Page Appendix C-Shipper positions Appendix D-Summary of BN traffic, facilities, equipment, safety, and data Appendix E-Summary of Frisco traffic, facilities, equipment, safety, and financial data------ 971 980 1005 Appendix F-Pro forma financial statement for merged company 1034 1067 1065 Appendix L-Route density charts and table of regions 1175 Appendix M-Protective conditions imposed -- 1179 360 I.C.C. FINANCE DOCKET NO. 28583 (SUB-NO. 1F)' BURLINGTON NORTHERN, INC.-CONTROL AND MERGER-ST. LOUIS-SAN FRANCISCO RAILWAY COMPANY Decided March 25, 1980 1. In Finance Docket No. 28583 (Sub-No. 1F), control and merger of the St. LouisSan Francisco Railway Company into Burlington Northern, Inc. is authorized, subject to conditions. 2. In Finance Docket No. 28583 (Sub-No. 2F), authority is granted to Burlington Northern, Inc.: (a) to issue 2,560,791 shares of common capital stock without par value; (b) to issue 1,347,785 shares of $2.125 no par value preferred stock, $25 redemption value; and (c) to assume all obligations, liabilities, and guarantees with respect to securities issued, assumed, or guaranteed by the St. Louis-San Francisco Railway Company and subsidiary or affiliated companies. 'This decision embraces Finance Docket No. 28583 (Sub-No. 2F), Burlington Northern, Inc.-Securities; No. MC-F-13500, Burlington Northern, Inc.-Control-Frisco Transportation Company; Finance Docket No. 28583 (Sub-No. 3F), Soo Line Railroad Company-Trackage Rights-Over Burlington Northern, Inc., Between McGregor, MN and Superior, WI, a Distance of 69 Miles; Finance Docket No. 28583 (Sub-No. 4F). Soo Line Railroad Company-Trackage Rights-Over Burlington Northern, Inc., Between Paynesville, MN and Superior, WI, a Distance of 162 Miles; Finance Docket No. 28583 (Sub-No. 5F), Soo Line Railroad Company-Trackage Rights-Over Burlington Northern, Inc., Between Schley (Soo Junction), MN and Superior, WI, a Distance of 146.2 Miles; Finance Docket No. 28583 (Sub-No. 6F), Soo Line Railroad Company-Trackage Rights-Over Burlington Northern, Inc.. Between Bald Eagle, MN and Superior, WI, a Distance of 126.4 Miles; Finance Docket No. 28583 (Sub-No. 7F), Illinois Central Gulf Railroad Company-Trackage Rights-Over the St. Louis-San Francisco Railway Company, Between Memphis, TN and Jasper, AL, a Distance of 210 Miles; Finance Docket No. 28583 (SubNo. 8F), Chicago and North Western Transportation Company-Trackage Rights-Over Burlington Northern, Inc., Between BN M.P. 492.7 at Council Bluffs, IA and BN M.P. 2.16 at BN Junction, MO, a Distance of 168 Miles; Finance Docket No. 28583 (Sub-No. 9F), Chicago and North Western Transportation Company-Trackage Rights-Over Burlington Northern. Inc., Between East Minneapolis, MN and East Superior, WI, a Distance of 143.8 Miles; Finance Docket No. 28583 (Sub-No. 10F), William M. Gibbons, Trustee of the Property of the Chicago, Rock Island and Pacific Railroad Company, Debtor-Trackage Rights-Over Burlington Northern, Inc., Between Lincoln and Havelock, NE, a Distance of 5 Miles; Finance Docket No. 28583 (SubNo. 11F), William M. Gibbons, Trustee of the Property of the Chicago, Rock Island and Pacific Railroad Company, Debtor-Trackage Rights-Over the Colorado and Southern Railroad Company, Between Denver and Golden, CO, a Distance of 13 Miles; Finance Docket No. 28583 (Sub-No. 12F), William M. Gibbons, Trustee of the Property of the Chicago, Rock Island and Pacific Railroad Company, Debtor-Trackage Rights-Over Burlington Northern, Inc., Between Ottawa and Streator, IL, a Distance of 17 Miles; Finance Docket No. 28583 (Sub-No. 13F), Stanley E. G. Hillman, Trustee of the Property of Chicago, Milwaukee, St. Paul and Pacific Railroad (footnote continued on next page) 3. In No. MC-F-13500, acquisition of control by Burlington Northern, Inc., of the Frisco Transportation Company, through the merger with the St. Louis-San Francisco Railway Company, is authorized. 4. In Finance Docket No. 28583 (Sub-No. 3F), the Soo Line Railroad Company application for trackage rights over Burlington Northern, Inc. between McGregor, MN, and Superior, WI, is denied. 5. In Finance Docket No. 28583 (Sub-No. 4F), the Soo Line Railroad Company application for trackage rights over Burlington Northern, Inc. between Paynesville, MN, and Superior, WI, is dismissed. 6. In Finance Docket No. 28583 (Sub-No. 5F), the Soo Line Railroad Company application for trackage rights over Burlington Northern, Inc. between Schley (Soo Junction), MN, and Superior, WI, is denied. 7. In Finance Docket No. 28583 (Sub-No. 6F), the Soo Line Railroad Company application for trackage rights over Burlington Northern, Inc. between Bald Eagle, MN, and Superior, WI, is denied. 8. In Finance Docket No. 28583 (Sub-No. 7F), the Illinois Central Gulf Railroad Company application for trackage rights over the St. Louis-San Francisco Railway Company between Memphis, TN, and Jasper, AL, is denied. 9. In Finance Docket No. 28583 (Sub-No. 8F), the Chicago and North Western Transportation Company application for trackage rights over Burlington Northern, Inc. between Council Bluffs, IA, and BN Junction, MO, is dismissed. (footnote I continued) Company, Debtor-Trackage Rights-Over Burlington Northern, Inc., Between Terry, MT and |