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at the city of Milwaukee by the marshal of the United States for said district, and James C. Carter, one of the undersigned, became the purchaser thereof at such sale, and such sale having afterwards been duly confirmed by the court aforesaid, the marshal did, on the 12th day of November, in the year last aforesaid, in pursuance of the power and authority in him vested by the decree aforesaid, execute and deliver under his hand and seal unto said James C. Carter, a certain deed dated the day last aforesaid, whereby he conveyed unto the said James C. Carter, all the said railroad and all the property mortgaged as aforesaid as herein before described; and,

WHEREAS, The said James C. Carter, did by his deed or instrument of assignment duly execute and delivered, bearing date the 12th day of November, in the year last aforesaid, convey and assign unto the undersigned Samuel T. Holmes, Asahel Finch, Luther Beecher, Henry Koop and George W. Cobb, to each severally, one undivided five thousandth part of the property so conveyed to him by said marshal, and described in the said deed received by him from the marshal as aforesaid.

Now, therefore, the said James C. Carter, the said purchaser, and the said Samuel I. Holmes, Asahel Finch, Luther Bucher, George W. Cobb and Henry Koop, his associates and assigns, for the purpose of organizing the said Mineral Point Railroad Company anew, under and in pursuance of the provisions of section 33 (thirty-three), of chapter 79 (seventy-nine), of the Revised Statutes of Wisconsin, for such cases made and provided, and of the charter of said company, do hereby associate themselves together under the name of "The Mineral Point Railroad," and do agree to and adopt the following articles of association:

Article First. The name of the re-organization hereby made shall be "The Mineral Point Railroad," and its principal office be in the town of Mineral Point, Wisconsin, until elsewhere fixed by the board of directors.

Article Second. The affairs of the corporation shall be managed by a board consisting of five directors, who shall be chosen annually by ballot, at the time hereinafter prescribed by the stockholders. The directors so chosen shall hold their offices for one year, or until other directors are chosen to succeed them; but, until the first Monday of July next following the execution of these articles, Luther Beecher, Asahel Finch, Samuel I. Holmes, George W. Cobb and James C. Carter shall serve as directors. None but stockholders shall be elected directors, and at every election where stockholders are called upon to vote, each share of stock shall be entitled to one vote; and, in cases of the election of directors, the five candidates having the greatest number of votes shall be declared duly elected.

Article Third. The said directors shall appoint one of their own number to be president, and may also appoint a secretary, treasurer, superintendent, and such other officers and servants as they may find to be necessary. They shall meet at such times and places, and be convened in such manner as they may hereafter decide upon; but there shall be, at the city of Milwaukee, a meeting of the board for the purpose of the election of president and secretry, and the transaction of other necessary business, immediately upon the execution of these articles.

Article Fourth. The capital stock of said corporation shall be five hundred thousand dollars in shares of one hundred dollars each, and upon the conveyance to the said corporation, by the persons hereinafter named, of the property formerly belonging to the Mineral Point Railroad Company, and purchased by the said James C. Carter at the foreclosure sale herein before mentioned, which conveyance is to take place as soon as may be after the execution of these articles. The directors shall issue a certificate to the said James C. Carter for four thousand nine hundred and ninety-five shares of stock, and a certificate to each of the other persons herein before named for one share of stock; such certificate to be in the form heretofore used by the Mineral Point Railroad Company, and signed by the president and countersigned by the secretary, and sealed with the corporate seal.

Article Fifth. There shall be an annual meeting of the stockholders for the purpose of electing directors, on the first Monday of July in each year, at the office of the company in Mineral Point, or at such other place as shall be appointed by a resolution of the board of directors, of which meeting at. least thirty days notice shall be given by publishing the same weekly in a

newspaper printed and published in the county of Iowa. At each annual meeting of the stockholders for the election of directors, the directors of the preceding year shall exhibit to them a complete statement of the affairs and proceedings of the company for such year; and special meetings of the stockholders may be called by order of the directors or by stockholders holding onefourth of the capital stock, on giving the like notice, specifying, moreover, the object of such meeting; but no business shall be transacted at such special meetings or at any stockholders meeting, unless a majority in value of the stockholders shall attend in person or by proxy.

Article Sixth. The directors shall have power to fill any vacancy which may occur in their board, and shall have power to declare the place of any director vacant who shall fail to attend three successive meetings of the board. Article Seventh. The capital stock of the said corporation may be increased at any time and from time to time by a vote of a majority in value of all the stockholders, to any amount not exceeding the amount allowed by the act incorporating the company aforesaid, and the acts amendatory thereof, in shares of one hundred dollars each.

Article Eighth. The said corporation hereby avails itself of, reserves to itself and assumes all the powers, privileges and franchises contained in the act incorporating the Mineral Point Railroad Company, and the several acts amendatory thereof, except so far as the same are inconsistent with or repug. nant to the provisions or some one of the provisions herein before in these articles contained, or inapplicable to the reorganization designed to be ef fected by these articles, and with like exceptions the by-laws of the Mineral Point Railroad Company heretofore adopted and in force at the time of the sale aforesaid, shall continue to be in force as by-laws until others shall be framed.

Article Ninth. These articles are executed in duplicate and one shall be filed in the office of the secretary of state of the state of Wisconsin, and the other be deposited in the office of said corporation.

Article Tenth. The organization of the said Mineral Point Railroad is hereby declared to be completed.

In witness whereof the said James C. Carter and Asahel Finch, Samuel T. Holmes, Henry Koop, George W. Cobb and Luther Beecher, his associates and assigns have hereunto subscribed their names and affixed their sals at the city of Milwaukee, Wisconsin, this 12th day of November, in the year one thousand eight hundred and sixty-one.

JAMES C. CARTER,
ASAHEL FINCH,

[SEAL.]

In presence of

MAT H. CARPENTER,

SEAL.

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WILLIAM J. E. FORSTER.

Filed and recorded at 10 o'clock A. M., November 18, 1861.

DARIUS C. JACKSON, United States Marshal, to JAMES C. CARTER.

DEED.

To all whom these presents shall come, I, Darius C. Jackson, Marshal of the United States in and for the district of Wisconsin, sendeth greeting.

WHEREAS, At a term of the district court for the United States of America, for the district of Wisconsin, held at Milwaukee, in and for said district, it was, among other things, ordered, adjudged and decreed by the said court in a certain cause then depending in the said court between David R. Martin and Lucian D. Coman, complainants, and the Mineral Point Railroad Company,

Samuel D. Hastings Treasurer of the state of Wisconsin, John M. Keep, George L. Schuyler and Thomas McFarland, defendants, that the mortgaged premises mentioned and set forth in the pleadings in the said cause, be sold by or under the directions of the marshal of the district of Wisconsin, at public auction, at the postoffice, in the city of Milwaukee, in said district, the then marshal, Jehu H. Lewis, first giving three months' notice of the time and place of sale according to the course and practice of this court, and whereas, the said Darius C. Jackson, Marshal, in pursuance of said order and decree of the district court of the United States, in equity, did, on the sixth day of November, A. D. 1861, sell at public auction, at the postoffice in the city of Milwaukee, in said district, the said mortgaged premises hereinafter particularly described, having first given previous notice thereof as required by the said order and decree, at which sale the said premises were struck off to James C. Carter for the sum of seventy-five thousand dollars, he being the highest and best bidder, and that being the highest sum bid for the same.

Now know ye, that Darius C. Jackson, Marshal of the United States, in and for the District of Wisconsin aforesaid, and the party of the first part to those presents, in order to carry into effect the said sale made as aforesaid, in pursuance of the said decree, and also by virtue of the statute in such cases made and provided, and in consideration of the premises and of the sum of seventy-five thousand dollars, paid by James C. Carter, the said party of the second part to these presents, to the said Darius C. Jackson, marshal as afore. said, hath granted, bargained, sold, aliened, released and confirmed, and by these presents doth grant, bargain and sell, alien, release and confirm unto the party of the second part, and to his heirs and assigns forever, all of the said Mineral Point Railroad, as follows:

All of their said road from the village of Mineral Point, Wisconsin, to the village of Warren, in the state of Illinois, being thirty-two and two-third miles of road, constructed and to be constructed, together with all and singular the railway lands procured or occupied for right of way, together with bridges, fences, privileges and real estate, owned by said company for the purpose of said road, or which may hereafter be acquired or owned by them, and all the tolls, income, issues and profits to be had from the same, and all lands used for and occupied by depot or stations, with all buildings standing thereon, or which shall be procured therefor, together with all locomotives, engines, tenders, passenger cars and freight cars, shops, tools and machinery now owned or hereafter to be acquired by said company, and in any way belonging or appertaining to said railroad now constructed and to be constructed, including all its property, real and personal, pertaining to said railroad, and all its rights, credits and franchises thereunto appertaining, all and singular the corporate property, tools, issues, profits, rights, credits and franchises; also the locomotives, passenger cars and freight cars, as follows: Three locomotives named "The John C. Fremont," "The Mineral Point" and "The Warren;" also three passenger cars and forty freight cars, used upon said railroad, and particularly all the property acquired by the Mineral Point Railroad Company subsequent to January 1st, 1856; together with all and singular the rights, titles, immunities, privileges, hereditaments and appurte nances to the company belonging or in any way appertaining.

To have and to hold the said property above described and hereby intended to be granted and conveyed unto the said party of the second part, his heirs and assigns, to his and their only proper use, benefit and behoof forever.

In witness whereof the said party of the first part, marshal of the United States, in and for the District of Wisconsin aforesaid, has hereunto set his hand and seal this twelfth day of November, A. D. 1861.

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On this twelfth day of November, A. D. 1861, before me personally appeared Darius C. Jackson, Marshal of the United States, in and for the District of

Wisconsin, known to me to be the person who executed this conveyance, and acknowledged that he executed the same to be his own act and deed for the purposes above mentioned.

JNO. B. D. COGSWELL,

Notary Public, Milwaukee County, Wis.

Filed and recorded 10 o'clock, A. M.
November 18, 1861.

JAMES C. CARTER TO ASAHEL FINCH AND OTHERS.

QUIT CLAIM DEED.

This indenture, made the twelfth day of November, in the year of our Lord, one thousand eight hundred and sixty-one, between James C. Carter, of the city of New York, party of the first part, and Asahel Finch, of the city of Milwaukee, Samuel J. Holmes, of the city of New York, Luther Beecher, of the city of Detroit, and Henry Koop and George W. Cobb, of Mineral Point, parties of the second part,

WITNESSETH, That the said party of the first part, for and in consideration of the sum of one dollar, to him in hand paid, by each of the said parties of the second part, the receipt whereof is hereby confessed and acknowledged, has given, granted, bargained, sold, remised, released and quitclaimed unto each of the said parties of the second part, to their heirs and assigns forever, one undivided five thousandth part of all the property conveyed to the said party of the first part by D. Ĉ. Jackson, Marshal of the United States, for the District of Wisconsin, by deed executed and delivered by said D. C. Jackson, Marshal as aforesaid, and bearing the date the twelfth day of November, in the year one thousand eight hundred and sixty-one.

To have and to hold the same, together with all and singular the appurtenances and privileges thereunto belonging, or in any wise thereunto apper. taining, and all the estate, right, title, interest and claim whatsoever of the said party of the first part, either in law or equity, to the only proper use and benefit of the said parties of the second part, their heirs and assigns forever severally.

In witness whereof, the said party of the first part has hereunto set his hand and seal, the day and year first above written.

JAMES C. CARTER. [SEAL.]

Signed, sealed and delivered in presence of

MAT. H. CARPENTER,

WILLIAM J. C. FORESTER.

STATE OF WISCONSIN-Milwaukee County—ss.

James C. Carter, personally known to me to be the grantee above named, personally appeared before me this 12th day of November. A. D. 1861, and sealed and subscribed the foregoing instrument in my presence, and acknowl. edged that the same was his free act and deed.

[SEAL.]

MAT. H. CARPENTER, Notary Public, Milwaukee County. Filed and recorded, 10 o'clock, A. M., November 18, 1861.

JAMES C. CARTER, ASAHEL FINCH AND OTHERS, TO THE MINERAL POINT

RAILROAD.

QUIT CLAIM DEED.

This indenture, made the twelfth day of November, in the year of our Lord

one thousand eight hundred ard sixty-one, between James C. Carter, Asahel Finch, Samuel J. Holmes, Henry Koop, George W. Cobb and Luther Beecher, parties of the first part, and the Mineral Point Railroad, party to the second part,

Witnesseth, That the said parties of the first part, for and in consideration of the sum of one dollar, to each of them in hand paid by the said party of the second part, the receipt whereof is hereby confirmed and acknowledged, have given, granted, bargained, sold, remised, released and quit claimed, and by these presents do give, grant, bargain, sell, remise, release and quit claim unto the said party of the second part, to its successors and assigns forever, all the property conveyed to the said James C. Carter by D. C. Jackson, Marshal of the United States for the district of Wisconsin, by deed executed and delivered by said D. C. Jackson, Marshal as aforesaid, and bearing date the twelfth day of November, in the year one thousand eight hundred and sixtyone, of which property one undivided five thousandth part was subsequently conveyed by said James Carter to each of the others of the said parties of the first part.

To have and to hold the same, together with all and singular, the appurtenances and privileges thereunto belonging, or in anywise thereunto appertaining, and all the estate, right, title, interest and claim whatsoever of the said parties of the first part, either in law or equity to the only proper use, benefit and behoof of the said party of the second part, its successors and as signs forever.

In witness whereof, the said parties of the first part have hereunto set their hands and seals the day and year first above written.

[SEAL.] SEAL.

JAMES C. CARTER,
SAMUEL T. HOLMES,
HENRY KOOP,

SEAL.

GEO. W. COBB,

SEAL.]

LUTHER BEECHER,

[SEAL.]

Signed, sealed and delivered in presence of

WILLIAM J. C. FORESTER,

MAT. H. CARPENTER.

STATE OF WISCONSIN-Milwaukee County-ss.

James C. Carter, Asahel Finch, Samuel T. Holmes, Henry Koop, Geo. W. Cobb and Luther Beecher, personally known to me to be the grantees above named, personally appeared before me this 12th day of November, A. D. 1861, and sealed and subscribed the foregoing instrument in my presence, and acknowledged that the same was their free act and deed.

[SEAL.] MAT H. CARPENTER, Notary Public Milwaukee County, Wis. Filed and recorded 10 o'clock A. M., November 18, 1861.

ORGANIZATION OF ST. PAUL RAILROAD COMPANY.

WHEREAS, That part of the La Crosse and Milwaukee Railroad and the property real and personal described in the mortgage deed made by that com. pany to Green C. Bronson, James T. Soutter and Shepherd Knapp, dated December 31, A. D. 1856, in trust to them to secure the payment of the indebtedness therein named, and also described in a deed executed by the same parties supplemental to the mortgage deed in trust last above named, and dated January 28, A. D. 1858, both of which deeds are recorded in the office of the secretary of state for the state of Wisconsin, and copies thereof are on file in the district court of the United States for the district of Wisconsin, in the case of Benson, Soutter and Knapp, trustees, complainants against the La Crosse and Milwaukee Railroad Company and others, defenders, to which coples, records and files reference is here made for a more particular descrip

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