amounts so paid to be applied on the purchase price upon consummation of the transaction. In the event the transaction is not consummated, such amounts would be retained by Righter in satisfaction of any claim growing out of the operation or alleged operation under the considered rights or the forbearance by Righter from operating under such rights.

Righter would retain regular-route operations between St. Louis and Cape Girardeau, Sikeston, and Mound City via East St. Louis, Red Bud, and Ware, serving all intermediate points, except points between East St. Louis and Cape Girardeau, and the off-route points of Tamms and National Stockyards, and irregular-route operations between points in Mississippi County, Mo., on the one hand, and, on the other, points to which service is authorized in connection with its regular routes retained. Service between points in the irregularroute territory to be purchased by Frisco and authorized points on the regular routes retained by Righter and between points in Mississippi County, Mo., and authorized points on the regular routes to be purchased by Frisco would be effected by interchange at either Cape Girardeau or Sikeston between applicants or by either with other motor carriers. In other words, operations under those rights of Righter would be abandoned.

Frisco's balance sheet as of January 31, 1944, shows assets aggregating $981,549, consisting of: Current assets $367,105; carrier operating property, less depreciation, $470,303; intangible property, less amortization, $72,625; and deferred debits $71,516. Liabilities were: Current liabilities $349,047; equipment obligations $102,090; deferred credits $13,175; reserve for insurance $6,632; capital stock $450,000; and earned surplus $60,605. Its income statements for 1942, 1943, and the month of January 1944, covering combined passenger and freight operations, show net incomes for 1942 and 1943, before provision for income taxes, of $64,123 and $113,682, respectively, and, after such provision, $37,562 and $59,046, respectively, and a deficit for the month of January 1944, of $6,536. Its income statements for 1943 and the indicated month of 1944, covering freight operations only, show deficits of $5,535 and $9,638, respectively.

Righter's balance sheet as of February 29, 1944, shows assets aggregating $10,780, consisting of: Current assets (credit balance) $6,330; carrier operating property, less depreciation, $16,110; and nonoperating property $1,000. Liabilities were: Current liabilities $25,677; capital stock, common $40,000; and earned surplus (debit balance) $54,897. Its income statements for 1942, 1943, and the first 2 months of 1944 show deficits of $2,702, $30,270, and $6,659, respectively.

Righter lacks adequate capital, personnel, and equipment to reinstitute service under the rights proposed to be sold. It is burdened with debt and has been compelled to offer the bulk of its equipment for sale in order to secure funds to meet pressing obligations. Its present organization consists principally of four officers. The purchase price herein would be used to retire certain obligations and to build up an organization to provide a more efficient and improved service in the limited territory which it would continue to serve.

Righter's regular routes total 893 miles. The portion of such routes which Frisco here proposes to purchase aggregates 713 miles. As indicated, the latter routes extend from St. Louis to Memphis via Jackson, Sikeston, Hayti, and Turrell, 322 miles; from Jackson to Walnut Ridge, via Dexter, Malden, and Arbyrd, 161 miles; from Sikeston to Poplar Bluff via Dexter, 51 miles; and from the junction of U. S. Highways 61 and 62 to Turrell via Malden, Piggott, Datto, and Hoxie, 179 miles. Except between St. Louis and Jackson, 130 miles, Righter is authorized to serve all intermediate points on such routes. The territory traversed by the routes Frisco seeks authority to purchase is served generally by the railroad's river division, which consists principally of the St. Louis-Memphis main line and the Cape Girardeau-Nettleton and Cape Girardeau-Hoxie branch lines, and that portion of its southern division between Memphis and Hoxie. On a mileage basis, approximately 47 percent of said routes is not immediately adjacent to lines of the railroad. Segments of the routes adjacent to the rail lines are principally between Cape Girardeau and Memphis, 184 miles, between Datto and Turrell, 106 miles, between Malden and Arbyrd, 48 miles, and between St. Louis and Crystal City, 34 miles. However, Righter is not authorized to serve any point on the latter segment, other than St. Louis. In general, lines of the railroad form the boundary of the territory embraced within the irregular-route operations proposed to be purchased by Frisco. In addition to the afore-mentioned six counties in Missouri, which aggregate approximately 3,600 square miles, such irregular-route authority embraces all of Green and Mississippi, and portions of Clay, Randolph, Lawrence, Craighead, Poinsett, and Crittenden Counties in Arkansas, aggregating approximately 3,500 square miles.

Regular routes of Righter here considered duplicate routes over which Frisco has been authorized to operate an aggregate of 433 miles, principally between St. Louis and Crystal City, 34 miles; between Morely and Memphis via Blytheville and Turrell, 163 miles; between Dutchtown and Advance, 19 miles; between Clarkton, Mo., and Arbyrd, 40 miles; and between Piggott and Turrell, via Walnut Ridge, 141 miles. The duplicate segments represent approximately 60 percent of the regular routes proposed to be purchased and are gen

erally adjacent to lines of the railroad. As previously indicated, Frisco's operating rights over the duplicate segments between Blytheville and Memphis via Turrell, and between Walnut Ridge and Turrell, aggregating 146 miles, are portions of operating rights acquired through purchase pursuant to authority granted in 25 M. C. C. 96 and 35 M. C. C. 132, supra, without limitation on the kind of service to be performed. Its rights over the remainder of the duplicate segments were granted under section 207 in Frisco Transp. Co. Extension-Missouri-Arkansas and Frisco Transp. Co. Extension-Lake City, Ark., supra, subject to the restrictions heretofore described in those proceedings, the Commission, division 5, finding that there has been no showing of a need for Frisco to perform an all-truck service.

The territory here considered embraces southeastern Missouri and northeastern Arkansas. St. Louis and Memphis are the principal merchandise centers for the territory, which is primarily agricultural. As indicated, each is at present served by Frisco and the railroad. Other than those two cities, Righter is authorized to serve in regularroute operations under these rights approximately 97 points with an aggregate population (1940 census) of approximately 138,100 persons. The principal points on the routes to be acquired and their population are: In Missouri-Jackson (3,113), Cape Girardeau (19,426), Fornfelt (1,504), Sikeston (7,944), New Madrid (2,450), Portageville (2,107), Hayti (2,628), Steele (1,585), Morehouse (1,598), Dexter (3,108), Poplar Bluff (11,163), Malden (2,673), Campbell (1,786), Bloomfield (1,208), Bernie (1,160), Senath (1,261), and Kennett (6,335), and in Arkansas-Blytheville (10,652), Luxora (1,258), Osceola (3,226), Wilson (1,500), West Memphis (3,369), Piggott (2,034), Corning (1,550), Pocohontas (3,028), Paragould (7,079), Walnut Ridge (2,013), Hoxie (1,448), Trumann (3,381), Marked Tree (2,276), and Jonesboro (11,729). The remaining points comprise approximately 66 small communities, each of less than 1,000 population. Of the afore-mentioned 97 points, 66 points with an aggregate population of 113,850, are stations on the railroad,' 18 points, with an ag gregate population of 22,400, are not served by the railroad but are served by other rail carriers, and 13 points, with an aggregate popu

8

In Missouri, Cape Girardeau, Sikeston, Marston, Conran, Portageville, Hayti, Steele, Holland, Morehouse, Poplar Bluff, Risco, Malden, Maguires, Campbell, Delta, Arbor, Advance, Clarkton, Holcomb, Frisbee, White Oak, Kennett, Caruth, Senath, Bucoda, Arbyrd, and Cardwell, and in Arkansas, Yarbro, Blytheville, Luxora, Osceola, Grider, Driver, Wilson, Bassett, Joiner, Frenchman's, Menasha. Turrell, Clarkdale, Jericho, Harvard, Marion, West Memphis, Piggott, Pollard, Datto, Reyno, Biggers, Pocohontas, Walnut Ridge, Shannon, Manson, Elnora, Hoxie, Ponders, Sedgwick, Bono, Jonesboro, Nettleton, Bay, Trumann, Marked Tree, Tyronza, Deckerville, and Gilmore.

In Missouri, Jackson, Fornfelt, Morley, Ristine, New Madrid, Grayridge, Hunterville, Essex, Dexter, Dudley, Fisk, Ash Hill, Dutchtown, Bernie, and Townley; and in Arkansas, St. Francis, Corning, and Paragould.

lation of approximately 1,850, have no rail service, but each is authorized to be served by at least 1 motor carrier. Frisco is at present authorized to serve, without limitation on the kind of service rendered, 32 points with an aggregate population of approximately 44,300,10 and it is authorized to serve, with the kind of service limited to that which is auxiliary to, or supplemental of, train service, plus either keypoint or prior or subsequent rail-haul restrictions, 34 points with an aggregate population of approximately 67,800." It is not now authorized to serve 31 points on these routes of Righter, with an aggregate population of approximately 26,000 persons.12

Frisco's primary purpose in acquiring the considered rights is to assist the railroad in its efforts to improve the efficiency of its merchandise car service so as to facilitate and expedite the movement and delivery of less-than-carload freight to stations on the river division which, for the most part, comprise sparsely settled farm communities. The volume of merchandise freight, particularly out-bound, available to the railroad in the territory is not substantial and, prior to the afore-mentioned unrestricted lease of Righter's operations by Frisco, the railroad provided only triweekly service to many of such points. Through unrestricted operations under the lease and temporary authority under section 204 (f), Frisco and the railroad have been rendering a rail-truck service in the territory, providing firstmorning delivery to St. Louis from many points instead of secondto fourth-morning delivery via the railroad and earlier first-day service to such points from St. Louis. Such coordinated service has resulted in savings to the railroad of 314 cars and 22,188 loaded car-miles per month. The average of both loaded and empty car-miles saved per month is 34,135.

The railroad determines whether its merchandise freight, that is, freight of less-than-carload quantities received on a rail bill of lading, is to be moved in railway cars or turned over to Frisco for transportation by truck. Such determination normally depends on the volume, kind of traffic, availability of personnel and equipment, and other practical operating conditions. The general policy is for the

In Missouri, Kelso, Benton, Canady, Atkins Corner, Kinzer, Acquilla, Pine City, and Bloomfield, and in Arkansas, McDougal, Light, Lanieve, Herget, and Beasley.

10 In Missouri, none; and in Arkansas, Blytheville, Luxora, Osceola, Grider, Driver, Wilson, Bassett, Joiner, Frenchmans Bayou, Menasha, Turrell, Clarkdale, Jericho, Harvard, Jonesboro, Nettleton, Herget, Bay, Trumann, Marked Tree, Tyronza, Beaseley, Deckerville, Gilmore, Marion, Walnut Ridge, West Memphis, Hoxie, Ponders, Sedgwick, Lanieve, and Bono.

"In Missouri, Cape Girardeau, Sikeston, Marston, Conran, Portageville, Hayti, Steele, Holland, Morehouse, Poplar Bluff, Risco, Malden, Campbell, Delta, Arbor, Advance, Clarkton, Holcomb, Frisbee, White Oak, Kennett, Senath, Bucoda, and Arbyrd, and in Arkansas, Yarbro, Piggott, Pollard, Datto, Reyno, Biggers, Pocohontas, Shannon, Manson, and Elnora. 12 In Missouri, Jackson, Fornfelt, Kelso, Benton, Morley, Ristine, New Madrid, Canady, Akins Corner, Grayridge, Hunterville, Essex, Dexter, Dudley, Fisk, Ash Hill, Kinzer, Maguires, Dutchtown, Acquilla, Bloomfield, Bernie, Townley, Pine City, Caruth, and Cardwell; and in Arkansas, St. Francis, McDougal, Corning, Light, and Paragould.

railroad to haul such freight, particularly if the commodity is not suitable for truck transportation or if there is a sufficient quantity at the origin point to fill a rail car, and the freight is destined to a single point. Likewise, motor service is not substituted for rail service at certain points from and to which the railroad maintains regularly scheduled cars for the handling of less-than-carload freight, originating at or destined to such points. For example, merchandise freight of the railroad originating at St. Louis destined to Memphis and vice versa is hauled by the railroad in regularly scheduled cars operating between those points, and when traffic warrants, scheduled cars are also maintained between St. Louis and Memphis, on the one hand, and, on the other, such points as Chaffee, Hayti, and Blytheville.

Rail freight insufficient to make up a rail car is moved either alltruck or in a combination rail-truck service. For example, under the afore-mentioned lease of Righter's rights, a shipment of less-thancarload freight from St. Louis, Memphis, or Springfield to a point authorized to be served by Righter would be transported either by Frisco in an all-truck service or by the railroad principally to such points as Chaffee, Hayti, Sikeston, Malden, or Blytheville and thence by Frisco to destination. The railroad has approximately 75 breakbulk points on its system. In the considered territory, Cape Girardeau, Sikeston, Hayti, and Blytheville, on the St. Louis-Memphis main line of the railroad and Morehouse, Kennett, and Poplar Bluff on its branch lines have been used as break-bulk points. However, establishment of break-bulk points is dependent upon changes in the railroad's set-up for the movement of its merchandise freight in order to meet current transportation needs, with the result that break-bulk points are not fixed but, rather, are continually changed, certain ones being discarded and new ones created.

Frisco maintains its own employees and facilities at the larger points which it serves, but uses employees, telephone and telegraph service, and freight-house and dock facilities of the railroad at smaller points. For the use of such services and facilities, it pays the railroad a monthly charge based on the cost or value thereof. The charge, originally $25 per month at inception of operations by Frisco, is now $3,750 per month. The railroad turns over to Frisco approximately four times the amount of merchandise freight which it receives from the latter. Under normal conditions, Frisco's traffic is about equally divided between all-motor freight and freight received from the railroad. No separate schedules for movement of merchandise freight are maintained either by Frisco or the railroad. Less-thancarload freight of the railroad at rail billing and rail rates moves in the same truck or car, as the case may be, with less-than-truckload freight of Frisco at motor rates and motor billing. Frisco and the