipped, or partly constructed, furnished, and equipped, prior to 
 the first day of November, 1867. 
 
 That such contract and contracts were caused to be made in 
 the name of the said C. P., by the votes and direction of said 
 Leland Stanford, Huntington, Hopkins, Charles and E. B. Crocker, 
 and their confederates, (who composed a majority of the Board of 
 Directors of said C. P.) with said C. Crocker & Co., a copartner- 
 ship, of which the said last named defendants were members, for 
 their joint and individual profit and gain, and the prices and rates 
 at which the same were let were exorbitant and excessive, to wit, 
 at the rate, as plaintiff is informed and believes, of two hundred 
 per cent, over and above the actual and reasonable cost and ex- 
 pense of the work done, and the materials, furniture, and equip- 
 ments furnished in the name of said C. Crocker & Co.; whereby 
 the said last named defendants did receive from said C. P., and 
 appropriate to their own use, and did vote to themselves, under the 
 pretense of being Directors of said C. P., large sums of money, 
 bonds, and assets of said C. P., to wit, as near as plaintiff can 
 estimate the same, seven million dollars ($7,000,000) in value, 
 over and above the actual cost of the work done and the materials, 
 furniture, and equipments furnished in the name of, or under the 
 direction of, said C. Crocker & Company. 
 
[20] 
 
 29. 
 
 That afterwards, to wit, on or about the 18th day of November, 
 1867, the said defendants Huntington, Hopkins, Leland Stanford, 
 0. and E. B. Crocker, and divers others, their associates and con- 
 federates, to plaintiff unknown, combining and confederating to- 
 gether to cheat and defraud plaintiff and the other stockholders of 
 the C. P., and the said C. P., and fraudulently to acquire and ap- 
 propriate to themselves, without consideration or a just equivalent, 
 large profits and gains and large amounts of the assets and property 
 of the said C. P., organized themselves and some of their servant's 
 and employees, to plaintiff unknown, under the laws of the State of 
 California, into a corporation styled the " Contract and Finance 
 Company," for the purpose of taking contracts for the construction 
 of subdivisions of the railroad and telegraph line of said C. P. and 
 the appurtenances necessarily connected therewith, and the equip- 
 ping and furnishing the same. 
 
 That from and after the organization of said " Contract and Fi- 
 nance Company," all the contracts made and entered into in the 
 name of the said C. P. for materials to be furnished for, and work 
 to be done in, the construction, furnishing, and equipment of said 
 railroad and telegraph line, were by said Leland Stanford, Hopkins^ 
 Huntington, C. and E. B. Crocker, and their confederates, com- 
 posing a majority of the directors of said C. P., voted to be let, and 
 in fact were let and entered into by said C. P., of the one part, 
 and the said " Contract and Finance Company " of the other part, 
 without advertising to let the same to the lowest bidders or bidder, 
 and without in any manner inviting competition therefor. 
 
 That under the fraudulent and illegal pretense of paying for said 
 materials, work, equipment, and furniture nominally contracted to 
 be furnished and done by said " Contract, and Finance Company," 
 but really and in fact by said last mentioned directors and their 
 confederates for their own benefit, the said last mentioned directors 
 and their confederates from time to time voted to pay, deliver, and 
 make over, and did pay, deliver, and make over, in the name of 
 said C. P., to said " Contract and Finance Company " and its 
 
[21] 
 
 confederates, large sums of money and large amounts of bonds, 
 lands, and other valuable assets of said C. P., of great value, to 
 wit, of the value, as plaintiff is informed and believes, of two 
 hundred and twenty-five million eight hundred and fifty-five thous- 
 and six hundred and eighteen dollars and seventeen cents ($225,- 
 855,618.17). 
 
 That said last mentioned moneys, bonds, subsidies, lands, and 
 other valuable assets so made over, transferred, and delivered to 
 said " Contract and Finance Company," were in value greatly in 
 excess, to wit, to the amount of two hundred and six millions six 
 hundred and thirty-two thousand six hundred sixty-one dollars and 
 fifty and one-third cents, ($206,632,661,501) of the actual cost of, 
 and of a fair price for, all materials, furniture, and equipments 
 furnished by and work done by said " Contract and Finance 
 Company," or by its sub-contractors or employees in the construction 
 of said railroad and telegraph line, and the appurtenances thereof: 
 and in said last mentioned sum in excess of the sum in which the 
 same could have been let out for, and contracted to be done and 
 furnished for, by responsible persons and firms who did not intend 
 to cheat and defraud the said C. P., this plaintiff, and the other 
 stockholders of the said C. P. 
 
 The said defendants, Leland Stanford, Huntington, Hopkins, E. 
 B. and C. Crocker, heretofore, to wit, on or about the 20th day of 
 July, 1869, under the name of said "Contract and Finance Com- 
 pany," divided among themselves the said two hundred and six 
 millions six hundred and thirty-two thousand six hundred and sixty- 
 one dollars and fifty and one-third cents, ($206,632,661.50-0 in 
 value of the assets, subsidies, and property of said C. P., so as 
 aforesaid delivered to said " Contract and Finance Company," but 
 in what proportions this plaintiff is ignorant^ but is informed 
 and believes, and therefore avers, upon and according to his infor- 
 mation and belief, that the said sum was so divided in the propor- 
 tion of one-fifth to each of the last named defendants. 
 
 And this plaintiff avers, on and according to his information and 
 belief, that said " Contract and Finance Company" did sublet the 
 greater portion of the work to be done, and which was done, and the 
 materials to be furnished, and which were furnished in the con- 
 
[22] 
 
 struction of the said telegraph and railroad line under its contracts 
 with said 0. P. at prices greatly below, to wit, more than ten 
 hundred per cent, below the prices which said C. P. nominally un- 
 dertook to pay to said a Contract and Finance Company" for doing 
 the same work and furnishing the same materials. 
 
 30. 
 
 Plaintiff further avers, upon and according to his information 
 and belief, that all the bonds issued to the said C. P. by the United 
 States Government ; also all the warrants issued by the State of 
 California ; also the guarantee for the payment of interest by 
 the State of California aforesaid ; also the bonds issued and de- 
 livered by the county of Placer, by .the city and county of 
 Sacramento, by the city and county of San Francisco, and the first 
 mortgage bonds issued by said C. P. as aforesaid ; also the second 
 mortgage bonds issued by said C. P. as aforesaid, have all been 
 transferred to, and the control and benefit thereof vested in, defend- 
 ants, Leland Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, and their confederates, under the pretense and pretext of 
 paying and delivering the same to said " Contract and Finance 
 Company, " composed of said last named defendants and their 
 confederates, as in part a fair compensation for the work purport- 
 ing to have been done, and materials, furniture, and equipments 
 purporting to have been furnished, by said " Contract and Finance 
 Company " in the construction of said railroad and telegraph line, 
 and the equipment and furnishing thereof, and the same have, by 
 the said last named defendants, been converted to their own use. 
 
 31. 
 
 That the dividends, profits, and gains so as aforesaid received 
 and realized by the said defendants, Leland Stanford, C. P. Hunt- 
 ington, Mark Hopkins, Charles and E. B. Crocker, and their 
 confederates, in the name of Charles Crocker & Co., and in the 
 name of said " Contract and Finance Company," amount, as 
 
[23] 
 
 plaintiff is informed and believes, and therefore avers, upon his in- 
 formation and belief, to the sum of two hundred and eleven million 
 two hundred and ninety-nine thousand three hundred and eight 
 dollars and seventeen cents (8211,299,308.17) ; the whole of 
 which ought in justice and equity to belong to the said C. P., for the 
 benefit of the stockholders. 
 
 32. 
 
 That defendant B. B. Redding is and has been, since the first 
 day of January, 1865, an agent and employee of the defendants, 
 Leland Stanford, Huntington, Hopkins, Charles and E. B. Crocker, 
 though professing to be, and nominally appearing to be and to have 
 been, during said period, an employee of said C. P. ; that said 
 Leland Stanford, Huntington, Hopkins, Charles and E. B. Crocker, 
 acting as directors of said C. P., have, as plaintiff is informed and 
 believes, and so avers, upon and according to his information and 
 belief, heretofore voted to sell and convey, and have caused the of- 
 ficers of the said C. P. to convey, to said Redding and his and 
 their confederates, unknown \p plaintiff, a large part of, and the 
 most valuable portions of, the lands so as aforesaid granted by the 
 United States to said C. P. for mere nominal considerations, to 
 wit, for one dollar and twenty-five cents per acre. That all of said 
 pretended sales and conveyances have been, in fact, made with the 
 secret understanding and agreement between said Redding and his 
 confederates, and said Hopkins, Huntington, Leland Stanford, 
 Charles and E. B. Crocker, and their confederates, that said Red- 
 ding and his confederates should hold, and from time to time dis- 
 pose of, said lands so conveyed to him and his confederates, as 
 aforesaid, for the benefit of said Leland Stanford, Huntington, Hop- 
 kins, Charles and E. B. Crocker. 
 
 That said lands so conveyed to said Redding and his confed- 
 erates are of great value, but of what value plaintiff is ignorant. 
 That all moneys paid or purporting to have been paid, if any 
 have been paid to said C. P. for said lands, have been, in fact, 
 paid by said Leland Stanford, Huntington, Hopkins, Charles and E. 
 B. Crocker, out of the profits and gains so as aforesaid made and 
 
[24] 
 
 realized by them in the name of the said " Contract and Finance 
 Company" and in the name of said C. Crocker & Co. That 
 there are divers other persons, to plaintiff unknown, who purport to 
 have received, and have received, pretended conveyances of parcels 
 and sections of said lands, the number of acres and particular sub- 
 divisions being unknown to plaintiffs. 
 
 That said last named persons hold the lands, so as aforesaid con- 
 veyed to them, in secret trust for Leland Stanford, Huntington, 
 Hopkins, Charles and E. B. Crocker. 
 
 33. 
 
 Plaintiff is informed and believes, and therefore avers, upon and 
 according to his information and belief, that said C. P., from its 
 organization up to the 31st day of December, 1875, received for the 
 transportation of freight, property, and passengers over its line of 
 railroad to and from Sacramento aforesaid, the sum of fifty-five 
 million one hundred and thirty-three thousand three hundred and 
 sixty-four dollars and eighty-nine cents ($55,133,364.89) ; and 
 during the same period, from the transmission of telegraph mes- 
 sages over its telegraph line, the sum of three million (3,000,- 
 000) dollars. 
 
 That since the said tenth day of February, 1869, said C. P. has 
 received for the transportation of freight and property (other than 
 express freights as in Article 36 in this complaint mentioned) and 
 passengers, the sum of five million nine hundred and seventy-three 
 thousand and fifty-one dollars and seven cents ($5,973,057.07) ; 
 and has, since said last mentioned day, received for the transmis- 
 sion of messages over its said telegraph line, the sum of two mil- 
 lion eight hundred and seventy-three thousand dollars ($2,873,000). 
 
 34. 
 
 The plaintiff is informed and believes, and therefore avers, upon 
 and according to his information and belief, that the first seven 
 and 18-100 miles of said railroad and telegraph line from Sacra- 
 
[25] 
 
 mento, eastwardly, was actually constructed for a little less than 
 eleven thousand five hundred dollars per mile. That the actual 
 cost of the next succeeding one hundred and fifty miles, eastwardly, 
 was less than forty-two thousand dollars per mile, and no greater 
 sum was expended in the construction thereof. That the actual 
 cost of the construction of the rest of said road and telegraph line, 
 to" wit, for a distance of six hundred and twenty-seven and 83-100 
 miles, was less than twenty-one thousand dollars per mile ; which 
 said cost for each distance included stations, depots, switches, turn- 
 tables, side tracks, water tanks, and water stations, platforms, ware- 
 houses, repair shops, machine shops, engine houses, and all other 
 equipments and furniture of said road, except rolling stock. That 
 the rolling stock, to wit, cars, engines, hand cars, and other equip- 
 ments of said road and telegraph lines actually furnished for and 
 actually used by said C. P., between its organization and the first 
 day of January, 1876, has not cost to exceed the sum of two million 
 dollars, and the plaintiffs charge, in fact, that the same has cost 
 much less. 
 
 35. 
 
 Plaintiff further avers that he -is informed and believes, and he 
 therefore, upon and according to his information and belief, charges, 
 that the said Leland Stanford, Huntington, Hopkins, Charles 
 and E. B. Crocker, and their confederates, with the funds and 
 assets of the said C. P., between the first day of July, 1861, and 
 the first day of May, 1869, constructed and maintained a wagon 
 road, commonly known and called the " Dutch Flat Wagon Road," 
 and charged the cost of the construction thereof, to wit, one hun- 
 dred and fifty thousand dollars, to the construction account of the 
 C. P., under the pretense that the construction thereof was neces- 
 sary for hauling freight and materials to be used in the construc- 
 tion of said railroad. 
 
 That said Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, and their confederates, collected tolls on said wagon road, 
 from freights, passengers, and vehicles passing over the same, to a 
 large amount, to wit, to the amount of three hundred and fifty 
 
[26] 
 
 thousand dollars in United States gold coin, ($350,000) and ap- 
 propriated and applied the same to their own use and benefit. 
 
 36. 
 
 That the defendant, Wells, Fargo & Co., has been, for ten years 
 last past, and still is, a corporation duly organized, created, and ex- 
 isting under the laws of the State of New York, for the purpose 
 of transporting express freight, coin, bullion, and other valuable 
 packages and letters over the various lines of railroad and steamboat 
 travel throughout the United States, and particularly from New 
 York city, State of New York, to San Francisco, in the State of 
 California, and places intermediate. That the said defendants, 
 Hopkins, Huntington, Leland Stanford, Charles and E. B. Crocker, 
 and their confederates, to plaintiff unknown, acting as and compos- 
 ing a majority of the Board of Directors of said C. P. between the 
 first day of May, 1869, and the first day of April, 1870, but at 
 what particular date plaintiffs are ignorant, in the name of said C. 
 P., granted to and contracted with said defendant, Wells, Fargo 
 & Co., in substance and to the effect, that said Wells, Fargo & 
 Co. should have the exclusive right of running express freight 
 trains, and carrying and transporting express freight, express pack- 
 ages, bullion, &c, over said C. P.'s line of railway; that in con- 
 sideration thereof, said Wells, Fargo & Co. increased or " watered" 
 its capital stock from $10,000,000.00 to 115,000,000.00, and de- 
 livered and made over to said Leland Stanford, Huntington, Hop- 
 kins, Charles and E. B. Crocker, or for their benefit, without any 
 consideration, except the making of said contract in the name of 
 said C. P., one and one-half millions of said watered stock of 
 Wells, Fargo & Co. ; and from thence hitherto, said Leland Stan- 
 ford, Charles and E. B. Crocker, Huntington & Hopkins, have 
 been, and now claim to be, the owners of one and one-half millions, 
 or thereabouts, of said Wells, Fargo & Co.'s stock, of the value 
 of 11,500,000. 
 
 \ 
 
[27] 
 
 37. 
 
 That the Western Pacific Railroad Company of California, on, 
 and long prior to, the 13th day of December, 1862, was and ever 
 since has been a corporation duly organized under the laws of the 
 State of California, for the construction and maintenance of a rail- 
 way and telegraph line from a point at or near the city of San Jose, 
 Santa Clara County, California, by way of Stockton and inter- 
 mediate places, to Sacramento aforesaid, a distance of about one 
 hundred and twenty-five (125) miles. 
 
 That said last mentioned corporation, whenever hereinafter 
 mentioned in this complaint, is designated by the letters W. P. 
 
 That said W. P. was, and is, by various laws and statutes, 
 entitled to have and receive large subsidies in bonds, lands, rights, 
 franchises, and other valuable privileges. 
 
 That as plaintiff is informed and believes, and therefore, upon 
 and according to his information and belief, avers, on or about the 
 10th day of August, 1867, the defendants, Leland Stanford, Hunt- 
 ington, Hopkins, Charles and E. B. Crockery purchased of one 
 Charles McLaughlin and other persons unknown to plaintiff, but who 
 composed the stockholders of said W. P., all the capital stock of 
 said last mentioned corporation, and took arid received a transfer 
 and assignment thereof to themselves and their confederates, and 
 at the same time took a delivery of, and there was delivered to 
 them by the Directors of said W. P., so much of the railroad of 
 said W. P. as had then been completed, and partly completed ; and 
 they have, since said day, controlled and managed the affairs and 
 business of said last mentioned corporation, and have constructed 
 and completed a railway and telegraph line from San Jose aforesaid 
 to Sacramento aforesaid, and are using as the rolling stock and 
 equipments thereof in running the same the rolling stock and equip- 
 ments of said C. P. That the stock of said W. P., so as aforesaid 
 purchased, was purchased, and said last mentioned railroad and 
 telegraph line has been wholly stocked, equipped, and furnished, 
 with the moneys and assets of the saidC. P. wrongfully and illegally 
 
[28] 
 
 appropriated for that purpose by the said Stanford, Huntington, 
 Hopkins, Charles and E. B. Crocker. 
 
 That said last mentioned defendants and their confederates hold 
 said stock, so purchased, and said last mentioned railroad and tele- 
 graph line so delivered in trust for the said C. P. and its stockhold- 
 ers. 
 
 That afterward, to wit, on or about the 20th day of December, 
 1869, the said Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, and their confederates, received from the United States 
 Government its bonds and coupons for sixteen thousand dollars per 
 mile, for the distance from Sacramento to a point near Vallejo's 
 Mills, in the county of Alameda, to wit, one hundred and twenty- 
 five miles, as subsidies to aid in the construction of the railroad 
 and telegraph line of said W. P. from San Jose aforesaid to 
 Sacramento aforesaid, and have converted the same to their own 
 use. 
 
 That such bonds when so converted, to wit, on the first day of 
 January, 1870, were and still are of the value of two million dollars 
 ($2,000,000). 
 
 That from the running and management of said last mentioned 
 road and telegraph line, said Leland Stanford, Huntington, Hopkins, 
 Charles and E. B. Crocker have heretofore received and appropri- 
 ated to their own use large sums of money, to wit, three millions 
 of dollars ($3,000,000) ; that said last mentioned bonds and sum 
 of money, of right and in equity, belong to said C. P. and its stock- 
 holders. 
 
 That said Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, with other moneys and assets of said C. P., so as aforesaid 
 received, realized, and appropriated by them in fraud of the said C. 
 P., and its stockholders, heretofore, to wit, between the first day 
 of May, 1868, and the 20th day of March, 1870, constructed and 
 equipped a branch of the said W. P., from a point near the Ala- 
 meda creek, near Vallejo's Mills, in Alameda county, to a point at 
 or near San Antonio, in the county of Alameda, and they and 
 
[29] 
 
 their confederates now claim to own, and in fact manage, and 
 control, and are- running, said branch in connection with the said 
 W. P., said C. P., and the San Francisco and Oakland Railroad 
 Company's road, hereinafter mentioned, and are and have been 
 receiving since September 1st, 1869, as net gains and profits of 
 running the same, about ten thousand dollars (-110,000) gold coin 
 per month. 
 
 That said last mentioned branch, its furniture, depots, and 
 equipments, and the net earnings there of, are, in fact and in truth, 
 held by said Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, in trust for said C. P. and its stockholders. 
 
 39. 
 
 That the said San Francisco and Oakland Railroad Company has 
 been, for several years last past, and is, a corporation duly incor- 
 porated, and existing under the laws of the State of California, for 
 the purpose of running a railroad and ferry, and by means thereof, 
 transporting freight and passengers from San Antonio, Alameda 
 county, through Oakland, to the city and county of San Francisco. 
 
 That as plaintiff is informed and believes, and therefore avers, 
 upon and according to his information and belief, on or about the 
 20th day of March, 1869, the defendants Leland Stanford, Hunt- 
 ington, Hopkins, Charles and E. B. Crocker, and their confederates 
 to plaintiff unknown, purchased from A. A. Cohen, Michael Reese, 
 and others, the owners thereof, nearly all of the capital stock of 
 said last mentioned corporation, and the same was by said vendors 
 transferred and assigned to said last named defendants and their 
 confederates, and at the same time there was delivered to said last 
 named defendants and their confederates, by the Directors of said 
 corporation, the possession of the railroad, railroad depots, rolling 
 stock, furniture, and equipments belonging to the said San Francisco 
 and Oakland Railroad Company, and the ferry boats belonging to 
 it, to wit, the "El Capitan," and other boats. 
 
 That in consideration of said assignment, transfer, and delivery 
 as plaintiff is informed and believes, and therefore avers, upon and 
 according to his information and belief, the said Leland Stanford, 
 
[30] 
 
 Huntington, Hopkins, Charles and E. B. Crocker agreed to pay, 
 and have, in fact, paid, to said vendors Cohen, Reese, and others, 
 the sum of five hundred thousand dollars, (1500,000) in United 
 States gold coin, which said sum has been and was wholly paid out 
 of the funds and assets of the said C. P., so as aforesaid realized 
 and appropriated to their own use by the said defendants, Stanford, 
 Huntington, Hopkins, Charles and E. B. Crocker, as contractors 
 as aforesaid, in the name of Charles Crocker & Co., and in the 
 name of the said Contract and Finance Company, and as managers 
 of the said C. P. 
 
 That said stock, so as last aforesaid acquired and purchased by 
 said last mentioned defendants, is held by them in trust for said C. 
 P. and its stockholders. 
 
 That the said last named defendants, by means of said last 
 mentioned purchase, and since consummating the same, have elect- 
 ed their own confederates and employees and some of themselves 
 directors of said San Francisco and Oakland Railroad Company, 
 and have, since said last mentioned day, been running and opera- 
 ting said last mentioned railroad and ferry for the transportation 
 of freight and passengers, in connection with said branch of said 
 W. P., said W. P. and said C. P., and have received and realized 
 as net proceeds of running the same about $30,000 per month, gold 
 coin. 
 
 That out of the assets of the said C. P., the profits and gains of 
 running the said branch and said San Francisco and Oakland rail- 
 road and ferry, the said defendants, Leland Stanford, Huntington, 
 Hopkins, Charles and E. B. Crocker, have expended, in extending 
 into the bay of San Francisco a wharf and pile track, in the di- 
 rection from Oakland toward San Francisco, about the sum of 
 nine hundred thousand dollars, ($900,000) and which extension 
 was designed to be an extension of said San Francisco and Oak- 
 land Railroad, and is designed to connect the city of Oakland with 
 Goat Island, in the bay of San Francisco, by a railroad. 
 
[31] 
 
 40. 
 
 That the San Francisco and Alameda Railroad Company is and 
 has been, for three years last past, a corporation duly organized, 
 created, and existing under the laws of the State of California, 
 and heretofore, to wit, on the first day of August, 1869, was the 
 owner, possessed of, and engaged in running a railway, and trans- 
 porting freight and passengers from Haywards, Alameda County, 
 to the end of the Alameda Wharf, in said county, and from thence 
 to the city and county of San Francisco by means of ferry boats 
 by it owned. That on the day and year last aforesaid, as plaintiff 
 was informed and believes, and therefore avers, upon and according 
 to his information and belief, Alfred A. Cohen, E. B. Mastick, 
 Charles Minturn, Edward Minturn, and F. D. Atherton were the 
 owners of all the capital stock of said last mentioned corporation, 
 and on the day and year last aforesaid, at the city and county of 
 San Francisco aforesaid, contracted to sell and assign, and did sell 
 and assign, to defendants, Leland Stanford, Huntington, Hopkins, 
 Charles and E. B, Crocker, and their confederates, unknown to 
 plaintiff, all of the capital stock of said last mentioned corporation, 
 for some sum and consideration to plaintiff unknown, but which, 
 upon and according to his information and belief, he avers to be, 
 and to have been, for the sum of five hundred thousand dollars 
 ($500,000). 
 
 That on the day and year last aforesaid, the railroad, rolling- 
 stock, and equipment, wharves, ships, and ferry boats of the said 
 San Francisco and Alameda Railroad Company, were delivered to 
 and accepted by the said defendants, Leland Stanford, Hunting- 
 ton, Hopkins, Charles and E. B. Crocker, and since said day said 
 railroad has been run, managed, and controlled by said last men- 
 tioned defendants for their own benefit, profit, and advantage, and 
 they have received and realized therefrom large gains and net 
 profits, to wit, ten thousand dollars ($10,000) per month, gold 
 coin, and threaten to continue to run, control, and manage the 
 same, and to appropriate the proceeds thereof to their own use. 
 
 That said last mentioned purchase was made and has been paid 
 
[32.] 
 
 for, by said last mentioned defendants, with the moneys and assets 
 of the said C. P., and with the moneys, gains, and profits so as 
 aforesaid received, realized, and appropriated to their use by the 
 said last named defendants and their confederates, under the 
 names respectively of "Charles Crocker & Co.," and said " Con- 
 tract and Finance Company." 
 
 41. 
 
 That as plaintiff is informed and believes, and therefore avers, 
 upon and according to his information and belief, all the expend- 
 itures made in the construction of the said W. P. Railroad and 
 Telegraph line, and said branch thereof, and in the purchase of 
 said San Francisco and Oakland Railroad Company stock, and said 
 San Francisco and Alameda Railroad Company stock, and in the 
 construction of said hereinbefore mentioned extension of wharf and 
 pile track, and all the expenses of running and managing said last 
 mentioned railroads, ferries, and telegraph lines, have been by said 
 Leland Stanford, Huntington, Hopkins, Charles andE. B. Crocker, 
 and their confederates, charged to, and now are charged to, the 
 construction account of said C. P., and to the running expenses of 
 said C. P. 
 
 42. 
 
 That on or about the 25th day of June, 1870, the said San Fran- 
 cisco and Oakland Railroad Company, and the said San Francisco 
 and Alameda Railroad Company, merged and consolidated their 
 capital stock, debts, assets, and franchises, under the name of the 
 " San Francisco, Oakland, and Alameda Railroad Company," with 
 a capital stock of two million of dollars, divided into twenty thous- 
 and shares, of a par value of one thousand dollars each. That on 
 or about the first w of July, 1870, the said Leland Stanford, 
 Huntington, Hopkins, Charles and E. B. Crocker, being then the 
 holders of nearly all the stock of the said San Francisco, Oakland, 
 and Alameda Railroad Company, except about fifty shares thereof, 
 
[33] 
 
 procured the acting President and Secretary of said corporation to 
 execute in the name of said corporation fifteen hundred bonds, for 
 the sum of one thousand dollars each, gold coin of the United 
 States of America, payable in twenty (20) years from the said first 
 day of July, 1870, with interest thereon at the rate of eight per 
 cent, per annum, payable semi-annually. And to secure the pay- 
 ment of said bonds, and the interest thereon, the said Leland Stan- 
 ford, Huntington, Hopkins, Charles and E. B. Crocker, further pro. 
 cured the acting Secretary and President of said San Francisco, 
 Oakland, and Alameda Railroad Company, to make and execute 
 and deliver, in the name of and under the seal of said company 
 to D. 0. Mills and William H. Tillinghast, trustees, a mortgage 
 upon all the property and assets and franchises of said company. 
 And plaintiff avers that said bonds are now held by said Leland 
 Stanford, Huntington, Hopkins, and Charles Crocker, and Charles 
 Crocker as the executor of the estate of E. B. Crocker, deceased, 
 who claim to be the owners thereof. And that the said last 
 mentioned defendants hold the same in trust for the said C. P. 
 
 43. 
 
 That the San Francisco and San Jose Railroad Company is, 
 and has been for the six years last past, a corporation created and 
 existing under the laws of the State of California, and having its 
 principal place of business at the city and county of San Francisco, 
 and is the owner of a railroad from the city and county of San 
 Francisco to the town of Gilroy, in Santa Clara County, together 
 with the necessary furniture, equipments, turn-tables, switches, 
 side tracks, depots, ware-houses, etc., connected therewith. 
 
 44. 
 
 That the Southern Pacific Railroad is, and has been for three 
 
 years and upwards, last past, a corporation duly organized, created, 
 
 and existing under the laws of the State of California, having its 
 
 principal place of business at the said city and county of San 
 
 3 
 
[34] 
 
 Francisco, for the construction and maintenance of a railway from 
 the Mississippi river, by way of San Diego, to the city and county 
 of San Francisco. That under and by various laws of the United 
 States and of the State of California, mentioned and referred to in 
 Schedule B, hereunto annexed and made a portion of this com- 
 plaint, the said corporation last mentioned has become, and is, en- 
 titled to large subsidies and grants of land of great value, to wit, 
 of the value of two million dollars and upwards. 
 
 That said defendants, Leland Stanford, Huntington, Hopkins, 
 Charles and E. B. Crocker, and David D. Colton, and their con- 
 federates, to plaintiff unknown, have by the use of means, moneys, 
 and assets of the said C. P., and the gains and profits so as afore- 
 said acquired by them under the name of Charles Crocker & Co., 
 and under the name of said Contract and Finance Co., and not 
 otherwise, purchased and acquired, on or about the 20th day of 
 December, 1869, a majority of, and almost the entire amount 
 of, the capital stock of the said Southern Pacific Railroad Company. 
 
 45. 
 
 That immediately thereafter, and on or about the first of 
 March, 1870, with the intent and design of making said San Fran- 
 cisco and San Jose Railroad Company's road a part of the 
 contemplated railway to be constructed by said Southern Pacific 
 Railroad Company, from the Mississippi River aforesaid to the City 
 and County of San Francisco aforesaid, the said Leland Stanford, 
 Huntington, Hopkins, Charles and E. B. Crocker contracted with 
 the said San Francisco and San Jose Railroad Company and its 
 stockholders, to purchase in the name of the Southern Pacific 
 Railroad Company, and for their benefit, the railroad franchises, 
 privileges, furniture, and equipments of said San Francisco and 
 San Jose Railroad Company, and its capital stock, for a large 
 sum of money, to wit, three millions of dollars : and on or about 
 the first of April, 1870, as plaintiff is informed, and believes, and 
 therefore avers, upon his information and belief, paid to said San 
 Francisco and San Jose Railroad Company and its stockholders, 
 
[35] 
 
 to wit, Charles Mayne, Peter Donahue, H. M. Newhall, and 
 others to the plaintiff unknown, five hundred thousand dollars 
 part and parcel of said three million dollars and have since paid 
 the balance of said sum of three million dollars. 
 
 That said last payments were made by the appropriating thereto 
 of the assets of said C. P., and the moneys, profits, and gains of 
 said defendants, Leland Stanford, Huntington, Hopkins, Charles 
 and E. B. Crocker, so as aforesaid acquired under the name of 
 Charles Crocker & Co., and under the name of said Contract and 
 Finance Company, and not otherwise. 
 
 That said defendant, David D. Colton, claims to be the owner of 
 and entitled to some portion of the capital stock of said Southern 
 Pacific Railroad Company, but of how much, plaintiff is not advised. 
 But as plaintiff is informed and believes, and therefore avers upon 
 and according to his information and belief, the said Colton has 
 made no payment therefor. 
 
 That since said purchase, so as aforesaid in this article set forth, 
 the said defendants, Leland Stanford, Huntington, Hopkins, and 
 Charles Crocker have, as plaintiff is informed and believes, and 
 therefore avers upon and according to his information and belief, 
 by and through a certain corporation known as the " Western 
 Development Company," constructed and built a certain line of 
 railroad from Gilroy to Tres Pinos, about twenty (20) miles in 
 length. And also have constructed and built a certain other 
 railroad, from a point about one and a half miles south of Gilroy 
 to Soledad, about seventy (70) miles in length. And also, a 
 certain other railroad, from a point about six miles below Los An- 
 geles to Anaheim, about twenty-one (21) miles in length. Also, 
 a certain other railroad from Los Angeles to San Fernando, about 
 twenty-four (24) miles in length. Also, a certain other railroad 
 from Los Angeles, via San Gorgonia Pass to White Water, about 
 eighty-five (85) miles in length. 
 
 And that the said Leland Stanford, Huntington, Hopkins, and 
 Crocker are now engaged in extending such road to F'ort Yuma, 
 on the Colorado River. Also, a certain other railroad, from Goshen 
 to Caliente a distance of one hundred and fifteen (115) miles. 
 All of which said railroads, in this paragraph set forth, are claimed 
 to belong to and form a part of the said Southern Pacific Railroad. 
 
[36] 
 
 And plaintiff avers, that all said railroads in this paragraph 
 mentioned have been built by appropriating thereto the assets of 
 the said C. P., and the moneys, profits, and gains of said defend- 
 ants, Leland Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, so as aforesaid acquired under the name of Charles 
 Crocker & Company, and the name of the said " Contract and 
 Finance Company," and not otherwise. And that said roads 
 are nearly all, if not entirely, operated by and with locomotives 
 and cars belonging to the said C. P. 
 
 46. 
 
 That the Potrero and Bay View Railroad Company is .and has 
 been for three years last past, a corporation duly organized and ex- 
 isting under the laws of the State of California. And heretofore, 
 to wit, on or about the first of March, 1873, was the owner and pos- 
 sessed of certain line of street railroad in the city and county of 
 San Francisco. And w r as also the owner of a long and valuable 
 bridge in said city and county of San Francisco, known as Mission 
 Bay Bridge, over which the cars of said last mentioned corporation 
 run for hire. And that said corporation owns a franchise under 
 which it is entitled to receive and does receive tolls for vehicles 
 and animals passing over said bridge. 
 
 That on said last mentioned day, as plaintiff is informed and be- 
 lieves, and therefore avers, according to his information and belief, 
 the said Leland Stanford, Huntington, Hopkins, Charles and E. 
 B. Crocker, purchased all the capital stock of said corporation, and 
 have ever since and do now claim to be the owners thereof. That 
 the earnings of the said corporation since the said last mentioned 
 day, amounting, as plaintiff is informed and believes, to the sum of 
 , five thousand dollars per month, have been controlled and used by 
 said last mentioned defendants for their own benefit, profit, and ad- 
 vantage. 
 
 That said last mentioned purchase was made and has been paid 
 for by said last mentioned defendants with the moneys and assets 
 of the said C. P., and with the moneys, gains, and profits so as 
 
[37] 
 
 aforesaid realized and appropriated thereto by the said last named 
 defendants, under the names, respectively, of u Charles Crocker & 
 Company," and the said " Contract and Finance Company," and 
 not otherwise. 
 
 47. 
 
 That the plaintiff is informed and believes, and therefore avers, 
 upon and according to his information and belief, there has not 
 been any meeting of the stockholders of the said C. P., since the 
 first annual meeting, at which the said Leland Stanford, Hunting- 
 ton, Hopkins, Charles and E. B. Crocker, and their confederates, 
 were elected directors of said C. P., and ever since the second 
 Tuesday of July, in the year A. D. 1862, the entire management 
 and control of said C. P., its assets and subsidies, have Jbeen ex- 
 ercised by the last named defendants, secretly, and without having 
 made any statement or statements of the receipts thereof, or of the 
 true expenditures made by it or its officers, to the plaintiff, or to 
 any stockholder or stockholders of said C. P. 
 
 48. 
 
 That the said C. P. is now under the management and control 
 of said Leland Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, and their confederates, who compose a majority of the 
 directors of the said C. P., and as they claim and assert, a majority 
 of the stockholders of the said C. P., and who have refused, and 
 though requested, still refuse, and said C. P. has refused, and 
 though re-requested, still refuses, to institute this action, or any 
 similar action, or make any inquiry into, or any showing of the dis- 
 position of, the earnings, assets, and subsidies of said C. P. 
 
 49. 
 
 That the San Joaquin Valley Railroad Company is a corpora- 
 tion, created under the laws of the State of California ; that with 
 
L 38 J 
 
 the assets of said C. P., so as aforesaid acquired by said Charles 
 Crocker, E. B. Crocker, Leland Stanford, Huntington, and Hop- 
 kins, and their confederates, the said last mentioned corporation 
 was organized, and said last mentioned persons have acquired a 
 majority of its capital stock, and have procured to be granted to 
 it large subsidies and gifts of land of great value, to wit, of the 
 value of three million dollars (83,000,000). 
 
 50. 
 
 That the California and Oregon Railroad Company is a corpora- 
 tion, created under the laws of the State of California, with the 
 assets of said C. P., so as aforesaid acquired by the said Charles 
 Crocker, E. B. Crocker, Leland Stanford, Huntington, and Hop- 
 kins, and their confederates, under the name of said Contract 
 and Finance Company ; and by the arts, devices, and fraudulent 
 practices hereinbefore mentioned, said last named persons have 
 acquired, and now claim to own, a majority of its capital stock 
 of great value, to wit, to the value of two millions of dollars 
 (12,000,000). 
 
 51, 
 
 That on or about the 1st day of June, 1870, the said C. P. and 
 the said W. P., under and in pursuance of the laws of the State of 
 California, amalgamated and consolidated their capital stocks, debts, 
 assets, and franchises, and formed a new corporation under the 
 name of the Central Pacific Railroad Company, and that on the 
 20th day of August, 1870, the said last named corporation and 
 the said The California and Oregon Railroad Company^ and the 
 said The San Joaquin Valley Railroad Company, and the said The 
 San Francisco, Oakland, and Alameda Railroad Company, amal- 
 gamated and consolidated their debts, assets, and franchises, in 
 manner and form as is provided by the laws of the State of Cali- 
 fornia, under the name of The Central Pacific Railroad, and that 
 
[39] 
 
 said last named corporation assumed and became liable for all the 
 debts and liabilities of all the corporations in this paragraph men- 
 tioned. 
 
 52. 
 
 That all the railroads which the defendant corporations, 
 named in this complaint, were organized to build, and the 
 capital stock of which, respectively, the said defendants Leland 
 Stanford, Huntington, Hopkins, Charles and E. B. Crocker and 
 their confederates, claim to hold and own, and have purchased and 
 subscribed for, as aforesaid, with the moneys of the said C. P., 
 appropriated by them as aforesaid, and acquired by them as afore- 
 said, in the name of Charles Crocker & Co., and in the name of 
 said Contract and Finance Company, are and will be entitled to 
 large and valuable subsidies, franchises, privileges, and properties. 
 That the said last mentioned railroads and corporations have been 
 organized and established, and procured to be organized and estab- 
 lished, by the said Leland Stanford, Huntington, Hopkins, Charles 
 and E. B. Crocker, while acting as directors of the said C. P. 
 for their own personal benefit and advantage, with the moneys and 
 assets of said C. P. by them misapplied for that purpose, and 
 which in justice and equity belong to the stockholders of said C. P. 
 
 And said Leland Stanford, Huntington, Hopkins, Charles and 
 E. B. Crocker, procured themselves to be elected directors of said 
 last named corporations, respectively, and have procured for said 
 last mentioned corporations, from the Congress of the United 
 States, and by State laws, grants of large and valuable subsidies of 
 lands, moneys, and bonds, with intent to appropriate the same to 
 their own use and benefit, and in violation of the rights of said C. 
 P. and its stockholders. 
 
 That in procuring said railroad companies to be organized, and 
 themselves to become stockholders and directors thereof, and said 
 subsidies to be granted as aforesaid, they have expended large 
 amounts of money, to wit, one million dollars ($1,000,000) and 
 upwards, moneys of the said C. P., and which injustice and equity 
 belong to said C. P. and its stockholders. That the same was ex- 
 
[40] 
 
 pended in lobbying and buying congressional and legislative votes 
 and in perverting legislation in favor of their said schemes. That 
 some of the coporations heretofore mentioned, to wit, said Southern 
 Pacific Railroad Company, and said San Joaquin Valley Railroad 
 Company, and said California and Oregon Railroad Company, 
 have been organized and established by said defendants, Leland 
 Stanford, Huntington, Hopkins, Charles and E. B. Crocker for the 
 purpose of preventing all competition with other schemes conceived 
 by them for their private emolument, and in fraud of the said C. P. 
 and its stockholders. 
 
 53. 
 
 That the plaintiff has received no dividends upon the shares of 
 the said capital stock of said C. P., so as aforesaid owned by him, 
 although the plaintiff, as a stockholder, as aforesaid, has often re- 
 quested the said Leland Stanford, Huntington, Hopkins, Charles 
 and E. B. Crocker, composing a majority of the directors of said 
 C. P., to make a settlement and declare a dividend from the as- 
 sets of the C. P., after deducting the actual cost of the construction 
 of the railroad and telegraph line. 
 
 The plaintiff avers that he is informed and believes, and upon 
 and according to his information so avers, that a dividend of one 
 hundred million dollars might be declared and divided among the 
 stockholders of said C. P., still leaving a large sinking fund and 
 surplus in the hands of the Treasurer of the said C. P., if said de- 
 fendants Leland Stanford, Huntington, Hopkins and Crocker, and 
 their confederates, would make an honest and correct statement 
 and showing of the actual cost of the construction of the railroad 
 and telegraph lines of the C. P., and deduct the same from the 
 amount of assets, subsidies, profits, etc., of the said C. P., over and 
 above all lands granted to it by the said United States and received 
 by the said Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, in the name of Charles Crocker & Company, and the said 
 "Contract and Finance Company," and divided among themselves. 
 
 That, although frequently requested, the said majority of the 
 directors of the said C. P. have heretofore refused and still do re- 
 
[41] 
 
 fuse to account to the said C. P. and its stockholders, in any 
 manner, for their actings, doings, and expenditures spent in furnish- 
 ing, equipping, and operating the railroad and telegraph line of the 
 said C. P., or of the disposition made by them of the subsidies, 
 moneys, properties, earnings, and assets received by them in the 
 name or through the said C. P. 
 
 54. 
 
 That heretofore, to wit, on the 
 day of the said C. P., by the votes of said 
 
 so claimed directors, Leland Stanford, Charles and E. B. Crocker, 
 Huntington and Hopkins, appeared to determine to, and did, exe- 
 cute and deliver to trustees therein named a first mortgage on its 
 road, telegraph line, franchises, rolling stock, etc., to secure bonds 
 to the amount of (127,389,120) twenty-seven million three hun- 
 dred and eighty-nine thousand one hundred and twenty dollars. 
 
 That said mortgage was so executed and delivered, and said 
 bonds were so caused to be issued by said so claimed directors, as 
 though issued by said C. P., with the secret design and intent, on 
 the part of said Leland Stanford, Charles and E. B. Crocker, 
 Huntington and Hopkins, to secure said bonds to themselves, and 
 they have secured a majority thereof, to wit, twenty-two millions of 
 dollars, (122,000,000), to themselves, without ever having paid 
 or delivered to said C. P. any money or valuable consideration 
 therefor, and now claim to own and hold the same ; that said Leland 
 Stanford, Charles and E. B. Crocker, Huntington and Hopkins, at 
 the time of voting as directors of said C. P. to execute said first 
 mortgage bonds, and at the time of forming the design of securing 
 the bonds to themselves so secured as aforesaid, formed the design, 
 and it is now their purpose and intent, as the holders of a majority 
 thereof, to foreclose said first mortgage and purchase said railroad 
 and telegraph line for their benefit, and thereby to defraud the 
 holders of the second mortgage bonds of the said C. P., to wit, the 
 United States Government and other parties and persons holders 
 thereof, to plaintiffs unknown, and this plaintiff and the other stock- 
 holders of said C. P. out of any dividends, benefit, or other interest 
 in said railroad and telegraph line. 
 
[42] 
 
 That to the end aforesaid, and in carrying out said secret design 
 and intent, among other things, said last mentioned directors entered 
 into said contract with Wells, Fargo & Co. to run over said road, 
 at much less rate than they charge other freighters and transporters, 
 and also have concealed, and do now conceal, the actual running 
 expenses of said road and its actual receipts. That said first mort- 
 gage purports to be, and said Leland Stanford, Charles and E. B. 
 Crocker, Huntington, and Hopkins, assert and pretend that the 
 same is, a valid and binding security upon said railroad and tele- 
 graph line, the franchises, equipments, etc., and that it was neces- 
 sary to issue the said bonds and execute said mortgage to secure 
 the same in order to construct said road. Whereas, in truth and in 
 fact, the said several donations and subsidies hereinbefore granted 
 to said C. P. were sufficient, and more than sufficient, to build and 
 construct said railway and telegraph line without using any of said 
 first mortgage bonds, and none thereof were used, in the construc- 
 tion, completion, equipping, and furnishing thereof, but, on the 
 contrary, the same were fraudulently issued and delivered to said 
 Leland Stanford, Hopkins, Huntington, Charles and E. B. Crocker, 
 as said " Charles Crocker & Company," and said u Contract and 
 Finance Company," and were and are wholly void. 
 
 That on or about the 10th day of April, 1870, one Samuel 
 Brannan, being then the owner of 200 shares of the capital stock 
 of the said C. P., and being about to commence proceedings by 
 an action to compel the said defendants, Leland Stanford, Hunting- 
 ton, Hopkins, Charles and E. B. Crocker, to account to him for 
 and in respect to the earnings of the said C. P., and the manage 
 ment of its affairs, and said defendants, Stanford, Huntington, 
 Hopkins, Charles and E. B. Crocker, learning thereof, procured 
 from the attorney of the said Brannan a draft and a copy of the 
 complaint intended to be filed, and thereafter filed by and on the 
 part of said Brannan. 
 
 That in order to cover up their fraudulent practices and busi- 
 ness, and to still keep control of the said C. P. corporation, and to 
 prevent the said Brannan and this plaintiff and other stockholders 
 thereof from inquiring into and ascertaining the true condition of 
 its assets, and the disposition thereof made by them, and to re-elect 
 
[43] 
 
 themselves as directors, the said Huntington, Hopkins, Charles 
 and E. B. Crocker, and Leland Stanford, in the name of and by the 
 agency of D. 0. Mills & Co., and really for their benefit, since the 
 said 10th day of April, 1870, purchased and had transferred and 
 assigned to the said D. 0. Mills & Co., 3,000 shares of the capital 
 stock of C. P., so issued to the city and county of Sacramento, 
 and said 2,500 shares so as aforesaid issued to said county of Placer. 
 
 That the said D. O. Mills & Company, although apparently the 
 real actors in such purchase, were secretly acting therein, and were 
 instigated to act therein by and for the benefit of said Stanford, 
 Huntington, Hopkins, Charles and E. B. Crocker, the same last 
 named persons ; and upon the agreed secret understanding and 
 agreement between the last named persons, or some of them, on 
 the one part, and the said D. 0. Mills & Company upon the other 
 part, and to the effect that the saidD. 0. Mills & Company would 
 hold the stock thus transferred to the latter, in secret trust for 
 the said Stanford, Huntington, Hopkins, Charles and E. B. Crocker, 
 or some of them ; and would transfer the same to them, or some 
 of them, when thereto afterwards requested; and would in the 
 meantime cause the same to be used as should be requested by 
 said Stanford, Huntington, Hopkins, Charles and E. B. Crocker. 
 
 That as plaintiff is informed and believes, and therefore charges 
 and avers, upon and according to his information and belief, that 
 in order to induce said D. 0. Mills & Co. to appear to purchase 
 the said 55,000 shares of said capital stock, and to secure said D. 
 0. Mills against a loss, said Stanford, Huntington, Hopkins, 
 Charles and E. B. Crocker, or some of them, deposited with said D. 
 0. Mills & Co., or with some person or persons, to the plaintiff un- 
 known, in trust for D. 0. Mills & Co., 150,000 of the first mort- 
 gage bonds of the said C. P. corporation, and there now exists, 
 or did exist, a secret and binding agreement between the said D. 
 0. Mills & Co. on the one part, and the said Stanford, Huntington, 
 Hopkins, Charles and E. B. Crocker, or some of the last named 
 persons, on the other part, to the effect that the said last named 
 persons would pay to the said D. 0. Mills & Co. for said stock, 
 the amount paid in advance by them to purchase the same, with 
 interest at the rate of one per cent, per month on such advance 
 when thereto afterwards requested. 
 
[44] 
 
 That at the time said D. 0. Mills & Co. purported to have pur- 
 chased said 55,000 shares, they had been informed by the aver- 
 ments in the complaint of said Brannan as above set forth, and 
 had been informed thereof by the defendant, Leland Stanford. 
 
 55. 
 
 That some time in the year 1869, the said defendants, Leland 
 Stanford, Huntington, Hopkins, and Crocker, being then engaged 
 in a controversy with a certain newspaper, known as the " Sac- 
 ramento Union,'' and published at the city of Sacramento, in this 
 State, for the purpose, as plaintiff is informed and believes, and 
 avers, upon and according to his information and belief, of injuring 
 and destroying the prosperity of said u Sacramento Union," estab- 
 lished or purchased a certain newspaper in said city of Sacramento, 
 known as the " Sacramento Record." 
 
 That for the purpose of enabling said " Sacramento Record " to 
 injure and destroy the business and financial credit of said " Sacra- 
 mento Union," and to prevent the " Sacramento Union " from 
 printing, publishing, and exposing the acts and doings of said de- 
 fendants Stanford, J3untington, Hopkins, and Crocker, they, the 
 said last named defendants, advanced from time to time to the de- 
 fendants William H. Mills, and the Sacramento Publishing Com- 
 pany, and other persons to plaintiff unknown, a large sum of money, 
 to wit, the sum of $200,000 in gold coin. 
 
 That on or about the 20th day of February, 1875, the defend- 
 ants the Sacramento Publishing Company and William H. Mills 
 purchased the said newspaper known as the " Sacramento Union," 
 and the good will and property thereof, for the sum of fifty-five 
 thousand dollars, and plaintiff avers that he is informed, and be- 
 lieves, and avers upon and according to his information and belief, 
 that the said sum of $55,000 was paid by the defendants Stanford, 
 Huntington, Hopkins, and Crocker. 
 
 That the said defendants, the Sacramento Publishing Company 
 and William H. Mills, claim to be the owners of said newspapers, 
 but plaintiff avers that the same are held in trust for said C. P. 
 
[45] 
 
 That all the moneys so as aforesaid paid by said defendants, 
 Stanford, Huntington, Hopkins, and Crocker, were paid from the 
 moneys and assets of said C. P. derived by said last named defend- 
 ants under the name of Charles Crocker & Co. and the Contract 
 and Finance Company, and not otherwise. 
 
 56. 
 
 That on or about the 1st of January, 1871, there was a cor- 
 poration existing pursuant to the laws of the State of California, 
 known as the Oakland Water Front Company. The property of 
 said corporation consisted of a large amount of property situated 
 on the water front of the City of Oakland and the town of Brooklyn, 
 and the town of Alameda all within the County of Alameda of 
 great value, to wit, the value of five million dollars. 
 
 That plaintiff is informed and believes, and avers, upon and ac- 
 cording to his information and belief, that the defendants, Leland 
 Stanford, Huntington, Hopkins, Charles and E. B. Crocker, pur- 
 chased from said Oakland Water Front Company one-third of the 
 capital stock ; and the same has been delivered by the said last 
 mentioned defendants. 
 
 That the said purchase was made by said last mentioned de- 
 fendants with the moneys and assets of said C. P., and with the 
 moneys, gains, profits, so as aforesaid received, realized, and appro- 
 priated to their use by the said last named defendants under the 
 names, respectively, of Charles Crocker & Co., and the said Con- 
 tract and Finance Company, and not otherwise. 
 
 57. 
 
 That the Rocky Mountain Coal and Iron Company, of Wyoming 
 Territory, was and is a corporation formed and existing pursuant 
 to the laws of the Territory of Wyoming, having a capital stock of 
 one million of dollars divided into ten thousand shares of one 
 hundred dollars each. 
 
 That plaintiff is informed and believes, and avers, upon and ac- 
 cording to his information and belief, that the defendants, Leland 
 
[46] 
 
 Stanford, Huntington, Hopkins, Charles and E. B. Crocker, on or 
 about the first day of July, A.D. 1872, purchased, from persons 
 unknown to plaintiff, about eight thousand shares of the capital 
 stock of said last mentioned corporation, and now hold the same, 
 and claim to be the owners thereof. 
 
 That the dividend upon said stock has been, and is, eight thous- 
 and dollars per month. 
 
 That payment for the said stock was made by the said defend- 
 ants, Leland Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, by appropriating the earnings and profits of the said C. 
 P., and from the moneys, gains, and profits, so as aforesaid received 
 by said defendants in the name of Charles Crocker & Co., and in 
 the name of the Contract and Finance Company, and not other- 
 wise. 
 
 58. 
 
 That the Los Angeles and San Pedro Railroad Company was, 
 and is, a corporation duly organized, created, and existing under 
 the laws of the State of California, having its principal place of 
 business at the city of Los Angeles, and on or about the last day 
 -of February, a. d. 1873,was* the owner of, and operating, a line 
 of railway about twenty-two miles in length, between San Pedro 
 and said city of Los Angeles, both in the county of Los Angeles. 
 
 The above said day and year last aforesaid, as plaintiff is in- 
 formed and believes, and therefore avers, upon and according to 
 his information and belief, Henry B. Tichenor and others were the 
 owners of the capital stock of said last mentioned corporation, and 
 on the day and year last aforesaid, did sell and assign all of said 
 capita] stock to defendants, Leland Stanford, Huntington, Hopkins, 
 Charles and E. B. Crocker, for and in consideration of the sum 
 of seven hundred and fifty thousand dollars, and that ever since 
 said purchase the said defendants, Leland Stanford, Huntington, 
 Hopkins, Charles Crocker, and Charles Crocker, executor of the 
 estate of Ed. Crocker, deceased, have controlled and managed the 
 same, and have appropriated the proceeds thereof, amounting to 
 twenty thousand dollars per month, to their own use. 
 
[47] 
 
 That said last mentioned purchase was made, and has been paid 
 for, by said last mentioned defendants, with the moneys and assets 
 of the said 0. P., and with the moneys, gains, and profits so as 
 aforesaid received, realized, and appropriated to their own use by 
 said last named defendants, under the names respectively' of 
 Charles Crocker & Co., and said Contract and Finance Company, 
 and not otherwise. 
 
 59. 
 
 That the Market Street Railway was and is a corporation or- 
 ganized and existing under the laws of the State of California, and 
 on or about the first day of March, a.d. 1870, was the owner of 
 a line of street railroad on Market street, in the city and county 
 of San Francisco. 
 
 That on said day and year last aforesaid, as plaintiff is informed 
 and believes, and therefore avers upon and according to his informa- 
 tion and belief, Henry M. Newhall, Charles and Peter Donahue, 
 were the owners of all the capital stock of aforesaid last mentioned 
 corporation, and on the day and year last aforesaid did sell and 
 assign all of said capital stock to defendants Leland Stanford, 
 Huntington, Hopkins, Charles and E. B. Crocker, for and in consid- 
 eration of the sum of three hundred thousand dollars, and that ever 
 since said purchase the said last named defendants have controlled 
 and managed the same, and have appropriated the proceeds and 
 earnings thereof, amounting to about five thousand dollars per 
 month, to their own use. 
 
 That said last mentioned purchase was made and has been paid 
 for, by said last named defendants, with the moneys and assets of 
 said C.P., and with the moneys, gains, and profits so as aforesaid 
 received, realized, and appropriated to their own use by said last 
 named defendants, under the names respectively of Charles Crocker 
 and Co. and said Contract and Finance Company, and not other- 
 wise. 
 
[48] 
 
 60. 
 
 That the Chesapeake and Ohio Railroad Company was, and is, a 
 corporation formed and existing pursuant to the laws of the State 
 of Virginia, for the purpose of constructing and maintaining a 
 railroad from the James River to the Ohio River, about 400 
 miles in length. The plaintiff is informed and believes, and avers 
 upon and according to his information and belief, that the defend- 
 ant, Collis P. Huntington, on or about the 1st day of April, 1870, 
 purchased a majority of the capital stock of said last named 
 corporation, and claims now to be the owner thereof; and was then 
 elected, and has ever since continued to be, the President and 
 Manager of said Company. 
 
 That said defendant Huntington has, as plaintiff is informed and 
 believes, and avers, upon and according to his information and 
 belief, paid for, and in respect to, the interest which he claims to 
 own in the last mentioned corporation, the sum of two and one-half 
 million dollars. That such payment was made by appropriating the 
 earnings and profits of the said C. P., and from the moneys, gains, 
 and profits so as aforesaid received by said defendants, in the 
 names, respectively, of Charles Crocker & Company and the Con- 
 tract and Finance Company, and not otherwise. 
 
 61. 
 
 That on or about the day of 187 , the said 
 
 Central Pacific Railroad Company made and issued to the defend- 
 ants, Charles Crocker and Silas VV. Sanderson, Esq., as Trustees, 
 1,000 bonds, each for the sum of $1,000, payable in 
 years from the date thereof, with interest at the rate of six per 
 cent, per annum. And to secure the payment of said bonds, and 
 the interest thereon, this said C. P. made, executed, and delivered 
 to the said defendants, Charles Crocker and Silas W. Sanderson, 
 Esq., as Trustees, a mortgage upon all the lands granted to said 
 C. P. by the United States, in pursuance to the Acts of Congress 
 in this complaint already mentioned and set forth. 
 
[49] 
 
 The plaintiff is informed and believes, and avers, upon and accord, 
 ing to his information and belief, that said defendants Leland Stan- 
 ford, Huntington, Hopkins, Charles Crocker, Charles Crocker, 
 Executor of the estate of E. B. Crocker deceased, have and hold 
 said bonds, and claim to be the owners thereof; but that all the 
 said bonds are the property of the said C. P., and are held by said 
 last mentioned defendant in trust for the said C. P. 
 
 62. 
 
 That on or about the 10th day of June, 1874, the said C. P., 
 having made large advances to a corporation known as the Califor- 
 nia Pacific Railroad Company, the said defendants Leland Stanford, 
 Huntington, Hopkins, and Crocker claiming to own and to be en- 
 titled to the sums of money so advanced by the said C. P., made an 
 assignment thereof to the defendant James B. Haggin. That 
 thereafter, the said Stanford, Huntington, Hopkins, and Crocker 
 caused judgment to be confessed by said California Pacific Railroad 
 Company in favor of said James B. Haggin, in the District Court 
 of the Sixth Judicial District of the State of California, for about 
 the sum of $1,309,041.84. That said James B. Haggin holds 
 said judgment in secret trust for the use of said Leland Stanford, 
 Huntington, Hopkins, and Crocker ; and that the same of right be- 
 longs to the said C. P. 
 
 63. 
 
 That the said defendants, Leland Stanford, C. P. Huntington, 
 Mark Hopkins, and Charles Crocker, have, since the incorporation 
 of the C. P., been acting as Directors and managing agents there- 
 of. And as such Directors and managing agents, it is and has 
 been their duty to keep said C. P. in good and sufficient repair, 
 and to use the revenue thereof for such purpose. But instead 
 of so doing, and unmindful of their duty in this regard, the said 
 defendants have diverted the revenues of said company to the use 
 of the Southern Pacific Railroad Company, and other corporations, 
 
[50] 
 
 and have allowed the tracks, bridges, culverts, water-ways, and 
 superstructure of the said. C. P. to become in an unsafe and un- 
 sound condition, and in want of great and immediate repairs ; so 
 as to render the same in many places unsafe for the transportation 
 of passengers. And that the said works and superstructure of the 
 said C. P., at this time, are in need of large and extensive repairs ; 
 the cost of which repairs, as plaintiff is informed, and believes, and 
 therefore avers upon and according to his information and belief, will 
 amount to the sum of two million dollars, and upwards. 
 
 64. 
 
 That on or about the 1st of May, 1871, the California Pacific 
 Railroad Company was a corporation organized pursuant to the laws 
 of the State of California, then engaged in running a line of rail- 
 road from Vallejo to Marysville, with some branch lines connect- 
 ing therewith, and having a capital stock of twelve million dollars. 
 
 That on or about the said 1st day of May, 1871, the said defend- 
 ants, Leland Stanford, Huntington, Hopkins, Charles and E. B. 
 Crocker, purchased nearly all the stock of the said last mentioned 
 corporation, and now claim to be owners thereof. 
 
 That said purchase was made, and has been paid for by said last 
 mentioned defendants, with the moneys and assets of the said C. 
 P., and with the moneys and profits so as aforesaid received and 
 realized, and appropriated to their own use by the said last named 
 defendants and their confederates, under the names, respectively, of 
 said Charles Crocker & Company, and the said Contract and 
 Finance Company. 
 
 That at the time of the making of said purchase there were is- 
 sued by the said California Pacific Railroad, and delivered to said 
 defendants, Leland Stanford, Huntington, Hopkins, and Charles 
 and E. B. Crocker, 1,600 bonds of the said California Pacific Rail- 
 road, each for the sum of $1,000 3 made payable in 20 years from 
 the date thereof, with interest at the rate of six per cent, per an- 
 num, payable semi-annually ; which said bonds are held by said 
 last mentioned defendants in trust for the said C. P. 
 
[51] 
 
 65. 
 
 That the Western Development Company is a corporation formed 
 pursuant to the laws of the State of California, for the purpose, 
 as plaintiff is informed and believes, and avers, upon and according 
 to his information and belief, taking contracts for building and 
 equipping railroads, and for the repair of such railroads as may be 
 controlled by the said defendants, Leland Stanford, Huntington, 
 Hopkins and Crocker ; and was organized for the purpose of taking 
 the place of the said Contract and Finance Company, so as to carry 
 on business of the same nature, and to enable the said last mention- 
 ed defendants to effectually conceal from this plaintiff, and the rest 
 of the world, their fraudulent and nefarious practices, done and per- 
 petrated through the agency and instrumentality of said Contract 
 and Finance Company. 
 
 And that the said Western Development Company is in fact own- 
 ed and controlled by the said defendants, Leland Stanford, Hunt- 
 ington, Hopkins, and Charles Crocker. 
 
 And that all contracts given by said last mentioned defendants 
 to said Western Development Company, and all services rendered 
 by said Western Development Company, on or to the railroads con- 
 trolled by said last mentioned defendants, are and have been paid 
 for at prices greatly in excess of their actual value ; with the in- 
 tent to cheat and defraud this plaintiff and the other stockholders 
 of the said C. P. out of their proportion of the earnings thereof. 
 
 6Q. 
 
 That as plaintiff is informed and believes, and upon and ac- 
 cording to his information and belief, charges and avers, the de- 
 fendants, Leland Stanford, Huntington, Hopkins, Charles' and E. 
 B. Crocker, have become and are the owners of large amounts of 
 valuable property in the leading cities and towns of this State, and 
 in many of the counties thereof ; and, especially, in the city and 
 county of San Francisco. The title to some of which property 
 
[52] 
 
 stands in the name of the defendant Stanford, and some in the 
 names of the other defendants, or some of them ; and some in the 
 name of persons for the uses of said last mentioned defendants 
 the names of said persons being unknown to the plaintiff; but 
 whom, when discovered, plaintiff asks may be made defendants 
 herein. 
 
 That as plaintiff is informed and believes, and so avers upon and 
 according to his information and belief, all of said property so held 
 by said last mentioned defendants, or either of them, acquired 
 since the first of January, 1862, has been paid for by said last 
 mentioned defendants with the money and assets of the said C. P., 
 and with moneys, gains, and profits so as aforesaid received, 
 realized, and appropriated to their use, by the said last mentioned 
 defendants, under the names, respectively, of Charles Crocker & 
 Co., and the said Contract and Finance Co., and not otherwise. 
 
 67. 
 
 That on or about the day of 
 
 1875, the defendants, Leland Stan- 
 ford, Huntington, Hopkins, and Charles Crocker, caused an ap- 
 plication to be filed in the County Court of the County of Sacra- 
 mento, praying for the dissolution of the corporation of the said 
 Contract and Finance Company. And on the 
 
 day of 
 1875, an order was made by said County Court, declaring said 
 Contract and Finance Company to be dissolved and disincorporated. 
 That said application and all proceedings had therein were made 
 without the knowledge of, and without any notice to, the plaintiff. 
 .And plaintiff avers that said application was made, and that said 
 order was obtained, wrongfully and fraudulently, and for the pur- 
 pose of cheating and defrauding this plaintiff, and of depriving him 
 of his just rights in the premises, and for the further purpose of 
 preventing him from having the evidence which the records and 
 papers of the said corporation would supply in support of this 
 action. 
 
[53] 
 
 68. 
 
 That since the said defendants, Leland Stanford, Charles and E. 
 B. Crocker, Huntington, and Hopkins became informed and ad- 
 vised of the contents of the complaint of the said Samuel Bran- 
 nan, as is hereinbefore set forth, except matters contained in the 
 foregoing Article 67, and that said Brannan intended to file said 
 complaint, they, with the gains and profits made by them in the 
 name of said Charles Crocker & Co., and in the name of said 
 Contract and Finance Company, have purchased and secured to 
 themselves a majority of the capital stock of said C. P., which was 
 lawfully issued upon the basis of eight million five hundred thousand 
 dollars (18,500,000) capital, as hereinbefore mentioned. 
 
 69. 
 
 That plaintiff is informed and believes, and therefore avers, 
 upon and according to his information and belief, that the said de- 
 fendants, Leland Stanford, Huntington, Hopkins, Charles and E. 
 B. Crocker are not worth, and have not in their possession or under 
 their control, or jointly or severally are not the owners of property 
 exceeding in value two hundred and fifty thousand dollars, over 
 and above the property purporting to have been acquired by them, 
 and of which they obtained possession and control, by misappropri- 
 ating the assets and subsidies of said C. P., as hereinbefore 
 averred. 
 
 70. 
 
 That as plaintiff is informed and believes, and therefore charges 
 and avers, upon and according to his information and belief, said 
 Leland Stanford, Huntington, Hopkins, Charles and E. B. Crocker, 
 at the time they became directors of said C. P., were respectively 
 comparatively poor men, that is to say : the said Leland Stanford 
 was not worth to exceed fifty thousand dollars ; the said C. P. 
 Huntington was not worth to exceed fifty thousand dollars ; the said 
 
[54] 
 
 Mark Hopkins was not worth to exceed fifty thousand dollars ; the 
 said Charles Crocker was not worth to exceed thirty thousand dol- 
 lars ; and the said E. B. Crocker was not worth to exceed the sum 
 of ten thousand dollars. 
 
 That none of the property of the said last named defendants, or 
 either of them, was applied or used in the construction of said C. P. 
 railroad and telegraph line, hut the same has continued to be held 
 and owned, and is now held and owned, by said last named defend- 
 ants, respectively, as the same was held and owned at the time they 
 first became directors of the said C. P., except as the same has 
 been by them, respectively, exchanged for other property. 
 
 That beyond, and over and above, the capital stock of said C. 
 P. and W. P., and the other railroad companies herein mentioned, 
 the said Leland Stanford, Huntington, Hopkins, and Charles and 
 E. B. Crocker have, by means of appropriating for that purpose 
 the subsidies and assets of the said C. P., and not otherwise, ac- 
 quired and now claim to hold and own, respectively, large amounts 
 of real and personal estate of great value, to wit, of the value of 
 two million dollars ($2,000,000). 
 
 71. 
 
 That the plaintiff has been wholly ignorant of the fraudulent 
 devices, practices, and misappropriations of the earnings, assets, 
 and subsidies of the said C. P., hereinbefore mentioned and averred, 
 until about the first day of January, 1875, and did not, until said last 
 mentioned day, know of, suspect, or believe, or have any cause to 
 suspect or believe, any of the said fraudulent acts, transactions, 
 and doings hereinbefore mentioned and charged upon the said 
 Leland Stanford, Huntington, Hopkins, Charles and E. B. Crocker 
 and their confederates. 
 
 72. 
 
 That the plaintiff is informed and believes, and upon and accord- 
 ing to his information and belief so charges and avers, that as 
 owner and holder of ten shares of the only capital stock legally 
 
[55] 
 
 issued, he is entitled to demand and receive, and have of and from 
 the said Central Pacific, and from the said Leland Stanford, Hunt- 
 ington, Hopkins, Charles Crocker, and Charles Crocker as executor 
 of the estate of E. B. Crocker, deceased, as plaintiff's part and 
 portion of the profits made in constructing, furnishing, equipping, 
 and operating the railroad and telegraph line of said C. P., the 
 sum of about one million two hundred thousand dollars, and to 
 fifteen thousand and fifty acres of land, so granted to the said C. 
 P. by the said Acts of Congress. 
 
 Wherefore, The complainant prays the following judgment 
 and relief, to wit : 
 
 First. That during the pendency of this action, a receiver may 
 be appointed by this honorable Court, to take charge of, manage, 
 and run said C. P. Railroad and telegraph line, said W. P. Rail- 
 road and telegraph line, and the branch thereof hereinbefore des- 
 cribed ; said San Francisco, Oakland, and Alameda railroad and 
 ferries ; said San Joaquin Valley Railroad ; said California and Ore- 
 gon Railroad ; and all the other properties consolidated under the 
 name of The Central Pacific Railroad Company ; said California 
 Pacific Railroad ; said Southern Pacific Railroad ; said Los An- 
 geles and San Pedro Railroad ; said Market Street Railway ; 
 said Potrero and Bay View Railroad ; and said telegraph lines ; 
 and to discharge such other duties relative thereto as to this Court 
 shall seem meet. 
 
 Second. That during the pendency of this action, said Leland 
 Stanford, Huntington, Hopkins, and Charles Crocker, and their 
 confederates, be restrained and enjoined from acting as members of 
 the Board of Directors of the said C. P., or of any of the other 
 corporations in this prayer hereinbefore mentioned ; and that they 
 be restrained from voting at any meeting of the stockholders of 
 the said C. P., as representing any of the shares of the capital 
 stock of the said C. P., and as representing any of the shares by 
 them or either of them acquired since April 10th, 1870. 
 
 Third. That the said Leland Stanford, Huntington, Hopkins, 
 Charles Crocker, and their confederates, be restrained and en- 
 joined from selling, transferring, pledging, or otherwise disposing 
 of any portion of the stock of said C. P., or of any of the said 
 railroad corporations in this prayer above set forth, or of the stock 
 
[56] 
 
 of said Wells, Fargo, & Co., or of the stock of the said Oakland 
 Water Front Co., or of any mortgage bonds of said C. P., or of 
 said California Pacific Railroad Co., or of said San Francisco, 
 Oakland, and Alameda Railroad Co., or of said Southern Pacific 
 Railroad Co. ; or of the bonds issued upon said land grant, as in 
 this complaint set forth ; and of the stock of the said Rocky Moun- 
 tain Coal and Iron Co., of Wyoming; or of the Atlantic and Pa- 
 cific Telegraph Co., or of the Contract and Finance Co., or the 
 Western Development Co. ; or of any bonds heretofore received by 
 said defendants, Stanford, Huntington, Hopkins, and Crocker, or 
 either of them, for the use or benefit of said C. P., or any other 
 of said corporations, defendant herein. 
 
 Fourth. That said Wells, Fargo & Co. be restrained and en- 
 joined from paying any dividends on its capital stock, so as afore- 
 said issued to said Leland Stanford, Huntington, Hopkins, Charles 
 and E. B. Crocker, and their confederates, or either of them, as 
 in this complaint averred. 
 
 Fifth. That the said Oakland Water Front Co. be restrained 
 and enjoined from paying any dividends on its capital stock, so as 
 aforesaid issued to said Leland Stanford, Charles Crocker, E. B. 
 Crocker, Huntington, Hopkins, and their confederates, or either 
 of them, as in this complaint averred ; or from making any trans- 
 fer of any portion of the property of the said corporation to said 
 last named defendants, or either of them, until the further order of 
 this Court. 
 
 Sixth. That the said Rocky Mountain Coal and Iron Com- 
 pany, of Wyoming, be restrained and enjoined from paying any 
 dividends on its capital stock, so as aforesaid issued, to said Leland 
 Stanford, Charles Crocker, E. B. Crocker, Huntington, Hopkins, 
 and their confederates, or either of them, as in this complaint 
 averred. 
 
 Seventh. That any contract of sale, or any written agreement 
 therefor, or any deed concerning the same, by which the lands, 
 or any part thereof, granted by the United States to the C. P., 
 have been passed, or are hereafter passed, into the possession and 
 disposal of said B. B. Redding, be set aside as fraudulent and 
 void. 
 
 Eighth. That the said B. B. Redding and his confederates, the 
 
[57] 
 
 said Leland Stanford, Huntington, Hopkins, and Charles Crocker, 
 and each of them, and their confederates, be restrained and en- 
 joined, and the said C. P. and the said W. P. and all of the said 
 corporations in this prayer above mentioned, and the officers of 
 each of said corporations, be restrained and enjoined from sell- 
 ing, disposing of, mortgaging, or conveying, or contracting to sell, 
 mortgage, or dispose of any of the lands granted by the United 
 States to the said C. P. and said W. P. in aid of the construction 
 of the said railroads, or either of them.- 
 
 Ninth. That each and every of the contracts purporting to 
 have been made between the C. P. on the one part, and Charles 
 Crocker & Co. on the other part, relating in any manner to the 
 construction and equipment of the said C. P. Railroad and tele- 
 graph line, be adjudged and decreed to be and to have been null 
 and void, and a fraud upon the said C. P., and upon the plaintiff 
 and other stockholders of the said C. P. corporation. 
 
 Tenth. And that each and every of the contracts purporting to 
 have been made between the C. P. on the one part, and the said 
 Contract and Finance Co. on the other part, and relating in any 
 manner to the construction of the said C. P. Railroad and tele- 
 graph line, or repairs therefor, be adjudged and decreed to be and 
 to have been null and void, and a fraud upon the said C. P., and 
 upon the plaintiff and the other stockholders of the said C. P. cor- 
 poration. 
 
 Eleventh. That each and every of the contracts purporting to 
 have been made between the C. P., or any of the railroad corpo- 
 rations, or either of them, hereinbefore mentioned, on the one part, 
 and the said Western Development Co. on the other part, and re- 
 lating in any manner to the construction of the said C. P. Rail- 
 road and telegraph line, or any of the lines of the aforesaid corpor- 
 ations, be adjudged and decreed to be and to have been null and 
 void, and a fraud upon the said C. P., and upon the plaintiff and 
 the other stockholders of the said C. P. corporation. 
 
 Twelfth. That an accounting be taken of the actual cost of the 
 building, construction, completion, and furnishing and equipping of 
 said C. P. Railroad and telegraph line, and of said other railroad 
 lines ; also, the receipts and income thereof, from the time the same 
 commenced running to the time when the receiver to be appointed 
 
[58] 
 
 by this Court shall take charge of said railroads ; and a fair charge 
 against and upon said Wells, Fargo & Co., for the exclusive and 
 special privileges so as aforesaid granted to them ; and also, an 
 accounting of all sales of land acquired by said C. P. Co., and said 
 W. P. Co.; and also an accounting of the disposition of all the 
 stock of the said C. P.; of the bonds issued to it by the United 
 States ; by said county of Placer ; by the said city and county of 
 San Francisco ; by the said city and county of Sacramento ; of 
 the bonds issued by it, the interest on which was, and is, guaran- 
 teed by the State of California ; of the moneys received by it from 
 the State of California ; of the moneys received by it from the 
 subscriptions to its capital stock ; the gains and profits made by 
 said Redding, Leland Stanford, Huntington, Hopkins, Charles and 
 E. B. Crocker, and their confederates, by the re-sale of lands 
 which were heretofore belonging to the said C. P. and W. P., and 
 the said California and Oregon railroad, and the said Southern Pa- 
 cific railroad ; of the dividends received from said Wells, Fargo & 
 Co.'s stock, and the stock of the Rocky Mountain Coal and Iron 
 Co. , of Wyoming ; and that in said accounting, the said Leland 
 Stanford, Huntington, Hopkins, Charles Crocker, and Charles 
 Crocker, the executor of the estate of E. B. Crocker, deceased, 
 and B. B. Redding, and their associates and confederates, be 
 charged with the gross receipts and amounts of all subsidies, 
 moneys, bonds, and other assets received by the said C. P., and in 
 its name, and be credited with the actual expenses only, at the 
 fair cash value thereof, and the actual cost of constructing, of equip- 
 ping the said railroad and telegraph line from Sacramento aforesaid, 
 to Echo City, aforesaid ; such actual cost as was actually paid by 
 said Contract and Finance Company, and by said C. Crocker & 
 Co., without taking into account the profits and gains made by 
 them, or either of them. 
 
 Thirteenth. That the said Leland' Stanford, Huntington, Hop- 
 kins, Charles Crocker, and Charles Crocker, executor of the estate 
 of E. B. Crocker deceased, and Redding, and their associates, be 
 adjudged to surrender to the said C. P. all bonds of the United 
 States and of the said C. P. Co., and all of the stock of the said 
 C. P. Co., by them or either of them held, or held by any person 
 in secret trust for them or either of them. 
 
[59] 
 
 Fourteenth. That the newspapers known respectively as the 
 " Sacramento Union " and the " Sacramento Record," and the 
 good will and property of each and either of them, be adjudged to be 
 held in trust for said C. P., and that the said defendant the Sacra- 
 mento Publishing Company and the said William H. Mills be ad- 
 judged to account to said C. P. for the issues and profits thereof. 
 
 Fifteenth. That the stock of the said W. P. and the bonds 
 issued to it be adjudged to be the property of the said C. P. ; that 
 the stock of the said San Francisco, Oakland, and Alameda Rail- 
 road Co., and the bonds secured upon the property thereof, be ad- 
 judged to be the property of, and be transferred to, the C. P. 
 aforesaid. That the capital stock of the said Southern Pacific 
 Railroad Co., and the bonds issued by said company, and the lands 
 granted to it, and the stock of the said San Francisco and San 
 Jose Railroad Co., and of the said San Joaquin Valley Railroad 
 Co., and the bonds issued thereon, and the stock of the California 
 and Oregon Railroad Co., and the bonds issued thereon, and the 
 lands granted to it owned or claimed to be owned by the defend- 
 ants, Leland Stanford, Huntington, Hopkins, Charles Crocker and 
 Charles Crocker, Executor of the estate of E. B. Crocker, deceased, 
 or either of them, and their confederates, or by any person on their 
 behalf, be adjudged to be the property of, and to be transferred to, 
 the said C. P. ; and that all the lands and property mentioned in 
 this complaint, and all lands and property which may be found to 
 have been acquired by the said Leland Stanford, Huntington, Hop- 
 kins, Charles and E. B. Crocker, or either of them, since the first 
 day of January, 1862, be adjudged to have been acquired with the 
 property and assets of the said C. P. corporation, and be adjudged 
 to be transferred to it. And that said defendants, Leland Stan- 
 ford, Huntington, Hopkins, Charles Crocker, and Charles Crocker, 
 Executor of the estate of E. B. Crocker, deceased, B. B. Redding, 
 and their confederates, be adjudged to pay into the treasury of the 
 said C. P. corporation the sum of one hundred millions of dollars. 
 That said Wells, Fargo & Co. be adjudged to transfer one and a 
 half millions of its capital stock to the said C. P. corporation. 
 That the said Rocky Mountain Coal and Iron Co., of Wyoming, 
 and the said Oakland Water Front Co., be respectively adjudged 
 to transfer to the said C. P. corporation all the stock now held in 
 
[60] 
 
 said corporations by said defendants, Leland Stanford, Huntington, 
 Hopkins, Charles Crocker, and Charles Crocker, Executor of the 
 estate of E. B. Crocker, deceased, or standing in the name of any 
 person or persons for their use, or for the use of either of them. 
 And for such other and further relief as shall be equitable, and 
 the nature of the case may demand. 
 
 ALFEED A. COHEN, 
 DELOS LAKE, 
 
 Attorneys for Plaintiff. 
 
 State of California, ) 
 
 City and County of San Francisco, \ 
 John K. Robinson, being first duly sworn, says : that he is the 
 plaintiff above named ; that he has read the foregoing complaint 
 and knows the contents thereof; that the same is true of his own 
 knowledge except as to the matters therein stated on information 
 and belief; and as to those matters, he believes it to be true. 
 
 JOHN. R. ROBINSON. 
 
 Sworn to before me this 15th day of March, 1876. 
 
 Holland Smith, 
 [seal.] Notary Public. 
 
 SCHEDULE " A." ARTICLES OF ASSOCIATION. 
 
 First The name of the Association shall be the " Central 
 Pacific Railroad Company of California." 
 
 Second The number of years the same shall continue is fifty 
 years. 
 
 Third The amount of the capital stock of this Company shall 
 be eight million five hundred thousand dollars, divided into shares 
 of one hundred dollars each. 
 
[61] 
 
 Fourth- -The names of nine Directors to manage the concerns 
 of the Company are : Leland Stanford, Sacramento ; Charles 
 Crocker, Sacramento ; James Bailey, Sacramento ; Theodore D. 
 Judah, Sacramento ; L. A. Booth, Sacramento ; C. P. Hunting- 
 ton, Sacramento ; Mark Hopkins, Sacramento ; D. W. Strong, 
 Dutch Flat ; Charles Marsh, Nevada. 
 
 Fifth The places from and to which the proposed road is to be 
 constructed are the City of Sacramento and the eastern boundary 
 of the State of California. 
 
 Sixth The counties into and through which this road is in- 
 tended to pass are Sacramento, Placer, and Nevada. 
 
 Seventh The length of road, as near as may be, is one hundred 
 and fifteen miles. 
 
 Eighth. The names of five Commissioners to open books of 
 subscription to the stock are : B. F. Moore, Dutch Flat ; Edward 
 J. Brickell, Illinoistown ; E. G. Waite, Nevada ; E. McLaughlin, 
 Grass Valley ; Samuel Cross, Sacramento. 
 
 Ninth We, the undersigned, do hereby subscribe to the above 
 Articles of Association our names, and the amounts of stock taken 
 by us respectively in said Central Pacific Railroad Company of 
 California : James Bailey, Sacramento ; 150 shares. Mark Hop- 
 kins, Sacramento ; 150 shares. C. P. Huntington, Sacramento ; 
 150 shares. Charles Marsh, Nevada ; 50 shares. Theo. D. Judah, 
 Sacramento ; 150 shares. D. W. Strong, Dutch Flat ; 50 shares. 
 N. W. Blanchard, Dutch Flat ; 10 shares. C. Cole, Sacramento ; 
 10 shares. John F. Morse, Sacramento ; 5 shares. P. H. Rus- 
 sell, Sacramento ; 5 shares. N. L. Drew, Sacramento ; 5 shares. 
 Wm. G. English, Sacramento ; 10 shares. Chas. G. Hooker, 
 Sacramento; 10 shares. Millikin Bros., Sacramento; 10 shares. 
 Lord, Holbrook & Co., Sacramento ; 10 shares. Lucius A. 
 Booth, Sacramento ; 10 shares. E. J. Brickell, Illinoistown ; 40 
 shares. B. Brickell, Illinoistown ; 20 shares. B. F. Moore, 
 Dutch Flat ; 10 shares. P. T. Mathewson, Dutch Flat, 5 shares. 
 E. L. Bradley and R. M. Trim, Dutch Flat ; 25 shares. E. G. 
 Waite, Nevada ; 10 shares. John Williams, Nevada ; 10 shares. 
 T. Ellard Beans, Nevada; 10 shares. J. N. Lumay, Nevada ; 10 
 shares. E. McLaughlin, Grass Valley ; 10 shares. Wm. Lout- 
 
[62] 
 
 zenheim, Grass Valley ; 5 shares. Leland Stanford, Sacramento ; 
 150 shares. C. Crocker, Sacramento ; 150 shares. Samuel Cross. 
 Sacramento; 10 shares. Total, 1,250 shares. 
 
 State of California, 
 City and County of Sacramento, \ ss * 
 Be it remembered, that on this 27th day of June, 1861, per- 
 sonally appeared before the undersigned, a notary public in and 
 for said city and county, Leland Stanford, Mark Hopkins, and 
 C. P. Huntington, three of the directors of the within named Cen- 
 tral Pacific Railroad Company of California, and being by me duly 
 sworn, say : That the stock to the amount of at least one thou- 
 sand dollars for every mile of the railroad intended to be built by 
 said company, to wit, an amount of stock exceeding one hundred 
 and fifteen thousand dollars, has been in good faith subscribed by 
 the members of said company, and that ten per cent, on the amount 
 of stock subscribed as aforesaid has been actually, and in good 
 faith, paid in cash to Mark Hopkins, the Treasurer appointed by 
 the Directors named in the within articles of association, and that 
 the subscribers are all known by some one of said affiants to be 
 subscribers thereto, and to be the persons so represented. 
 
 LELAND STANFORD, 
 MARK HOPKINS, 
 C. P. HUNTINGTON. 
 
 I hereby certify that the foregoing affidavit was duly subscribed 
 and sworn to by said Leland Stanford, Mark Hopkins, and C. P. 
 Huntington, by and before me, the day and year aforesaid. 
 
 In testimony whereof, I have hereunto set my hand and official 
 seal, this 27th day of June, A. d. 1861. 
 
 [seal.] ELIJAH SWIFT, Notary Public. 
 
[63] 
 
 SCHEDULE "B." 
 
 By the Act of Congress of July 27, 1866, incorporating the 
 Atlantic and Pacific Railroad Company, there is granted to the 
 defendant, the Southern Pacific Railroad Company 
 
 Sec. 3. " Every alternate section of public land, not mineral, 
 designated by odd numbers, to the amount of twenty alternate 
 sections per mile, on each side of said railroad line," provided, if 
 the route shall be found upon the line of any other railroad to con- 
 struct which Congress has granted lands, as far as " the routes are 
 upon the same general line, the amount heretofore granted shall be 
 deducted from the amount granted by this Act." (Acts 1st Sess. 
 39th Cong., 1866, p. 304.) 
 
 By Act of Legislature of California, 30 acres tide lands in San 
 Francisco Bay ; value, 1500,000.