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 O R G A . N I Z A. TI.ON 
 
 Articles of Association am 
 
 
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TABLE OF CONTENTS. 
 
 PAGE. 
 
 San Francisco tfc San Jose R. R. Co., Articles of Association 5 
 
 " acceptance of Act of May 20, 1861.. . . 8 
 
 certified list of officers, 1870 10 
 
 " resolution to consolidate 10 
 
 Southern Pacific R. R. Co. (old .organization), Articles of Association 12 
 
 " " certified list of officers, 1870 15 
 
 " " resolution to consolidate 16 
 
 Santa Clara & Pajaro Valley R. R. Co., Articles of Association IV 
 
 " " certified list of officers, 18*70 21 
 
 " " " resolution to consolidate 22 
 
 California Southern R. R. Co., Articles of Association 23 
 
 " " certified list of officers, 1870 26 
 
 " " resolution to consolidate 27 
 
 Southern Pacific It. It. Co. (new organization), Articles of Association and 
 
 consolidation 03 
 
 certificate of publication of notice of consolidation.. 85 
 
 " " amended certificate of incorporation.. 36 
 
 By-Laws of Southern Pacific It, It. Co 45 
 
 Atlantic <t Pacific It. It. Co., charter by Congress 49 
 
 Act of Congress, July 25, 1868, extending time of Southern Pacific R. R. Co.. 62 
 .Joint Resolution of Congress, June 28, 1870, authorizing construction of 
 
 Southern Pacific R. R. on line of map filed. . . . , 62 
 
 Section 23 of Texas Pacific R. R., Act of Congress, March 3, 1871, authoriz- 
 ing construction, &c , 63 
 
 Act of California, April 2, 1866, authorizing certain counties to aid Southern 
 
 Pacific It. R 65 
 
 Act of California, March 30, 1868, authorizing San Francisco to sell stock in 
 San Francisco and San Jose R. R. Co. to Southern 
 
 Pacific It. R. Co 74 
 
IV 
 
 PAGE. 
 
 Act of California, March 30, 1868, granting lands in San Francisco to South- 
 ern Pacific R. R. Co., for a terminus , 75 
 
 " " March 1, 18*70, relative to amending certificates of incor- 
 poration 79 
 
 " " April 2, 1870, extending time to make terminus of South- 
 ern Pacific R. R 80 
 
 " " April 2, 1870, authorizing San Francisco to aid in con- 
 struction of Southern Pacific R. R 81 
 
 " " April 4, 1870, to aid in giving effect to acts of Congress in 
 
 relation to Southern Pacific R. R. Co 85 
 
 " March 6, 1872, extending time to make terminus of South- 
 ern Pacific R. R 86 
 
iv a 
 
 TABLE OF CONTENTS OF SUPPLEMENT. 
 
 ^-^ 
 
 Page. 
 Southern Pacific Branch Railroad ( Jompany Articles of Association 88 
 
 Southern Pacific Railroad Company Articles of Association and Consoli- 
 dation of the Southern Pacific Railroad Company and the Southern 
 Pacific Branch Railroad Company 92 
 
 The Los Angeles and San Pedro Railroad Company Articles of Incorpora- 
 tion <>*> 
 
 Southern Pacific Railroad Company Articles of Association and Consoli- 
 dation of the Southern Pacific Railroad Company and the Los 
 Angeles and San Pedro Railroad Company 106 
 
Southern Pacific Railroad Company. 
 
 ORGANIZATION. 
 
 ( L. B. H. 5 cts. Int. Rev. ) 
 \ SUmp. April 10, '71. J 
 
 The San Francisco and San Jose Kailroad Company. 
 
 Certified Copy Articles of Association and Acceptance of 
 
 Provisions of Act of "May 20th, 1861, Certified 
 
 List of Officers and Copy of Resolution 
 
 to Consolidate with Other Roads. 
 
 State of California, | 
 Department of State. J 
 
 I, H. L. Nichols, Secretary of State of the State of California, 
 do hereby certify that the annexed is a true, full and correct 
 copy of Articles of Association of the San Francisco and San 
 Jose Railroad Company, with endorsements thereon, now on 
 file in my office. 
 
 Witness my hand, and the great seal of State, at 
 office in Sacramento, California, the tenth day 
 {<*&.} of April, A. D. 1871. 
 
 H. L. Nichols, 
 Secretary of State. 
 By Lew. B. Harris, 
 
 Deputy. 
 
COPY OF ARTICLES OF ASSOCIATION OF THE SAN 
 FRANCISCO & SAN JOSE RAILROAD COMPANY. 
 
 Know all men by these Presents : That we, the undersigned, 
 being subscribers to the stock of a contemplated railroad from 
 the city of San Francisco, in the county of San Francisco and 
 State of California, through said county and the counties of 
 San Mateo and Santa Clara to the city of San Jose, in said 
 State ; which stock, subscribed by us, amounts to at least one 
 thousand dollars for every mile of the railroad intended to be 
 built, and 7 which stock has been by us subscribed in good faith, 
 and more than ten per cent, in cash paid thereon to Charles 
 McLaughlin, who has been by us appointed temporary Treasurer; 
 and being desirous of forming a corporation, do hereby, at a 
 regular meeting of said stockholders, held pursuant to due 
 notice thereof in writing, given by said Treasurer, adopt the 
 following 
 
 ARTICLES OF ASSOCIATION. 
 
 Article 1. We, the undersigned, whose names are hereto 
 subscribed, do hereby organize, form and become a corporation 
 and body corporate under and in pursuance of an Act of the 
 Legislature of the State of California, entitled " An Act to pro- 
 vide for the Incorporation of Railroad Companies," passed 
 April 22, A. D. 1853, and of the several acts supplementary to 
 and amendatory thereof, for the purpose of constructing, owning 
 and maintaining a railroad from the city of San Francisco, in 
 the county of San Francisco, through said county and the 
 counties of San Mateo and Santa Clara to the city of San Jose, 
 all in the said State of California, to be known by the name of 
 "The San Francisco and San Jose Railroad Company," to 
 continue in existence for the term of fifty years from the date 
 hereof. 
 
 Article 2. The capital stock of said corporation shall be, 
 and is, hereby fixed at two millions of dollars, being the actual 
 cost of constructing said railroad, the cost of right-of-way, mo- 
 tive-power, and every other appurtenance for the completion 
 and running of said road, as estimated by competent engineers, 
 
and shall consist of and be divided into twenty thousand shares 
 of one hundred dollars each. 
 
 Article 3. The number of Directors to manage the concerns 
 of said corporation shall be seven, and the names of the per- 
 sons chosen to act as such Directors, and to hold their offices 
 until others are duly elected, are James A. McDougall, Charles 
 McLaughlin, Timothy Dame, Charles L. Weller, Henry M- 
 Newhall, Timothy G. Phelps and George H. Bodfish, all of 
 whom are subscribers to these Articles of Association. 
 
 Article 4. The length of said proposed railroad, as nearly as 
 the same can now be ascertained, will be forty-eight miles. 
 
 Article 5. The five persons who have been selected and 
 are hereby designated as Commissiouers to open books of sub- 
 scription for the stock of said corporation are D. S. Cook, C. 
 E. Allen, Charles McLaughlin, William J. Lewis and Hugh 
 O'Donnell, all of whom are subscribers to these Articles of 
 Association. 
 
 In witness whereof, we have hereunto severally subscribed 
 our names and places of residence this twenty-first day of July, 
 in the year one thousand eight hundred and sixty. 
 
 NAMES. 
 
 RESIDENCE. 
 
 NUMBER OF SHARES. 
 
 
 J A. Mcl)uu">all 
 
 San Francisco 
 
 Fifty. 
 
 One hundred. 
 Filteen. 
 Twenty. 
 Ten. 
 Five. 
 Twenty. 
 Ten. 
 Twenty. 
 One hundred. 
 One hundred. 
 Fifty. 
 Ten. 
 Five. 
 Ten. 
 Ten. 
 Five. 
 Five. 
 
 Twenty -five. 
 ? ive. 
 Five. 
 10) Ten. 
 5) Five. 
 50) Fifty. 
 10) Ten. 
 Five. 
 Five. 
 Five. 
 
 
 Chas. McLaughlin 
 
 San Francisco 
 
 
 A. II. Houston 
 
 San Francisco 
 
 
 
 
 
 John Middleton 
 
 San Francisco 
 
 
 T. G. Phelps 
 
 C. L. Weller 
 
 San Mateo 
 
 
 Sau Francisco 
 
 Hunter's Point 
 
 
 Robt. E. Hunter . . 
 
 
 11. M. Newhall 
 
 B P. Mann 
 
 San Francisco 
 
 San Jose 
 
 Yuba County 
 
 San Francisco . * 
 
 San Jose .... 
 
 
 John 11. Atchineon 
 
 Timothy Dame 
 
 C. E. Allen. . 
 
 
 W. B. Farwell 
 
 San Francisco 
 
 
 Jno. V. Wattson 
 
 San Francisco 
 
 
 E. A. Rockwell 
 
 San Francisco 
 
 
 Fred'k A. Benjamin 
 
 J. F. Bowman 
 
 H. 0. Donnell. . 
 
 
 
 San Francisco 
 
 San Francisco 
 
 
 
 San Francisco 
 
 
 1). s. Cook 
 
 San Mateo 
 
 
 Geo. D. Nagle 
 
 San Francisco 
 
 
 Jasper Babcock 
 
 H. W. Seale 
 
 San Francisco 
 
 
 May Field 
 
 
 Sam'l II. Dwindle 
 
 San Francisco 
 
 
 Geo. H Bodfish . . 
 
 San Jos6 
 
 San Francisco 
 
 San Francisco 
 
 
 Myles D. Sweeny 
 
 Wm. Schmolz 
 
 
 
 
 
8 
 The State of California, 
 
 J 88 - 
 
 City and County of San Francisco, 
 
 On this twenty-fourth day of July, A. D. 1860, personally 
 appeared before me, the undersigned, a notary public in and 
 for said city and county, James A. McDougall, Charles Mc- 
 Laughlin and Timothy Dame, three of the Directors of " The 
 San Francisco & San Jose Railroad Company," duly elected 
 by the stockholders of said Company, and who, being severally 
 duly sworn, on their oaths do say, that over one thousand dol- 
 lars for each mile of the railroad proposed and mentioned in 
 the foregoing Articles of Association, has actually and in good 
 faith been subscribed to the stock of said Company by the 
 persons whose names appear subscribed to the said Articles of 
 Association ; and that more than ten per cent, on said amount, 
 namely, five thousand seven hundred and fifty dollars, has 
 actually been paid in cash to Charles McLaughlin, the Treas- 
 urer appointed by the Directors named in the foregoing Arti- 
 cles, and that the subscribers to the said Articles of Association 
 are all known to them and each of them, to be subscribers 
 thereto, and to be the persons so represented. 
 
 (Signed) J. A. McDougall. 
 
 Chas. McLaughlin. 
 Timothy Dame. 
 
 Subscribed and sworn to before me, the day and year last 
 above written. 
 
 In testimony whereof, I have hereunto subscribed 
 [l. s.] my name and affixed my notarial seal, this 
 
 twenty-fourth day of July, A. D. 1860. 
 
 (Signed) E. P. Peokham, 
 
 (Endorsed.) Notary ^Public. 
 
 San Francisco and San Jose Railroad Company. 
 
 Filed August 18th, I860. Fees $10, paid. 
 
 Recorded in Book B, folio 703. 
 
 Know all men by these presents, that " The San Francisco 
 and San Jose Railroad Company," a corporation now in legal 
 existence, which was duly organized by Articles of Association, 
 dated July 21st, A. D. 1860, under and in pursuance of " An 
 Act of the Legislature of the State of California, entitled an 
 Act to provide for the incorporation of railroad companies," 
 
passed April 22d, A. D. 1853, and of the several acts supple- 
 mentary to and amendatory thereof, for the purpose of con- 
 structing, owning and maintaining a railroad from the city of 
 San Francisco, in the county of San Francisco, through said 
 county and the counties of San Mateo and Santa Clara to the 
 city of San Jose, all in the said State of California : does here- 
 by accept of all the provisions, powers, rights, benefits, obliga- 
 tions and restrictions of an Act of the Legislature of said State 
 of California, entitled " An Act to provide for the Incorporation 
 of Eailroad Companies, and the management of the affairs there- 
 of, and other matters relating thereto," approved May 20th, 
 A. D. 1861, and does hereby fully surrender the Act or Acts, 
 under which the said Company was organized ; provided, how- 
 ever, that this acceptance of said Act of May 20th, A. D. 1861, 
 shall in nowise affect any rights, powers, franchises or 
 privileges obtained or now enjoyed by said Company under 
 any law of said State in force before the riling of this accept- 
 ance in the office of the Secretary of State, as provided in 
 section 56 of said Act, approved May 20th, A. D. 1861. 
 
 In witness whereof, the Directors of said Company 
 have hereunto signed their names and affixed 
 the seal of said Company hereto, and the same 
 is also attested by the President and Secretary 
 thereof, at the office of said Company, in the 
 city of San Francisco and State of California, 
 this first day of July, A. D. 1861. 
 
 (Signed) C. B. Polhemus, 
 
 Peter Donahue, 
 H. M. Newhall, 
 [seal.] C. L. Weller, 
 
 Timothy Dame, 
 T. G. Phelps, 
 Geo. H. Bodfish, 
 Directors of " The San Francisco and San 
 Jose Eailroad Company." 
 (Attest) T. G. Phelps, 
 
 President. 
 (Signed) Timothy Dame, 
 
 (Endorsed.) Secretary. 
 
 San Francisco and San Jose R. R. Company, Acceptance of 
 provisions of Act of May 20, 1861. 
 Filed July 8, 1861 ; filing, $5, paid. 
 
10 
 
 THE SAN FRANCISCO AND SAN JOSE RAIL- 
 ROAD COMPANY. 
 
 CERTIFIED LIST OF OFFICEES. 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, do hereby certify that at an annual meeting of the 
 stockholders of " The San Francisco and San Jose Railroad 
 Company," held in the city of San Francisco, on the 8th day 
 of August, A. D. 1870, the following named persons were duly 
 and legally elected Directors of said Company, to wit : 
 H. M. Newhall, Peter Donahue, 
 
 Charles Mayne, W. C. Ralston, . 
 
 James O'Neill, Myles D. Sweeny, 
 
 Gilbert Palache, 
 
 and that at a meeting of said Directors regularly called and 
 held on the day above mentioned, the following officers of said 
 Company were duly and legally elected to serve during the en- 
 suing year, to wit : 
 
 H. M.Newhall President. 
 
 Peter Donahue Vice President. 
 
 W. C. Ralston Treasurer. 
 
 J. L. Willcutt Secretary. 
 
 The same appearing of record on the minutes of proceedings 
 of the stockholders and Board of Directors of said Company. 
 In witness whereof, I have hereunto set my hand 
 [seal.] and affixed the corporate seal of the Company, 
 this thirteenth day of April, A. D. 1871. 
 J. L. Willcutt, 
 Secy. So. Pacific R. R. Co. 
 
 RESOLUTION OF 
 
 the san francisco and san jose railroad company to 
 Consolidate with Other Roads. 
 
 A meeting of the Board of Directors of The San Francisco 
 and San Jose Railroad Company, regularly called, was held at 
 
11 
 
 the office of the Company, on the 11th day of October, A. D. 
 1870, all of the Directors being present, to wit : 
 
 H. M. Newhall, Peter Donahue, 
 
 Chas. Mayne, W. C. Ealston, 
 
 Myles D. Sweeny, Gilbert Palaohe, 
 
 and Jas. O'Neill. 
 
 Mr. Newhall, presiding as President of the Board. 
 
 The President announced the special object of the meeting, 
 whereupon Mr. Donahue offered the following resolution, to 
 wit: 
 
 Resolved, That this corporation do consolidate with the San- 
 ta Clara and Pajaro Valley Kailroad Company, the California 
 Southern Kailroad Company and the Southern Pacific Railroad 
 Company, upon the terms and conditions set forth in the Articles 
 of Association, Amalgamation and Consolidation, now here- 
 with presented, which are hereby approved, and the President 
 and Secretary of this Company are hereby authorized and re- 
 quired to subscribe the name of this corporation to said articles 
 and affix its corporate seal thereto, and deliver said articles as 
 the act and deed of this corporation. 
 
 Which resolution was adopted by the unanimous vote and 
 concurrence of the full Board of Directors, the articles referred 
 to in this resolution being as follows, to wit : 
 
 (articles of association, amalgamation and consolidation, 
 Dated October 11th, 1870, as per accompanying certified copy.) 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify the foregoing to be a true and cor- 
 rect copy from the minutes of the proceedings of the Board of 
 Directors of the San Francisco and San Jose Railroad Com- 
 pany. 
 
 In witness whereof, I have hereunto set my hand 
 [seal.] and affixed the corporate seal of the company, 
 this thirteenth day of April A. D. 1871. 
 
 J. L. Willcutt, 
 Secy. So. Pacific R. R. Co. 
 
12 
 
 II. 
 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 (Old Organization.) 
 
 certified copy articles of association certified list of 
 officers and copy resolution to consolidate with other 
 Companies. 
 
 State of California, ) 
 Department of State, j 
 
 I, H. L. Nichols, Secretary of State of the 
 Five cents int. I State of California, do hereby certify that the 
 
 Rev. Stamp. [ . J J 
 
 April 10, 1871. J annexed is a true, full and correct copy of Arti- 
 cles of Association of the Southern Pacific Railroad Com- 
 pany, with endorsements now on file in my office. 
 
 Witness my hand and the great seal of State, at 
 { 8tate f } office in Sacramento, California, the tenth day 
 of April, A. D. 1871. 
 
 H. L. Nichols, 
 
 Secretary of State, 
 by Lew. B. Harris, 
 
 Deputy. 
 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 ARTICLES OF ASSOCIATION. 
 
 Know all men by these presents, That we, the undersigned, 
 being subscribers to the stock of a contemplated railroad from 
 some point on the bay of San Francisco, in the State of Cali- 
 fornia, through the counties of Santa Clara, Monterey, San 
 Luis Obispo, Tulare, Los Angeles and San Diego, to the town 
 of San Diego, in said State ; thence eastward through the said 
 
13 
 
 county of San Diego to the eastern line of the State of Califor- 
 nia, there to connect with a contemplated railroad from said 
 eastern line of the State of California to the Mississippi river ; 
 which stock subscribed by us amounts to, at least, one thou- 
 sand dollars for each and every mile of said proposed railroad, 
 and of which ten per cent, in cash has been actually and in 
 good faith paid thereon to B. W. Hathaway, one of our num- 
 ber, who has been by us appointed temporary Treasurer, and 
 being desirous of forming a corporation, do hereby, at 
 a regular meeting of said stockholders, held pursuant to due 
 notice thereof, in writing, given by said Treasurer, adopt the 
 following 
 
 ARTICLES OF ASSOCIATION. 
 
 Article 1. We, tho undersigned, whose names are hereto sub- 
 scribed, do hereby organize, form and become a corporation 
 and body politic, under and in pursuance of an Act of the 
 Legislature of tho State of California, entitled "An Act to 
 provide for the Incorporation of Railroad Companies, and the 
 management of the affairs thereof, and other matters relating 
 thereto/' approved May 20, A. D. 1861, and the several Acts 
 supplementary to and amendatory thereof, for tho purpose of 
 constructing, owning and maintaining a railroad from some point 
 on tho bay of San Francisco, in the State of California, and to 
 pass through tho counties of Santa Clara, Monterey, San Luis 
 Obispo, Tulare, Los Angeles and San Diego, to the town of San 
 Diego, in said State ; thence eastward through the said county of 
 San Diego to the eastern line of the State of California, there to 
 connect with a contemplated railroad from said eastern line of 
 the State of California to the Mississippi river. 
 
 Article 2. The name of tho corporation hereby formed and 
 organized shall be " Southern Pacific Eailroad Company," 
 and the same shall continue in existence for the term of fifty 
 years from the date hereof. 
 
 Article 3. The length of said proposed railroad, as near as 
 may be, is seven hundred and twenty miles. 
 
 Article 4. The capital stock of said corporation shall be, and 
 is, hereby fixed at thirty millions dollars, being the actual con- 
 
14 
 
 templated cost of constructing said railroad, together with the 
 cost of the right-of-way, motive-power and every other appur- 
 tenance and thing necessary for the completion and running of 
 said road, as near as can be estimated by competent engineers, 
 and shall consist of, and be divided into, three hundred thou- 
 sand shares of one hundred dollars each. 
 
 Article 5. The number of Directors to manage the affairs of 
 said corporation shall be seven, and the names of the persons 
 chosen to act as such Directors, and to hold their offices until 
 others are duly elected, are T. G. Phelps, Chas. N. Fox, Ben- 
 jamin Flint, C. J. Hutchinson, B. G. Latlirop, J. B. Cox and 
 B. W. Hathaway, all of whom are subscribers to these Articles 
 of Association. 
 
 In testimony whereof, we have hereunto severally 
 subscribed our names, places of residence and 
 the number of said shares of stock held by 
 each, this twenty-ninth day of November, 1865. 
 
 NAMES. 
 
 RESIDENCE. 
 
 NO. OF SHARES. 
 
 T. G. rhelps 
 
 San Francisco 
 
 San Mateo 
 
 (720) Seven hundred <fc twenty. 
 (720) Seven hnndred <fc twenty. 
 (720) Seven hundrel & twenty. 
 (720) Seven hundred <fc twenty. 
 (720) Seven hundred & twenty. 
 
 (720) Seven hundred 6 twenty. 
 (720) Seven hundred & twenty. 
 (720) Seven hundred & twenty. 
 (720) Seven hundred & twenty. 
 (720) Seven hundred <fe twenty. 
 (720) Seven hundred & twenty. 
 
 Chas. N. Fox 
 
 B. G. Lathrop 
 
 San Mateo.. 
 
 Benjamin Flint 
 
 C. J. Hutchinson 
 
 San Juan 
 
 San Francisco 
 
 Cincinnati, 
 
 San Francisco 
 
 San Francisco . . 
 
 San Francisco 
 
 San Francisco 
 
 San Francisco 
 
 W. S. Rosecrans, by J. B. 
 Cox, his att'y. in tact. . . . 
 J. B. Cox 
 
 B. W. Hathaway 
 
 John F. Sears 
 
 Wm. T. Coleman 
 
 J. W. Stephenson 
 
 ss.: 
 
 State of California, ) 
 
 City and County of San Francisco, j 
 
 T. G. Phelps, Benjamin Flint and B. W. Hathaway being duly 
 sworn, do depose and say : That they are, and each of them is, 
 a director of the " Southern Pacific Baikoad Company," that at 
 least one thousand dollars for each and every mile of the rail- 
 
15 
 
 road, proposed and mentioned in the foregoing Articles of 
 Association, to wit : Seven hundred and twenty thousand dol- 
 lars, has actually and in good faith been subscribed to the cap- 
 ital stock of said Company by the persons whose names appeal- 
 subscribed to said Articles of Association, and that ten per cent, 
 on said amount so subscribed has actually and in good faith 
 been paid to B. W. Hathaway, the Treasurer, named and ap- 
 pointed by said subscribers from among their number, and that 
 the said subscribers are known to these deponents, and to each 
 of them, to be subscribers to said Articles of Association, and 
 to be the persons so represented. 
 
 T. G. Phelps. 
 
 Benjamin Flint. 
 
 B. W. Hathaway. 
 
 Subscribed and sworn to before me, \ 
 this 29th day of November, 18G5, J 
 
 Geo. C. Waller, 
 
 [Seal.] Not. Pub. 
 
 ( 5 cent In. Iiev. stamp, ) 
 { G. C W. J 
 
 ( Nov. 29, 1865. ) 
 
 (Endorsed.) 
 Southern Pacific Railway Company. Articles of Association. 
 Filed in office of Secretary of State, Dec. 2d, 18G5. 
 Fees, $5.00. Pd. 
 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 ( Old Organization.) 
 
 certified list of officers. 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify that at an annual meeting of the 
 stockholders of said Company, held in the city of San Jose, 
 county of Santa Clara, od the 12th day of January, A.D. 1870, 
 
16 
 
 the following named persons were duly and legally elected 
 Directors of said Company, to wit : 
 
 Lloyd Tevis, Edgar Mills, 
 
 Lewis Cunningham, Wm. E. Barron, 
 D. O. Mills, Thomas Bell, 
 
 and Henry E. Robinson. 
 
 And that at a meeting of said Directors, regularly called and 
 held in the city of San Francisco, on the 8th day of February. 
 A. D. 1870, the following officers of said Company were duly 
 and legally elected, to wit : 
 
 Lloyd Tevis, President. D. O. Mills, Vice-President. 
 
 Edgar Mills, Treasurer. B. B. Minor, Secretary. 
 
 And further, that at a meeting of the Board of Directors of 
 said Company, regularly called, and held on the 4th day of 
 May, A. D. 1870, the written resignation of Henry E. Robinson 
 and Lewis Cunningham, Directors of the Company, were pre- 
 sented and accepted, and that James B. Haggin and Wm. B. 
 Carr were duly and legally elected Directors to fill the unex- 
 pired term of said Henry E. Robinson and Lewis Cunningham, 
 the same appearing of record on the minutes of the proceed- 
 ings of the stockholders and Board of Directors of said Com- 
 pany. 
 
 In witness whereof, I have hereunto set my hand 
 [Seal.] and affixed the corporate seal of the Company, 
 this thirteenth day of April, A. D. 1871. 
 
 J. L. Willcutt, 
 Sec'y So. Pacific R. R. Co. 
 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 resolution to consolidate with other compantes. 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify that a meeting of the Board of Di- 
 
17 
 
 rectors of said Company, regularly called, was held in the city 
 of San Francisco, on the 11th day of October, A. D. 1870, and 
 that, among other proceedings, the following resolution was 
 unanimously adopted, to wit : 
 
 " Resolved and Ordered, That this Company do consolidate 
 with "The San Francisco and San Jose Railroad Com- 
 pany, the Santa Clara and Pajaro Valley Railroad Company 
 and the California Southern Railroad Company, upon the terms 
 and conditions set forth in the Articles of Association, Amal- 
 gamation and Consolidation, now herewith presented, and which 
 are hereby approved, and the President and Secretary of 
 this Company be, and they are, hereby authorized and required 
 to affix the corporate seal of this Company thereto, and sign 
 and attest the same as the act and deed of this Company." 
 
 (The articles referred to are the " Articles of Association, 
 Amalgamation and Consolidation," as per certified copy here- 
 with.) 
 
 In witness whereof, I have hereunto set my name 
 [Seal.] and affixed the corporate seal of the Com- 
 
 pany, this thirteenth day of April, A. D. 1871. 
 
 J. L. Willcutt, 
 Sec'y So. Pacific R. R. Co. 
 
 in. 
 
 SANTA CLARA AND PAJARO VALLEY RAILROAD 
 
 COMPANY. 
 
 certified copy articles of association certified list of 
 officers and copy resolution to consolidate with 
 other companies. 
 
 State of California, ) 
 Department of State. J 
 
 I, H. L. Nichols, Secretary of State of the State of Califor- 
 nia, do hereby certify that the annexed is a true, full and cor- 
 rect copy of Articles of Association of the Santa Clara and 
 3 
 
18 
 
 Pajaro Valley Railroad Company, with endorsements thereon* 
 now on file in my office. 
 
 Witness my hand and the great seal of State, at 
 {state.'} office in Sacramento, California, the tenth day 
 
 of April, A. D. 1871. 
 
 H. L. Nichols, 
 sta C m P Int L R rH. } Secretary of State. 
 
 A rU 10 > 187L > By Lew. B. Harris, 
 
 Deputy. 
 
 ARTICLES OF ASSOCIATION 
 
 OF THE 
 SANTA CLARA AND PAJARO VALLEY RAILROAD CO. 
 
 Know all men by these presents, That we, the undersigned, 
 being the subscribers to the stock of a contemplated railroad 
 from a point at or near the city of San Jose, in the county of 
 Santa Clara and State of California, to a point at or near the 
 town ol New Gilroy, in the same county, said railroad being 
 wholly within said county of Santa Clara, which stock sub- 
 scribed by us amounts to at least one thousand dollars for each 
 and every mile of the said proposed railroad, and ten per cent, 
 in cash has been actually and in good faith paid thereon to Jos. 
 L. Willcutt, one of our number, who has been by us appoint- 
 ed Treasurer, and being desirous of forming a corporation, do 
 hereby, at a regular meeting of said stockholders, held pursuant 
 to due notice thereof, in writing, given by said Treasurer, adopt 
 the following 
 
 ARTICLES OF ASSOCIATION: 
 
 Article 1. We, the undersigned, whose names are hereto sub- 
 scribed, do hereby organize, form and become a corporation 
 and body politic and corporate, under and in pursuance of an 
 Act of the Legislature of the State of California, entitled " An 
 Act to provide for the Incorporation of Railroad Companies, and 
 the management of the affairs thereof, and other matters re- 
 
19 
 
 lating thereto," approved May 20th, A. D. 1861, and of the 
 several acts supplementary to and amendatory thereof, for the 
 purpose of constructing, owning and maintaining a railroad 
 from a point at or near the city of San Jose, in the county of 
 Santa Clara, connecting at such point with the San Francisco 
 and San Jose Railroad, and to pass to a point at or near the 
 town of New Gilroy, in the same county, said Railroad being 
 wholly within the limits of said county of Santa Clara, in the 
 State of California. 
 
 Article 2. The name of the corporation hereby formed and 
 organized shall bo the " Santa Clara and Pajaro Valley Railroad 
 Company," and the same shall continue in existence for the 
 term of fifty years from the date hereof. 
 
 Article 3. The length of said proposed railroad (as near as 
 may be), is thirty (30) miles. 
 
 Article 4. The capital stock of said corporation shall be, and 
 is, hereby fixed at one million dollars, being the actual contem- 
 plated cost of constructing said railroad, together with the 
 cost of the right-of-way, motive power, and every other appur- 
 tenance and thing for the completion and running of said road, 
 as nearly as can be estimated by competent engineers, and 
 shall consist of and be divided into ten thousand shares of one 
 hundred dollars each. 
 
 Article 5. The number of Directors to manage the affairs of 
 said corporation or Company shall be five, and the names of 
 the persons chosen to act as such Directors, and hold their 
 offices until others are duly elected, are Charles Mayne, Peter 
 Donahue, Richard P. Hammond, Henry M. Newhall and Myles 
 D. Sweeny, all of whom are subscribers to these Articles of 
 Association. 
 
 In witness whereof, we have hereunto severally 
 subscribed our names, places of residence and 
 the number of said shares of stock held by each, 
 this 31st day of December, A. D. one thousand 
 eight hundred and sixty-seven (1867). 
 
20 
 
 NAMES. 
 
 RESIDENCE. 
 
 NO. OF SHARES. 
 
 H. M. Newhall 
 
 San Francisco 
 
 3,166 
 
 3,167 
 
 3,167 
 
 100 
 
 Peter Donahue 
 
 do. 
 do. 
 do. 
 do. 
 do. 
 do. 
 do. 
 do. 
 do. 
 
 
 
 Chas. Mayne 
 
 H. Barroilhet 
 
 Myles D. Sweeny 
 
 100 
 
 J. 0. Eldridgc 
 
 100 
 
 Edward Martin 
 
 50 
 
 Jas. O'Niell 
 
 50 
 
 Richard P. Hammond 
 
 50 
 
 Jos. L. Willcutt 
 
 50 
 
 
 
 
 
 State of California, ) 
 
 City and County of San Francisco, ) * 
 
 On this thirty-first day of December, A. D. 1867, personally 
 appeared before me, a notary public in and for said city and 
 county, Myles D. Sweeny, Eichard P. Hammond and H. M. 
 Newhall, three of the Directors of the Santa Clara and Pajaro 
 Valley Eailroad Company named in the Articles of Association 
 hereto attached, and who being by me severally duly sworn, on 
 their oaths do say, that over one thousand dollars for each and 
 every mile of the railroad proposed and mentioned in the said 
 articles of association, to wit, The sum of one million dollars, 
 has actually and in good faith been subscribed to the stock 
 of the Company by the persons whose names appear sub- 
 scribed to the said Articles of Association, and that ten per 
 cent, on said amount so subscribed, namely, the sum of one 
 hundred thousand dollars, has actually and in good faith been 
 paid to Joseph L. Willcutt, the Treasurer named and appointed 
 by said subscribers from among their number, and that the 
 said subscribers are all known to said three Directors, and to 
 each of them, to be subscribers to said Articles of Association, 
 and to be the persons so represented. 
 
 H. M. Newhall. 
 Myles D. Sweeny. 
 Eichard P. Hammond. 
 Subscribed and sworn to before me, the day and 
 year last above written. In testimony whereof, 
 [seal.] I have hereunto subscribed my name and affixed 
 
 my notarial seal this thirty-first day of Decem- 
 ber, A. D. 1867. 
 
 Samuel Hermann, 
 
 Notary Public. 
 
21 
 
 (Endorsed) Articles of Association of the Santa Clara and 
 Pajaro Valley Eailroad Co. Filed in office of the Secre- 
 tary of State, January 2d, 1868. 
 
 : H. L. Nichols, 
 
 5 cent Int. Rev. ; - , , 
 
 stamp. H. L. N. ; ^ ec - * btate. 
 
 JanUa, ; y 2 : '.**'. ' By Lew. B. Harris, 
 
 $5.00 fees, paid. 
 
 Deputy, 
 
 SANTA CLAEA AND PAJARO VALLEY RAILROAD 
 
 COMPANY. 
 
 CERTIFIED LIST OP OFFICERS. 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify that at an annual meeting of the 
 stockholders of the Santa Clara and Pajaro Valley Railroad 
 Company, held in the town of Gilroy, Santa Clara county, on 
 the 16th day of April, A. D. 1870, the following named persons 
 were duly and legally elected Directors of said Company, to wit : 
 
 Peter Donahue, H. M. Newhall, 
 
 Charles Mayne, Mtles D. Sweeny, 
 
 and Richard P. Hammond, 
 
 and that at a meeting of said Directors held immediately after 
 the adjournment of said stockholders' meeting, the following 
 persons were duly and legally elected officers of the Company, 
 to serve for the ensuing year : 
 
 Peter Donahue was elected President, 
 Charles Mayne was elected Vice-President, 
 Myles D. Sweeny was elected Treasurer, 
 J. L. WrLLCUTT was elected Secretary, 
 
 as appears of record on the minutes of proceedings of the 
 stockholders and Board of Directors of said Company. 
 
 In witness whereof, I have hereunto set my hand 
 [seal.] and affixed the corporate seal of the Company, 
 this thirteenth (13th) day of April, A. D. 1871. 
 J. L. Willcutt, 
 Secy. So. Pacific R.R. Co. 
 
22 
 
 SANTA CLARA AND PAJARO VALLEY RAILROAD 
 
 COMPANY. 
 
 (Resolution to Consolidate with other Companies. 
 A meeting of the Board of Directors of the Santa Clara and 
 Pajaro Valley Railroad Company, regularly called, was held at 
 the Company's office on the 11th day of October, A. D. 1870, 
 pursuant to the call of the President, the following Directors 
 being present, to wit : 
 
 Peter Donahue, H. M. Newhall, 
 
 Charles Mayne, Myles D. Sweeny, 
 
 and Richard P. Hammond. 
 Peter Donahue presiding as President of the Board. 
 The President announced the object of the meeting, where- 
 upon Mr. Mayne offered the following resolution, to wit : 
 
 Resolved, That this corporation do consolidate with The San 
 Francisco and San Jose Railroad Company, the California 
 Southern Railroad Company and the Southern Pacific Railroad 
 Company, upon the terms and conditions set forth in the 
 Articles of Association, Amalgamation and Consolidation now 
 herewith presented, which are hereby approved, and the Presi- 
 dent and Secretary of this Company are hereby authorized and 
 required to subscribe the name of this corporation to said arti- 
 cles, and affix its corporate seal thereto, and deliver said arti- 
 cles as the act and deed of this corporation. 
 
 Which resolution was adopted by the unanimous vote and 
 concurrence of the full Board of Directors. 
 
 The articles referred to in the resolution being as follows : 
 
 (Articles of Association, Amalgamation and Consolidation, as 
 per accompanying certified copy.) 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify the foregoing to be a true and correct 
 copy of a resolution from the minutes of proceedings of the 
 Board of Directors of the Santa Clara and Pajaro Valley Rail- 
 road Company. 
 
 In witness whereof, I have hereunto set my hand 
 [seal.] and affixed the corporate seal of the Company, 
 this thirteenth day of April, A. D. 1871. 
 J. L. Willcutt, 
 Secy. So. Pacific R.R. Co. 
 
23 
 
 IV. 
 
 CALIFOENIA SOUTHEEN EAILEOAD COMPANY. 
 
 Certified Copy, Articles op Association Certified List of 
 Officers and Copy Eesolution to Consolidate with 
 Other Companies. 
 
 State of California, j 
 Department of State, ) 
 
 I, H. L. Nichols, Secretary of State of the State of Cali- 
 i l. b. h. ) fornia, do hereby certify that the annexed is 
 I F Kev?sump: a tme > ful1 and correct copy of Articles of 
 
 i April io, '7i. j Association of the California Southern Eail- 
 road Company, with endorsements now on file in my office. 
 
 Witness my hand and the great seal of State, at 
 s S( , vl of office in Sacramento, California, the tenth day of 
 
 i state. J April, A. D. 1871. 
 
 H. L. Nichols, 
 
 Secretary of State. 
 By Lew. B. Harris, 
 Deputy. 
 
 AETICLES OF ASSOCIATION 
 
 CALIFORNIA SOUTHERN RAILROAD COMPANY. 
 
 Know all men by these presents, That we, the undersigned, 
 being the subscribers to the stock of a contemplated railroad 
 from a point at or near the town of Gilroy, in the county of 
 Santa Clara, and State of California, to a point at or near the 
 town of Salinas City, in the county of Monterey and said State 
 of California, which stock subscribed by us amounts to at 
 least one thousand dollars for each and every mile of the said 
 
24 
 
 proposed railroad; and ten per cent, in cash having been 
 actually and in good faith paid thereon to Joseph L. Willcutt, 
 one of our number, who has been by us appointed Treasurer, 
 and being desirous of forming a corporation, do hereby, at a 
 regular meeting of said stockholders, held pursuant to due 
 notice thereof, in writing, given by said Treasurer, adopt the 
 following : 
 
 ARTICLES OF ASSOCIATION. 
 
 Article I. We, the undersigned, whose names are hereto sub- 
 scribed, do hereby organize, form and become a corporation 
 and body politic and corporate, under and in pursuance of an 
 Act of the Legislature of the State of California, entitled " An 
 Act to provide for the Incorporation of Railroad Companies 
 and the management of the affairs'thereof, and other matters re- 
 lating thereto," approved May 20th, A. D. 1861, and of the 
 several Acts supplementary to and amendatory thereof, for the 
 purpose of constructing, owning, and maintaining a railroad 
 from a point at or near the town of Gilroy, in the county of 
 Santa Clara, and to pass through the counties of Santa Clara, 
 Santa Cruz and Monterey, to a point at or near the town of 
 Salinas City, in said county of Monterey. 
 
 Article 2. The name of the corporation hereby formed and 
 organized shall be the "California Southern Railroad Com- 
 pany," and the same shall continue in existence for the term of 
 fifty years from the date hereof. 
 
 Article 3. The length of said proposed railroad (as near as 
 may be) is forty-five miles. 
 
 Article 4. The capital stock of said corporation shall be, and 
 is, hereby fixed at one million five hundred thousand dollars, 
 being the actual contemplated cost of constructing said rail- 
 road, together with the cost of right-of-way, motive- power, and 
 every other appurtenance and thing for the completion and 
 running of said road, as nearly as can be estimated by com- 
 petent engineers, and shall consist of and be divided into 
 fifteen thousand shares of one hundred dollars each. 
 
25 
 
 Article 5. The number of Directors to manage the affairs of 
 said corporation or company shall be five, and the names of 
 the persons chosen to act as such Directors, and hold their 
 offices until others are duly elected, are, Charles Mayne, Peter 
 Donahue, Richard P. Hammond, Henry M. Newhall and 
 Myles D. Sweeny, all of whom are subscribers to these Articles 
 of Association. 
 
 In testimony whereof, we have hereunto severally 
 subscribed our names, places of residence and 
 the number of said shares of stock held by 
 each, this day of January, A. D. one 
 
 thousand eight hundred and seventy. 
 
 NAMES. 
 
 RESIDENCE. 
 
 NO. OF SHARES. 
 
 Charles Mayne 
 
 San Francisco. . 
 
 4,161 
 
 4,161 
 
 4,166 
 
 100 
 
 Peter Donahue. . . 
 
 do. 
 
 H. M. Newhall 
 
 do 
 
 Richard P. Hammond 
 
 do. 
 
 Edward Martin 
 
 do 
 
 100 
 
 M plee 1 K Sweeny 
 
 San Francisco 
 
 100 
 
 J. 0. Eldridge 
 
 San Francisco 
 
 100 
 
 H. Barroilhet 
 
 do 
 
 100 
 
 G. Palache 
 
 do. 
 
 100 
 
 J. L. Willcutt 
 
 do. 
 
 100 
 
 
 
 
 ss. 
 
 State of California, ) 
 
 City and County of San Francisco, J 
 
 On this 21st day of Jan., A. D. 1870, personally appeared be- 
 fore Samuel Hermann, a notary public in and for said city and 
 county, Peter Donahue, H. M. Newhall and Charles Mayne, 
 three of the Directors of the California Southern Railroad Com- 
 pany, named in the Articles of Association hereto attached, and 
 who being by me severally duly sworn, on their oaths do say, 
 that over one thousand dollars for each and every mile of the 
 railroad proposed and mentioned in the said Articles of Associ- 
 ation, to wit, the sum of one million five hundred thousand 
 dollars, has actually and in good faith been subscribed to the 
 stock of the company by the persons whose names appear sub- 
 scribed to the said Articles of Association, and that ten per 
 4 
 
26 
 
 cent, on said amount so subscribed, namely, the sum of one 
 hundred and fifty thousand dollars, has actually and in good 
 faith been paid to J. L. Willcutt, the Treasurer named and 
 appointed by said subscribers from among their number, and 
 that the said subscribers are all known to said three Directors, 
 and to each of them, to be subscribers to said Articles of 
 Association, and to be the persons so represented. 
 
 Peter Donahue. 
 H. M. Newhall. 
 Chas. Mayne. 
 Subscribed and sworn to before me, this ) 
 21st day of January, A. D. 1870. J 
 
 In witness whereof, I have hereunto subscribed 
 my name and affixed my official seal. 
 
 [Seal.] Sam'l Hermann, 
 
 Notary Public. 
 (Endorsed.) 
 California Southern Railroad Co. Articles of Incorporation, 
 January, 1870. 
 
 Filed in office of the Secretary of State, January 22d, 1870. 
 
 H. L. Nichols, 
 Sec. of State. 
 
 j 5 cent Int^Rev. Stamp, j By Lew HARRIS, 
 
 ( Jan. 22. '70. ( Deputy. 
 
 CERTIFIED LIST OF OFFICERS 
 
 CALIFORNIA SOUTHERN RAILROAD COMPANY. 
 
 I, J. L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify that at a meeting of the Board of 
 Directors, named in the Articles of Association for the Incor- 
 poration of a Railroad Company, to be known as the " California 
 Southern Railroad Company," which meeting was held in the 
 
27 
 
 city of San Francisco, on the 21st day of January, A. D. 1870, 
 for the purpose of electing the necessary officers, as prescribed 
 by Statute, the following named persons were duly and legally 
 elected officers of said Company, to serve for the ensuing year : 
 
 Charles Mayne was elected President, 
 Myles D. Sweeny was elected Treasurer, 
 J. L. Willcutt was elected Secretary, 
 
 as appears of record on the minutes of proceedings of the 
 Board of Directors of said California Southern Railroad Com- 
 pany. 
 
 In witness whereof, I have hereunto set my hand 
 [Seal.] and affixed the corporate seal of the Company, 
 
 this twelfth day of April, A. D. 1871. 
 
 J. L. Willcutt, 
 Secretary, 
 S. P. R. R. Co. 
 
 RESOLUTION 
 
 CALIFORNIA SOUTHERN RAILROAD COMPANY TO CONSOLIDATE 
 WITH OTHER COMPANIES. 
 
 At a meeting of the Board of Directors of the California 
 Southern Railroad Company, regularly called and held at the 
 Company's office, in the city and county of San Francisco, on 
 the 11th day of October, A. D. 1870, at which meeting the full 
 Board of Directors were present, to wit : 
 
 Charles Mayne, Peter Donahue, 
 
 H. M. Newhall, Myles D. Sweeny, 
 
 and Richard P. Hammond. 
 
 The following resolution was offered and adopted by the 
 unanimous vote and concurrence of the full Board of Direc- 
 tors : 
 
 Resolved, That this corporation do consolidate with The San 
 Francisco and San Jose Railroad Company, the Santa Clara 
 
28 
 
 and Pajaro Valley Railroad ' Company and the Southern 
 Pacific Railroad Company, upon the terms and conditions set 
 forth in the Articles of Association, Amalgamation and Consoli- 
 dation now herewith presented, which are hereby approved, 
 and the President and Secretary of this Company are hereby 
 authorized and required to subscribe the name of this corpora- 
 tion to said articles, and to affix its corporate seal thereto, and 
 deliver said articles as the Act and deed of this corporation, 
 and that either face of the half dollar coin of the United States 
 of America be adopted and used as the seal of this corporation. 
 The articles referred to in this resolution being as follows, to 
 wit : (Articles of Association, Amalgamation and Consolidation, 
 as per accompanying certified copy.) 
 
 In witness whereof, I have hereunto set my hand 
 [Seal.] and affixed the corporate seal of the Company, 
 
 this twelfth day of April, A. D. 1871. 
 
 J. L. WlLLCUTT, 
 
 Secy. S. P. R. R. Co. 
 
 V. 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 {New Organization.) 
 
 Certified Copy, Articles of Association, Amalgamation and 
 
 Consolidation of 
 
 The San Francisco and San Jose Railroad Company, the 
 Santa Clara and Pajaro Valley Railroad Company, the South- 
 ern Pacific Railroad Company, and the California Southern 
 Railroad Company. 
 
 State of California,) 
 Department of State. ) 
 
 ( l. b. h. ) I, H. L. Nichols, Secretary of State of the 
 
 < Five cent Int. Rev. Stamp. > cij. j. p n vp -i i -i * ,-t . 
 
 I April 10, 7i. j State oi California, do hereby certify that 
 
 the annexed is a true, full and correct copy of Articles of 
 
29 
 
 Association, Amalgamation and Consolidation, of the Southern 
 Pacific Kailroad Company, with endorsements thereon, now on 
 file in my office. 
 
 Witness my hand and the great seal of State, at 
 { S stote 0f } office in Sacramento, California, the tenth day of 
 April, A. D. 1871. 
 
 H. L. Nichols, 
 
 Secretary of State. 
 By Lew. B. Harris, 
 
 Deputy. 
 
 AKTICLES OF 
 
 Association Amalgamation and Consolidation. 
 
 Made and executed on this the eleventh day of October, A. D. 
 1870, by and between the San Francisco and San Jose Bail- 
 road Company, of the first part, the Santa Clara and Pajaro 
 Valley Kailroad Company, of the second part, the Southern 
 Pacific Railroad Company, of the third part, and the California 
 Southern Railroad Company, of the fourth part. 
 
 WITNESSETH, that whereas the said party of the first part, 
 was heretofore, to wit, on the eighteenth day of August, 1860, 
 duly incorporated and organized under the laws of the State 
 of California, for the purpose of constructing, owning, main- 
 taining and operating a railroad from the city of San Franciso, 
 in the county of San Francisco, in said State, through said 
 county, and the counties of San Mateo and Santa Clara, to the 
 city of San Jose, in said last named county, a distance of forty- 
 eight miles. 
 
 ( 5 cent. ) 
 \ Int. Rev. } 
 ( Stamp. ) 
 
 And whereas, the said party of the second part was hereto- 
 fore, to wit, on the second day of January, 1868, duly incorpo- 
 rated and organized under the laws of said State, for the pur- 
 pose of owning, constructing, maintaining and operating a 
 railroad from a point at or near the city of San Jose, in the 
 
30 
 
 county of Santa Clara and State aforesaid, connecting at said 
 point with the railroad of the said party of the first part, and 
 to pass thence to a point at or near the town of New Gilroy, 
 in the same county, a distance of thirty miles. 
 
 ( 5 cent. ) 
 \ Int. Rev. \ 
 ( Stamp. ) 
 
 And whereas, the said party of the third part was hereto- 
 fore, to wit, on the second day of December, 1865, duly 
 incorporated and organized under the laws of said State, for 
 the purpose of constructing, owning, maintaining and operating 
 a railroad from some point on the Bay of San Francisco, in 
 said State, and to pass through the counties of Santa Clara, 
 Monterey, San Luis Obispo, Tulare, Kern, Los Angeles and 
 San Diego, to the town of San Diego, in said State ; thence 
 eastward, through the county of San Diego, to the eastern 
 boundary line of said State, a distance of seven hundred and 
 twenty miles, as near as may be, there to connect with a con- 
 templated railroad from said eastern boundary line of said 
 State to the Mississippi river, and has received large grants 
 of land from the Government of the United States, to aid it in 
 the construction and equipment of said road. 
 
 And whereas, the said party of the fourth part, was hereto- 
 fore, to wit, on the twenty-second day of Jannary, 1870, duly 
 incorporated and organized, under the laws of said State, for 
 the purpose of constructing, owning and maintaining a rail- 
 road from a point at or near the town of Gilroy, in the county 
 of Santa Clara, in said State, and to pass through the counties 
 of Santa Clara, Santa Cruz and Monterey, to a point at or near 
 the town of Salinas City, in said last named county, a distance 
 of forty-five miles, as near as may be. 
 
 And whereas, said parties believe a consolidation and 
 amalgamation of their capital stocks, debts, properties, assets, 
 roads, telegraphs, lands and franchises will be mutually ad- 
 vantageous. 
 
 And whereas, more than three-fourths in value of all the 
 stockholders in interest of each of said parties have consent- 
 ed, in writing, to such amalgamation and consolidation, upon 
 the terms and conditions hereinafter set forth. 
 
 5 cent 
 Int. Rev. 
 Stamp. 
 
31 
 
 Now, therefore, under and by virtue ! of the statute of the 
 State of California, in such case made and provided, the said 
 parties do hereby mutually covenant and agree, each with 
 each and all the others, to the following articles, to wit : 
 
 Article 1. Said parties do hereby amalgamate and consoli- 
 date themselves into a new corporation, under the name and 
 style of the Southern Pacific Eailroad Company, which new 
 corporation shall continue in existence for the period of fifty 
 years from the date of these articles ; and they do further con- 
 solidate and amalgamate their several : capital stocks, debts, 
 properties, assets, roads, telegraphs, lands, franchises, rights, 
 titles, privileges, claims and demands of every kind whatsoever, 
 as well in possession as in expectancy, at law or in equity, and 
 do grant, convey and vest the same in said new corporation 
 as fully as the same are now severally held and enjoyed by 
 them or either of them ; subject however, to all conditions, ob- 
 ligations, stipulations, contracts, agreements, liens, mortgages, 
 incumbrances, claims and charges thereon, or in anywise 
 affecting the same. 
 
 Article 2. The object and purpose of said new corporation 
 shall be to purchase, construct, own, maintain, and operate a 
 continuous line of railroad, from the city of San Francisco, in 
 the State of California, through the city and county of San 
 Francisco, the counties of San Mateo, Santa Clara, Monterey, 
 Fresno, Tulare, Kern, San Bernadino and San Diego, to some 
 point on the Colorado river, in the southeastern part of the 
 State of California, a distance of seven hundred and twenty 
 miles, as near as may be ; also a line of railroad from the town 
 of Giiroy, in the county of Santa Clara, in said State, passing 
 through said county and the counties of Santa Cruz and Mon- 
 terey, to a point at or near Salinas City, in said last named 
 county, a distance of forty-five miles, as near as may be ; also 
 such branches to said lines as the Board of Directors of said 
 new corporation may hereafter consider advantageous to said 
 corporation, and direct to be established. 
 
 Article 3. The Board of Directors of said new corporation 
 shall consist of seven persons, and the following named persons 
 
32 
 
 shall act as such directors until their successors shall have 
 been duly elected, pursuant to the by-laws of said new corpo- 
 ration hereafter to be adopted, viz.: Lloyd Tevis, Leland Stan- 
 ford, Charles Crocker, C. P. Huntington, Mark Hopkins, 
 Charles Mayne and Peter Donahue. 
 
 Articled. The capital stock of said new corporation shall be 
 fifty million dollars, consisting of five hundred thousand shares 
 of one hundred dollars each, that sum being the contemplated 
 actual cost of said railroads, including telegraph lines, rolling-- 
 stock, motive power, shops, depots, etc. 
 
 Article 5. Each stockholder of each of said parties shall 
 have the same number of shares of the capital stock of the 
 new corporation which he now owns and holds of the capital 
 stock of his respective company, upon the same terms and 
 conditions, and shall be entitled to receive froin said new cor- 
 poration certificates therefor, where the same has been fully 
 paid up, upon the surrender of the certificates now held by him, 
 and where the same has not been fully paid up, he shall re- 
 ceive such other evidence of his ownership as the Board of 
 Directors of said new corporation shall direct, upon the sur- 
 render of such evidence of his ownership of such unpaid stock 
 of his respective company as he may now hold. 
 
 Article 6. Said new corporation shall assume and perform 
 all the contracts, agreements, covenants, duties and obligations, 
 of what kind soever, of each of said parties, and shall pay and 
 discharge all debts, claims and demands existing against either 
 and all of said parties ; but nothing herein contained shall re- 
 lease the said parties or either of them, or their stockholders 
 or any of them, from any of their just liabilities. 
 
 In testimony whereof, the said parties have severally 
 caused these articles to be signed and executed, by 
 affixing thereto their respective corporate names 
 and seals, by their respective Presidents and 
 Secretaries, pursuant to the orders of their respec- 
 tive Boards of Directors heretofore made, on the 
 day and year first above written. 
 
33 
 
 Southern Pacific Eailroad Co. 
 [seal.] By Lloyd Tevis, President, 
 
 B. B. Minor, Secretary. 
 The San Francisco & San Jose Eailroad Co. 
 [seal.] By H. M. Newhall, President, 
 
 J. L. Willcutt, Secretary. 
 Santa Clara & Pajaro Valley Kailroad Co., 
 [seal.] By Peter Donahue, President, 
 
 J. L. Willcutt, Secretary. 
 California Southern Eailroad Co., 
 [seal.] By Charles Mayne, President, 
 
 J. L. Willcutt, Secretary. 
 
 !5 cent ) 
 Int. Rev. \ 
 Stamp. ) 
 
 The undersigned, being holders of more than three-fourths 
 in value of the capital stock of the San Francisco & San Jose 
 Eailroad Company, party of the first part, in and to the fore- 
 going articles, do hereby consent to the terms and conditions 
 in said articles contained, and do consent to the consolidation 
 therein provided for. 
 
 Done this the eleventh day of October, 1870. 
 
 H. M. Newhall, P. Donahue, 
 Chas. Mayne, W. C. Ealston, 
 
 Jas. O'Neill, G. Palache, 
 
 Myles D. Sweeny. 
 
 15 cent. ) 
 Int. ltev. \ 
 Stamp. ) 
 
 The undersigned, being holders of more than three-fourths 
 in value of the capital stock of the Santa Clara & Pajaro Valley 
 Eailroad Company, party of the second part, in and to the 
 foregoing articles, do hereby consent to the terms and con- 
 ditions in said articles contained, and do consent to the con- 
 solidation therein provided for. 
 Done this the eleventh day of October, 1870. 
 
 H. M. Newhall, P. Donahue, 
 
 Chas. Mayne, Jas. O'Neill, 
 
 Myles D. Sweeny, Eichd. P. Hammond, 
 J. L. Willcutt, J. O. Eldridge, 
 
 Edward Martin. 
 
 5 cent. 
 Int. Rev. 
 Stamp. 
 
34 
 
 The undersigned, being holders of more than three-fourths 
 in value of the capital stock of the Southern Pacific Railroad 
 Company, party of the third part, in and to the foregoing 
 articles, do hereby consent to the terms and conditions in said 
 articles contained, and do consent to the consolidation therein 
 provided for. 
 
 Done this the eleventh day of October, 1870. 
 
 Lloyd Tevis, Thomas Bell, 
 
 Wm. E. Barron, W. B. Carr, 
 
 by his Atty. in fact 
 Thomas Bell, B. B. Minor. 
 
 !6 cent. ) 
 Int. Rev. S 
 Stamp. ) 
 
 The undersigned, being holders of more than three-fourths 
 in value of the capital stock of the California Southern Railroad 
 Company, party of the fourth part, in and to the foregoing 
 articles, do hereby consent to the terms and conditions in said 
 articles contained, and do consent to the consolidation therein 
 provided for. 
 
 Done this the eleventh day of October, 1870. 
 
 H. M. Newhall, Richd. P. Hammond, 
 
 P. Donahue, J. L. Wlllcutt, 
 
 Chas. Mayne, G. Palache, 
 
 Myles D. Sweeny, J. O. Eldridge, 
 
 Edward Martin. 
 
 5 cent. 
 Int. Rev. 
 Stamp. 
 
 Endorsed. 
 
 Southern Pacific Railroad Company, being Articles of 
 Association, Amalgamation and Consolidation, of the 
 San Francisco & San Jose, the Santa Clara & Pajaro 
 Valley Railroad Compy's, and the Southern Pacific 
 and the California Southern R. R. Companies. 
 Filed in office of the Secretary of State, October 12th, A. D., 
 1870, 
 
 H. L. Nichols, 
 Sec. of St. 
 
35 
 
 VI. 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 CERTIFICATE OF PUBLICATION OF NOTICE OF CONSOLIDATION. 
 
 /, J, L. Willcutt, Secretary of the Southern Pacific Railroad 
 Company, hereby certify that due notice has been given of the 
 consolidation and amalgamation of the Southern Pacific Rail- 
 road Company, The San Francisco and San Jose Railroad Com- 
 pany, The Santa Clara and Pajaro Valley Railroad Company, 
 and the California Southern Railroad Company, by advertising 
 the same, pursuant to section forty (40) of the General Rail- 
 road Law of California. 
 
 The annexed is a 
 copy of said notice, 
 and the following 
 are the names of 
 papers in which the 
 same has been pub- 
 lished, as per affida- 
 vits of publication 
 on file in my office. 
 
 RAILROAD CONSOLIDATION. 
 
 Pursuant to the statute in such case 
 made and provided, notice is hereby given 
 that the Southern Pacific Railroad Com- 
 pany, The San Francisco & San Jose 
 Railroad Company, the Santa Clara & 
 Pajaro Valley Railroad Company and the 
 California Southern Railroad Company, 
 upon the written consent of the stock- 
 holders holding more than three-fourths 
 of the capital stock of each of said cor- 
 porations respectively, and by the agree- 
 ment of the respective Boards of Di- 
 rectors of said corporations, made and 
 entered into in accordance with such con- 
 sent, and pursuant to the statute in such 
 case made and provided, have, this day, 
 amalgamated and consolidated their cap- 
 ital stock, debts, property, assets and 
 franchises under the corporate name and 
 style of the Southern Pacific Railroad 
 Company. By order of the Board of Di- 
 rectors of the Southern Pacific Railroad 
 Company. 
 
 J. L. Willcutt, 
 
 Secretary. 
 
36 
 
 San Francisco, October 12, 1870. 
 oc. 13, 1 m. 
 
 NAMES. 
 
 WHERE PUBLISHED. 
 
 San Mateo Co. Gazette 
 
 Redwood City, San Mateo county. 
 
 Santa Clara Argus. . . . 
 
 San Jose, Santa Clara county. 
 
 Salinas Standard 
 
 Salinas City, Monterey county. 
 
 Fresno Expositor 
 
 Millerton, Fresno county. 
 
 Tulare Times 
 
 Visalia, Tulare county. 
 
 Kern County Weekly 
 
 
 Courier 
 
 Bakersfield, Kern county. 
 
 Guardian 
 
 San Bernadino, San Bernadino county. 
 San Diego, San Diego county. 
 
 San Diego Union 
 
 Sacramento Record . . . 
 
 Sacramento, Sacramento county. 
 
 Daily Alta California. 
 
 San Francisco, San Francisco county. 
 
 Daily Evening Bulletin 
 
 Do. do. do. 
 
 In toitness whereof \ I .have hereunto set my hand, 
 [Seal.] and affixed the corporate seal of the Company, 
 this 13th day of April, A. D. 1871. 
 
 J. L. WlLLCUTT, 
 
 Secy. So. Pacific R. R. Co. 
 
 VII. 
 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 CERTIFIED COPY OF AMENDED CERTIFICATE OF INCORPORATION. 
 
 State of California, ) 
 Department of State, j 
 
 l. b. h. ) I R. L. Nichols. Secretary of State for the 
 
 5 ct. Int. Rev. Stamp. J ^ ~ *.* i 
 
 April 15, 1871. ) State of California, do hereby certify that the 
 annexed is a true, full and correct copy of the amended Cer- 
 
37 
 
 tificate of Incorporation of the Southern Pacific Eailroad Com- 
 pany, now on file in my office. 
 
 Witness my hand and the great seal of State, at 
 office in Sacramento, California, the 15th day of 
 April, A. D. 1871. 
 {."} H - L - Nichols, 
 
 Secretary of State. 
 By Lew. B. Harris, 
 
 Deputy. 
 
 AMENDED CERTIFICATE OF INCORPORATION OF THE SOUTHERN 
 PACIFIC RAILROAD COMPANY. 
 
 Whereas, by an Act of the Legislature of the State of Cali- 
 fornia, entitled " An Act relating to Certificates of Incorpora- 
 tion," approved March 1, 1870, any corporation then organized, 
 or thereafter to be organized, under the laws of the State of 
 California, is authorized and empowered to amend its articles 
 of association, or certificate of incorporation, by a majority 
 vote of the Board of Directors or Trustees, and by a vote or 
 written assent of the stockholders representing, at least, two- 
 thirds of the capital stock of such corporation. 
 
 And whereas, by a certain other Act of the Legislature of 
 the State of California, entitled " An Act to aid in giving effect 
 to an Act of Congress, relating to the Southern Pacific Rail- 
 road Company," approved April 4, 1870, to enable the said 
 company to more fully and completely comply with and per- 
 form the provisions, requirements and conditions of an Act of 
 Congress of the United States of America, entitled " An Act 
 granting lands to aid in the construction of a railroad and tele- 
 graph line from San Francisco to the eastern line of the State 
 of California," approved July 27, 1866, and of all other Acts 
 of Congress then in force, or which might thereafter be enacted, 
 the said Southern Pacific Railroad Company, its successors 
 and assigns, were authorized and empowered to change the 
 line of its railroad, so as to reach the eastern boundary line of 
 the State of California by such route as said company might 
 
38 
 
 determine to be most practicable, and to file new and amenda- 
 tory Articles of Association. 
 
 And whereas, by an Act of Congress of the United States 
 of America, entitled "An Act to incorporate Texas Pacific 
 Kailroad Company and aid in the construction of its road, and 
 for other purposes," approved March 3d, 1871. 
 
 The said Southern Pacific Railroad Company was author- 
 ized, subject to the laws of California, to construct a line of 
 railroad from a point at, or near Taheechaypah pass, by way 
 of Los Angeles to the Texas Pacific Railroad, at or near the 
 Colorado river, with the same grants, rights and privileges, and 
 subject to the same limitations, restrictions and conditions as 
 were granted to said Southern Pacific Railroad Company by 
 an Act of Congress, entitled " An Act granting lands to aid in 
 the construction of a railroad and telegraph line, from the 
 States of Missouri and Arkansas to the Pacific coast," ap- 
 proved July 27, 1866. 
 
 And whereas, said Southern Pacific Railroad Company de- 
 sires to secure to itself the grants, rights and privileges conferred 
 upon it by said Acts of the Congress of the United States, and 
 to that end to amend and alter its articles of association, as pro- 
 vided in the foregoing Acts of the Legislature of the State of 
 California, so as to include in its line of railroad and telegraph, 
 the line or route designated in the aforesaid Act of Congress 
 of March 3d, 1871, to wit : The line from a point at or near 
 Taheechaypah pass, by way of Los Angeles, to the Texas 
 Pacific Railroad, at or near the Colorado river. 
 
 And whereas, on the 11th day of April, 1871, at a meeting 
 of the Board of Directors of said company, held at San Fran- 
 cisco, the principal place of business of said company, it was 
 determined by a unanimous vote of said Board, that the articles 
 of association of said Company be amended as aforesaid. 
 
 And whereas, at the same time and place, at a meeting of 
 the stockholders of said company, at which stockholders of 
 said company holding more than two- thirds of the capital 
 stock of said company were present, and did vote unanimously 
 ii4 favor of amending the articles of association of said com- 
 
39 
 
 pany as aforesaid, and did also unanimously vote to increase 
 the capital stock of said company to the sum of seventy mil- 
 lions of dollars, to meet the increased cost of the construction 
 and equipment of said railroad. 
 
 Now, therefore, the Board of Directors of said Southern 
 Pacific Railroad, do order and direct that the articles of associa- 
 tion of said company be amended so as to read as follows : 
 
 ARTICLES OF ASSOCIATION, AMALGAMATION AND CONSOLIDATION. 
 
 Made and executed on this the eleventh day of October, A. D. 
 1870, by and between the San Francisco & San Jose Railroad 
 Company of the first part, tho Santa Clara & Pajaro Valley 
 Railroad Company of the second part, the Southern Pacific 
 Railroad Company of the third part, and the California South- 
 ern Railroad Company of the fourth part, witnesseth : 
 
 That whereas, the said party of the first part was hereto- 
 fore, to wit, on the eighteenth day of August, 18G0, duly incor- 
 porated and organized under the laws of the State of Califor- 
 nia, for the purpose of constructing, owning, maintaining and 
 operating a railroad from the city of San Francisco, in the 
 county of San Francisco, in said State, through said county 
 and the counties of San Mateo and Santa Clara, to the city of 
 San Jose, in said last named county, a distance of forty-eight 
 miles. 
 
 And whereas, the said party of the second part was hereto- 
 fore, to wit, on the second day of January, 1868, duly incorpo- 
 rated and organized under the laws of said State, for the pur- 
 pose of - constructing, owning, maintaining " and operating a 
 railroad from a point at or near tho city of San Jose, in the county 
 of Santa Clara and State aforesaid, connecting at said point 
 with the railroad of the said party of the first part, and to 
 pass thence to a point at or near the town of New Gilroy, in 
 the same county, a distance of thirty miles. 
 
 And whereas, the said party of the third part was hereto- 
 tofore, to wit, on the second day of December 1865, duly in- 
 corporated and organized under the laws of said Stato, for the 
 
40 
 
 purpose of constructing, owning, maintaining and operating a 
 railroad, from some point on the bay of San Francisco, in said 
 State, and to pass through the counties of Santa Clara, Mon- 
 terey, San Luis Obispo, Tulare, Kern, Los Angeles and San 
 Diego, to the town of San Diego, in said State ; thence east- 
 ward through the county of San Diego to the eastern boundary 
 line of said State, a distance of seven hundred and twenty miles 
 as near as may be, there to connect with a contemplated rail- 
 road from said eastern boundary line of said State to the Missis- 
 sippi river, and has received large grants of land from the 
 Government of the United States to aid it in the construction 
 and equipment of said road. 
 
 And whereas, the said party of the fourth part was hereto- 
 fore, to wit, on the twenty-second day of January, 1870, duly 
 incorporated and organized under the laws of said State, 
 for the purpose of constructing, owning and maintaining a rail- 
 road from a point at or near the town of Gilroy, in the county 
 of Santa Clara, in said State, and to pass through the counties 
 of Santa Clara, Santa Cruz and Monterey, to a point at or near 
 the town of Salinas City, in said last named county, a distance 
 of forty-five miles, as near as may be. 
 
 And whereas, said parties believe a consolidation and amal- 
 gamation of their capital stocks, debts, properties, assets, roads, 
 telegraphs, lands and franchises, will be mutually advan- 
 tageous. 
 
 And whereas, more than three-fourths in value of all the 
 stockholders in interest of each of said parties have consented, 
 in writing, to such amalgamation and consolidation, upon the 
 terms and conditions hereinafter set forth. 
 
 Now, therefore, under and b} r virtue of the statute of the 
 State of California, in such case made and provided, the said 
 parties do hereby mutually covenant and agree, each with each 
 and all the others, to the following articles, to wit : 
 
 Article 1. Said parties do hereby amalgamate and consoli- 
 date themselves into a new corporation, under the name and 
 style of the Southern Pacific Eailroad Company, which new 
 
41 
 
 corporation shall continue in existence for the period of fifty 
 years from the date of these articles ; and they do further con- 
 solidate and amalgamate their several capital stocks, debts, 
 properties, assets, roads, telegraphs, lands, franchises, rights, 
 titles, privileges, claims and demands of every kind whatsoever, 
 as well in possession as in expectancy, at law or in equity, and 
 do grant, convey and vest the same in said new corporation, as 
 fully as the same are now severally held and enjoyed by them, 
 or either of them, subject, however, to all conditions, obliga- 
 tions, stipulations, contracts, agreements, hens, mortgages, 
 encumbrances, claims and charges thereon, or in anywise af. 
 fecting the same. 
 
 Article 2. The object and purpose of said new corporation 
 shall be to purchase, construct, own, maintain and operate a 
 continuous line of railroad from the city of San Francisco, in 
 the State of California, through the city and county of San 
 Francisco, the counties of San Mateo, Santa Clara, Monterey 
 Fresno, Tulare, Kern, San Bernadino and San Diego, to some 
 point on the Colorado river, in the south-eastern part of the 
 State of California, a distance of seven hundred and twenty 
 miles, as near as may be ; also a line of railroad from a point 
 at or near Taheechaypah pass, by way of Los Angeles, to the 
 Texas Pacific Railroad, at or near the Colorado river, a dis- 
 tance of three hundred and twenty-four miles, as near as may 
 be; also a line of railroad from the town of Gilroy, in the 
 county of Santa Clara, in said State, passing through said 
 county and the counties of Santa Cruz and Monterey, to a 
 point at or near Salinas City, in said last named county, a dis- 
 tance of forty-five miles, as near as may be ; also such branches 
 to said lines as the Board of Directors of said new corpora- 
 tion may hereafter consider advantageous to said corporation 
 and direct to be established. 
 
 Article 3. The Board of Directors of said new corpora- 
 tion shall consist of seven persons, and the following named 
 persons shall act as such directors until their successors shall 
 have been duly elected, pursuant to the by-laws of said new 
 corporation, hereafter to be adopted, viz. : Lloyd Tevis, Leland 
 6 
 
42 
 
 Stanford, Charles Crocker, C. P. Huntington, Mark Hopkins, 
 Charles Mayne and Peter Donahue. 
 
 Article 4. The capital stock of said new corporation shall be 
 seventy million dollars, consisting of seven hundred thousand 
 shares^ of one hundred dollars each, that sum being the con- 
 templated actual cost of said railroads, including telegraph 
 lines, rolling stock, motive power, shops, depots, &c. 
 
 Article 5. Each stockholder of each of said parties shall have 
 the same number of shares of the capital stock of the new 
 corporation which he now owns and holds of the capital stock 
 of his respective company, upon the same terms and conditions, 
 and shall be entitled to receive from said new corporation cer- 
 tificates therefor, where the same has been fully paid up, upon 
 the surrender of the certificates now held by him, and where 
 the same has not been fully paid up, he shall receive such 
 other evidence of his ownership as the Board of Directors 
 of said new corporation shall direct, upon the surrender of 
 such evidence of his ownership of such unpaid stock of his 
 respective company as he may now hold. 
 
 Article 6. Said new corporation shall assume and perform 
 all the contracts, agreements, covenants, duties and obligations, 
 of what kind soever, of each of said parties, and shall pay and 
 discharge all debts, claims and demands existing against either 
 and all of said parties, but nothing herein contained shall re- 
 lease the said parties or either of them, or their stockholders 
 or any of them, from any of their just liabilities. 
 
 In testimony whereof, the said Southern Pacific Bail- 
 road Company, by its Board of Directors, has 
 caused these articles to be signed and counter- 
 signed by its President and Secretary, and its 
 corporate seal to be hereunto affixed, on this, the 
 eleventh (11) day of April, 1871. 
 
 Southern Pacific Eailroad Company, 
 
 By Charles Crocker, 
 
 President. 
 [Seal]. J. L. Willcutt, 
 
 Secretary. 
 
43 
 
 Endorsed 
 
 Southern Pacific R. R. Co. Amended Certificate of In- 
 corporation, filed in office of the Secretary of State, 
 April, 15, 1871. 
 
 H. L. Nichols, 
 Secretary of State. 
 
 By Lew. B. Harris, 
 
 Deputy. 
 
BY-LAWS 
 
 OF THE 
 
 +*- 
 
 Section 1. The annual meeting of the stockholders of this mSfgs of 
 Company shall be held at the principal place of business of the 8tockholder8 - 
 Company on the second Monday of August in each year, or at PIace * 
 such other time as shall be appointed by a resolution of the Tuno of ' 
 Board of Directors, at which an election for seven Directors E1 ction of 
 
 ' Directors. 
 
 shall be held, to serve for the ensuing year, and until their 
 successors are elected. Said election shall commence and ter- Time of Eiec- 
 minate at hours designated by the Board of Directors and tlon ' 
 named in the notice calling the meeting. 
 
 Section 2. The President, or in his absence the Vice- Elections - 
 President of the Company, together with one Director, and oa ^f^ 
 one stockholder who is not at the time a Director, both to be 
 chosen and appointed by the Board of Directors for that pur- 
 pose, shall act as the Judges of Election, receive, count and Judges of 
 canvass the votes, and declare the result without delay. The 
 Secretary shall be tally clerk, and shall keep a regular tally Tau y cierk. 
 list of all votes cast at said election and preserve the same in Voters and 
 his office. The vote for the election of Directors shall be votes - 
 taken bv ballot, and each voter shall indorse on his ballot his 
 
 j . . Vote by bal- 
 
 name and the number of votes cast by him. The said Judges lot - 
 of Election and Secretary shall, at the close of such election, Election of 
 
 i t> t^ Directors. 
 
 certify the result thereof to the Board of Directors. In the 
 
Fiscal year. 
 
 46 
 
 absence of any officer of election, his place shall be filled by 
 the stockholders present at the opening of the election. 
 
 stoSid. Section 3. At all meetings of the stockholders, absent 
 who to vote, members may vote by proxy duly authorized in writing, signed 
 by the stockholder granting them, and they shall be filed with 
 the Secretary. It shall be the duty of the Secretary, previous 
 List of voters. i Q everv meeting thereof, to make an alphabetical list of all 
 stockholders, with the number of votes each is entitled to cast 
 set opposite his or her name, and have the same present at 
 such meeting for the use of the officers thereof. 
 
 company" 16 Section 4. The office of the Company and of the President, 
 Secretary, Treasurer and Chief Engineer, with the books and 
 papers thereto belonging, shall be kept in the city of San 
 Francisco. The fiscal year of the Company shall commence 
 on the first day of July and terminate on the last day of June 
 in each year, and shall be divided into four quarters, termina- 
 ting on the last days of September, December, March and 
 June, respectively. 
 
 meetings. Section 5. The regular monthly meetings of the Board of 
 
 Directors shall be held on the second Tuesday of each month, 
 
 at two o'clock in the afternoon, at the office of the Company, 
 
 unless otherwise specially directed by the Board, and four or 
 
 Quorum. more f the Directors shall constitute a quorum at all meetings 
 
 special meet- f r the transaction of business. Special meetings may at any 
 
 ing8, time be called by the President, or any three members of the 
 
 Board, to convene at such time and place as may be appointed, 
 
 but it shall require a majority of the whole Board to adopt 
 
 any measure. 
 
 E offloe*tb Section 6. There shall be elected by the Directors at their 
 Directors. fi rs t meeting after the annual election of Directors, which shall 
 be within five days thereafter, or at such subsequent meeting 
 of the Board as said election may be adjourned to, from among 
 their number a President, a Vice-President, and a Treasurer, 
 and also a Secretary, who need not necessarily be a Director, 
 
 T omce. f who shall hold their offices for the term of one year, and until 
 their successors are elected and qualified, unless previously re- 
 
47 
 
 moved, and who shall receive such salaries as may be allowed 
 by the Board of Directors. 
 
 Section 7. The Secretary of the Company shall perform Se ^ e t % r 8 y-hi8 
 the duties prescribed by Statutes, and shall make out a quar- 
 terly and an annual statement and balance sheet at the end of 
 each quarter and year, up to and including the last days of 
 each of said quarters and year, showing the financial condition 
 of the Company at each of said periods, and lay the same be- 
 fore the Board at the next regular meeting after the expiration 
 of said quarter and year, and perform such other official duties 
 as may be required of him by the Board of Directors. 
 
 Section 8. Certificates of Stock shall be issued only for fully gtock Certifl . 
 paid stock, and shall be of such form and device as the Board ate8 '. 
 
 i ' , When issued. 
 
 of Directors shall determine, and each certificate shall be signed 
 
 . Form. 
 
 by the President and Secretary, and express on its face its How b . ned 
 
 number, date of issue, the number of shares for which, and the ru . . 
 
 7 what to con- 
 
 name of the person to whom, it is issued. The certificate book tein - 
 
 shall contain a margin, on which shall be entered the number, g^ ficate 
 
 date, number of shares, and the name of the shareholder ex- : . 
 
 3 ' Entry in. 
 
 pressed in the corresponding certificate. The surrendered 
 certificate shall in all cases be canceled by the Secretary before 
 issuing a new one in lieu thereof. In all cases where a certifi- 
 cate of stock shall have been issued, no transfer of such stock 
 shall be made on the "Stock Transfer Book" until such cer- to c b e f r fi e c t a ^ n 8 : 
 tificates shall have been returned to the Company, and in case ed - 
 of the alleged loss or destruction of a certificate of stock, due Lo ^ a ^ Certi " 
 proof of such loss or destruction shall be made, and a sufficient Proof of loss 
 bond of indemnity against any loss or damage the Company Indemmty . 
 may sustain should said certificate afterwards reappear, shall 
 be executed to the Company, and approved by the Board of 
 Directors, before a duplicate thereof shall be issued, and before 
 any transfer of such stock shall be entered on the Stock Trans- 
 fer Book. 
 
 Section 9. These By-Laws may be amended or suspended 
 at any time by the Board of Directors. 
 
ACTS OF CONGRESS 
 
 KELATIVE TO TIIE 
 
 SOUTHERN PACIFIC RAILKOAD COMPANY. 
 
 ATLANTIC AND PACIFIC RAILROAD COMPANY'S 
 CHARTER. 
 
 [Approved July 27, 18G6.] 
 
 (14 U. S. Statutes at Large, page 292.) 
 Chap. CCLXXVII. 
 
 An Act Granting Lands to Aid in the Construction of a Railroad 
 and Telegraph Line from the States of Missouri and Arkansas 
 to the Pacific Coast. 
 
 Be it enacted by the Senate and House of Representatives 
 of the United States of America, in Congress assembled, that Atlantic and 
 John B. Brown, Anson P. Morrill, Samuel F. Hersey, William G. cSSJSn^SSS 
 Crosby, Samuel E. Spring, Samuel P. Dinsmore, of Maine ; N. S. porated# 
 Upham, Frederick Smyth, Onslow Stearns, S. G. Griffin, William 
 E. Chandler, of New Hampshire; T. W. Parke, H. H. Baxter, John 
 7 
 
50 
 
 Gregory Smith, A. P. Lyman, of Vermont ; Walter S. Bnrges, Wil- 
 liam S. Slater, Stephen Harris, Thomas P. Shepard, of Rhode 
 corporators. Island ; William Merritt, Alexander H. Bullock, George L. Stearns, 
 Genery Twitchell, Charles H. Warren, Chester W. Chapin, of 
 Massachusetts ; John Boyd, Eobert C. Wetmore, John T. Wait, 
 Cyrus Northrop, of Connecticut ; Solon Humphreys, J. Bigler, 
 Homer Ramsdell, Isaac H. Knox, John A. C. Gray, Daniel L. Ross, 
 A. V. Stout, M. K. Jessup, R. E. Fenton, E. L. Fancher, J. C. Fre- 
 mont, James Hoy, Jesse M. Bolles, Edward Gilbert, James P. Rob- 
 inson, Oliver C. Billings, of New York ; Charles Bachelor, John 
 Edgar Thompson, Morton McMichael, T. Haskins Du Puy, Thomas 
 
 A. Scott, Charles Rickettson, William Lyon, George W. Cass, Levi 
 Parsons, of Pennsylvania ; Charles Knap, J. L. N. Stratton, James 
 
 B. Dayton, Robert F. Stockton, Alexander G. Cattell, A. W. Mark- 
 ley, of New Jersey ; John W. Garrett, Charles J. M. Gwinn, Robert 
 Fowler, Jacob Tome, Thomas M. Lanahan, of Maryland ; Charles 
 J. Dupont, Henry Ridgely, Andrew C. Gray, Nat. Smythers, of 
 Delaware ; Bellamy Storer, George B. Senter, William Baker, Sam- 
 uel Galloway, David Tod, Charles Anderson. Bird B. Chapman, 
 Edward Sturgis, Israel Dille, of Ohio ; Edwin Peck, William D. 
 Griswold, James P. Luse, Samuel E. Perkins, Conrad Baker, of In- 
 diana ; Richard J. Oglesby, N. B. Judd, Samuel A. Buckmaster, D. 
 L. Phillips, L. P. Sanger, of Illinois ; Eber B. Ward, Omar D. Con- 
 gar, Nathaniel W. Brooks, Alexander H. Morrison, of Michigan ; 
 Z. G. Simmons, Alexander Mitchell, J. J. Williams, G. A. Thomp- 
 son, J. J. R. Pease, John H. Hersey, of Wisconsin ; Henry A. Smith, 
 Sherman Finch, William Mitchell, R. F. Crowell, L. F. Hubbard, 
 E. F. Drake, of Minnesota ; Lyman Cook, Piatt Smith, Jacob But- 
 ler, Henry I. Reid, Hoyt Sherman, of Iowa ; William G. Brown- 
 low, of Tennessee ; Thomas 0. Fletcher, B. R. Bonner, John M. 
 Richardson, Emil Pretorious, E. W. Fox,> R. J. McElheny, Charles 
 H. Howland, Madison Miller, George W. Fishback, T. J. Hubbard, 
 George Knapp, Charles K. Dickson, A. G. Braun, G. L. Hewitt, P. 
 A. Thompson, James W. Thomas, Charles E. Moss, Edward Walsh, 
 A. R. Easton, Truman J. Horner, J. B. Eads, D. R. Garrison, W. A. 
 Kayser, George P, Robinson, of Missouri ; Thomas E. Bramlette, 
 Benjamin Gratz, C. E. Warren, Lazarus W. Powell, John Mason 
 
 corporators. Brown, Joshua Speed, of Kentucky ; Solon Thatcher, Jacob Stotter, 
 William B. Edwards, James G. Blunt, Robert McBratney, of Kan- 
 sas ; Harrison Hagaus, James Cook, Robert Crangle, Benjamin H. 
 Smith, of West Virginia ; Lorenzo Sherwood, A. J. Hamilton, of 
 
51 
 
 Texas ; William Gilpin, Henry C. Leach, of Colorado ; Phineas Ban- 
 ning, Timothy G. Phelps, William B. Carr, Edward F. Beale, Fred. 
 F. Low, Benj. B. Bedding, B. W. Hathaway, Leonidas Haskell, 
 Frederick Billings, of California ; W. S. Ladd, J. B. Moores, Walter 
 Monteith, John Kelley, B. F. Dowell, of Oregon ; James L. John- 
 son, Henry Connelly, Franciscns Perea, of New Mexico ; J. H. 
 Mills, A. P. K. Safford, E. S. Davis, of Nevada; King S. Woolsey, 
 William H. Hardy, Coles Bashford, of Arizona; Henry D. Cooke, 
 of the District of Columbia; and all such other persons who shall 
 or may be associated with them, and their successors, are hereby 
 created and erected into a body corporate and politic, in deed and 
 in law, by the name, style, and title of the " Atlantic and Pacific P o?atk>n,&c? or " 
 Railroad Company," and by that name shall have perpetual suc- 
 cession, and shall be able to sue and be sued, plead and be implead- 
 ed, defend and be defended, in all Courts of law and equity within 
 the United States, and may make and have a common seal. And geal 
 said corporation is hereby authorized and empowered to lay out, 
 locate and construct, furnish, maintain and enjoy a continuous 
 railroad and telegraph line, with the appurtenances, namely : Be- 
 gining at or near the town of Springfield, in the State of Mis- 
 souri, thence to the western boundary line of said State, and thence may locate and 
 by the most eligible railroad route as shall be determined by said road and teie- 
 company, to a point on the Canadian river, thence to the town of grap me * 
 Albuquerque, on the River del Norte, and thence by way of the 
 Agua Frio, or other suitable pass, to the head-waters of the Colora- Termini and 
 do Chiquito, and thence along the thirty-fifth parallel of latitude, 
 as near as may be found most suitable for a railway route, to the 
 Colorado river, at such point as may be selected by said company 
 for crossing ; thence by the most practicable and eligible route to 
 the Pacific. The said company shall have the right to construct a 
 branch from the point at which the road strikes the Canadian river wardfy 5ea? a to 
 eastwardly, along the most suitable route as selected, to a point in kansas Uren ' Ax ' 
 the western boundary line of Arkansas, at or near the town of 
 Van Buren. And the said company is hereby vested with all the priv n e ges S and 
 powers, privileges and immunities necessary to carry into effect 
 the purposes of this act, as herein set forth. The capital stock of Capital8tock 
 said company shall consist of one million shares of one hundred 
 dollars each, which shall in all respects be deemed personal pro- 
 perty, and shall be transferable in such manner as the laws of 
 said corporation shall provide. The persons hereinbefore named a Persons b3- 
 
 -i -it -ni -i-iTi-i-n i tore named ap- 
 
 are hereby appointed commissioners, and shall be called the Board pointed Board of 
 
52 
 
 commissioners. f Commissioners of the " Atlantic and Pacific Railroad Company," 
 Quorum. an fifteen shall constitute a quorum for the transaction of busi- 
 
 o/commfssion^ ness * ^ ie ^ rs ^ mee ^ n g f said board of commissioners shall be 
 ers - held at the Turner Hall, in the city of St. Louis, on the first day 
 
 of October, anno Domini eighteen hundred and sixty-six, or at 
 such time within three months thereafter as any ten commissioners 
 Notice. herein named from Missouri shall appoint, notice of which shall be 
 
 given by them to the other commissioners by publishing said notice 
 in at least one daily newspaper in the cities of Boston, New York, 
 Cincinnati, Saint Louis, Memphis and Nashville, once a week, for 
 organization a t least four weeks previous to the day of meeting. Said board 
 offloerJT 1 and sn all organize by the choice from its number of a president, vice, 
 president, secretary and treasurer, and they shall require from said 
 givebonds? r t0 treasurer such bonds as may be deemed proper, and may from time 
 to time increase the amount thereof, as they may deem proper. 
 sworn etarytobe ^k e secretary sn all be sworn to the faithful performance of his du- 
 ties, and such oath shall be entered upon the records of the com- 
 pany, signed by him, and the oath verified thereon. The president 
 and secretary of said boards shall, in like manner call all other 
 other meetings, meetings, naming the time and place thereof. It shall be the duty 
 
 how called. .,-, .. , 
 
 of said board of commissioners to open books, or cause books to 
 to open books be opened, at such times and in such principal cities or other places 
 tions to 8 sto 8 ck! P * in the United States as they or a quorum of them shall determine, 
 within twelve months after the passage of this act, to receive sub- 
 scriptions to the capital stock of said corporation, and a cash pay- 
 ment of ten per centum on all subscriptions, and to receipt there- 
 when and how f r - S soon as ten thousand shares shall in good faith be sub- 
 BubBcribers 8 to scribed for, and ten dollars pjer share actually paid into the treas- 
 stock to be caii- urv f ^he company, the said president and secretary of said board 
 of commissioners shall appoint a time and place for the first meet- 
 ing of the subscribers to the stock of said company, and shall give 
 notice thereof in at least one newspaper in each State in which 
 subscription books have been opened, at least fifteen days previous 
 to the day of meeting, and such subscribers as shall attend the meet- 
 ing so called, either in person or by lawful proxy, then and there 
 Directors. shall elect, by ballot, thirteen directors for said corporation ; and 
 
 in such election each share of said capital, stock shall entitle the 
 have a vote. owner thereof to one vote. The president and secretary of the 
 board of commissioners, and in case of their absence or inability, 
 Election . rs any two of the officers of said board, shall act as inspectors of said 
 election, and shall certify, under their hands, the names of the di- 
 
5a 
 
 rectors elected at said meeting. And the said commissioners, commissioners 
 treasurer and secretary shall then deliver over to said directors all Dhediorl^aii* 
 the moneys, property, subscription books and other books in their m c ? e and b their 
 possession, and thereupon the duties of said commissioners and duties t0 cea8e * 
 the officers previously appointed by them shall cease and deter- 
 mine forever, and thereafter the stockholders shall constitute said 
 body politic and corporate. Annual meetings of the stockholders Annual meet 
 of the said corporation for the choice of officers (when thev are to in 8 of Cor P- 
 
 i . ration. 
 
 be chosen) and for the transaction of business, shall be holden at 
 such time and place, and upon such notice as may be prescribed in 
 the by-laws. 
 
 Sec. 2. And he it further enacted, That the right of way through Eight of way 
 the public lands be, and the. same is hereby granted to the said public lands"?* 
 Atlantic and Pacific Railroad Company, its successors and assigns, rmtiroad 10 and 
 for the construction of a railroad and telegraph as proposed ; and telegrapb - 
 the right, power and authority is hereby given to said corporation 
 to take from the public lands adjacent to the line of said road 
 material of earth, stone, timber, and so forth, for the construction Sctiou! 010011 " 
 thereof. Said way is granted to said railroad to the extent of Extent of grant 
 one hundred feet in width on each side of said railroad where it may of right of way. 
 pass through the public domain, including all necessary grounds 
 for station buildings, workshops, depots, machine shops, switches, 
 side-tracks, turn-tables and water stations ; and the right of way fcJ V4 
 
 7 t & Right of way 
 
 shall be exempt from taxation within the territories of the United exempt from 
 
 taxation. 
 
 States. The United States shall extinguish, as rapidly as may be 
 
 consistent with public policy and the welfare of the Indians, and 
 
 only by their voluntary cession, the Indian title to all lands falling be extinguished 
 
 under the operation of this act and acquired in the donation to the 
 
 road named in the act. 
 
 Sec. 3. And be it further enacted, That there be, and hereby is public lands 
 granted to the Atlantic and Pacific Railroad Company, its succes- corporation *to 
 sors and assigns, for the purpose of aiding in the construction of JtrucSon^of rS- 
 said railroad and telegraph line to the Pacific coast, and to secure gap h and tele " 
 the safe and speedy transportation of the mails, troops, munitions 
 of war and public stores, over the route of said line of railway and 
 its branches, every alternate section of public land, not mineral, 
 designated by odd numbers, to the amount of twenty alternate sec- 
 tions per mile, on each side of said railroad line, as said company 
 may adopt, through the Territories of the United States, and ten 
 alternate sections of land per mile on each side of said railroad 
 
u 
 
 whenever it passes through any State, and whenever, on the line 
 thereof, the United States have full title, not reserved, sold, 
 granted, or otherwise appropriated, and free from preemption or 
 other claims or rights, at the time the line of said road is desig- 
 nated by a plat thereof, filed in the office of the commissioner of 
 if any of grant- the General Land Office, and whenever, prior to said time, anv of 
 
 ed lands have . ' 7 L > J 
 
 been sold or re- said sections or parts of sections shall have been granted, sold, re- 
 served, &c., , r -I 
 
 other lands may served, occupied by homestead settlers, or preempted, or otherwise 
 
 lieu thereof. disposed of, other lands shall be selected by said company in lieu 
 
 thereof, under the direction of the Secretary of the Interior, in 
 
 alternate sections, and designated by odd numbers, not more than 
 
 ten miles beyond the limits of said alternate sections, and not in- 
 
 ifroute is found eluding the reserved numbers : Provided, that if said route shall 
 
 llne'of any other be found upon the line of any other railroad route, to aid in the 
 
 lauds iave^en construction of which lands have been heretofore granted by the 
 
 frfOTm'er^raSt United States, as far as the routes are upon the same general line, 
 
 to be deducted, j. ne am0 uut of land heretofore granted shall be deducted from the 
 
 pr?vkms ha rLn? araoun k granted by this act : Provided further, That the railroad 
 
 ay unTt sign th' com P an y receiving the previous grant of land may assign their in- 
 
 tMs company, terest to said "Atlantic and Pacific Railroad Company," or may 
 
 consolidate, confederate and associate with said company upon 
 
 the terms named in the first and seventeenth sections of this act; 
 
 Mineral lands Provided further, That all mineral lands be, and the same are 
 
 operation of this hereby, excluded from the operations of this act, and in lieu thereof 
 
 a like quantity of unoccupied and unappropriated agricultural lands 
 
 in odd-numbered sections nearest to the line of said road, and within 
 
 twenty miles thereof, may be selected as above provided ; And pro- 
 
 SS'^ot'toiS" vided further, That the word "mineral," when it occurs in this act, 
 
 co U ai " ir n r saa ^ n t be held to include iron or coal; And provided further, 
 
 be N dr?wn e from That no money shall be drawn from the treasury of the United 
 
 treasury to aid states to aid in the construction of the said " Atlantic and Pacific 
 
 in construction 
 
 of this road. Railroad." 
 
 L a Sec. 4. And be it further enacted, That whenever said Atlantic 
 
 Upon report of ' \ 
 
 commissioners, an d Pacific Railroad Company shall have twenty-five consecutive 
 
 under oath, that . .,.-, -, -, , i it -i/ 
 
 twenty-five con- miles of any portion of said railroad and telegraph line ready tor 
 are completed, the service contemplated, the President of the United States shall 
 ?ernSiiu8 iand8 appoint -three commissioners to examine the same, who shall be 
 
 to issue to Com- ... , n . n . . ,-. 
 
 pany; paid a reasonable compensation for their services by the company, 
 
 to be determined by the Secretary of the Interior ; and if it shall 
 appear that twenty-five consecutive miles of said road and tele- 
 
55 
 
 graph line have been completed in a good, substantial and work- 
 manlike manner, as in all other respects required by this act, the 
 commissioners shall so report under oath, to the President of the 
 United States, and patents of lands, as aforesaid, shall be issued 
 to said company, confirming to said company the right and title to 
 said lands situated opposite to and coterminous with said completed 
 section of said road. And from time to time, whenever twenty-five Ami so as to any 
 additional consecutive miles shall have been constructed, com- ^consecutive 
 pleted, and in readiness as aforesaid, and verified by said commis- mil(38 ' 
 sioners to the President of the United States, then patents shall 
 be issued to said company conveying the additional sections of land 
 as aforesaid, and so on as fast as every twenty-five miles of said 
 road is completed as aforesaid. 
 
 Sec. 5. Andhe it further enacted, That said Atlantic and Pacific Railroad how 
 Railroad shall be constructed in a substantial and workmanlike t( \ be construct- 
 manner, with all the necessary draws, culverts, bridges, viaducts, 
 crossings, turnouts, stations and watering places, and all other 
 appurtenances, including furniture and rolling stock, equal in all 
 respects to railroads of the first class when prepared for business, 
 with rails of the best quality, manufactured from American iron. Ra:ls * 
 And a uniform gauge shall be established throughout the entire Gauge, 
 length of the road. And there shall be constructed a telegraph Telegraph line, 
 line, of the most substantial and approved description, to be oper- rates for service. 
 ated along the entire line ; Provided, That the said company shall 
 not charge the government higher rates than they do individuals 
 for like transportation and telegraphic service. And it shall be the 
 duty of the Atlantic and Pacific Railroad Company to permit any 
 other railroad which shall be authorized to be built by the United other railroads 
 States, or by the Legislature of any Territory or State in which the nmg oonnec 
 
 I? * i A i t J> -xi -J. x.- tiOllH with it. 
 
 same may be situated, to form running connections with it, on fair 
 and equitable terms. 
 
 Sec. 6. A nd he it further enacted, That the President of the United Lands on both 
 States shall cause the lands to be surveyed for forty miles in width Jjjg *&%&. 
 on both sides of the entire line of said road after the general route road - 
 shall be fixed, and as fast as may be required by the construction of 0dd gections 
 said railroad: and the odd sections of land hereby granted shall not not liable to sale 
 
 7 J or entry or pre- 
 
 be liable to sale or entry, or preemption, before or after they are emption. 
 surveyed, except by said company, as provided in this act; but the 
 provisions of the act of September, eighteen hundred and forty- Provisions of 
 one, granting preemption rights, and the acts amendatory thereof, and homestead 
 
56 
 
 acts extended to and of the act entitled "An act to secure homesteads to actual set- 
 toed, Mtt/oh. tiers on the public domain," approved May tweuty, eighteen hun- 
 v!' l}%5, 1862 1 ; dred and sixty-two, shall be, and the same are hereby, extended to 
 xri, pfm VoL a U other lands on the line of said road when surveyed, excepting 
 those hereby granted to said company. 
 
 Sec. 7. And be it further enacted, That the said Atlantic and 
 Pacific Railroad Company be, and is hereby, authorized and em- 
 powered to enter upon, purchase, take and hold any lands or prem- 
 take m S? y Sd ^ ses tnafc ma y De necessary and proper for the construction and 
 working 1 of roS! working 0I> said road, not exceeding in width one hundred feet on 
 width. each side f the line of its railroad, unless a greater width be re- 
 
 Lands for sta- l u ^ re d f r ^ ne P ur pose of excavation or embankment ; and also 
 tions. any lands or premises that may be necessary and proper for turn- 
 
 outs, standing places for cars, depots, station-houses, or any other 
 structures required in the construction and working of said road 
 Tree8 . And the said company shall have the right to cut and remove trees 
 
 and other material that might, by falling, encumber its road-bed, 
 though standing or being more than two hundred feet from the Hue 
 of said road. And in case the owner of such lands or premises 
 and the said company cannot agree as to the value of the premises 
 ^Dama g es,how taken, or to be taken, for the use of said road, the value thereof 
 mined. s h a ii be determined by the appraisal of three disinterested com- 
 
 missioners, who may be appointed upon application by either party 
 to any court of record in any of the Territories in which the lands 
 or premises to be taken lie ; and said commissioners, in their as- 
 sessment of damages, shall appraise such premises at what would 
 have been the value thereof if the road had not been built. And 
 
 When lauds are . 
 
 to be deemed upon return into court of such appraisement, and upon the pay- 
 company, ment into the same of the estimated value of the premises taken 
 for the use and benefit of the owner thereof, said premises shall 
 be deemed to be taken by said company, which shall thereby ac- 
 quire full title to the same for the purposes aforesaid. And either 
 Appeal to a P ar ty feeling aggrieved at said appraisement may, within thirty 
 ^ ur y- days after the same has been returned into court, file an appeal 
 
 therefrom, and demand a jury of twelve men to estimate the dam- 
 age sustained ; but such appeal shall not interfere with the rights 
 of said company to enter upon the premises taken, or to do any act 
 L necessary and proper in the construction of its road. And said 
 
 Appellant to J r r , . 
 
 give bonds. party appealing shall give bonds, with sufficient surety or sureties, 
 for the payment of any cost that may arise upon such appeal; and 
 
57 
 
 in case the party appealing does not obtain a verdict more favor- 
 able, such party shall pay the whole cost incurred by the appellee, CostG " 
 as well as his own, and the payment into court, for the use of the coSTo? 1 ^ iSS 
 owner of said premises taken, at a sum equal to that finally awarded, ^ard *t fin& t 
 shall be held to vest in said company the title of said land, and * itle of land in 
 
 . * 7 Company. 
 
 the right to use and occupy the same for the construction, main- 
 tenance and operation of said road. And in case any of the lands 
 to be taken as aforesaid, shall be held by an infant, feme covert 
 non compos, insane person, or persons residing without the Terri- 
 tory within which the lands to be taken lie, or persons subjected to Proceedings 
 any legal disability, the court may appoint a guardian, for any party taken are held 
 
 , j. -..n . , , by persons un- 
 
 under any disqualification, to appear in proper person, who shall der disability. 
 give bonds, with sufficient surety or sureties, for the proper and 
 faithful execution of his trust, and who may represent in court the 
 person disqualified, as aforesaid, from appearing, when the same 
 proceedings shall be had in reference to the appraisement of the 
 premises to be taken for the use of said company, and with the 
 same effect as has been already described; and the title of the 
 company to the lands taken by virtue of this act shall not be affected 
 or impaired by reason of any failure by any guardian to discharge 
 faithfully his trust. And in case any party shall have a right or p r0C eedin s 
 claim to any land for a term of years, or any interest therein, in Jjore t t h h 6 e i ^ r d " 
 possession, reversion or remainder, the value of any such estate is for a tenu of 
 less than a fee simple, shall be estimated and determined in the wner lands are 
 manner hereinbefore set forth. And in case it shall be necessary without a PP ar- 
 for the company to enter upon any lands which are unoccupied, 
 and of which there is no apparent owner or claimant, it may pro- 
 ceed to take and use the same for the purposes of said railroad, 
 and may institute proceedings, in manner described, for the purpose 
 of ascertaining the value of, and of acquiring a title to, the same; 
 but the judge of the court hearing said suit shall determine the 
 kinds of notice to be served on such owner or owners, and he may 
 in his discretion appoint an agent or guardian to represent such 
 owner or owners in case of his or their incapacity or non-appear- 
 ance. But in case no claimant shall appear within six years from 
 the time of the opening of said road across any land, all claims to 
 damages against said company shall be barred. 
 
 Sec. 8. And be it further enacted, That each and every grant, 
 right and privilege herein are so made and given to and accepted priSg^ofSSta 
 by said Atlantic and Pacific Railroad Company, upon and subject act are granted 
 8 
 
58 
 
 and accepted, to the following conditions, namely : That the said company shall 
 upon conditions commence the work on said road within two years from the ap- 
 bT'eommemoftd P r oval of this act by the President, and shall complete not less than 
 pieted. hen com " ^^7 m il es P er y ear after the second year, and shall construct, 
 equip, furnish and complete the main line of the whole road by the 
 fourth day of July, anno Domini eighteen hundred and seventy- 
 eight. 
 
 If conditions 
 
 Sec. 9. And be it further enacted, That the United States make 
 are broken, and the several conditional grants herein, and that the said Atlantic 
 
 continue so one ^ 
 
 year, the united and Pacific Kailroad Company accept the same, upon the further 
 
 States may com- _... n . ., ,, . . r J r _ , *. , , 
 
 piete the road, condition that if the said company make any breach of the condi- 
 tions hereof, and allow the same to continue for upwards of one 
 year, then, in such case, at any time hereafter, the United States 
 may do any and all acts and things which may be needful and 
 necessary to insure a speedy completion of the said road. 
 
 Sec. 10. And be it further enacted, That all people of the United 
 
 scribe S stock?" sta tes sna U have the right to subscribe to the stock of the Atlantic 
 
 and Pacific Railroad Company until the whole capital named in 
 
 this act of incorporation is taken up by complying with the terms 
 
 of subscription. 
 
 Sec. 11. And be it further enacted, That said Atlantic and Pa- 
 
 Raiiroadtobe cific railroad, or any part thereof, shall be a post route and 
 
 military road, military road, subject to the use of the United States for postal, 
 
 military, naval and all other government service, and also subject 
 
 charges for gov- to such regulations as Congress may impose restricting the charges 
 
 porEn. trans " for such government transportation. 
 
 Aoce tance of ^ec. ^ # ^nd be it further enacted, That the acceptance of the 
 these conditions terms, conditions and impositions of this act by the said Atlantic 
 
 by Company ' A * 
 
 to be in writing, an( j Pacific Railroad Company shall be signified in writing under 
 
 and within two 
 
 years. the corporate seal of said company, duly executed pursuant to the 
 
 direction of its board of directors first had and obtained, which ac- 
 ceptance shall be made within two years after the passage of this 
 act, and not afterwards, and shall be deposited in the office of the 
 Secretary of the Interior. 
 
 Sec. 13. And be it further enacted, That the directors of said 
 Annual repcrt. company shall make and publish an annual report of their proceed- 
 ings and expenditures, verified by the affi davits of the president and 
 at least six of the directors, a copy of which shall be deposited in 
 
the office of said Secretary of the Interior, and they shall, from Rates of fare, 
 time to time, fix, determine and regulate the fares, tolls and 
 charges to be received and paid for transportation of persons and 
 property on said road or any part thereof. 
 
 Sec. 14. And he it further enacted. That the directors chosen in 
 pursuance of the first section of this act shall, so soon as may be President and 
 after their election, elect from their own number a president and 
 vice-president; and said board of directors shall, from time to 
 time, and so soon as may be after their election, choose a treasurer Treasurer and 
 
 SccrGtarv 
 
 and secretary, who shall hold their offices at the will and pleasure 
 
 of the board of directors. The treasurer and secretary shall give 
 
 such bonds, with such security as the said board from time to time 
 
 may require. The secretary shall, before entering upon his duty, 
 
 be sworn to the faithful discharge thereof, and said oath shall be secretary to be 
 
 made a matter of record upon the books of said corporation. No 8worn ' 
 
 person shall be a director of said company unless he shall be a who may not 
 
 stockholder, and qualified to vote for directors at the election at be a Director - 
 
 which he shall be chosen. 
 
 Sec. 15. And be it further enacted, That the president, vice-presi- 
 dent and directors shall hold their offices for the period indicated Term of office 
 in the by-laws of said company, not exceeding three years, respec- v'oe-prelident!' 
 tively, and until others are chosen in their place and qualified. In and Directors - 
 case it shall so happen that an election of directors shall not be ifDi rec torsare 
 made on any day appointed by the by-laws of said company, the g* Pointed 
 corporation shall not for that excuse be deemed to be dissolved, byby-iaws. 
 but such election may be holden on any day which shall be ap- 
 pointed by the directors. The directors, of whom seven, including Powers of Di- 
 the president, shall be a quorum for the transaction of business, 
 shall have full power to make and prescribe such by-laws, rules and 
 regulations as they shall deem needful and proper touching the y " 
 disposition and management of the stock, property, estate and 
 effects of the company, the transfer of shares, the duties and con- 
 duct of their officers and servants, touching the election and meet- 
 ing of the directors, and all matters whatsoever which may appertain 
 to the concerns of said company; and the said board of directors 
 may have full power to fill any vacancy or vacancies that may occur vacancies, 
 from any cause or causes from time to time in their said board. 
 And the said board of directors shall have power to appoint such 
 engineers, agents and subordinates as may from time to time be 
 necessary to carry into effect the object of the company, and to do agents, &c! 
 
60 
 
 all acts and things touching the location and construction of said 
 road. 
 
 JuTscrlptioBs to Sec. 16. And be it further enacted, That it shall be lawful for the 
 Baianc d e, in wh a en" directors of said company to require payment of the sum of ten per 
 to be paid. centum cash assessment upon all subscriptions received of all sub- 
 scribers, and the balance thereof at such times and in such propor- 
 tions and on such conditions as they shall deem to be necessary to 
 complete the said road and telegraph lines within the time in this 
 act prescribed. Sixty days previous notice shall be given of the 
 i payments required, and of the time and place of payment, by pub- 
 
 payments are lishing a notice once a week in one daily newspaper in each of the 
 cities of Boston, New York, Cincinnati, Saint Louis, Memphis and 
 neglect to pay, Nashville, and in case any stockholder shall neglect or refuse to 
 vious payments pay, in pursuance of such notice, the stock held by such person 
 shall be forfeited absolutely to the use of the company, and also 
 any payment or payments that shall have been made on account 
 thereof, subject to the condition that the board of directors may 
 Redemption, allow the redemption on such terms as they may prescribe. 
 
 Sec. 17. And be it further enacted, That the said company is au- 
 acSS^nYSoid thorized to accept to its own use any grant, donation, loan, power, 
 aid &c. nt ' loan ' franchise, aid, or assistance which may be granted to or conferred 
 on said company by the Congress of the United States, by the Leg- 
 islature of any State, or by any corporation, person or persons, or 
 by any Indian tribe or nation through whose reservation the road 
 herein provided for may pass; and said corporation is authorized 
 to hold and enjoy any such grant, donation, loan, power, franchise, 
 Grant from any aid or assistance, to its own use, for the purpose aforesaid : Pro- 
 
 Indian tribe to mi . 
 
 be subject to the viaed, lnat any such grant or donation, power, aid or assistance 
 pXTeVof the from any Indian tribe or nation shall be subject to the approval of 
 united states. the President of the Tj nit ed States. 
 
 southern Sec. 18. And be it further enacted, That the Southern Pacific 
 
 Pacific R. R. Co. -r, .1 t 
 
 may connect Kailroad, a company incorporated under the laws of the State of 
 
 with the Atlan- ~ ,. . , . ,, . , . .,, 
 
 tic and Pacific California, is hereby authorized to connect with the said Atlantic 
 roa ' and Pacific Railroad, formed under this act, at such point, near the 
 
 nection. 9aa ' boundary line of the State of California, as they shall deem most 
 suitable for a railroad line to San Francisco, and shall have a uni- 
 Gauge and rates form gauge and rate of freight or fare with said road ; and in con- 
 offare. sideration thereof, to aid in its construction, shall have similar 
 
 lif* 7 JSSJ^Sf grants of land, subject to all the conditions and limitations herein 
 Sms. n like provided, and shall be required to construct its road on the like 
 
61 
 
 regulations, as to time and manner, with the Atlantic and Pacific 
 Railroad herein provided for. 
 
 Sec. 19. And be it further enacted, That unless the said Atlantic This Act to be 
 
 J void, unless, &c. 
 
 and Pacific Railroad Company shall obtain bona fide subscriptions 
 to the stock of said company to the amount of one million of dol- 
 lars, with ten per centum paid, within two years after the passage 
 of and approval of this act, it shall be null and void. 
 
 Sec. 20. And be it further enacted, That the better to accomplish Act may beai- 
 the object of this act, namely, to promote the public interest and e dL ed or repea1 ' 
 welfare by the construction of said railroad and telegraph line, and 
 keeping the same in working order, and to secure to the govern- 
 ment at all times, but particularly in time of war, the use and 
 benefits of the same for postal, military and other purposes, Con- * 
 gress may, at any time, having due regard for the rights of said 
 Atlantic and Pacific Railroad Company, add to, alter, amend or 
 repeal this act. 
 
 Sec. 21. And be it further enacted, That whenever, in any grant When in grants 
 
 . 7 * / to corporations, 
 
 of land or other subsidies, made, or hereafter to be made to railroads the united 
 or other corporations, the United States has reserved the right, or the right to a P - 
 
 i t, ., i t j point directors 
 
 snail reserve it, to appoint directors, engineers, commissioners or or agents, &c. ; 
 other agents to examine said roads, or act in conjunction with other L. f o?such?erI 
 officers of said company or companies, all the costs, charges and borne "by the 
 pay of said directors, engineers, commissioners or agents shall be corporatlons ' 
 paid by the respective companies. Said directors, engineers, com- R ateof P ayto 
 missioners or agents shall be paid for said services the sum of ten such per80ns - 
 dollars per day, for each and every day actually and necessarily 
 employed, and ten cents per mile for each and every mile actually 
 and necessarily traveled, in discharging the duties required of 
 them, which per diem and mileage shall be in full compensation "S^to^^ake 
 for said services. And in case any company shall refuse or neglect 8UCh payments, 
 
 . J * J o no more patents 
 
 to make such payments, no more patents for lands or other sub- for lands, &c, to 
 sidies shall be issued to said company until these requirements are 
 complied with. 
 
 Approved July 27th, I860. 
 
62 
 
 ACT EXTENDING TIME OF SOUTHERN PACIFIC 
 RAILROAD COMPANY. 
 
 (Approved July 25, 1868.) 
 
 (15 U. S. Statutes at Large, page 187.) 
 Chap. CCXLIL 
 
 An Act to extend the Time for the Construction of the Southern 
 Pacific Railroad in the State of California. 
 
 Time for south- Be it enacted by the Senate and House of Representatives of the 
 c of^aiifornia United States of America in Congress assembled, That the South- 
 sec C ton tr o U f Ct rS era Pacific Railroad Company of the State of California shall, 
 
 &c, extended. ingtead of the timeg nQW fixed by law for the cons t ruc ti n of the 
 
 first section of its road and telegraph line, have until the first day 
 
 of July, eighteen hundred and seventy, for the construction of the 
 
 first thirty miles, and they shall be required to construct at least 
 
 Rent of road, twenty miles every year thereafter, and the whole line of their 
 
 when to be bunt roa d within the time now provided by law. 
 
 Approved July 25, 1868. 
 
 JOINT RESOLUTION CONCERNING THE SOUTHERN 
 
 [No. 87.] 
 
 PACIFIC RAILROAD OF CALIFORNIA. 
 
 (16 U. S. Statutes at Large, page 382.) 
 
 Be it resolved by the Senate and House of Representatives of the 
 United States of America in Congress assembled, That the South- 
 ern Pacific Railroad Company of California may construct its 
 southern Pa- roa( l an( i telegraph line, as near as may be, on the route indicated 
 S?mpany ail m!!y by the ma P ^ e & by sa ^ company in the Department of the In- 
 rCad^ani tele- terior on the third day of January, eighteen hundred and sixty- 
 e P route in &c 0n seven 5 an ^ u Pn the construction of each section of said road, in 
 the manner and within the time provided by law, and notice 
 thereof being given by the company to the Secretary of the 
 Interior, he shall direct an examination of each such section by 
 commissioners to be appointed by the President, as provided in 
 
63 
 
 the act making a grant of land to said company, approved July 
 twenty-seventh, eighteen hundred and sixty-six, and upon the 
 report of the commissioners to the Secretary of the Interior that 
 such section of said railroad and telegraph line has been con- 
 structed as required by law, it shall be the duty of the said 
 Secretary of the Interior to cause patents to be issued to said 
 company for the sections of land coterminous to each constructed 
 section reported on as aforesaid, to the extent and amount granted e 
 to said company by the said act of July twenty-seventh, eighteen 
 hundred and sixty-six, expressly saving and reserving all the xiv 'P- 299 
 rights of actual settlers, together with the other conditions and 
 restrictions provided for in the third section of said act. 
 
 Approved, June 28, 1870. 
 
 issue, when, 
 &c, 1866, ch. 
 278, 18, vol. 
 
 SECTION 23d OF THE TEXAS PACIFIC RAILROAD ACT 
 
 (Approved March 3, 18*71.) 
 
 (1G U. S. Statutes at Large, page 573-579.) 
 Chap. CXXII. 
 
 An Act to Incorporate the Texas Pacific Railroad Company, and 
 to aid in the Construction of its Road, and for other purposes. 
 
 Be it enacted by the Senate and House of Representatives of the 
 United States of America in Congress Assembled, dec. * * * 
 
 Sec. 23. That, for the purpose of connecting the Texas Pacific .southern p a - 
 Railroad with the city of San Francisco, the Southern Pacific Rail- company may 
 road Company of California is hereby authorized (subject to the to connect the 
 
 Texas Pacific 
 
 laws of California), to construct a line of railroad from a point at Eaiiroad with 
 or near Tehachapa Pass, by way of Los Angeles, to the Texas 
 Pacific Railroad, at or near the Colorado river, with the same rights, 
 grants, and privileges, and subject to the same limitations, restric- 
 
Proviso. 
 
 64 
 
 tions and conditions as were granted to said Southern Pacific 
 Railroad Company of California by the act of July twenty-seven, 
 eighteen hundred and sixty-six : Provided, however, That this 
 section shall in no way affect or impair the rights, present or pros- 
 pective, of the Atlantic and Pacific Railroad Company or any 
 other railroad company. 
 
 Approved, March 3, 1871. 
 
65 
 
 ACTS OF THE LEGISLATURE 
 
 OF THE 
 
 STATE OF CALIFORNIA 
 
 RELATIVE TO THE 
 
 SOUTHERN PACIFIC BAILROAD COMPANY. 
 
 CHAP. DXCI. 
 
 [STATUTES OF CALIFORNIA., 1865-6, PAGE 816.] 
 
 An Ad to authorize all the Counties South of Santa Clara 
 County to aid in the construction of the Southern Pacific 
 Railroad. 
 
 (Approved April 2, 1866.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact as follows : 
 
 Section 1. It shall be lawful for the board of supervisors 
 of any county into or through which the Southern Pacific Authority to 
 Railroad Company, a corporation duly organized under the j^be! or sub " 
 laws of this State, shall run their road, acting in behalf of the 
 county, to donate aid to such railroad company in any sum 
 not exceeding an amount equal to three per centum- on the ag- 
 gregate amount of the taxable property in such county, as 
 9 
 
66 
 
 shown by the last preceding assessment roll of the county ; or 
 to subscribe to the capital stock of such railroad company in 
 any sum not exceeding an amount equal to five per centum of 
 the aggregate amount of the taxable property of the county, 
 as shown by the last preceding assessment, as aforesaid : Pro- 
 vided, however, that the proposition so to donate or subscribe 
 shall have been first submitted to and approved by the qualified 
 b 3 P s r ubm:tted to electors of said county, and all the proceedings in relation 
 voters. thereto shall be conducted in accordance with the following 
 
 provisions of this act, and not otherwise. 
 
 Sec. 2. Whenever twenty-five or more of the taxpayers of 
 petition to any county into or through which the Southern Pacific Eail- 
 sition. road Company shall run their road, representing twenty-five 
 
 per cent, of the taxable property of such county, shall petition 
 the board of supervisors, stating the fact that it is proposed 
 to run said railroad into or through said county, and asking the 
 submission to the electors of the county, the proposition to 
 donate aid to or subscribe for stock in said railroad company, 
 in an amount to be named in said petition, which amount 
 shall not exceed the limit fixed in the first section of this 
 act, and stating specifically which proposition it is desired 
 to have thus submitted, whether to donate or to subscribe, it 
 shall be the duty of such board of supervisors, by proper 
 order in that behalf, to grant such petition, and to submit the 
 proposition so named to the electors of such county. 
 
 special eiec- Sec. 3. For that purpose the board of supervisors shall 
 order a special election to be holden throughout the county, 
 the polls whereof shall be open in the several precincts or 
 places for holding elections in such county on a day certain, to 
 be named by them, which shall be not less than thirty nor 
 more than sixty days from the date of such order or of the 
 filing of such petition, at which election the proposition so 
 named in such petition shall be submitted to the qualified 
 electors of the county for their approval or rejection ; such 
 board of supervisors shall cause notice of such election and 
 notice. 1 of the proposition to be voted upon to be published in some 
 
 newspaper printed in such county, if any be printed therein, 
 
67 
 
 and if not, then in some newspaper printed in an adjoining 
 county, for at least twenty days prior to such election, and a 
 like notice to be conspicuously posted at every place of open- 
 ing the polls in said county, at least ten days prior to 
 said election ; the ballots cast at such election shall be in sub- 
 stantially the following form, viz.: If the proposition be to 
 make a donation, then such ballots shall have written or Ba iiots. 
 printed thereon the words "donation of dollars 
 
 (naming the amount) to the Southern Pacific Kailroad Com- 
 pany ;" if the proposition be to subscribe for stock, such ballots 
 shall have written or printed thereon the words " subscription 
 of dollars (naming the amount) to the capital 
 
 stock of the Southern Pacific Railroad Company ;" every ballot 
 given in favor of such proposition shall have the word " Yes " 
 written or printed thereon, and ever ballot against the same 
 . shall have the word " No " written or printed thereon ; such 
 elections shall be conducted in the same manner as elections 
 
 Returns. 
 
 for county officers, and in like manner the votes cast thereat 
 shall be counted and sealed returns thereof made ; and on the 
 second Monday after such election, or at such other time as 
 the board of supervisors may have fixed therefor, said returns 
 shall be opened and canvassed, and the result declared in the 
 same manner as in case of election for county officers. 
 
 Sec. 4. If upon such canvass it shall be found that a Approval or 
 greater number of the electors of the county, voting upon the re > ction - 
 proposition so submitted, have voted " No," than have voted 
 " Yes," then such proposition shall be deemed and declared to 
 have been rejected, and the fact of such rejection shall be duly 
 entered upon the record of the proceedings of the board of 
 supervisors, and no further action shall be had in relation 
 thereto. But if upon such canvass it shall be found that a 
 greater number of the electors of said county, voting upon the 
 proposition so submitted, have voted " Yes" than have voted 
 " No," then such proposition shall be deemed and declared to 
 have been approved, a record of the fact of such approval shall 
 be made upon the minutes of the board of supervisors, and , 
 said board, by their clerk, shall, in writing, notify such railroad 
 company of the proposition which has been so submitted, and 
 of the approval thereof. 
 
68 
 
 Sec. 5. Before any further action in the premises shall be 
 burned.*"" 50 10 * a ken by such board of supervisors, said railroad company 
 shall file in the office of the clerk of said board, a notice under 
 the seal of the corporation, stating whether said company ac- 
 cepts the subscription or donation so tendered by said county, 
 and if accepted, there shall also be filed therewith a copy of 
 the certificate of incorporation or articles of association of said 
 company, certified by the secretary of state, and such copy shall 
 thereafter be kept on file in such office, for the information of 
 such board of supervisors and of the citizens of said county. 
 
 Making sub- 
 
 Sec. 6. If such proposed donation or subscription is ac- 
 scription or do- cepted, then immediately upon the filing of such notice and 
 of a certified copy of the articles of association, as men- 
 tioned in the last section, or as soon thereafter as practicable, 
 it shall be the duty of the board of supervisors of such county, 
 and they are hereby authorized and directed, if the proposition 
 so approved shall be one in favor of subscription to the 
 capital stock of said company, to make such subscription, on 
 the subscription books of said company, through a committee 
 consisting of two members of such board of supervisors, who 
 shall be, by an order of the board, entered upon their minutes x 
 duly authorized for that purpose, and to pledge therefor and 
 for the due payment of such subscription, in accordance with 
 the provisions of this act, the good faith of the county; or if 
 the proposition so approved be one in favor of a donation to 
 said company, then such board of supervisors shall pass an 
 order, and enter the same on their journal, declaring the good 
 faith of the county pledged to make such donation in the bonds 
 of the county, in such amounts and under such conditions as 
 are named in this act. 
 
 Sec. 7. If, in compliance with a vote so had as aforesaid, 
 in bondr & of subscription be made by any county to the capital stock of said 
 county. railroad company, the same shall be made and accepted with 
 
 the condition that such subscription shall be payable in the 
 bonds of the county, to be issued as hereinafter directed, and 
 not otherwise, and for such subscription such bonds shall be 
 received at par, dollar for dollar. 
 
69 
 
 Sec. 8. In all cases of donation in aid of, or of subscription How paid - 
 to, the capital stock of said railroad company by any county 
 under the provisions of this act, the same shall be paid in in- 
 stalments of not less than ten nor more than twenty per cent, 
 as the work on such road shall progress, and in no case shall 
 an instalment of the bonds of any county be issued to said 
 railroad company until an amount, at least equal thereto has 
 been expended by said company in the actual graduation of How to be ex _ 
 such railroad or other work necessary to its construction or pendG(L 
 completion, nor shall a second instalment be paid to such com- 
 pany until the first has been expended on the road, or in pur- 
 chase of iron or rolling stock or other material therefor. 
 
 Sec. 9. In all cases where a county has made a donation in 
 aid of, or has subscribed to, the capital stock of said railroad 
 company, under the provisions of this act, it shall be the duty of 
 the secretary and engineer in charge of such railroad company, Report to be 
 from time to time, as the bonds of such county are required 8ors. to Super " 
 to be issued, to make report in writing, under oath, and lay the 
 same before the board of supervisors of such county, showing 
 the progress of the work on the railroad, and the amount and 
 cost thereof, together with the cost of bridging, ties, and other 
 material for the superstructure, and of the iron and rolling 
 stock which may have been purchased or contracted for said 
 railroad ; and if after the issuance of the first or any subsequent 
 instalment of bonds to said railroad company, under the provi- 
 sions of this act, there should be any failure or refusal on the 
 part of said company to expend such bonds in the mode and 
 manner herein provided in the construction of said railroad, or 
 purchase of materials therefor, then and in that event the 
 board of supervisors of such county may, at their option, with- 
 hold any further payment of instalments of the amount donated withhoMUiw 
 or subscribed to said railroad, as the case may be, and they 
 shall not be liable to any further calls thereon, and if so declared 
 by the board of supervisors, such donation or subscription 
 shall be held void and of no effect, and said company shall be 
 liable to such county for such amounts as may have been paid 
 on such donation or subscription, which shall be recoverable at 
 law, in any court of competent jurisdiction. 
 
 Instalments. 
 
70 
 
 Sec. 10. The board of supervisors of any county clo- 
 issue of bonds. na ting aid to, or subscribing to the capital stock of the said 
 railroad company, under the provisions of this act, shall, from 
 time to time, as such donation or subscription shall become 
 due and be demanded by the board of directors of said com- 
 pany, cause bonds of the county to be issued and delivered to 
 said railroad company for such an amount as may be due, but 
 not exceeding, at any one time, twenty per cent, of such dona- 
 tion or subscription, as hereinbefore provided ; and the officers 
 hereinafter mentioned shall, each and every of them, 
 execute and countersign said bonds, as herein provided, when- 
 ever so directed by an order of the board of supervisors of 
 such county; such bonds shall be issued in sums of one 
 Amounts. thousand dollars each, shall be numbered consecutively from 
 number one onward through all the bonds issued to said com- 
 pany, shall be made payable to said railroad company, giving 
 its corporate name, or to the holder or bearer thereof, on a 
 specified day, to be named in said bonds, which shall be 
 twenty years after the date of the issuance thereof, at the office 
 of the treasurer of such county, and shall bear interest at the 
 interest. ra ^ e f ^gi^ p er cen t p er annum from the date of their issue ; 
 
 the interest upon such bonds shall be due and payable semi- 
 annually so long as such bonds are outstanding and unpaid, 
 and shall be payable at the office of such treasurer, on a speci- 
 fied day, to be named in the interest-coupons which shall be 
 attached to such bonds, as hereinafter provided ; both principal 
 and interest of such bonds shall be made payable in United 
 States gold coin, dollar for dollar ; such bonds shall be signed by 
 payable in Gold the chairman of the board of supervisors, by the auditor and the 
 clerk of such county, as such officers, the auditor making and 
 keeping in his office an accurate account of all bonds so signed* 
 with the number, date and amount of each, and the clerk shall 
 cause the seal of the county to be affixed to each of said bonds, 
 and the chairman of such board shall forthwith deliver the same 
 to the company entitled thereto, taking the receipt of the secre- 
 Bonds and tary of said company therefor, which receipt shall be executed in 
 same. triplicate, and shall set forth the number, date and amount of 
 
 each bond so delivered ; such chairman shall thereupon file one 
 of such receipts in the office of the clerk of said county, one 
 in the office of the auditor, and one in the office of the treas- 
 
71 
 
 urer of such county, and shall make report to the board of 
 supervisors of the proceedings in the premises at the next 
 meeting thereof. 
 
 Sec. 11. All bonds issued under the provisions of this act shall coupons. 
 have coupons for the interest attached, so that the same may be 
 removed without mutilation of the bonds ; such coupons shall 
 each be for one half year's interest upon the bond to which it 
 is attached ; they shall be numbered from one to forty, con- 
 secutively; each shall specify the number of the bond to which 
 it is attached, the amount to become due upon such coupon, and 
 the day when it is payable, and each shall be signed by the 
 auditor of the county for which it is issued. When any 
 interest shall be paid upon any bond issued under the pro- 
 visions of this act, the county treasurer paying the same shall 
 receive the coupon for the interest so paid, shall cancel the Canccllation 
 same by writing across the face thereof the word " Paid," with 
 the date of payment and his official signature, and shall there- 
 upon deliver the same to the auditor of said county, taking 
 his receipt in duplicate therefor, one copy of which said treas- 
 urer shall file in his own office, and the other copy of which he 
 shall deliver to the clerk of said county, and thereupon such 
 clerk shall report the same to the board of supervisors of such 
 county at the next meeting thereof. 
 
 Sec. 12. When any county shall have donated aid to or 
 subscribed to the capital stock of said railroad company as 
 herein provided, it shall be the duty of the board of super- Levy 
 visors of such county, at the same time of levying other taxes 
 in said county (or in the first year at any time before the 
 making out of the duplicate of the general assessment list for 
 such county), in each year to levy a tax sufficient to raise the 
 amount of interest falling due within each year, and not less 
 than two nor more than five per cent, of the principal of such 
 bonds, which shall be paid into a fund to be styled the Kail- 
 road Fund ; the taxes provided in this section shall be levied 
 and collected at the same time, and in the same manner as 
 taxes for county purposes, and when collected shall be paid 
 into the county treasury, and shall be kept separate from How applied _ 
 other funds of the county, and be applied as follows : 
 
72 
 
 First. To the payment of the interest as it falls due. 
 
 Second. To the payment and redemption of such bonds as 
 hereinafter provided. 
 
 Sec. 13. Whenever there shall be in the Eailroad Fund of 
 any county after providing for the interest of the current year, 
 a sum of money amounting to three thousand dollars or up- 
 
 bonds. wards, it shall be the duty of the county treasurer to advertise 
 
 in a newspaper published in such county, if any newspaper be 
 published therein, and if not, then in a newspaper published 
 in the next adjoining county, and also in at least one news- 
 paper published in the city and county of San Francisco, once 
 in each week for four weeks, for sealed proposals for the re- 
 demption of bonds, stating the amount of money on hand 
 applicable to that purpose, and ten days from the expiration of 
 the time for such publication, said treasurer shall open 
 the proposals so received, and such bonds as shall be surren- 
 dered by the holders thereof, at the lowest proposed rate, 
 and having all the unpaid coupons thereto attached, shall be 
 paid off and liquidated so far as the fund on hand will go for 
 that purpose, provided, however, that such proposed rate 
 shall not be for more than the par value of such bond, and 
 the interest already accrued and unpaid thereon ; and provided 
 further that should there be no proposals made for less than 
 par value as aforesaid, then the fund on hand shall be applied 
 in payment of such bonds, and the interest then actually ac- 
 crued and unpaid, in the order of the number of their issue, 
 the county treasurer giving four weeks' notice, in the manner 
 hereinbefore provided, of the numbers of said bond to which 
 the fund on hand will be applied, and requesting their presen- 
 tation for payment, after which time such bonds, if not 
 
 Transfer of presented, shall cease to draw interest. When all the bonds so 
 issued shall have been liquidated, redeemed and paid off, any 
 moneys remaining on hand in the railroad fund shall be paid 
 into the general fund of the county. In all cases of the liqui- 
 dation or payment of bonds issued under the provision of this 
 
 cancellation of ac t } the same course shall be pursued, in reference to can- 
 celing, filing, receipting for and reporting the same, as is 
 hereinbefore provided upon the payment of interest coupons. 
 
73 
 
 Sec. 14. Whenever any county shall have subscribed to the 
 capital stock of said railroad company under the provisions of 
 this act, such county shall possess all the rights and powers of 
 any stockholder in such company, and the board of super- 
 visors may from time to time, as occasion shall require, ap- 
 point one of their own number or any citizen of said county 
 to represent said county at any meeting of the stockholders of 
 said company, and to cast any and all votes at such meeting t0 C whh IS 
 which said county, if a natural person holding the same county 8 L ng ent 
 amount of stock, would be entitled to cast, and generally, on tied * 
 behalf of such county to do any and all things pertaining to 
 the business of said company which a natural person holding 
 stock therein might or could lawfully do. A certified copy of 
 the order of the board of supervisors, under the seal of the 
 county, filed with the secretary of said company, shall be the 
 evidence of the authority of the person therein named to acfc 
 on behalf of such county. 
 
 Sec. 15. Whenever any county shall make a donation in 
 aid of said railroad company under the provisions of this act, 
 the same shall be made and accepted (if the same is accepted) 
 upon the express condition that said railroad company shall 
 at any and all times after the opening of its railroad to genera] 
 business, if so required, transport all prisoners being taken to 
 the jail of such county, or from the jail to the place of trial, Prisoners and 
 
 J . . officers in 
 
 and the officers having them in charge, and anv and all ma- cuur s e to travel 
 
 ' J to and from jail 
 
 terials for the construction or repair of the court house or free- 
 jail of such county over said railroad free of charge. 
 
 Sec. 16. All officers having any duty to perform under the 
 provisions of this act shall be allowed the same rate of com- 
 pensation therefor as is allowed for other similar service, to Com P eil sation. 
 be fixed by the board of supervisors and paid out of the 
 general fund of the county. 
 
 Sec. 17. All taxes, except State taxes, paid by said railroad 
 company receiving county bonds under this act in the county 
 issuing such bonds, instead of being distributed into the sev- to be part of 
 eral funds of the county like other taxes, and all dividends 
 10 
 
74 
 
 paid by said company to said county shall be paid into and 
 form a part of the railroad fund so long as any such bond 
 shall remain outstanding and unpaid ; 'provided this act shall 
 not apply to the counties of Alameda, Santa Clara or San 
 Francisco. 
 
 Chapter DXLII. 
 
 [Statutes of California, 1867-8, page 716.] 
 
 An Act to confer power upon the Board of Supervisors of the city 
 and county of San Francisco. 
 
 (Approved March 30, 1868.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact asfoUoivs : 
 
 Authorized to Section 1. The Board of Supervisors of the city and county 
 stocks. 1 of San Francisco is hereby authorized and empowered to dis- 
 pose of, to the Southern Pacific Eailroad Company, the shares 
 of stock of the San Francisco & San Jose Railroad Company, 
 owned or held by the said city and county, upon such terms 
 and subject to such conditions as the said Board may think 
 expedient. 
 
 The proceeds of all sales shall be paid into the treasury of 
 the said city and county, provided that no disposition of said 
 shares of stock to the Southern Pacific Railroad Company 
 shall be effectual to vest the title to said shares in said com- 
 pany until it shall have completed and put in operation its 
 section of railroad from San Jose to Gilroy. 
 
 Sec. 2. This act shall take effect immediately. 
 
 Proviso. 
 
75 
 
 GRANT OF LAND IN SAN FRANCISCO TO THE 
 SOUTHERN PACIFIC RAILROAD COMPANY FOR 
 A TERMINUS. 
 
 Chapter DXLIII. 
 
 [Statutes of California, 1867-8, page 716.] 
 
 An Act to survey and dispose of certain salt marsh and tide lands 
 belonging to the State of California. 
 
 (Approved March 30, 1868.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact asfolloivs : 
 
 Section 1. The Governor of the State shall appoint three 
 persons, who shall constitute a Board of Tide-Land Commis- ers G m ^f'. 
 sioners, and shall hold office for two years from the date of pomted ' 
 their appointment, and shall have the charge and disposition 
 of all the salt marsh and tide lands belonging to the State of 
 California situated in the city and county of San Francisco, 
 as hereinafter provided by this act, and who shall be known 
 and designated in this act as " the Commissioners." 
 
 Sec. 2. (Official bonds, oaths and penalties.) 
 Sec. 3. (President and secretary, and their duties.] 
 
 Sec. 4. The commissioners shall take possession of all the Duties of com- 
 
 l missioners. 
 
 salt marsh and tide lands, and lands lying under water, to the 
 point that may be established as the water-front, situate along 
 
76 
 
 the Bay of San Francisco, and situate in the city and county 
 
 of San Francisco, belonging to the State of California, and 
 
 . have the same surveyed to a point not beyond twenty-four feet 
 
 of E ?witeiine water at the lowest stage of the tide, and cause to be prepared 
 two maps of the same, showing the quantity and extent of the 
 property situated as aforesaid, and exhibiting all the municipal 
 subdivisions, streets, alleys, blocks, squares and lots, which 
 lots shall not exceed in area six thousand two hundred aud 
 sixty-one and one-sixth square feet each. One of said maps 
 they shall retain in their office at San Francisco, and the other 
 they shall file in the office of the State surveyor. 
 
 After such preliminary survey the commissioners, in con- 
 junction t with the governor of the State, the mayor of San 
 Francisco, and the president of the Chamber of Commerce of 
 San Francisco, and who shall be known and designated in this 
 act as the " State Board," shall meet, and by a two-thirds vote, 
 establish the water-line front of San Francisco ; but they shall 
 not have power to alter, in any manner whatever, the water- 
 line front of said city north of the terminus of Second street, 
 as established by the act passed March twenty-sixth, eighteen 
 hundred and fifty-one. 
 
 survey. After the establishment of the water-line front as above pro- 
 
 vided, the commissioners shall have all the property lying 
 within the same belonging to the State surveyed, subject to 
 the approval of the State board, into lots and blocks in accord- 
 ance with the official map survey of the city of San Francisco, 
 reserving so much thereof for streets, docks, piers, slips, canals, 
 drains, or other use necessary for the public convenience and 
 the purposes of commerce, as in their judgment may be re- 
 quired, and have two maps of the same prepared showing the 
 property as re-surveyed to the water-line front, the streets, 
 blocks, reservations, and everything necessary to be shown by 
 such maps, one of which maps shall be' filed in the surveyor- 
 general's office, and the other shall remain in their office at 
 San Francisco ; provided that the land belonging or granted to 
 Donation of the California Dry Dock Company, and the overflowed land in 
 ^^/"^^^t-foa^fiSkaH be, and the same is hereby, excepted from 
 the operation of this act ; provided that there is hereby granted 
 and donated to the Southern Pacific Railroad Company and the 
 
77 
 
 Western Pacific Bail road Company, for a terminus in the city 
 and county of San Francisco, to each of said companies, thirty 
 acres, exclusive of streets, basins, public squares and docks, 
 out of the aforesaid land, and lying southwardly from Channel 
 street, and outside of the line known as the red line water-front 
 of Mission Bay, to be located jointly or severally by the said 
 respective companies within ninety days from the passage of 
 this act, in a manner and form to be approved by the governor, 
 the mayor of the city and county of San Francisco, and the 
 president of the Chamber of Commerce of said city, or a 
 majority of them, and so as not to extend beyond twenty-four 
 feet of water at low tide, nor within three hundred feet of such 
 line as may be established, under the provisions of this act, as 
 the permanent water-line front of said city, together with the 
 use of a right of way for said companies to said terminus over 
 the lands of this State for the road-beds and tracks of said 
 company the board of commissioners herein named to fix 
 and designate the lands (not to exceed a strip two hundred 
 feet in width for both said companies) over which said right of 
 way shall be exercised ; and provided that such grant of land 
 for terminus and the said right of way shall not be construed 
 to interfere with the proper establishment and regulation of Berv ^f ht t 8 c * 
 streets and alleys, docks, wharves and basins, culverts a nd amlcount y- 
 sewers, and the laying down of gas and water pipes by the 
 proper authorities of the city and county of San Francisco, 
 and the authorities of said city and county of San Francisco 
 shall have such jurisdiction and control over said streets and 
 crossings thereof as is or may be conferred by law in other 
 cases ; and said railroad companies shall so construct their roads 
 as to cause the least obstruction to travel over and along their 
 roads, and at the crossings thereof ; provided that in case 
 either of the said companies shall fail to comply with 
 the conditions of this act, such company shall forfeit their Forfeiture. 
 rights thereunder ; and in such event the other company ac- 
 cepting and using the same for the purposes indicated shall 
 receive thirty acres (exclusive of streets, basins, public squares 
 and docks) for terminal purposes, and not e xceeding one hun- 
 dred feet in width for right of way ; and the said companies are 
 hereby authorized to extend their roads or purchase other 
 roads so as to reach their terminus. And upon the location 
 
78 
 
 by the said companies of their terminus and terminal depots 
 Conditions of an( j stations upon the said premises, and the expenditure of 
 
 donation. r * -i- 
 
 one hundred thousand dollars thereon by each of said com- 
 panies, the governor shall issue patents therefor to the said 
 companies respectively ; provided that unless the said compa- 
 nies shall, within thirty months from the passage of this act, 
 make the terminus of their roads upon the said premises, and 
 expend thereon the said sum of one hundred thousand dollars 
 each, then any grant herein contained shall be void as to the 
 said company so in default, and the lands herein granted to 
 such company shall revert to and be the property of the 
 State ; provided that nothing in this act shall be construed 
 to interfere with the collection of dockage and wharfage by 
 ed R i K state CS rv " the State, nor with the right of the State to construct, adjoin- 
 ing the property granted, such wharves and docks as may, from 
 time to time, be provided by law ; provided, further, that if the 
 two hundred feet herein mentioned for the right of way, or any 
 part thereof, shall at any time be abandoned or cease to be 
 used as such roadway by said companies, then so much thereof 
 as shall be so abandoned or disused shall revert to the State ; 
 and provided, further, that if the said railroad companies, or 
 either of them, shall not, within thirty days of the organiza- 
 tion of the board of commissioners, notify such board of the 
 acceptance of the provisions of this donation and grant, the 
 lands herein proposed to be donated and granted to the said 
 company or companies so failing to notify said board shall be 
 sold at auction, as is otherwise provided in this act ; and in 
 the event said companies, or either of them, shall accept the 
 grant or donation herein made, the same shall be in lieu of all 
 other grants of land made or to be made to the company ac- 
 cepting the same in the city and county of San Francisco, at 
 the present session of the Legislature ; provided that no part 
 of said land granted or donated to said railroad companies 
 shall be located on any land now in the bona fide possession 
 and occupation of any citizen or citizens of this State. 
 
 Sec. 5, &c. (Sale of State lands within water-line how 
 made, &c, &c.) 
 
79 
 Chapter CXYI. 
 
 [Statutes of California, 1869-70, page 107.] 
 
 An Act relating to Certificates of Incorporation. 
 
 (Approved March 1, 1870.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact asfolloios : 
 
 Section 1. Any corporation, now or hereafter organized Amended cer- 
 
 - . rf . ., tittcatesofincor- 
 
 under the laws of this State, may amend its articles of associa- poration. 
 tion or certificate of incorporation by a majority vote of the 
 board of directors or trustees, and by a vote or written as- 
 sent of the stockholders representing at least two-thirds of the 
 capital stock of such corporation, and a copy of the said arti- 
 cles of association or certificate of incorporation, as thus 
 amended, duly certified to be correct, by the president and 
 secretary of the board of directors or trustees of such corpo- 
 ration, shall be filed in the same office or offices where the 
 original articles or certificate are required by law to be filed, 
 and from the time of filing such copy of the amended articles 
 or certificate, such corporation shall have the same powers, and it 
 and the stockholders thereof shall be thereafter subject to the 
 same liabilities as if such amendment had been embraced in the 
 original articles or certificate ; provided that the time of the 
 existence of such corporation shall not be thereby extended 
 beyond the time fixed in the original articles or certificate ; and 
 provided, further, that such original and amended articles or 
 certificate shall, together, contain all the matters and things 
 required by the law under which the original articles of asso- 
 ciation or certificate of incorporation were executed and filed ; 
 and provided, further, that nothing herein contained shall be 
 construed to cure or amend any defect existing in any original 
 certificate of incorporation heretofore filed, by reason of the 
 failure of such certificate to set forth the matters required by 
 law to make the same valid as a certificate of incorporation at 
 the time of the filing thereof ; also provided that unless the 
 vote or written assent of all the stockholders has been obtained, 
 
80 
 
 then a notice of the intention to make such amendment shall 
 first be advertised for sixty days in some newspaper published 
 in the town or county in which the principal place of business 
 of said company is located ; and the written protest of any 
 one of said stockholders, or his duly authorized agent or at- 
 torney, whose assent has not been obtained, filed with the 
 secretary of the said company, shall, unless withdrawn, be ef- 
 fectual to prevent the adoption of such amendment, provided 
 that nothing in this act shall be construed to authorize any 
 corporation to diminish its capital stock. 
 
 Seo. 2. This act shall take effect and be in force from and 
 after its passage. 
 
 Chapter CCCOLXI. 
 
 | Statutes of California, 18G9-70, p. GG9.J 
 
 An Act to extend the time allowed to the Southern Pacific Railroad 
 Company and the Western Pacific Railroad Company in 
 tohich to make the terminus of their roads upon certain lands 
 donated to them by the State for that purpose in the City 
 and County of San Francisco. 
 
 (Approved April 2, 1870.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact asfolloivs : 
 
 Time extended. Section 1. The time within which the Southern Pacific Rail- 
 road Company and the Western Pacific Railroad Company are 
 required to make the terminus of their roads, and expend thereon 
 the sum of one hundred thousand dollars each, upon certain 
 salt marsh and tide lands in the city and county of San Fran- 
 
81 
 
 cisco, donated to said companies for that purpose, by an act 
 entitled " An Act to survey and dispose of certain salt marsh 
 and tide lands belonging to the State of California," approved 
 March thirtieth, one thousand eight hundred and sixty-eight, 
 is hereby extended eighteen months, and the location of said 
 lands for terminal purposes, made under the provisions of said 
 act, is hereby approved. 
 
 Sec. 2. This act shall take effect from and after its passage. 
 
 Chapter CCCCLXXXIV. 
 
 [Statutes of California, 1869-70, page 707-1 
 
 An Act to empower the City and County of San Francisco to aid in 
 the construction of tJie Southern Pacific Bailroad, and other 
 purposes, 
 
 (Approved April 2, 1870.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact as follows : 
 
 Section 1. It shall be the duty of the board of supervisors of 
 the city and county of San Francisco to order a special election 8pecial electlon - 
 to be held in said city and county of San Francisco on the first 
 Tuesday in June next, for the purpose of submitting to the 
 qualified electors of said city and county of San Francisco, the 
 proposition for the said city and county of San Francisco to 
 issue and deliver to the Southern Pacific Eailroad Company, 
 its successors or assigns, county bonds in aid of and for and 
 in consideration of the construction of a railroad by said com- 
 pany, its successors or assigns, from the town of Gilroy, in a 
 southerly direction. 
 
 Sec. 2. It shall be the duty of the board of supervisors of 
 said city and county to cause notice of at least twenty days to Notice# 
 be given by publication in one or more daily newspapers pub- 
 lished in the said city and county, and by posting written or 
 11 
 
82 
 
 printed notices thereof at each place of holding said election 
 in said city and county, stating in such publications and notices 
 the proposition to be submitted to the electors of said city and 
 county, and the time and manner of voting thereon. 
 
 Ballots. 
 
 Election, how 
 conducted. 
 
 Every ballot cast in said city and county in favor of said 
 proposition shall have the words " For the issuing of bonds 
 for the Southern Pacific Railroad" printed or written thereon ; 
 and every ballot cast in opposition to said proposition shall 
 have the words " Against the issuing of bonds for the South- 
 ern Pacific Railroad" printed or written thereon. Said election 
 shall be conducted under the provisions of an act entitled " An 
 Act to regulate elections", passed March twenty-third, eighteen 
 hundred and fifty, and the several acts amendatory thereof 
 and supplemental thereto, and an act to provide for the regis- 
 tration of the citizens of this State, and for the enrollment in 
 the several election districts of all the legal voters thereof, and 
 for the prevention and punishment of frauds affecting the elect- 
 ive franchise, approved March nineteenth, eighteen hundred 
 and sixty-six, and the several acts amendatory thereof and 
 supplemental thereto, so far as -applicable. 
 
 lcroli Seo. 3. If at said election a greater number of the electors 
 
 of said city and county, voting upon said proposition, shall 
 vote for the issuing of bonds for the Southern Pacific Railroad 
 than shall vote against the issuing of bonds for the Southern 
 Pacific Railroad, then the board of supervisors of said city 
 and county so voting in favor of such proposition shall, under 
 the conditions and in the amounts, and as is hereinafter pre- 
 scribed, issue to the Southern Pacific Railroad Company, its 
 successors or assigns, city and county bonds, bearing seven 
 per cent, interest, payable semi-annually, both principal and 
 interest payable in United States gold coin. 
 
 issue of bonds. Sec. 4. Upon satisfactory proof being made, by affidavits or 
 otherwise, to the board of supervisors of the city and county 
 of San Francisco, that the track of said Southern Pacific Rail- 
 road has been laid, and that engines and cars are running 
 thereon from the town of Gilroy to a point fifty miles there- 
 
83 
 
 from, in a southerly direction on the line of said road as here- 
 after constructed, then the board of supervisors of said city and 
 county of San Francisco shall issue, as hereinafter provided, 
 to said railroad company, its successors or assigns, the city 
 and county bonds of said city and county of San Francisco, to 
 the extent of two hundred and fifty bonds of one thousand 
 dollars each ; and upon the riling of like proof with the clerk 
 of the aforesaid board of supervisors, that the track of said 
 road has been laid, and that engines and cars are running 
 thereon for one hundred consecutive miles from the town of 
 Gilroy, then the aforesaid board of supervisors of said city 
 and county of San Francisco shall issue as hereinafter provided, 
 to said railroad company, its successors or assigns, additional 
 bonds of said city and county, to the extent of two hundred 
 and fifty bonds of one thousand dollars each ; and upon the 
 filing of like proof with the clerk of the aforesaid board of 
 supervisors, that the track of said road has been laid, and 
 that engines and cars are running thereon for fifty additional 
 miles on said road, making one hundred and fifty miles from 
 the town of Gilroy, then the board of supervisors of said city 
 and county of San Francisco shall issue, as hereinafter pro- 
 vided, to said railroad company, its successors and assigns, 
 additional city and county bonds, to the extent of two hundred 
 and fifty bonds of one thousand dollars each ; and upon the 
 filing of like proof with the aforesaid clerk that the track of 
 the aforesaid Southern Pacific Railroad Company has been 
 laid, and that engines and cars are running thereon for fifty 
 additional miles on said road, being two hundred consecutive 
 miles from the town of Gilroy, then the said board of super- 
 visors of the said city and county of San Francisco shall issue 
 to said company, its successors or assigns, as hereinafter pro- 
 vided, additional city and county bonds, to the extent of two 
 hundred and fifty bonds of one thousand dollars each. 
 
 Sec. 5. Upon proof being made, by affidavit or otherwise, as 
 provided in the foregoing sections, to the supervisors of the said 
 city and county therein named, the mayor and the treasurer of 
 the said city and county shall draw and issue bonds forthwith, 
 and in denominations of one thousand dollars each, in such total 
 
84 
 
 Interest. 
 
 amounts as hereinbefore prescribed for said city and county. 
 Said bonds shall draw interest at the rate of seven per cent, 
 per annum from the date of issue, payable upon the first day 
 of January and the first day of July of each year, at the office 
 of the treasurer of the city and county, until said bonds are 
 redeemed. The principal of said bonds shall be made pay- 
 able in twenty years from the date of issue. 
 stened' by whom ^ a * a - Don d s of the city and county of San Francisco shall 
 be signed by the mayor and treasurer of said city and county 
 as such officers, and when signed shall be countersigned by 
 the clerk of the said city and county of San Francisco, and 
 the board of supervisors shall cause the fact of the signing 
 and countersigning of said bonds to be entered upon their 
 journal, together with the number, date and amount of each 
 bond so signed and countersigned ; and upon the countersign- 
 ing of said bonds, the seal of the said city and county shall be 
 affixed to each bond by the clerk thereof ; and said clerk shall 
 then deliver the said bonds thus signed, countersigned and 
 sealed, to the authorized agent of such railroad company, its 
 successors or assigns; which delivery shall take place im- 
 mediately after the signing, countersigning and sealing thereof, 
 as herein provided ; and said clerk so delivering said bonds 
 shall take a receipt in duplicate for said bonds so issued and de- 
 livered from the secretary of such company, setting forth in 
 said receipts the numbers dates and amounts of said bonds. 
 
 Delivery. 
 
 couponB. Seo. 6. Forty coupons for the interest shall be attached to each 
 
 bond, so that the coupons can be removed without mutilation 
 to the bond. Said coupons shall be signed by the treasurer 
 of said city and county. 
 
 Condition of 
 delivery. 
 
 Sec. 7. The issue and the delivery of the bonds of the city 
 and county of San Francisco to said Southern Pacific Railroad 
 Company shall be on the express condition that said Southern 
 Pacific Railroad Company, its successors and assigns, shall 
 establish, continue and maintain its terminus and passenger 
 and freight depots in said city and county until the principal 
 and interest of said bonds are due and fully paid ; and to en- 
 able said company, its successors or assigns, to reach its said 
 
85 
 
 depots and its lands in Mission Bay, donated by the State of 
 California, by such route as may be approved by the mayor or 
 county judge of the city and county of San Francisco, the said 
 railroad company, its successors or assigns, is authorized to 
 make such arrangements with the San Francisco & San Jose 
 Railroad Company as may be necessary to accomplish said 
 objects ; and for that purpose said last-named company is em- 
 powered to do all necessary acts and things, and also to extend 
 its road to said depots and lands by such route as may be ap- 
 proved by the mayor or county judge of the city and county 
 of San Francisco as aforesaid. 
 
 Sec. 8. This act shall take effect, and be in force, from and 
 after its passage. 
 
 Chapter DLXXIX. 
 
 [Statutes of California, lSS^O, page 883.] 
 
 An Act to aid in giving effect to an Act of Congress relating to the 
 Southern Pacific Railroad Company. 
 
 (Approved April 4, 1870.) 
 
 The People of the State of California, represented in Senate and 
 Assembly, do enact as follows : 
 
 Section I. Whereas, by the provisions of a certain act of ^^1 line 
 Congress of the United States of America, entitled " An Act 
 granting lands to aid in the construction of a railroad and tele- 
 graph line from San Francisco to the eastern line of the State 
 of California," approved July twenty-seventh, eighteen hundred 
 and sixty-six, certain grants were made to, and certain rights, 
 privileges, powers and authority were vested in and conferred 
 upon the Southern Pacific Railroad Company, a corporation 
 duly organized and existing under the laws of the State of 
 California : therefore, to enable the said company to more fully 
 and completely comply with and perform the requirements, pro- 
 visions and conditions of the said act of Congress, and all 
 other acts of Congress now in force, or which may hereafter 
 
Extension of 
 time. 
 
 86 
 
 be enacted, the State of California hereby consents to said act, 
 and the said company, its successors and assigns, are hereby 
 authorized and empowered to change the line of its railroad so 
 as to reach the eastern boundary line of the State of California 
 by such route as the company shall determine to be the most 
 practicable, and to file new and amendatory articles of asso- 
 ciation, and the right, power and privilege is hereby granted to, 
 conferred upon and vested in them to construct, maintain and 
 operate by steam, or other power, the said railroad and tele- 
 graph line mentioned in said acts of Congress, hereby confirm- 
 ing to and vesting in the said company, its successors and 
 assigns, all the rights, privileges, franchises, power and author- 
 ity conferred upon, granted to or vested in said company by 
 the said acts of Congress, and any act of Congress which may 
 be hereafter enacted. 
 
 Seo. II. This act shall take effect, and be in force, from and 
 after its passage. 
 
 Chapter CCXVIL 
 
 [Statutes of California 1871-2, Page 282.] 
 
 An Act to extend the time allowed to the Southern Pacific Railroad 
 Company and the Western Pacific Railroad Company in 
 tuhich to make the ter minus of their roads upon certain lands 
 donated to them by the State for tliat purpose in the City and 
 County of San Francisco. 
 
 (Approved March 6, 1872.) 
 
 The People of the State of California, represented in Senate and. 
 Assembly, do enact as folloivs : 
 
 Section 1. The time within which the Southern Pacific 
 Eailroad Company and the Western Pacific Eailroad Com- 
 pany are required to make the terminus of their roads and 
 expend thereon the sum of one hundred thousand dollars each 
 upon certain salt marsh and tide lands in the city and 
 
87 
 
 county of San Francisco, donated to said companies for that 
 purpose by an act entitled " An act to survey and dispose of 
 certain salt marsh and tide lands belonging to the State of 
 California," approved March thirtieth, one thousand eight 
 hundred and sixty-eight, as extended by an act entitled "An 
 Act to extend the time allowed to the Southern Pacific Kail- 
 road Company and the Western Pacific Railroad Company, in 
 which to make the terminus of their roads upon certain lands 
 donated to them by the State for that purpose in the city and 
 county of San Francisco," approved April second, one thou- 
 sand eight hundred and seventy, is hereby extended three 
 months. 
 
 Sec. 2 This act shall take effect from and after its pass- 
 age. 
 
88 
 
 SUPPLEMENT. 
 
 Continuation of Articles of Association of the Southern 
 Pacific E. E. Co. From page 43. 
 
 VIII. 
 
 ARTICLES OF ASSOCIATION 
 
 OF THE 
 
 SOUTHEEN PACIFIC BEANCH EAILEOAD CO. 
 
 (Endorsed) Filed in the office of the Secretary of State, 
 December 23d, 1872. 
 
 Drury Melone, 
 
 Secretary of State. 
 By H. H. Eussell, 
 
 Deputy. 
 Eecorded Book 2, | 
 Folio 408. J 
 
 ' State of California, ) 
 Department of State, j 
 
 I, Drury Melone, Secretary of State of the State of Califor- 
 nia, do hereby certify that I have compared the annexed copy 
 of Articles of Association of the Southern Pacific Branch Bail- 
 road Company with the original now t)n file in my office, and 
 that the same is a correct transcript therefrom and of fche 
 whole thereof. 
 
 
 Witness my hand and the great 
 seal of State, at office in Sacramento, 
 
 Great Seal ; 
 
 of State. ' 
 
 California, the 15th day of August, 
 
 A T\ 1 0170 
 
 
 A. D. 1873. 
 
 
 Drury Melone, 
 
 
 Secretary of State. 
 
 
 By H. H. Eussell, 
 
 
 Deputy. 
 
89 
 
 ARTICLES OF ASSOCIATION 
 
 OF THE 
 
 SOUTHERN PACIFIC BRANCH RAILROAD 
 COMPANY. 
 
 Know all men by these presents, that we, the undersigned, 
 being subscribers to the capital stock of a contemplated rail- 
 road from a point on the' Southern Pacific Railroad at or near 
 Salinas City, in Monterey County, southeasterly to a point in 
 Kern County, south of Tulare Lake, intersecting the San 
 Joaquin Valley Division of the said Southern Pacific Railroad ; 
 also from a point on the above described line at or near San 
 Miguel, in San Luis Obispo County, thence in a southerly 
 direction to a point of intersection in Los Angeles County 
 with the line of the Southern Pacific Railroad running from 
 Taheechepah Pass by way of Los Angeles to Fort Yuma ; 
 which stock so subscribed by us amounts to not less than one 
 thousand dollars per mile for each mile of said railroad, and 
 ten per cent, in cash has been actually and in good faith paid 
 thereon to E. H. Miller, Jr., one of the number who has been 
 by us appointed temporary treasurer, and being desirous of 
 forming a corporation do hereby, at a regular meeting of said 
 stockholders, held pursuant to due notice thereof in writing, 
 given by said treasurer, adopt the following : 
 
 ARTICLES OF ASSOCIATION. 
 
 Article First. We, the undersigned, do hereby form and or- 
 ganize ourselves into a corporation, under and in pursuance of 
 an act of the State of California, entitled "An Act to provide for 
 the incorporation of railroad companies and the management 
 of the affairs thereof and other matters relating thereto," ap- 
 proved May 20th, 1861, and of the several acts supplementary 
 thereto and amendatory thereof, for the purpose of purchasing, 
 constructing, owning, maintaining and operating a railroad 
 from a point on the Southern Pacific Railroad at or near 
 
90 
 
 Salinas City, in the county of Monterey, southeasterly to a 
 point in Kern County south of Tulare Lake, intersecting the 
 San Joaquin Valley Division of the said Southern Pacific Kail- 
 road ; also from a point on the above described line at or near 
 San Miguel, in San Luis Obispo County, thence in a southerly 
 direction to a point of intersection in Los Angeles County, 
 with the line of the Southern Pacific Kailroad running from 
 Taheechepah Pass by way of Los Angeles to Fort Yuma. The 
 counties into or through which the said railroad is intended to 
 pass are Monterey, San Luis Obispo, Kern, Santa Barbara 
 and Los Angeles. 
 
 Article Second. The name of the said corporation is and 
 shall be the " Southern Pacific Branch Railroad Company." 
 The time of the existence of the said company shall be fifty 
 years. And the length of the proposed railroad, as near as may 
 be, is one hundred and eighty miles for the first described 
 part, and two hundred and forty miles for the second described 
 part, being an aggregate of four hundred and twenty miles. 
 
 Article Third. The capital stock of the said corporation 
 shall be twenty millions dollars, being the actual contemplated 
 cost of constructing said railroad, together with the cost of the 
 right of way, motive power and every other appurtenance and 
 thing, for the completion and running of said road, as nearly 
 as can be estimated by competent engineers. 
 
 Said capital stock shall consist of and be divided into two 
 hundred thousand shares of one hundred dollars each. 
 
 Article Fourth. The number of directors to manage the 
 affairs of said corporation shall be five, and the names of the 
 persons chosen to act as such directors, and to hold their 
 offices, until others are duly elected, are, E. H. Miller, Jr., 
 Albert Gallatin, B. B. Redding, Benjamin R. Crocker and 
 Charles H. Cummings, all of whom are subscribers to these 
 articles of association. 
 
 In testimony whereof, we have hereunto severally subscribed 
 our names, places of residence and the number of said shares 
 of stock held by each, this 20th day of December, 1872. 
 
Ill 
 
 Names. 
 
 Residence. 
 
 No. of Shares. 
 
 Amount. 
 
 E. H. Miller, Jr 
 
 Sacramento. 
 
 Five. 
 
 Five. 
 
 Five. 
 
 Five. 
 
 Five. 
 2,085 shares. 
 2,085 
 
 Five. 
 
 Five. 
 
 Five. 
 
 $500 
 
 Albert Gallatin 
 
 500 
 
 W. R. S.Foye 
 
 500 
 
 C. H. Cummings 
 
 500 
 
 E. J. Robinson 
 
 500 
 
 Leland Stanford 
 
 208,500 
 
 2o8,500 
 
 500 
 
 500 
 
 
 Benjamin l>. Redding 
 
 K. W. Hopkins 
 
 B. R. Crocker 
 
 500 
 
 
 
 . 
 
 4,210 shares. 
 
 $421,000 
 
 State of California, ) 
 County of Sacramento, j 
 
 On this twenty-third day of December, A. D. 1872, person- 
 ally appeared before the undersigned, a notary public in and 
 for said county of Sacramento, Charles H. Cummings, E. H. 
 Miller, Jr., and Albert Gallatin, three of the directors of the 
 " Southern Pacific Branch Kailroad Company," who being by 
 me duly sworn, say, that more than one thousand dollars for 
 each and every mile of the railroad proposed and mentioned 
 in the foregoing articles of association, to wit, four hundred 
 and twenty-one thousand ($421,000) dollars have actually and 
 in good faith been subscribed to the capital stock of said com- 
 pany by the persons whose names appear subscribed to the 
 said articles of association, and that ten per cent, on the said 
 amount so subscribed, to wit, forty-two thousand one hundred 
 ($42,100) dollars have actually and in good faith been paid in 
 cash to E. H. Miller, Jr., the treasurer named and appointed 
 by said subscribers from among their number, and that the 
 said subscribers are all known to the said three directors, and 
 to each of them, to be subscribers to said articles of associa- 
 tion, and to be the persons so represented. 
 
 (Signed) E. H. Miller, Jr. 
 
 11 Albert Gallatin, 
 
 " C. H. Cummings. 
 
 Subscribed and sworn to before me, | 
 this 23d day of Dec, A. D. 1872, j 
 
 (Signed) Charles J. Torbert, 
 
 Notarial 
 Seal. 
 
 Notary Public, 
 in and for Sacramento County, 
 State of California, 
 
92 
 
 IX. 
 
 Certified copy Articles of Association, Amalgamation 
 and Consolidation of the Southern Pacific Railroad Com- 
 pany and the Southern Pacific Branch Railroad Company* 
 Endorsed Filed in the office of the Secretary of State August 
 19th, 1873. 
 
 Drury Melone, 
 
 Secretary of State. 
 By H. H. Russell, 
 Deputy. 
 
 r 
 
 State of California, ) 
 Department of State. f 
 
 I, Drury Melone, Secretary of State of the State of Califor- 
 nia, do hereby certify that I have compared the annexed copy 
 of Articles of Association, Amalgamation and Consolidation 
 of the Southern Pacific Railroad Co. with the Southern 
 Pacific Branch Railroad Co., with the original now on file in 
 my office, and that the same is a correct transcript therefrom, 
 and of the whole thereof. 
 
 Witness my hand and the great seal of State, at 
 [seal.] office, in Sacramento, California, the 19th day 
 
 of August, A. D. 1873. 
 
 Drury Melone, 
 
 Secretary of State. 
 
 By H. H. Russell, 
 Deputy. 
 
93 
 
 Articles of Association, Amalgamation and Consolidation, 
 made and executed on this the twelfth day of August, A. D. 
 1873, by and between the Southern Pacific Railroad Company, 
 of the first part, and the Southern Pacific Branch Railroad 
 Company, of the second part. 
 
 Witnesseth. That whereas the said party of the first part, 
 heretofore, to wit, on the eleventh day of October, A. D. 1870, 
 was duly incorporated and organized under the laws of the 
 State of California, by the amalgamation and consolidation of 
 the following railroad corporations, theretofore existing under 
 the laws of said State, to wit, The San Francisco & San Jose 
 Railroad Company, the Santa Clara & Pajaro Valley Railroad 
 Company, The Southern Pacific Railroad Company, and the 
 California Southern Railroad Company, pursuant to articles of 
 amalgamation and consolidation of that date, by them agreed 
 upon, which articles were subsequently amended, to wit, on 
 the eleventh day of April, A. D. 1871, by virtue of the laws of 
 said State, whereby said corporation became duly incorporated 
 and organized under the laws of said State, for the purpose of 
 purchasing, constructing, owning, maintaining and operating 
 a continuous line of railroad from the City of San Francisco, 
 in the State of California, through the City and County of San 
 Francisco, the Counties of San Mateo, Santa Clara, Monterey, 
 Fresno, Tulare, Kern, San Bernardino and San Diego, to some 
 point on the Colorado River, in the south-eastern part of the 
 State of California, a distance of seven hundred and twenty 
 miles, as near as may be. Also, a line of railroad from a point 
 at or near Tehichipa Pass, by way of Los Angeles, to the 
 Texas Pacific Railroad, at or near the Colorado River, a dis- 
 tance of three hundred and twenty-four miles, as near as may 
 be ; also, a line of railroad from the town of Gilroy, in the 
 County of Santa Clara, in said State, passing through said 
 county and the counties of Santa Cruz and Monterey, to a 
 point at or near Salinas City, in said last-named county, a dis- 
 tance of forty-five miles, as near as may be, and also such 
 branches to said lines as the Board of Directors of said cor- 
 poration may consider advantageous to said corporation, and 
 direct to be established. 
 
94 
 
 And whereas, The said party of the second part was, hereto- 
 fore, to wit, on the twenty-third day of December, A. D. 1872, 
 duly incorporated and organized under the laws of the State of 
 California, for the purpose of purchasing, constructing, owning, 
 maintaining and operating a railroad from a point on the 
 Southern Pacific Railroad (the railroad of the party of the first 
 part), at or near Salinas City, in the county of Monterey, 
 south-easterly to a point in Kern County, south of Tulare 
 Lake, intersecting the San Joaquin Valley division of the said 
 Southern Pacific Railroad ; also, from a point on the above 
 described line, at or near San Miguel, in San Luis Obispo 
 county, thence in a southerly direction to a point of inter- 
 section in Los Angeles county with the line of the said Southern 
 Pacific Railroad running from Tehichipa Pass, by way of Los 
 Angeles"to Fort Yuma, said roads passing into or through the 
 counties of Monterey, San Luis Obispo, Kern, Santa Barbara 
 and Los Angeles, and said roads, in the aggregate, being as 
 near as may be, four hundred and twenty-eight miles in length. 
 
 And ivhereas, Said parties believe a consolidation and 
 amalgamation of their capital stocks, debts, properties, assets, 
 roads, telegraphs, land and franchises will be mutually advan- 
 tageous ; 
 
 And ivhereas, More than three-fourths in value of all the 
 stockholders in interest of each of said parties have consented, 
 in writing, to such amalgamation and consolidation upon the 
 terms and conditions hereinafter set forth. 
 
 Noiv, therefore, under and by virtue of the statute of the State 
 of California, in such case made and provided, the said parties 
 do hereby mutually covenant and agree, each with the other, 
 to the following articles, to wit : 
 
 Article First. Said parties do hereby amalgamate and 
 consolidate themselves into a new corporation, under the name 
 and style of the Southern Pacific Railroad Company, which 
 new corporation shall continue in existence for the period of 
 fifty years from the date of these articles ; and they do further 
 
95 
 
 consolidate and amalgamate their several capital stocks, debts, 
 properties, assets, roads, telegraphs, lands, franchises, rights, 
 titles, privileges, claims and demands of every kind whatsoever, 
 as well in* possession as in expectancy, at law or in equity, and 
 do grant, convey and vest the same in the said new corporation, 
 as fully as the same are now severally held and enjoyed by them 
 respectively, subject, however, to all conditions, obligations, 
 stipulations, contracts, agreements, liens, mortgages, incum- 
 brances, judgments, claims and charges thereon or in anywise 
 affecting the same or any part thereof. 
 
 Article Second. The object and purpose of said new cor- 
 poration shall be to purchase, construct, own, maintain and 
 operate the several lines of railroad hereinbefore described, 
 to wit : a line of railroad from the city of San Francisco, in the 
 State of California, through the city and county of San Fran- 
 cisco, the counties of San Mateo, Santa Clara, Monterey, 
 Fresno, Tulare, Kern, San Bernardino and San Diego to some 
 point on the Colorado River in the southeastern part of the 
 State of California, a distance of seven hundred and twenty 
 miles, as near as may be ; also a line of railroad from a point 
 at or near Tehichipa Pass, by way of Los Angeles to the Texas 
 Pacific Railroad, at or near the Colorado River, passing through 
 the counties of Los Angeles, San Bernardino and San Diego, a 
 distance of three hundred and twenty-four miles, as near as 
 may be ; also a line of railroad from the town of Gilroy, in the 
 county of Santa Clara, in said State, passing through said 
 county and the counties of Santa Cruz and Monterey to a point 
 at or near Salinas City, in said last named county, a distance of 
 forty-five miles, as near as may be ; also a line of railroad from 
 a point on the line thirdly above described at or near Salinas 
 City, in the county of Monterey, southeasterly through said 
 county and into Kern county to a point south of Tulare Lake, 
 in said last named county, intersecting at said point the line of 
 railroad first above described, a distance of one hundred and 
 eighty miles, as near as may be ; also a line of railroad from a 
 point on the last above described line, at or near San Miguel, 
 in the county of San Luis Obispo, thence in a southerly direc- 
 tion through said county, the county of Santa Barbara and into 
 
96 
 
 the county of Los Angeles to a point of intersection with the 
 line of railroad secondly above described, to wit : the line from 
 Tehichipa Pass by way of Los Angeles to the Texas Pacific 
 Railroad at or near the Colorado River, a distance of Jwo hun- 
 dred and forty miles, as near as may be, making in all fifteen 
 hundred and nine miles, as near as may be, and such branches 
 to said lines as the Board of Directors of said new corporation 
 may hereafter from time to time establish. 
 
 Article Third. The Board of Directors of said new cor- 
 poration shall consist of seven persons, and the following named 
 persons shall act as such directors until their successors shall 
 have been duly elected pursuant to the by-laws of said new 
 corporation hereafter to be adopted, viz. : C. P. Huntington, 
 D. D. Colton, Robert Robinson, Charles Mayne, S. T. Gage, E. 
 H. Miller, Jr., and J. L. Willcutt. 
 
 Article Fourth. The capital stock of said new corporation 
 shall be ninety million dollars, divided into nine hundred thous- 
 and shares of one hundred dollars each, that sum being the 
 contemplated actual cost of said railroads, including telegraph 
 lines, rolling stock, motive power, shops, depots, etc. 
 
 Article Fifth. Each stockholder of each of said parties 
 shall have the same number of shares of the capital stock of the 
 new corporation which he now owns and holds of the capital 
 stock of his respective company, upon the same terms and con- 
 ditions, aud shall be entitled to receive from said new corpora- 
 tion certificates therefor, where the same has been fully paid 
 up, upon the surrender of the certificates now held by him, and 
 where the same has not been fully paid up, he shall receive 
 such other evidence of his ownership as the Board of Directors 
 of said new corporation shall direct, upon the surrender of such 
 evidence of his ownership of such unpaid stock as he may now 
 hold. 
 
 Article Sixth. And the said several parties of the first and 
 second parts, each for itself, hereby sells, assigns, transfers, 
 grants, bargains, releases and conveys to the said new and con- 
 solidated company and corporation, its successors and assigns 
 
97 
 
 forever, all its property, real, personal and mixed of every kind 
 and description, all its capital stock, all its interest in the shares 
 of its capital stock subscribed but not fully paid for; all credits, 
 effects, judgments, decrees, contracts, agreements, claims, dues 
 and demands of every kind and description, and all rights, 
 privileges and franchises, corporate and otherwise, held, owned, 
 or claimed by said parties of the first and second parts, or 
 either of them, in possession or expectancy, either at law or in 
 equity, subject, however, to all conditions, obligations, stipula- 
 tions, contracts, agreements, liens, mortgages, incumbrances, 
 claims and charges thereon, or in anywise affecting the same. 
 
 Article Seventh. The said new and consolidated company 
 and corporation is to be liable for, and shall fulfill, perform, 
 do and pay all and each of the contracts and agreements, 
 covenants, duties, obligations, liabilities, debts, dues and de- 
 mands of the said several parties of the first and second parts ; 
 but this amalgamation and consolidation shall not in any way 
 relieve the said parties of the first and second parts, or the 
 stockholders thereof, from any and all just liabilities. 
 
 In testimony whereof, the said party of the first part has 
 caused this instrument to be signed by its vice-president (the 
 president being absent) and its secretary, and its corporate 
 seal to be thereunto affixed, and the said party of the second 
 part has caused this instrument to be signed by its president 
 and secretary, and its corporate seal thereunto affixed, in pur- 
 suance of orders and resolutions of their several Boards of Di- 
 rectors, made on the twelfth day of August, 1873. 
 
 SOUTHERN PACIFIC RAILROAD COMPANY. 
 
 (Signed) By David D. Colton, 
 
 rr * o i n Vice-President. 
 
 [Corporate Seal.] , a . ,. T T _ 
 
 L r (Signed) J. L. Wilcutt, 
 
 Secretary. 
 
 SOUTHERN PACIFIC BRANCH RAILROAD COMPANY. 
 
 By B. R. Crocker, 
 ~ , President. 
 
 Lbea J By E. H. Miller, Jr., 
 
 Secretary. 
 
98 
 
 We, the undersigned, being the holders of stock to the 
 extent of more than three-fourths of the value of all stock- 
 holders in interest of the said Southern Pacific Railroad 
 Company, party of the first part, to the foregoing new articles 
 of association, amalgamating and consolidating the said parties 
 of the first and second parts, hereby consent to such amalga- 
 mation and consolidation and to the said new articles of asso- 
 ciation, this twelfth day of August, A. D. 1873. 
 (Signed) Leland Stanford, 
 
 Contract and Finance Co., 
 Per W. E. Brown, Secretary. 
 Mark Hopkins, 
 Robert Robinson, 
 S. T. Gage, 
 Chas. Mayne, 
 David D. Colton, 
 J. L. Willcutt, 
 E. H. Miller, Jr. 
 
 We, the undersigned, being the holders of stock to the extent 
 of more than three-fourths of the value of all stockholders in 
 interest of the said Southern Pacific Branch Railroad Company, 
 party of the second part to the foregoing new articles of asso- 
 ciation, amalgamating and consolidating the said parties of the 
 first and second parts, hereby consent to such amalgamation 
 and consolidation and to the said new articles of association, 
 this twelfth day of August, A. D. 1873. 
 
 (Signed) Leland Stanford, 
 
 E. H. Miller, Jr., 
 Albert Gallatin, 
 Mark Hopkins, 
 E. W. Hopkins, 
 
 C. H. CUMMLNGS, 
 
 B. R. Crocker. 
 
99 
 
 Y. 
 
 Articles op Incorporation 
 
 LOS ANGELES & SAN PEDRO RAILROAD COMPANY. 
 
 State of California, 
 
 Department of State 
 
 .! 
 
 ; U. S. Int. Rev. : 
 : Stamp, 5 cents. : 
 
 I, H. L. Nichols, Secretary of State of the State of Califor- 
 nia, do hereby certify that the annexed is a true, full and cor- 
 rect copy of certificate of incorporation of the Los Angeles & 
 San Pedro Railroad Company, now on file in my office. 
 
 Witness my hand and the great seal of 
 State, at office in Sacramento, Cali- 
 fornia, the ninth day of April, A. D. 
 1868. 
 
 SKAL 09 THE 
 
 State of 
 California. 
 
 H. L. Nichols, 
 
 Secretary of State. 
 By Lew B. Harris, 
 
 Deputy. 
 
100 
 
 We, the undersigned, do hereby form ourselves into an asso- 
 ciation for the purpose of constructing and maintaining a rail- 
 road from the city of Los Angeles, in the county of Los Angeles, 
 State of California, to the bay of San Pedro, its vicinity, and of 
 constructing or purchasing at said bay all necessary wharves 
 and lighters for the use of said road, which said road, as near 
 as can be estimated, will be in length twenty-five miles, and we 
 the undersigned do hereby severally subscribe to the stock of 
 said road, the amounts set opposite to our names, as follows : 
 
 John G. Downey, twenty-five hundred dollars in United 
 States gold coin. 
 
 John King, twenty-five hundred dollars in United States 
 gold coin. 
 
 John S. Griffin, twenty-five hundred dollars in United States 
 gold coin. 
 
 J. A. Sanchez, twenty-five hundred dollars in United States 
 gold coin. 
 
 P. Beaudry, twenty-five hundred dollars in United States 
 gold coin. 
 
 D. W. Alexander, twenty- five hundred dollars in United 
 States gold coin. 
 
 Jas. Huber, Jr., twenty-five hundred dollars in United States 
 gold coin. 
 
 S. Lazard, twenty-five hundred dollars in United States 
 gold coin. 
 
 J. A. Hay ward, twenty-five hundred dollars in United States 
 gold coin. 
 
 Herman W. Hellman, twenty-five hundred dollars in United 
 States gold coin. 
 
 M. Keller, twenty-five hundred dollars in United States gold 
 coin. 
 
 Stephen H. Mott, twenty-five hundred dollars in United 
 States gold coin. 
 
 O. W. Childs, twenty-five hundred dollars in United States 
 gold coin. 
 
 dollars in United States gold coin. 
 
 dollars in United States gold coin. 
 
101 
 
 And we, the undersigned, do hereby appoint Prudent Beaudry 
 as the treasurer of this association. 
 
 Given under our hands and seals this 29th day of November, 
 A. D. 1867. 
 
 John G. Downey. [seal.] 
 
 John S. Griffin, [seal.] 
 
 P. Beaudry, [seal.] 
 
 Joseph Htjber, Jr., [seal.] 
 
 F. W. Gibson, [seal.] 
 
 F. P. F. Pimple, ' [seal.] 
 
 D. E, Howard, [seal.] 
 
 Herman W. Hellman, [seal.] 
 
 John King, [seal.; 
 
 J. A. Sanchez, [seal.] 
 
 D. Alexander, [seal.] 
 
 S. Lazard, [seal.] 
 
 J. 0. Leunseuain [seal.] 
 
 B. D. Wilson, [seal.] 
 
 J. A. Hayward, [seal.] 
 
 Mathew Keller. [seal.] 
 
 Receipt of the treasurer of the Los Angeles & San Pedro 
 Railroad Company. 
 
 I, Prudent Beaudry, treasurer of said company, as appears 
 from the paper hereto attached, do hereby certify and acknowl- 
 edge that I have, as treasurer of said company, received from 
 the several stockholders in said company the several amounts 
 set opposite their names as follows : 
 
 O. W. Childs, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 John King, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 John 8. Griffin, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 P. Beaudry, two hundred and fifty dollars in U. S. gold 
 coin. 
 
102 
 
 D. W. Alexander, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 Joseph Huber, Jr., two hundred and fifty dollars in TJ. S. 
 gold coin. 
 
 S. A. Lazard, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 Mathew Keller, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 H. W. Hellman, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 S. H. Mott, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 J. G. Downey, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 J. A. Hayward, two hundred and fifty dollars in U. S. gold 
 coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 in U. S. gold coin. 
 
 Given under my hand this 12th day of February, A. D. 1868. 
 
 P. Beaudry, 
 
 {Int. Rev 1 Treasurer of the Los Angeles & 
 
 Canceled, \ San Pedro Eailroad Com- 
 
 pany. 
 
103 
 
 Articles of Association of the " Los Angeles & San Pedro 
 Railroad Company." 
 
 At a general meeting of the stockholders of the Los Angeles 
 & San Pedro Railroad Company, held at the city of Los An- 
 geles, State of California, on this 12th day of February, A. D. 
 1868. 
 
 Present The members and stockholders of said company, 
 as follows : 
 
 John G. Downey, John King, John S. Griffin, 
 
 P. Boaudry, D. W. Alexander, Joseph Huber, Jr., 
 
 S. Lazard, J. A. Hayward H. W. Hellman. 
 
 Matthew Keller, S. H. D. Mott. 
 
 And on the production of the company treasurer's receipt 
 hereto attached for the sum of twenty-five hundred dollars 
 and fifty cents in United States gold coin, the same being in 
 excess of the ten per cent, in cash of the amount required by 
 law to be actually paid on our subscriptions to the capital 
 stock of said railroad company ; we the undersigned hereby 
 waiving the five days' notice of this meeting from the said com- 
 pany treasurer, as provided by law, do hereby make and adopt 
 the following articles of association : 
 
 'n 
 
 Article I. The corporate name of this association is, and 
 shall be, " The Los Angeles & San Pedro Railroad Company." 
 
 x^rticle II. The amount of the capital stock of this corpora- 
 tion is, and shall be, the sum of five hundred thousand ($500,000) 
 dollars in United States gold coin, and the same shall be 
 divided into shares of one hundred dollars each, of like gold 
 coin of the United States ; which said sum of five hundred 
 thousand dollars in United States gold coin is the actual con- 
 templated cost of constructing said railroad from the city of 
 Los Angeles, in the county of Los Angeles, State of California, 
 to the Bay of San Pedro, in said county, together with the cost 
 of right of way, motive power and construction or purchase of 
 wharf and lighters at the bay of San Pedro, and for every other 
 
104 
 
 appurtenance and thing, as nearly as can be estimated by com- 
 petent engineers. 
 
 Article III. The number of directors who are to manage the 
 affairs of said railroad company, until others are elected at the 
 first company meeting hereafter held, as shall be provided by 
 the " By-Laws " of this company, shall be five, and their names 
 are as follows : 
 
 John G. Downey, D. W. Alexander, J. S. Griffin. 
 
 John King, Matthew Keller, 
 
 Article IV. The Los Angeles & San Pedro Kailroad Com- 
 pany is to extend from the city of Los Angeles, in the county of 
 Los Angeles, State of California, to a point on or near the bay 
 of San Pedro, in said county, and the length of said road is to 
 be, as near as may be, the distance of twenty-five miles. 
 
 Article V. The principal place of business of said corpora- 
 tion is intended to be, and shall be, at the city of Los Angeles, 
 in the county of Los Angeles, State of California. 
 
 Article VI. This corporation shall continue for the period 
 of 49 years from the 12th day of February, A. D. 1868. 
 
 We, the subscribers, in testimony of the above and in pursuance 
 of law, do hereunto personally and severally subscribe bur 
 names, with our several places of residence and the several 
 shares of stock taken by us in said company set opposite to 
 our names. 
 
 D. W. Alexander, of Los Angeles, twenty-five (25) shares, 
 
 John S. Griffin, of Los Angeles, twenty-five (25) shares. 
 
 Joseph Huber, Jr., of Los Angeles, twenty-five (25) shares. 
 
 John G. Downey, of twenty-five (25) shares. 
 
 John King, of Los Angeles, twenty-five (25) shares. 
 
 O. W. Childs, of Los Angeles, twenty-five *(25) shares. 
 
 Herman W. Hellman, of Los Angeles, twenty-five (25) shares. 
 
 P. Beaudry, of Los Angeles, twenty -five (25) shares. 
 
 S. Lazard, of Los Angeles, twenty-five (25) shares. 
 
 Jas. A. Hayward, of Los Angeles, twenty-five (25) shares. 
 
 Matthew Keller, of Los Angeles, twenty-five (25) shares. 
 
105 
 
 Stephen H. Mott, of Los Angeles, twenty-five (25) shares, 
 
 of shares, 
 
 of shares, 
 
 of shares, 
 
 of shares, 
 
 of shares, 
 
 of shares, 
 
 of shares. 
 
 State of California, ) gg . 
 County of Los Angeles, j 
 
 This day, John G. Downey, Matthew Keller and John King, 
 parties whose names are signed to the foregoing articles of 
 association and to me well known, personally appeared before 
 the undersigned at the said county, and being duly sworn on 
 oath, say, each for himself and not for the other, that the said 
 sum of twenty-five hundred and /^ dollars in U. S. gold coin, 
 of the stock of the Los Angeles & San Pedro Railroad Com- 
 pany has been subscribed, and that ten per cent, in cash 
 thereon, in like gold coiu, has actually and in good faith been 
 paid over to the treasurer of said company, and that the sub- 
 scribers to said articles are all known by said affiants to be 
 subscribers thereto, and to be the persons so represented, 
 and that said affiants are directors in said company. 
 
 nt. Ilev. Stamp, ) 
 
 5 cents, > 
 
 canceled. ) 
 
 \ 
 
 Given under my hand, this 12th day of February, A. D. 
 
 1868. 
 
 Matthew Keller, 
 
 John King, 
 John G, Downey. 
 Sworn and subscribed to before me, j 
 this 12th day of February, 1868, J 
 
 [seal.] Geo. J. Clark, 
 
 Notary Public. 
 
 (Endorsed.) Los Angeles & San Pedro Railroad Company, 
 Articles of Incorporation. Filed in the office of the sec- 
 retary of State, February 18th, 1868, H. L. Nichols, Sec. 
 of State, by Lew B. Harris, Dep. 
 
 !5 cent 
 Int. Rev. Stamp, 
 canceled. 
 
106 
 
 XI. 
 
 Certified copy Articles of Association, Amalgamation and 
 Consolidation of the Southern Pacific Railroad Company 
 and the Los Angeles & San Pedro Railroad Company. 
 
 Endorsed Filed in the office of the Secretary of State, Dec. 
 18th, 1874. 
 
 Drury Melone, 
 
 Secretary of State. 
 
 By N. E. White. 
 
 State of California, ) 
 Department ol State. ) 
 
 I, Drury Melone, Secretary of State of the State of Califor- 
 nia, do hereby certify that I have compared the annexed copy 
 of Articles of Association, Amalgamation and Consolidation, 
 with the original now on file in my office, and that the same is 
 a correct transcript therefrom, and of the whole thereof. 
 
 Witness my hand and the great seal of State, at 
 office, in Sacramento, California, the 18th day 
 of December, A. D. 1874. 
 [seal.] Drury Melone, 
 
 Secretary of State. 
 By N. E. White, 
 
 Deputy. 
 
 Articles of Association. Amalgamation and Consolidation, 
 made and executed this 17th day of December, A. D. 1874, by 
 and between the Southern Pacific Railroad Company, of the 
 first part, and the Los Angeles and San Pedro Railroad Com- 
 pany, party of the second part : Witnesseth, that whereas, the 
 said party of the first part, heretofore, to wit on the 19th 
 day of August, A D. 1873, was duly incorporated and organ- 
 ized under the law of the State of California, by the amalga- 
 mation and consolidation of the following railroad corporations, 
 theretofore existing under laws of said state, to wit : The San 
 Francisco <fe San Jose Railroad Company, the Santa Clara 
 
107 
 
 & Pajaro Eailroad Company, the Southern Pacific Kailroad 
 Company, the California Southern Eailroad Company, and the 
 Southern Pacific Branch Railroad Company, all of said rail- 
 road companies being incorporated and duly organized under 
 the laws of the State of California, prior to the 31st day of 
 December, A. D. 1872, pursuant to articles of amalgamation 
 and consolidation of that date by them agreed upon, which, by 
 virtue of the law of said State, entitled " an Act to provide for 
 the Incorporation of Eailroad Companies and the Management 
 of the affairs thereof, and other matters relating thereto," ap- 
 proved May 20th, 1861, whereby said corporation became duly 
 incorporated and organized under the laws of said state for 
 the purposes of purchasing, constructing, owning, maintaining 
 and operating continuous lines of railroad from the city and 
 county of San Francisco, in the State of California, through the 
 city and county of San Francisco, the counties of San Mateo, 
 Santa Clara, Monterey, Fresno, Tulare, Kern, San Bernardino 
 and San Diego, to some point on the Colorado River, in the 
 southeastern part of the State of California, a distance of six 
 hundred and thirty-five and fW miles, as near as may be ; also 
 a line of railroad from a point at or near Tehachapa Pass, by 
 way of Los Angeles, to the Texas Pacific Eailroad, at or near 
 the Colorado Eiver, a distance of three hundred and fifty-six 
 and T J, T miles, as near as may be; also a line of railroad from 
 the town of Gilroy, in the county of Santa Clara, in said state, 
 passing through said county, and the counties of Santa Cruz 
 and Monterey, to a point at or near Salinas City, in said last 
 named county, a distance of thirty-five and ^ miles, as near 
 as may be, and also such branches to said lines as the Board 
 of Directors of said corporation may consider advantageous 
 to said corporation and direct to be established ; and also from 
 a point on said road aforesaid, at or near Salinas City, in the 
 county of Monterey, southerly to a point in Kern county, 
 south of Tulare Lake, intersecting the San Joaquin division of 
 the said Southern Pacific Eailroad ; also from a point on the 
 above described line, at or near San Miguel, in San Luis 
 Obispo county ; thence in a southerly direction to a point of 
 intersection in Los Angeles county, with the line of the said 
 Southern Pacific Eailroad, running from Tehachapa Pass, by 
 
108 
 
 way of Los Angeles to Fort Yuma; said roads passing into 
 or through the counties of Monterey, San Luis Obispo, Kern, 
 Santa Barbara, and Los Angeles ; and said roads, in the ag- 
 gregate, being as near as may be, four hundred and two (402) 
 miles in length. 
 
 And tohereas, the said party of the second part was hereto- 
 fore, to wit, on the 18th day of February, A. D. 1868, duly 
 incorporated and organized under the laws of the State of 
 California, for the purpose of constructing, owning and main- 
 taining and operating a railroad from a point in the city of 
 Los Angeles, in the county of Los Angeles, State of California, 
 to a point on or near the Bay of San Pedro, in said county, a 
 distance of twenty and /,, miles. 
 
 And whereas, said parties Tbelieve a consolidation and amal- 
 gamation of their capital stock, debts, properties, assets, roads, 
 telegraphs, lands and franchises will be mutually advantageous ; 
 
 And whereas, more than three-fourths in value of the stock- 
 holders in interest of each of said parties, have consented in 
 writing to such amalgamation and consolidation upon the 
 terms and conditions hereinafter set forth ; 
 
 And whereas, all of the railroad corporations included in the 
 several consolidations were duly incorporated prior to the 31st 
 day of December, A. D. 1872. 
 
 Noiv, therefore, under and by virtue of the fortieth section of 
 a law of the State of California, entitled " An Act to provide 
 for the incorporation of railroad companies, and the manage- 
 ment of the affairs thereof, and other matters relating thereto," 
 approved May 20th, 1861, and the several amendments thereto, 
 the said parties do hereby mutually covenant and agree, each 
 with the other, to the following articles, to wit : 
 
 Article First. Said parties do hereby amalgamate and 
 consolidate themselves into a new corporation under the name 
 and style of the Southern Pacific Railroad Company, which 
 
109 
 
 new corporation shall continue in existence for the period of 
 fifty years from the date of these articles ; and they do further 
 consolidate and amalgamate their several capital stocks, debts, 
 properties, assets, roads, telegraphs, lands, franchises, rights, 
 titles, privilege?, claims and demands of every kind whatsoever, 
 as well in possession as in expectancy, at law or in equity, and 
 do grant, convey and vest the same in the said new corpora- 
 tion, as fully as the same are now severally held and enjoyed 
 by them respectively, subject, however, to all conditions, ob- 
 ligations, stipulations, contracts, agreements, liens, mortgages, 
 incumbrances, judgments, claims and charges thereon or in 
 anywise affecting the same or any part thereof. 
 
 Article Second. The object and purpose of said new cor- 
 poration shall be to purchase, construct, own, maintain and 
 operate the several lines of railroad hereinbefore described, to 
 wit : Continuous lines of railroad from the city and county of 
 San Francisco, in the State of California, through the city and 
 county of San Francisco, the counties of San Mateo, Santa 
 Clara, Monterey, Fresno, Tulare, Kern, San Bernardino and 
 San Diego, to some point on the Colorado River, in the south- 
 eastern part of the State of California, a distance of six hun- 
 dred and thirty-five and , 8 7 () miles, as near as may be ; also a 
 line of railroad from a point at or near Tehachapa Pass* by 
 way of Los Angeles, to the Texas Pacific Railroad, at or near 
 the Colorado River, a distance of three hundred and fifty-six 
 and t f f miles, as near as may be ; also a line of railroad from 
 the town of Gilroy, in the county of Santa Clara, in said State, 
 passing through said county, and the Counties of Santa Cruz 
 and Monterey, to a point at or near Salinas City, in said last 
 named county, a distance of thirty-five and -fa miles, as near 
 as may be, and also such branches to] said lines as the Board 
 of Directors of said corporation may consider advantageous to 
 said corporation, and direct to be established. And also from 
 a point on said road aforesaid, at or near Salinas city, in the 
 county of Monterey, southerly to a point in Kern county, south 
 of Tulare Lake, intersecting the San Joaquin Division of the 
 said Southern Pacific Railroad ; also from a point on the 
 above described line, at or near San Miguel, in San Luis 
 
 
110 
 
 Obispo county ; thence in a southerly direction to a point oi' 
 intersection in Los Angeles county, with the line of the said 
 Southern Pacific Railroad, running from Tehachapa Pass by 
 way of Los Angeles to Fort Yuma ; said roads passing into or 
 through the counties of Monterey, San Luis Obispo, Kern, 
 Santa Barbara and Los Angeles, and said roads, in the ag- 
 gregate, being as near as may be, four hundred and two miles 
 in length ; also from a point in the city of Los Angeles, in the 
 county of Los Angeles, State of California, to a point on or 
 near the Bay of San Pedro, in said county, a distance of 
 twenty and one-half miles. The aggregate length of all of 
 said railroads being one thousand four hundred and forty - 
 nine and fifty-four one hundredths miles. 
 
 Article Third. The Board of Directors of said new cor- 
 poration shall consist of seven persons, and the following 
 named persons shall act as such Directors until their succes- 
 sors shall have been duly elected pursuant to the by-laws of 
 said new corporation hereafter to be adopted, viz. : Charles 
 Crocker, David D. Colton, E. H. Miller, Jr., Robert Robinson, 
 Nicholas T. Smith, Stephen T. Gage and Joseph L. Willcutt, 
 
 Article Fourth. The capital stock of said new corpora- 
 tion shall be ninety millions of dollars, divided into nine hun- 
 dred thousand shares of one hundred dollars each, that sum 
 being the contemplated actual cost of said railroads, including 
 telegraph lines, rolling stock, motive power, shops, depots, <fec. 
 
 Article Fifth. Each stockholder of each of said parties 
 shall have the same number of shares of the capital stock of 
 the new corporation which he now owns and holds of the 
 capital stock of his respective company, upon the same terms 
 and conditions, and shall be entitled to receive from said new 
 corporation certificates therefor, where the same has been 
 fully paid up, upon the surrender of the certificates now held 
 by him, and where the same has not been fully paid up, he 
 shall receive such other evidence of his ownership as the Board 
 
Ill 
 
 of Directors of said new corporation shall direct, upon the 
 surrender of such evidence of his ownership of such unpaid 
 stock as he may now hold. 
 
 Akticle Sixth. And the said several parties of the first 
 and second parts, each for itself, hereby sells, assigns, transfers, 
 grants, bargains, releases and conveys to the said new and con- 
 solidated company and corporation, its successors and assigns 
 forever, all its property, real, personal and mixed, of every 
 kind and description ; all its capital stock, all its interest in the 
 shares of its capital stock subscribed, but not fully paid up ; 
 all credits, effects, judgments, decrees, contracts, agreements, 
 claims, dues and demands of every kind and description, and 
 all rights, privileges and franchises, corporate and otherwise, 
 held, owned or claimed by said parties of the first and second 
 parts or either of them, in possession or expectancy, either at 
 law or in equity, subject, however, to all conditions, obligations, 
 stipulations, contracts, agreements, liens, mortgages, incum- 
 brances, claims and charges thereon, or in anywise affecting 
 the same. 
 
 Article Seventh. The said new and consolidated com- 
 pany and corporation is to be liable for, and shall fulfill, per- 
 form, do and pay all and each of the contracts and agreements, 
 covenants, duties, obligations, liabilities, debts, dues and de- 
 mands of the said several parties of the first and second parts, 
 but this amalgamation and consolidation shall not, in any way, 
 relieve the said parties of the first and second parts, or the 
 stockholders thereof, from any and all just liabilities. 
 
 In testimony whereof, the said party of the first 
 part has caused this instrument to be signed by 
 its President and Secretary, and its corporate 
 seal to be hereunto affixed ; and the said party 
 of the second part has caused this instrument to 
 be signed by its President and Secretary, and its 
 Corporate Seal hereunto affixed, in pursuance of 
 orders and resolutions of their several Boards of 
 
112 
 
 Directors, made on the seventeenth day of De- 
 cember, A. D. 1874. 
 
 Seal 
 
 Southern Pacific 
 
 R. R. Co. 
 
 SOUTHEEN PACIFIC EAILEOAD 
 
 COMPANY, 
 By CHAELES CEOCKEE, 
 
 President. 
 
 J. L. WILLCUTT, 
 
 Secretary. 
 
 . LOS ANGELES AND SAN PEDEO 
 
 in^nlip, : EAILEOAD COMPANY, 
 
 Los Angeles ; ^ LEJjAND STANF0 RD, 
 
 San Pedro : President. 
 
 . . R :. R . Co . . . : J. L. WILLCUTT, 
 
 Secretary. 
 
 We, the undersigned, being the holders of stock to the ex- 
 tent of more than three-fourths of the value of all stockholders 
 in interest of the said Southern Pacific Eailroad Company, 
 party of the first part to the aforegoing new articles of associ- 
 ation, amalgamating and consolidating the said parties of the 
 first and second parts, hereby consent to such amalgamation 
 and consolidation, and to the said new articles of association, 
 this seventeenth day of December, A. D. 1874. 
 
 CHAELES CEOCKEE, 
 S. T. GAGE, 
 N. T. SMITH, 
 DAYID D. COLTON, 
 E. H. MILLEE, Jr., 
 J. L. WILLCUTT, 
 EOBEET EOBINSON, 
 MAEK HOPKINS, 
 LELAND STANFOBD, 
 C. P. HUNTINGTON, 
 By MAEK HOPKINS, 
 
 Attorney in Fact. 
 CONTEACT AND FINANCE CO., 
 By JNO. MILLEE, 
 
 Secretary. 
 
113 
 
 We, the undersigned, being the holders of stock to the extent 
 of more than three-fourths of the value of all stockholders in in- 
 terest of the said Los Angeles & San Pedro Kailroad Company, 
 party of the second part, to the foregoing new articles of associ- 
 ation, amalgamating and consolidating the said parties of the 
 first and second parts, hereby consent to such amalgamation 
 and consolidation, and to the said new articles of association, 
 this seventeenth day of December, A. D. 1874. 
 
 LELAND STANFORD, 
 CHARLES CROCKER, 
 DAVID D. COLTON, 
 MARK HOPKINS, 
 C. P. HUNTINGTON, 
 By MARK HOPKINS, 
 
 Attorney in Fact. 
 ROBERT ROBINSON, 
 J. L. WILLCUTT, 
 CONTRACT AND FINANCE CO., 
 By JNO. MILLER, 
 
 Secretary.