agreements in harmony with the conclusions herein. If such amendments are not filed within that period, an order dismissing the application will be entered.

COMMISSIONER BUSH did not participate.

321 I.C.C.

No. 315031

AKRON, CANTON & YOUNGSTOWN RAILROAD COMPANY ET AL V. ATCHISON, TOPEKA & SANTA FE RAILWAY COMPANY ET AL.

Decided March 21, 1963

1. Divisions of joint rail rates between eastern territory and transcontinental territory, found to be unjust, unreasonable, and inequitable. Lawful divisions prescribed.

2. Divisions of joint rail rates between midwestern territory and transcontinental territory, including subdivisions of joint rates between eastern territory and transcontinental territory for transportation in midwestern territory, found to be unjust, unreasonable, and inequitable. Lawful divisions prescribed.

Joseph F. Eshelman, W. T. Pierson, M. C. Smith, Jr., A. C. Armstrong, R. G. Bleakney, Jr., Robert D. Brooks, B. T. Buck, J. Raymond Clark, J. T. Clark, Robert B. Claytor, R. E. Costello, Eugene S. Davis, K. A. Dobbins, A. P. Donadio, J. W. Grady, J. W. Hanifin, Allen Lesley, K. H. Lundmark, Robert H. Pratt, Richard H. Stokes, and Frank F. Vesper for complainants in No. 31503.

Bryce L. Hamilton, Nye F. Morehouse, Nuel D. Belnap, John W. Adams, Jr., Thomas M. Beckley, Martin L. Cassell, Charles H. Clay, Richard M. Freeman, George W. Holmes, John E. McCullough, Richard Musenbrock, William A. Thie, and Erle J. Zoll, Jr., for complainants in No. 31503 (Sub-No. 1).

J. A. Gillen for complainants in No. 31503 (Sub-No. 2). R. K. Merrill for complainant in No. 31503 (Sub-No. 3). E. R. Leigh for complainant in No. 31503 (Sub-No. 4). Arthur J. Dixon for

This report embraces also No. 31503 (Sub-No. 1), Ahnapee & Western Railway Company et al. v. Abilene & Southern Railway Company et al.; No. 31503 (Sub-No. 2), Chicago, Burlington & Quincy Railroad Company et al. v. Abilene & Southern Railway Company et al.; No. 31503 (Sub-No. 3), Chicago, Milwaukee, St. Paul & Pacific Railroad Company v. Same; No. 31503 (Sub-No. 4), Louisville & Nashville Railroad Company v. Akron, Canton & Youngstown Railroad Company et al.; and No. 31503 (Sub-No. 5), Cincinnati, New Orleans & Texas Pacific Railway Company v. Same.

complainant in No. 31503 (Sub-No. 5). Toll R. Ware for a crosscomplainant in No. 31503. Douglas F. Smith, Howard J. Trienens, S. R. Brittingham, Jr., R. Granville Curry, Frank S. Farrell, Lawrence W. Hobbs, Thormund A. Miller, Ernest Porter, Howard V. Rhedin, L. E. Torinus, Jr., and E. L. Van Dellen for transcontinental defendants.

W. C. Dowdy, Jr., M. D. Sampels, Gerry N. Wren, William R. McDowell, and Clyde W. Fiddes for other defendants.

Thomas W. Dench, Joseph F. Nigro, A. O. Sheldon, James A. Robischon, William P. Mufich, J. G. Allard, Ingram B. Pickett, Lloyd Hammel, Hal S. Bennett, John J. O'Connell, Frank P. Hayes, William M. Bennett, Roderick B. Cassidy, J. Thomas on Phelps, and Cyril M. Saroyan for interveners.

REPORT OF THE COMMISSION

HERRING, Commissioner:

Each of the three major groups of contending parties filed exceptions to the recommended report and order of the examiners and replied to the others' exceptions. The interveners and The Texas and Pacific Railway Company are also exceptants. We have heard oral argument. Our conclusions differ to some extent from those of the examiners. Exceptions and requested findings not discussed in this report nor reflected in our findings or conclusions have been considered and found not justified.

These proceedings, consisting of a principal complaint and five others subnumbered, as well as certain cross-complaints, present the question of the lawfulness of divisions of joint rates for railroad transportation between points in mountain-Pacific territory and points in the rest of the conterminous United States, except southern territory. There are three principal groups of litigants with mutual adverse interests; namely, eastern railroads, midwestern railroads, and transcontinental railroads.

The eastern lines (sometimes hereinafter called the complainants) include most of the rail carriers of all classes assigned for statistical purposes to the eastern district and the Pocahontas region. The midwestern lines (complainants in one of the cases and defendants in others) are rail carriers which operate solely or mainly in that part of western territory which is east of the Rocky Mountains, the class I railroads in this group being the following: Chicago and North Western Railway Company; Chicago Great Western Railway Company; Chicago, Rock Island

and Pacific Railroad Company; Elgin, Joliet and Eastern Railway Company; Green Bay and Western Railroad Company; Gulf, Mobile and Ohio Railroad Company; Illionis Central Railroad Company; Kansas, Oklahoma & Gulf Railway Company; Lake Superior & Ishpeming Railroad Company; Minneapolis, Northfield and Southern Railway; Soo Line Railroad Company; Missouri-Kansas-Texas Railroad Company; Missouri Pacific Railroad Company; and St. Louis-San Francisco Railway Company. The transcontinental lines (sometimes hereinafter referred to as the defendants) are railroads of all classes which operate wholly or partly west of the Rocky Mountains, including the following class I carriers: The Atchison, Topeka and Santa Fe Railway Company and its Texas subsidiaries; The Denver and Rio Grande Western Railroad Company; Great Northern Railway Company; Northern Pacific Railway Company; Southern Pacific Company and certain of its subsidiaries (not including the St. Louis Southwestern Railway Company); Spokane International Railroad Company; Spokane, Portland and Seattle Railway Company; Union Pacific Railroad Company; and The Western Pacific Railroad Company and its subsidiaries.2

The State regulatory commissions of 10 of the 11 MountainPacific States were permitted to intervene in support of the defendants. One of these, the Wyoming Public Service Commission, later declared its neutrality. The Arizona Corporation Commission did not intervene.

Hearings extended intermittently from April 26, 1955, to December 11, 1959. Direct testimony was principally in writing contained in the exhibits, of which there were 834. Oral testimony, mainly on cross-examination, made up the transcript of 11,242 pages. Briefs filed by the 3 groups of principal rail carriers covered 1,145 pages plus voluminous appendixes.

No. 31503 and Sub-Nos. 4 and 5.- The principal complaint was filed on April 5, 1954, by the eastern lines, and the defendants therein are chiefly the western rail carriers whose lines connect directly or indirectly with those of the complainants. The divisions assailed in this complaint as unreasonable, inequitable and unduly prejudicial and preferential under section 15(6) of the Interstate Commerce Act are those of joint rates between east

2 For this note and succeeding ones see appendix A. 3See appendix A.

ern territory and points in the 11 Mountain-Pacific States, subject 4 to unimportant exceptions listed in note 4.4

The transcontinental lines filed an answer to this complaint combined with a cross-complaint in which they allege that the divisions assailed in the principal complaint are unjust, inequitable, and unduly prejudicial to themselves. Separate answers and cross-complaints similar to those of the transcontinental defendants were also filed by the Chicago, Burlington & Quincy Railroad Company and its subsidiaries, and also by the Chicago, Milwaukee, St. Paul and Pacific Railroad Company.

The complaints in Sub-Nos. 4 and 5 were filed by the Louisville and Nashville Railroad Company and the Southern Railway Company and a subsidiary, which operate in part between Ohio River cities and East St. Louis, Ill., and therefore have an interest in the divisions involved in the principal complaint. They attach those divisions on the same grounds relied upon in that complaint.

The Missouri-Illinois Railroad Company, assigned to the eastern district for statistical purposes, named as a defendant in No. 31503, with its answer filed a cross-complaint against all other defendants, which in practical effect makes it a cocomplainant in that case. The transcontinental defendants responded to that cross-complaint with one of their own and also filed crosscomplaints in Sub-Nos. 4 and 5.

Sub-Nos. 1, 2, and 3.-The complaint in Sub-No. 1 ranks with No. 31503 as one of the two major components of this litigation. It was filed by the midwestern lines on June 3, 1954, naming as defendants the eastern and the transcontinental lines. Therein the midwestern lines assail as unreasonable, inequitable, and unduly prejudicial their divisions of (1) joint rates between eastern territory and that part of mountain-Pacific territory known as transcontinental territory as to which they perform intermediate service, and (2) joint rates between transcontinental

territory and midwestern territory.5

In Sub-Nos. 2 and 3 the Burlington and the Milwaukee, respectively, and certain of their subsidiaries allege that they participate in the joint rates and transportation involved in Sub-No. 1, and ask that they be granted the same relief as may be accorded the complainants in that docket. The transcontinental defendants are also cross-complainants in Sub-No. 1.

4 See appendix A.

5 See appendix A.