trolled by his seniority rights. His eligibility would be determined primarily by rules and regulation governing the employment of persons in the character of work offered the employee. The character of employment offered need not necessarily be of the same character previously performed, nor necessarily on the division or operating unit on which the employee had accumulated his seniority. The applicants' suggestion that an employee might lease or buy a home after notice of an abandonment is without foundation. The applicable condition provides, in effect, that the fair value of the home shall be determined as of a date sufficiently prior to the date of the filing of the application to be unaffected thereby. That provision necessarily presupposes that the employee had purchased a home at least not later than the date of the filing of the application. In our judgment it is within the power of the carriers to hold to a minimum any costs which they might be called upon to assume because of the effects of abandonments upon their employees. Because we recognized that it was impossible to prescribe conditions which would permit exact justice in each instance of displaced or dismissed employees, and effects on home investments of employees, we prescribed methods or machinery whereby the carriers and their employees can amicably adjust any difficulties which may arise. In our opinion these arbitration provisions are sufficient to permit equitable adjustments.

We cannot agree with the contention of the petitioners that evidence of adverse effect or lack of it should not influence our decision to impose conditions. The United States Supreme Court in Interstate Commerce Commission v. Railway L. E. Assn., supra, held that whether conditions should be imposed, and the nature and extent thereof, are questions for us to decide in the light of the evidence. Unless there is evidence that employees may be adversely affected, there is no basis for our consideration of those questions. In the Burlington case, and subsequent ones, it was and is our opinion that the evidence therein submitted was sufficient to warrant the imposition of conditions for the protection of employees. It is true, as suggested by the petitioners, that if the instant case had arisen after the Burlington case we would have imposed similar conditions, if requested by the employees, not because of any rebuttable presumption but because, among other things, it definitely appeared that the positions of two station agents would be abolished upon abandonment of the lines, and further because it was clear that if those employees exercised their seniority rights other employees would be affected. Of course the extent to which they might have been affected could not be predicted, but with the conditions imposed, they and the applicants could arrive at some sort of mutually satisfactory settlements. But having merely retained jurisdiction in this case to consider

whether conditions should be imposed and the case having been reopened on the petition of the telegraphers to receive evidence to show that conditions should be imposed, we should determine that question on the evidence submitted at the further hearing.

As heretofore shown, Roberts exercised his seniority rights to obtain the position at Arcadia which paid the same hourly rate as he received at LaBelle, and moved his household effects to Arcadia. He displaced Rainey, and Rainey displaced Mrs. Kennedy. These changes in employment were the results of the abandonment of the LaBelle branch. Subsequent changes in the positions of Rainey were not caused by the abandonment. Winn preferred not to exercise his seniority rights to obtain a position paying as much as he received at Naples. Any loss he suffered was of his own choosing and not attributable to the abandonment.

It is evident that some adverse effect was suffered by an employee or employees of the applicants. It is our judgment, therefore, that the public convenience and necessity require that the so-called Burlington conditions should be imposed in this case. The record does not contain sufficient detail upon which to base conclusions as to the exact results of the abandonments upon the employees. In view of the statements of the parties that they can ascertain or determine those rights if we prescribe a guide for that purpose, it is not necessary for us to attempt to award specific amounts or to require additional evidence to permit such determinations by us.

An appropriate order will be entered.

261 I. C. C.

FINANCE DOCKET No. 14030

ALTON RAILROAD COMPANY REORGANIZATION 1

Submitted June 25, 1945. Decided September 19, 1945

Plan of reorganization for the Alton Railroad Company and the Kansas City, St. Louis & Chicago Railroad Company, pursuant to section 77 of the Bankruptcy Act, as amended, approved. Approval of a plan of reorganization for the Louisiana & Missouri River Railroad Company refused.'

John R. Turney, Gregory A. Gelderman, and H. B. Voorhees for the Alton Railroad Company, debtor.

Anan Raymond and Carl Schulz for the Kansas City, St. Louis & Chicago Railroad Company, debtor.

Robert L. Hunter for the Louisiana & Missouri River Railroad Company, debtor.

Henry A. Gardner, trustee of the properties of the debtors, for himself, and F. H. Towner and Owen A. West for the trustee.

Louis Boehm, Arthur M. Cox, Bernard D. Fischman, Benjamin Wram, Luther M. Walter, Helen W. Munsert, Willard P. Scott, C. M. Clay, E. W. Ladermann, Kenneth F. Burgess, George Ragland, Jr., John E. Gavin, Watson Washburn, W. Meade Fletcher, Jr., Carl A. Waldron, Y. D. Lott, Jr., J. N. Ogden, Louis F. Gillespie, Leslie B. Soper, Edward K. Hanlon, Meyer Abrams, Charles Claflin Allen, Royal Mygatt, Clyde E. Shorey, Douglas F. Smith, Andrew J. Dallstream, Sidney K. Schiff, and Fred N. Oliver for interveners. REPORT OF THE COMMISSION

DIVISION 4, COMMISSIONERS PORTER, MAHAFFIE, AND MILLER BY DIVISION 4:

I. GENERAL

A. NATURE OF PROCEEDINGS, HEARINGS, INTERVENERS

The Alton Railroad Company, hereinafter referred to as the

1 This proceeding embraces also proceedings for the reorganization of the Kansas City, St. Louis & Chicago Railroad Company and the Louisiana & Missouri River Railroad Company; and, as an incident to reorganization of the Alton Railroad Company, proposals for the reorganization of the Joliet & Chicago Railroad Company are presented. No petition for reorganization of the latter has been filed.

2 254 I. C. C. 865, 866, and 257 I. C. C. 837.

An Illinois corporation organized in 1931 to acquire at foreclosure sale and to operate the properties of the Chicago & Alton Railroad Company, a corporation formed in 1906 through the consolidation of a predecessor company of the same name (the original company) and the Chicago & Alton Railway Company. All the capital stock of this debtor isued and outstanding is owned by the Baltimore & Ohio Railroad Company.

debtor, on November 25, 1942, filed with its petition for reorganization an outline of a plan, and on June 29, 1943, a supplemental plan, for its reorganization and reorganization of the Kansas City, St. Louis and Chicago Railroad Company, the Louisiana and Missouri River Railroad Company, and The Joliet and Chicago Railroad Company, in proceedings No. 79081 pending before the District Court of the United States for the Northern District of Illinois, Eastern Division, pursuant to the provisions of section 77 of the Bankruptcy Act, as amended. The three companies last named are hereinafter referred to as lessors, and the instruments under which their properties are operated are referred to as leases, without prejudice to the question whether the companies or the instruments have in fact such status. On January 4, 1945, another and different plan was filed by Henry A. Gardner, trustee of the properties of the debtor, of the Kansas City, St. Louis and Chicago Railroad Company, and of the Louisiana and Missouri River Railroad Company; on January 19, 1945, a plan was filed by Stephen B. Gibbons, et al., as a protective committee for holders of The Chicago and Alton Railroad Company refunding-mortgage 3-percent bonds dated 1899 and due 1949; on May 15, 1945, a plan was filed by the Kansas City, St. Louis & Chicago Railroad Company; and on May 18, 1945, an amended plan was filed by the committee mentioned. A hearing was held from May 22 to May 25, 1945, and briefs have been filed.

B. CLASSIFICATION OF CREDITORS AND STOCKHOLDERS

Reserving jurisdiction to amplify, extend, limit, or otherwise modify the order, the court on September 24, 1943, for the purposes of any plan of reorganization that may be presented in these proceed

Operated by the debtor under lease (or instrument so designated) entered into in 1878 for a term in perpetuity with the original Chicago & Alton Railroad Company and amended in 1879. The capital stock comprises 17,500 shares of 6-percent guaranteed preferred stock (of which 3,617 shares are owned by the Baltimore & Ohio Railroad Company) 30,000 of 7-percent preferred stock (all of which are owned by the debtor and pledged under the Chicago & Alton mortgage), and 2,718 shares of common stock (of which 9 shares unpledged and 1,567 shares pledged under the Chicago & Alton mortgage are owned by the debtor and 23 shares owned by the Baltimore & Ohio Railroad Company). All classes of stock have voting power.

Operated by the debtor under lease (or instrument so designated) entered into in 1870 for a term of 1,000 years, with the Chicago & Alton Railroad Company and amended in 1877 and 1894. The capital stock comprises 3,290 shares of 7-percent guaranteed preferred stock (of which 1,576 shares are owned by the Baltimore & Ohio Railroad Company), 10,100 shares of other preferred stock (of which 10,057 shares are owned by the debtor and pledged under the Chicago & Alton mortgage) and 23,127 shares of common stock (of which 7 shares unpledged and 23,010 shares pledged under the Chicago & Alton mortgage are owned by the debtor). All classes of stock have voting power.

Operated by the debtor under lease (or instrument so designated) entered into in 1864 for a term in perpetuity with the original Chicago & Alton Railroad Company and amended in 1923 and 1939. The company has 15,000 shares of capital stock (guaranteed 7-percent dividends) outstanding, of which 7,413 shares are owned by the Baltimore & Ohio Railroad Company and 50 shares by the Gulf, Mobile & Ohio Railroad Company.

ings, divided the creditors and stockholders of the debtors into the following classes with respect to the appropriate debtors:

Class 1. Holders of claims against any of the debtors jointly or severally, which would have been entitled to priority over existing mortgages if a receiver in equity of the property of such debtor had been appointed by a Federal court at the time of the filing of the respective petitions herein.

Class 2. Holders of claims for personal injuries to employees of the debtors, respectively, and claims of personal representatives of deceased employees of the debtors, respectively, arising under State or Federal laws.

Class 3. Holders of claims for taxes and special assessments.

Class 4. Holders of claims other than those enumerated in this order which are entitled to priority in payment by virtue of the laws of any State or of the United States.

Class 5. Claims evidenced by bonds issued under and secured by the Chicago & Alton Railroad Company refunding mortgage dated October 1, 1899.

Class 6. Claims evidenced by certificates for capital stock of the Joliet & Chicago Railroad Company.

Class 7. Claims evidenced by certificates for capital stock of the Louisiana & Missouri River Railroad Company.

Class 8. Claims evidenced by certificates for capital stock of the Kansas City, St. Louis & Chicago Railroad Company.

Class 9. Claims evidenced by promissory notes of the debtors, respectively, secured by pledge of collateral.

Class 10. Claims evidenced by certificates for capital stock of the Alton Railroad Company.

Class 11. Holders of claims, interests, or securities of whatever character, other than those above enumerated in the foregoing classes, against the debtors or their property, whether or not the same be evidenced by a written instrument.

The foregoing enumeration of classes does not indicate any preference or priority of any claims over any other claims.

C. DESCRIPTION OF PROPERTIES

The Alton Lines comprise a system of railroads in Illinois and Missouri, the principal main lines extending from Chicago to East St. Louis, Ill., and Rock Creek Junction, Mo. (6 miles east of the Kansas City New Union Depot). The operated mileage, including trackage rights over proprietary lines into St. Louis and Kansas City, totals about 958.89, of which 653.52 is owned by the Alton, 34.00 comprises the Joliet & Chicago property, 75.80 comprises the Louisiana & Missouri River property, 156.83 comprises the Kansas City, St. Louis