judicial sale and pursuant thereto, the R. F. C. did not acquire any title to the operating rights and property and could convey none to the several vendees. The several vendees were advised of the intention of Motor Freight to assert its title to the operating rights and property in the event it is successful in any of the pending appeals. Counsel for the R. F. C. acknowledges that it is not a carrier. It is contended, however, on behalf of the several vendees, that this fact has no bearing on the question; that, in assigning the applications for hearing, the Commission recognized the R. F. C. as successor in interest to Motor Freight; that approval of the Commission was not required for issuance of the note sued on because the sum actually disbursed thereunder was less than $500,000; that the question of validity of the note and foreclosure proceedings is improperly raised in these proceedings; and that, in any event, if title to the operating rights and property cannot be conveyed to the several vendees, each is protected by appropriate conditions contained in the agreements with the R. F. C., as hereinafter described. Even if it be conceded that the note sued on was void,' the foregoing matters, to the extent that they constitute a collateral attack upon the judgments rendered by the court and the judicial sale pursuant thereto, are obviously improper here.

As the principal creditor, the R. F. C. had an interest in preserving the assets of Motor Freight. As a step in this direction it bid in the operating rights and properties of Motor Freight, although it is not authorized by its charter to perform motor-carrier operations. It could not, therefore, conduct motor-carrier operations under the certificate upon which it bid; nor could we authorize the transfer of the operating rights to it. The most it could accomplish is to acquire a power to assign the right to the certificate or portions of it to purchasers subject to the approval of this Commission. In our opinion, the R. F. C., by virtue of the court's order confirming the sale by the special master, acquired such a power to assign the right to purchase the motor-carrier operating rights and properties, subject to approval of this Commission. The purchases from the special master through the R. F. C. are transactions within the scope of section 5 (2) (a), and we may determine whether the proposed transactions will be in the public interest; and, if so, what just and reasonable terms and conditions should be imposed.

The motions to dismiss the applications are overruled.

"Paragraph 11 of section 20a provides, in part, as follows: "Any security issued or any obligation or liability assumed by a carrier, for which under the provisions of this section the authorization of the Commission is required, shall be void, if issued or assumed without such authorization therefor having first been obtained,

NO. MC-F-3487

Lee Way's operations, in interstate or foreign commerce, as a motor common carrier of general and specified commodities, principally over regular routes in Kansas, Missouri, New Mexico, Oklahoma, and Texas, radiating from Oklahoma City as the hub and extending to Wichita, Kans., and Kansas City, Mo., on the north, Tulsa, Okla., on the east, Houston and San Antonio, Tex., on the south, and Clovis, N. Mex., on the west, are described in the prior report and in the case cited in footnote 6. The operations of an affiliated motor carrier, Sooner Freight Lines, of Oklahoma City, over routes generally traversing southwestern Oklahoma and extending into Texas, are described in L. & E. Investment Co.-Control-Sooner Freight Lines, 50 M. C. C. 163.

Under an agreement dated March 27, 1947, entered into between Lee Way and Motor Freight prior to the appointment of the special master and fully described in the prior report, Lee Way agreed to purchase, for $55,000, that portion of Motor Freight's operating rights authorizing the transportation of general commodities, with exceptions, over a regular route, between Tulsa and St. Louis, over U. S. Highway 66, serving all intermediate points and off-route points within 10 miles of St. Louis and 5 miles of Springfield, Mo., respectively; and, as additional consideration, Lee Way agreed to transfer to Motor Freight the segment of an operating-convenience route between Tulsa and the junction of U. S. Highways 66 and 69, north of Commerce, Okla., serving no intermediate points. Under the order of the court dated July 14, 1947, the proceeds from the sale to Lee Way, if approved and consummated, would be paid to the special master for distribution by the court as it shall decree.

Lee Way's balance sheet as of December 31, 1947, shows assets aggregating $892,277, consisting of: Current assets $342,807, principally cash $137,045 and notes and accounts receivable, less reserve for uncollectible accounts, $158,434; carrier operating property, less depreciation, $424,026; intangible property, less reserve for amortization, $49,848; investments and advances, other $2,831; and deferred debits, principally prepayments $72,765. Its liabilities were: Current liabilities $230,132, chiefly accounts payable $90,713 and taxes accrued $77,608; equipment obligations $132,875; reserves $118,259; capital

Pursuant to certificate issued on February 11, 1948, in No. MC-61440, embracing the operating rights previously granted to Lee Way under Nos. MC-61440, MC-61440 (SubNo. 20), and MC-61440 (Sub-No. 29), and those acquired by it under authority granted in Lee Way Motor Freight, Inc.-Purchase-Fisher, 50 M. C. C. 803, certificate issued on March 15, 1948, in No. MC-61440 (Sub-No. 32), embracing the operating rights granted in No. MC-61440 (Sub-No. 33); and order granting temporary authority in No. MC-61440 (Sub-No. 17-TA).

stock $205,000; and unappropriated surplus $206,011. Its income statement for 1947 shows net incomes of $223,397 before, and $133,995 after, provision for income taxes.

In the prior report, it was found, among other things, (a) that, with the purchase by Lee Way of Motor Freight's operating rights over U. S. Highway 66 between Tulsa and St. Louis via Joplin, Springfield, Waynesville, and Gray Summit, Mo., there should be included rights over U. S. Highway 50 between Gray Summit and St. Louis, serving all intermediate points; (b) that, in addition to the off-route points included in the agreement, Alton, East Alton, and Belleville, Ill., Welch, Sand Springs, and Hockerville, Okla., and points within 5 miles of Joplin and Tulsa were also naturally appurtenant to the route to be acquired, and should be included in the transaction; (c) that, from the standpoint of economical operations, the public interest required that Motor Freight's irregular-route rights to transport general commodities between the junction of U. S. Highway 66 and Missouri Highway 17 at Waynesville, and Fort Leonard A. Wood, Mo., and points within 4 miles of Fort Leonard A. Wood, should remain with the regular route to be acquired by Lee Way passing through Waynesville; (d) that, if the transaction was consummated, Motor Freight's irregular-route rights to transport general commodities between points in Oklahoma, on the one hand, and, on the other, points on the regular routes in Missouri and the off-route points in Missouri and Illinois, should be limited to those points on the regular routes to be retained and appurtenant off-route points, and its irregular-route rights to serve all points, and appurtenant off-route points, on the routes to be acquired by Lee Way, should be canceled; (e) that the application, insofar as it seeks authority for Motor Freight to acquire the described segment of Lee Way's operating-convenience route, should be denied; and (f) that, upon consummation of the transaction and compliance with sections 215 and 217 of the act, and with the rules and regulations thereunder, a certificate should be issued to Motor Freight authorizing continuance of operations over portions of the regular routes involved in the sale to Lee Way, (1) between Joplin and Baxter Springs, Kans., over U. S. Highway 66, (2) between the junction of U. S. Highways 66 and 69, north of Commerce, and the junction of U. S. Highways 66 and 69, west of Vinita, Okla., over U. S. Highway 69 (66), and (3) between Claremore and Tulsa, Okla., over U. S. Highway 66, serving all intermediate points on the first segment without restriction, Commerce, Miami, Afton, and Vinita, on the second segment, and Claremore, on the third segment, with restrictions as to traffic originating at, destined to, or interchanged at Tulsa and Joplin.

NO. MC-F-3487

Lee Way's operations, in interstate or foreign commerce, as a motor common carrier of general and specified commodities, principally over regular routes in Kansas, Missouri, New Mexico, Oklahoma, and Texas, radiating from Oklahoma City as the hub and extending to Wichita, Kans., and Kansas City, Mo., on the north, Tulsa, Okla., on the east, Houston and San Antonio, Tex., on the south, and Clovis, N. Mex., on the west, are described in the prior report and in the case cited in footnote 6. The operations of an affiliated motor carrier, Sooner Freight Lines, of Oklahoma City, over routes generally traversing southwestern Oklahoma and extending into Texas, are described in L. & E. Investment Co.-Control-Sooner Freight Lines, 50 M. C. C. 163.

Under an agreement dated March 27, 1947, entered into between Lee Way and Motor Freight prior to the appointment of the special master and fully described in the prior report, Lee Way agreed to purchase, for $55,000, that portion of Motor Freight's operating rights authorizing the transportation of general commodities, with excep tions, over a regular route, between Tulsa and St. Louis, over U. S. Highway 66, serving all intermediate points and off-route points within 10 miles of St. Louis and 5 miles of Springfield, Mo., respectively; and, as additional consideration, Lee Way agreed to transfer to Motor Freight the segment of an operating-convenience route between Tulsa and the junction of U. S. Highways 66 and 69, north of Commerce, Okla., serving no intermediate points. Under the order of the court dated July 14, 1947, the proceeds from the sale to Lee Way, if approved and consummated, would be paid to the special master for distribution by the court as it shall decree.

Lee Way's balance sheet as of December 31, 1947, shows assets aggregating $892,277, consisting of: Current assets $342,807, principally cash $137,045 and notes and accounts receivable, less reserve for uncollectible accounts, $158,434; carrier operating property, less depreciation, $424,026; intangible property, less reserve for amortization, $49,848; investments and advances, other $2,831; and deferred debits, principally prepayments $72,765. Its liabilities were: Current liabilities $230,132, chiefly accounts payable $90,713 and taxes accrued $77,608; equipment obligations $132,875; reserves $118,259; capital

Pursuant to certificate issued on February 11, 1948, in No. MC-61440, embracing the operating rights previously granted to Lee Way under Nos. MC-61440, MC-61440 (SubNo. 20), and MC-61440 (Sub-No. 29), and those acquired by it under authority granted in Lee Way Motor Freight, Inc.-Purchase-Fisher, 50 M. C. C. 803, certificate issued on March 15, 1948, in No. MC-61440 (Sub-No. 32), embracing the operating rights granted in No. MC-61440 (Sub-No. 33); and order granting temporary authority in No. MC-61440 (Sub-No. 17-TA).

stock $205,000; and unappropriated surplus $206,011. Its income statement for 1947 shows net incomes of $223,397 before, and $133,995 after, provision for income taxes.

In the prior report, it was found, among other things, (a) that, with the purchase by Lee Way of Motor Freight's operating rights over U.S. Highway 66 between Tulsa and St. Louis via Joplin, Springfield, Waynesville, and Gray Summit, Mo., there should be included rights over U. S. Highway 50 between Gray Summit and St. Louis, serving all intermediate points; (b) that, in addition to the off-route points included in the agreement, Alton, East Alton, and Belleville, IL, Welch, Sand Springs, and Hockerville, Okla., and points within 5 miles of Joplin and Tulsa were also naturally appurtenant to the route to be acquired, and should be included in the transaction; (c) that, from the standpoint of economical operations, the public interest required that Motor Freight's irregular-route rights to transport general commodities between the junction of U. S. Highway 66 and Missouri Highway 17 at Waynesville, and Fort Leonard A. Wood, Mo., and points within 4 miles of Fort Leonard A. Wood, should remain with the regular route to be acquired by Lee Way passing through Waynesville; (d) that, if the transaction was consummated, Motor Freight's irregular-route rights to transport general commodities between points in Oklahoma, on the one hand, and, on the other, points on the regular routes in Missouri and the off-route points in Missouri and Illinois, should be limited to those points on the regular routes to be retained and appurtenant off-route points, and its irregular-route rights to serve all points, and appurtenant off-route points, on the routes to be acquired by Lee Way, should be canceled; (e) that the application, insofar as it seeks authority for Motor Freight to acquire the described segment of Lee Way's operating-convenience route, should be denied; and (f) that, upon consummation of the transaction and compliance with sections 215 and 217 of the act, and with the rules and regulations thereunder, a certificate should be issued to Motor Freight authorizing continuance of operations over portions of the regular routes involved in the sale to Lee Way, (1) between Joplin and Baxter Springs, Kans., over C. S. Highway 65, (2) between the junction of U. S. Highways 66 and 69, north of Commerce, and the junction of U. S. Highways 66 and 69, west of Vinita, Okla., over U. S. Highway 69 (66), and (3) between Claremore and Tulsa, Okla., over U. S. Highway 66, serving all intermediate points on the first segment without restriction, Commerce, Miami, Afton, and Vinita, on the second segment, and Claremore, on the third segment, with restrictions as to traffic originating at, destined to, or interchanged at Tulsa and Joplin.