DESCRIPTIVE LIST OF EXHIBITS INTRODUCED AT HEARING
APRIL 25, MAY 1, 2, 3, 4, 1933

Commission Exhibit No. 5334.-Report by T. W. Mitchell (F.T.C.) on examination of accounts and records of Cities Service Securities Co., with accompanying text tables and exhibits covering (p. 356)—

Origin, formation, control, functions, and organization.

Supervising the market for public-utility and natural-gas corporation securities.

How the Securities Co. functioned with reference to securities of Cities Service Co.

Rates of return not significant for these operations.

Text tables:

Summary of purchases, sales, and exchanges of Public Service Co. of
Colorado 7 percent preferred stock, April 1, 1927, to January 29, 1931.
Summary of transactions in Public Service Co. of Colorado 6 percent
preferred stock, April 1, 1927, to April 30, 1931 inclusive.

Summary of transactions in Public Service Co. of Colorado 5 percent
preferred stock, September 14, 1928, to December 31, 1930.

Summary of transactions in Arkansas Natural Gas Corporation common stock class A.

Components of syndicate expenses Arkansas Natural Gas Corporation class A common stock.

Analysis of gross profits and losses in connection with the marketing of
Arkansas Natural Gas Corporation class A common stock, May 1929
to December 31, 1930.

Summary of transactions in Cities Service Co. debenture 6's of 1966,
April 1, 1927, to December 19, 1928.

Summary of transactions in Cities Service Co. debenture 5's of 1966,
April 1, 1927, to December 31, 1930.

Summary of transactions in Cities Service Co. debenture 5'2 of 1958,
April 1928 to January 2, 1931.

Summary of transactions in Cities Service Co. debenture 5's of 1963.
Summary of transactions in Cities Service Co. common stock during
1927.

Summary of transactions in Cities Service Co. common stock and common stock rights January 1 to July 31, 1928.

Summary of transactions in Cities Service Co. common stock, August 1,
1928, to April 30, 1929.

Number of shares traded and price quotations on New York Curb
Exchange for Cities Service Co. common stock compared with market
purchases and prices paid and received by Cities Service Securities
Co. on designated dates August 1, 1928, to April 30, 1929.
Analysis of gross profits and losses of Cities Service Securities Co. on
turnover of Cities Service Co. common stock December 1, 1928, to
April 30, 1929.

Cities Service Securities Co.: Summary of transactions in Cities Service
Co. debenture 5's of 1969, March 1929 to December 31, 1930.
Number of shares traded and price quotations on New York Curb
Exchange for Cities Service Co. common stock compared with market
purchases and prices paid and received by Cities Service Securities
Co. on designated dates May 1 to October 7, 1929.

Summary of transactions in Cities Service Co. common stock May 1,
to October 5, 1929.

Volume of market purchases by Cities Service Securities Co. compared
with total volume of Cities Service Co. common stock traded on the
New York Exchange by months, April 1927 to December 1930.
Summary of transactions in Cities Service Co. common stock, October,
November, and December 1929.

IX

Commission Exhibit No. 5334-Continued.

Text tables-Continued.

Summary of transactions in Cities Service Co. common stock during
1930.
Number of shares traded and price quotations on New York Curb Ex-
change for Cities Service Co. common stock compared with market
purchases and prices paid and received by Cities Service Securities
Co. on designated dates, November 1, 1929, to December 31, 1930.
Analysis of gross turnover profits and losses as of December 31, 1930,
by Cities Service Securities Co. on its transactions in Cities Service
Co. common stock, July 1, 1929, to December 31, 1930.

Summary of transactions in Cities Service Co. debentures 5's 1930-50,
May 1930 to January 31, 1931.

Exhibits:

Special offering by Pearsons-Taft Co. and Henry L. Doherty & Co. of
250,000 shares of Cities Service Co. common stock, January 18, 1927.
Extract from Cities Service Co. corporate minutes setting forth action
authorizing offer, dated March 9, 1928, to stockholders of right to
buy one share of Cities Service Co. common stock of new original
issue for each 10 shares held.

Agreement, Henry L. Doherty & Co. and Pearsons-Taft Co., February
23, 1928. (Re-formation of distributing group for purpose of distribu-
ting 300,000 shares of Cities Service Co. common stock.)
Agreement, Cities Service Securities Co. and Henry L. Doherty & Co.
(syndicate managers for Cities Service Put Syndicate, in which the
Securities Co. agrees to pay $300,000 fee and obtain the put privilege
benefit conferred by Put Syndicate agreement, March 3, 1928 to
March 20, 1928.

Extract from minutes of meetings, Cities Service Co., December 18,
1929. (Showing purpose for which Cities Service Securities Co. was
organized.)

Copy of comora stock in partial-payments plan.

of contract form used in September 1929, for sale of Cities Service

Henry L. Doherty & Co.'s offer of Cities Service Co. common stock to
dealers under selling plan, without commitment, June 1, 1928.
Cities Service Co. second Put Syndicate agreement, December 10, 1928.
Agreement, Henry L. Doherty & Co. (as agent for Cities Service Securi-
ties Co.) and Pearsons-Taft Co., September 19, 1929.

(Re formation of a distributing group to distribute Cities Service Co.
common stock.)

Agreement, Cities Service Co. and Harris, Forbes & Co., and Halsey,
Stuart & Co.

(Re issuance and sale of $30,000,000 principal amount of 5% gold deben-
tures due 1963.)

Commission Exhibit No. 5335.-Report by Thomas A. Thibodeau (F.T.C.) on examination of accounts and records of St. Lawrence Securities Co. (subsidiary of Niagara Hudson Power Corporation), with accompanying appendices, covering (p. 553)

Organization, control, and growth.

Balance-sheet accounts.

Investments.

Appendices:

Certificate of Incorporation, St. Lawrence Securities Co.
Bylaws, St. Lawrence Securities Co.

Agreement, Massena Electric Light & Power Co., and Potsdam Electric
Light & Power Co., Ogdensburg Power & Light Co., and Ogdensburg
Gas Co., and also between directors of these companies, April 27, 1923.
(Re consolidation of companies into a single corporation under name of
St. Lawrence County Utilities, Inc.)

Agreement, William B. Cogswell, Charles O. Tappan, Edwin A. Merritt,
Jr., E. J. Page, and Arthur V. Davis, May 22, 1913.
(Re reorganization of the Hannawa Falls Water Power Co.)
Also
supplementary agreements, March 10, 12, and 31, 1914.
Agreement, St. Lawrence Transmission Co. and Northern Power Co.
and by and between directors of these companies, March 23, 1916.
(Re merger and consolidation of the companies under the name of St.
Lawrence Transmission Co.)

Commission Exhibit No. 5335—Continued.
Appendices-Continued.

Certificate of Incorporation, St. Lawrence River Power Co., December
23, 1902.

Agreement, St. Lawrence Securities Co., and Massena Securities Corporation, September 30, 1929

(Re sale to Massena Securities Corporation of the capital stock of St. Lawrence River Power Co., Massena Terminal Railroad Co., and Pine Grove Realty Co.)

Supplemental agreement, November 14, 1929.

Agreement, St. Lawrence Securities Co., and St. Lawrence Valley Power
Corporation, March 8, 1907.

(Re sale by the latter to the former of stock of Pine Grove Realty Co.
and Massena Terminal Railroad Co.)

Certificate of consolidation, St. Lawrence Valley Power Corporation and
the Hannawa Falls Water Power Co., April 29, 1924.
(Forming new St. Lawrence Valley Power Corporation.)

Agreement, Joseph Baumert & Frederick A. Stoughton, January 24,
1928.

(Re sale to the latter of all outstanding capital stock of Antwerp Light & Power Co.)

Agreement, Sidney P. Phelps and Frederick A. Stoughton, December 15, 1926.

(Re sale to the latter of all outstanding capital stock of Norwood Electric Light & Power Co.)

Commission Exhibit No. 5336.-Data relating to the election of the board of directors of The St. Lawrence Securities Co. and their resignations (p. 667). Commission Exhibit No. 5337.-Report by Charles R. Taylor (F.T.C.) on examination of accounts and records of Utica Gas & Electric Co. (subsidiary of Mohawk Hudson Power Corporation, Niagara Hudson Power Corporation group), with accompanying exhibits and appendices, covering (p. 668)—History, growth, and control.

Organization.

Balance sheet accounts, fixed capital and retirement reserve.

Investment in Kanata Realty Co., Inc.

Capital liabilities.

Income, expenses, and surplus.

Exhibits:

Comparative statement of assets and liabilities at organization, May 26, 1902, and at end of each of the calendar years 1902 to 1931, inclusive. Appendices:

Certificate of incorporation, Utica Gas & Electric Co. and amendments thereto.

Bylaws, Utica Gas & Electric Co.

Certificate of incorporation, Kanata Realty Co., Inc.

Memorandum of agreements, Northern New York Utilities, Inc., and
Utica Gas & Electric Co.

Agreement, Thomas E. Murray, Inc., and Utica Gas & Electric Co. Commission Exhibit No. 5338.-Cities Service Securities Co., statement showing concerns or firms which participated in first Put Syndicate, agreement dated March 28, 1928 (p. 835).

Commission Exhibit No. 5339.-Cities Service Securities Co., statement showing showing concerns or firms which participated in second Put Syndicate, agreement dated December 10, 1928 (p. 836).

Commission Exhibit No. 5340.-Report by M. C. Steele (F.T.C.) on examination of accounts and records of Southern Čities Public Service Co. (subsidiary of Central Public Service Corporation), with accompanying exhibits, coveringOrganization, control, and operations (p. 838).

Growth of investments.

Growth of capital liabilities.

Other assets and liabilities.

Income and surplus.

Exhibits:

Comparative balance sheet, December 31, 1929, to 1931.

Comparative income statement, May 1, 1929, to December 31, 1931.
Comparative surplus statement, May 1, 1929, to December 31, 1931.
Investments.

UTILITY CORPORATIONS

BEFORE THE FEDERAL TRADE COMMISSION

IN THE MATTER OF INVESTIGATION OF PUBLIC UTILITY CORPORATIONS

HEARING ROOM, FEDERAL TRADE COMMISSION,

Washington, D.C., Tuesday, April 25, 1933.

Met, pursuant to adjournment, at 10 a.m.

Before John W. Bennett, examiner.

Appearances: Hon. Robert E. Healy, chief counsel; Dr. Francis Walker, chief economist; Col. William T. Chantland, associate counsel; Col. William H. England, assistant chief economist; J. Butler Walsh, associate counsel; and C. F. Rhodes, associate counsel, on behalf of the Commission. Messrs. Bernard F. Weadock and Lewis J. Weadock, Robert Burns (67 Wall Street, New York), W. B. S. Winans (60 Wall Street, New York), Earl G. Christian (60 Wall Street, New York), on behalf of Cities Service group.

Charles S. Moore (Taylor & Moore), 729 Fifteenth Street N.W., Washington, D.C., appearing on behalf of certain New York stockholders of Cities Service Co.

PROCEEDINGS

Examiner BENNETT. You may proceed.

Mr. HEALY. In the discharge of our duties under Senate Resolution No. 83 requiring this Commission to investigate certain utility corporations we come today to the Cities Service Co. We shall deal today with the Cities Service Securities Co., which is a wholly owned subsidiary company of the Cities Service Co. As will appear presently, the principal activities of the Cities Service Securities Co. are in the buying, selling, and marketing of securities of Cities Service Co., its affiliated subsidiary company. The Cities Service Co. has widely diversified investments in the petroleum, natural gas, electric, bus transportation, and electric power business. In the petroleum business it is engaged in all branches, including production, pipe line and steamship transportation, refining, and retail distribution. In the case of gas it is engaged in both the manufactured and natural-gas business and owns or is interested in some of the largest pipe lines in the United States. For example, it is part owner of the Natural Gas Co. of America, which has a pipe line extending from the Panhandle of Texas to the city of Chicago. It is also interested in pipe lines which transport gas from Texas to Denver and other Colorado. points.

The Cities Service Co. is one of the older holding companies in the utility field. It was incorporated in Delaware September 2, 1910. As of December 31, 1931, it had total assets in excess of

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