JAMES C. SPENCER, Referee in the above-entitled action, respectfully reports as follows:

Whereas, upon the amended summons and an amended complaint, duly filed in the above entitled action, on or about the 26th day of May, 1875, a copy of which appears in the Appendix attached to this report (being No. 22 of "Exhibit L.," and on the 187th page thereof), an order was entered in said action on the said 26th day of May, 1875, whereby Hon. Hugh J. Jewett was duly appointed Receiver of all and singular the property and franchises of "The Erie Railway Company," one of the defendants in said action, being the same property and franchises described in the said amended complaint, and all and singular the appurtenances in any wise thereunto appertaining, with power and authority in the premises, fully set forth in said order, a copy of which appears in said Appendix, marked

as "Exhibit A," on the second page thereof, and to which reference is hereby made.

And whereas, The Farmers' Loan and Trust Company, one of the defendants in said action, appeared and filed an answer therein on or about the 9th day of June, 1875, a copy of which appears in said Appendix (being No. 23 of "Exhibit L," on the 196th page thereof), and upon said lastnamed day an order was entered in said action, whereby said Receivership was extended to certain mortgages executed by the said "The Erie Railway Company" to the said defendant "The Farmers' Loan and Trust Company," as trustee, and which are fully described in the said answer of the said "The Farmers' Loan and Trust Company"; and said Hugh J. Jewett was thereby duly appointed Receiver under said mortgages, in the same manner and with the same effect, and to all intents and purposes, as though he had been appointed such Receiver, in the first instance, in an independent action brought by the said "The Farmers' Loan and Trust Company," as trustee, to foreclose said mortgages, a copy of which lastmentioned order appears in the said Appendix, and marked as Exhibit B," on the 4th page thereof, to which reference is hereby made.

And whereas, Dorman B. Eaton, another of the defendants in said action, appeared and filed an answer therein, on or about the 15th day of June, 1875, a copy of which appears in said Appendix (being No. 24 of "Exhibit L,” on the 199th page thereof), and upon said last named day an order was entered in said action, whereby the said Receivership was extended to and over the mortgages, mortgaged property, rights, income and franchises set forth and described in the said answer of said defendant Dorman B. Eaton, and the said Hugh J. Jewett was appointed Receiver, under the said mortgages, and for the property, rights and franchises described therein, with such power and authority as is set forth in said last named order, a copy of which appears in said Appendix, marked as "Exhibit C," and on the 5th page thereof, to which reference is hereby made.

And whereas, on the application of the said defendant "The Farmers'

Loan and Trust Company" made in this action, leave was granted to said last named company to institute and prosecute an independent action for a foreclosure of the mortgages described in its said answer, and on or about the 15th day of June, 1875, the said last named company filed its complaint in an action for that purpose in this Court (a copy of which appears in said Appendix being No. 25 of "Exhibit L," and on the 203d page thereof), and upon said last named day an order was entered in said action so commenced by "The Farmers' Loan and Trust Company," by the terms of which, among other things, the said Hugh J. Jewett was appointed Receiver in that action, with such power and authority as is set forth in said last mentioned order, a copy of which appears in said Appendix (being No. 2 of "Exhibit L,” and on the 65th page thereof), and to which reference is hereby made; and by the terms of Section 6 of said last mentioned order, the undersigned was appointed as a Referee, to examine, adjust, allow, and pass the accounts, vouchers, acts and doings of said Receiver, from time to time, as therein specifically set forth and described.

And whereas, on or about the 15th day of June, 1875, J. C. Bancroft Davis, one of the defendants in this action, commenced an action as trustee against The Erie Railway Company, and others, to forclose the mortgages described in the answer of the said defendant Dorman B. Eaton as the 5th and supplemental mortgages, and on the said 15th day of June, 1875, on the verified complaint filed in said last-mentioned action, a copy of which appears in said Appendix (being No. 29 of "Exhibit L," and on the 216th page thereof), an order was entered in said lastmentioned action, in all respects similar (except in the names of the parties to said action, and the description of the property to which the said Receivership was extended) to the order heretofore described as entered on the same day in the said action, commenced by "The Farmers' Loan and Trust Company," and in like manner, and with like powers, the said Hugh J. Jewett was thereby appointed Receiver, and the undersigned was appointed as Referee in said action so commenced by the said J. C.

Bancroft Davis (a copy of said order appears in said Appendix, being No. 30 of "Exhibit L," on page 224 of same).

And whereas, the said Hugh J. Jewett duly entered upon his duties as such Receiver in the said three actions, and the undersigned entered upon his duties as such Referee under the said respective orders, entered on the said 15th day of June, 1875, and continued therein to and until the 31st day of December, 1875, when an order was entered, entitled in this action, and also in the said action brought by The Farmers' Loan and Trust Company, and also in said action brought by J. C. Bancroft Davis, whereby I, the undersigned, was appointed a Referee to examine into the facts affecting, and to report to this Court the form of a suitable order to be entered concerning the accounts and doings of Hugh J. Jewett, as Receiver in this action, so far as I had not already examined and reported on the same in my examinations in the said foreclosure suits, and the said order further provided that such order to be by me reported to this Court, "be in such form as to cover the question of the final accounting and discharge of the Receiver, and the release of his bondsmen, in the first above-entitled suit (meaning this action), it being understood that the same is about to be discontinued," a copy of which last-described order appears in said Appendix (being No. 32 of "Exhibit L," and on page 227 of the same), and to which reference is hereby made.

And whereas, the undersigned entered upon his duties as Referee under the said last mentioned order, and continued the same from time to time, in connection with the performance of his duties as Referee, in the accountings of the said Receiver under the said respective orders of June 15, 1875, heretofore mentioned, to and until the 14th day of November, 1877, when a report was made by me to this Court under the said order, that was entered in said three actions on the 31st day of December, 1875, under the following circumstances: In the proceedings before me under the last mentioned order, all the parties to said actions had appeared except the plaintiff in this action, and said report was made by me, in