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tors, appoint Central Trust Company of New York as Trustee of and under the said indenture of mort. gage dated May 15, 1900, as successor of said Morton Trust Company, as such Trustee, and upon the terms and conditions set forth in said indenture of mortgage, to the end that Central Trust Company of New York, as such successor Trustee, should be and become vested with all the estates, properties, rights, powers and trusts of said Morton Trust Company as its predecessor in the trusts declared in said indenture of mortgage with like effect as if originally named as Trustee therein; and

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new Trustee, upon the trusts expressed in said indenture of mortgage, all the estates, properties, rights, powers and trusts of the Trustee so retiring,

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NOW, THEREFORE, in consideration of One Dollar lawful money of the United States, to Morton Trust Company, as Trustee, in hand paid by C'entral Trust Company of New York, as Trustee, and other valuable considerations, at or before the delivery of this instrument, the receipt whereof is

reby acknowledged, Morton Trust Company, as Trustee under said indenture of mortgage, dated May 15th, 1900, made by said Tie Third Avenue Railroad Company to Morton Trust Company as Trustee, has granted, released, conveyei, transferred, and assigned, and by these presents does hereby grant, release, convey, transfer and assign to said Central Trust Company of New York, as Trustee under said indenture of mortgage, dated May 15th, 1900, all of the assets, properties, rights, powers and trusts of which said Morton Trust ('ompany, as such trustee, was seized, possessed or in any wise entitled.

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TO HAVE AND TO HOLD the same unto the said Central Trust Company of New York, as Trustee under the said indenture of mortgage, dated May 15th, 1900, its successors and assigns in said trust, forever, subject only to the trusts expressed in said indenture of mortgage.

IN WITNESS WHEREOF, MORTON TRUST ('OMPANY, as Trustee under said indenture of mortgage dated May 15, 1900, made by The Third Avenue Railroad Company to Morton Trust Company as Trustee, has caused this instrument to be signed in its corporate name by its proper officers

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On this 5th day of February, 1908, before me personally came Levi P. Morton, to me known, who, being by me duly sworn, did depose and say that lie reside in “Ellersle," Rhinecliil, V. Y.; that he is the President of Morton Trust ('ompany, the corporation described in and which executed the above instrument; that he knew the seal of said corporation; that the seal affixed to said instrument was such corporate seal; that it was so affixed by order of the Board of Directo's of said ('orporation and that he signed his name thereto hy like order.

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Notarial Seal)

E. J. BLEEZARDE,

Notary Public,

Richmond (o.

Certificate filed in New York Co.

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RECEIPT.

December 28, 1.907.

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('ENTRAL TRUST ('OMPANY OF NEW YORK, as Trustee under the indenture of mort. gage or deed of trust executed by The Third Avenue Railroad ('ompany to Morton Trust ('ompany, as Trustee, and bearing date tie 15th day of var, 1900, hereby acknowledges the receipt from Morton Trust Company of the following securities and property, viz. :

I. Twenty thousand 120,000) shares of the aggre. gate par value of $2,000,000 of the capital stock of the Union Railway Company of New York City of the par value of $100.00 per share, as follows:

No. of (tf. No. In the name of:

How Assigned :

Shares. 307 Edward A. Maher, In blank on power attachel,

5 323 Morton Trust Co.

To Central Trust ('o. as
as Trustee,
Trustee on certificate,

19,900
3:24 D. B. Hasbrouck, In blank on power attached,
328 Oren Root, Jr.,

5 329 D. C. Morehead, 330 Reune Mart),

5 331 M. G. Starrett,

5 333 Charles E. Warren,

“ ('ertificate,
334 Morton Trust Co., To ('entral Trust ('0.
Trustee,
Trustee on certificate,

50 335 Morton Trust ('o.,

To ('entral Trust Co.
Trustee,
Trustee on certificate,

5 36 Frank S. Gannon,

In blank on certificate, 337 Frank F. Ogston,

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