EXHIBIT S-55 DISTRICT COURT OF THE UNITED STATES, NORTHERN DISTRICT OF OHIO Equity No. 5153 United States of America, petitioner v. William G. Mather, S. Livingston Mather, D. T. Croxton, Cyrus S. Eaton, George T. Bishop, William R. Burwell, Myron A. Wick, The Youngstown Sheet & Tube Company, Inland Steel Company, Wheeling Steel Corporation, The Otis Steel Company, Delaware River Steel Company, Republic Steel Corporation, The Corrigan, McKinney Steel Company, McKinney Steel Holding Company, The Cleveland-Cliffs Iron Company, and the Cliffs Corporation, defendants PETITION The United States of America, by Emerich B. Freed, United States Attorney for the Northern District of Ohio, Harold M. Stephens, Assistant Attorney General, Walter L. Rice and M. S. Huberman, Special Assistants to the Attorney General, acting under the direction of the Attorney General, brings this proceeding in equity, under Section 15 of the Act of Congress of October 15, 1914 (38 Stat. 370), commonly known as the Clayton Act, to prevent and restrain violations, in this District and elsewhere in the United States, of Section 8 of said Clayton Act, against the following individuals and corporations, hereby made defendants: William G. Mather (resident of Cleveland, Ohio), Chairman of the Board of Directors of The Corrigan, McKinney Steel Company, and Director of The Cliffs Corporation, The Cleveland-Cliffs Iron Company, McKinney Steel Holding Company, and The Otis Steel Company; S. Livingston Mather (resident of Cleveland, Ohio), Director of Corrigan, McKinney Steel Company, The Cliffs Corporation, The Cleveland-Cliffs Iron Company, The Youngstown Sheet & Tube Company, and The Otis Steel Company; D. T. Croxton (resident of Cleveland, Ohio), Director of The Corrigan, McKinney Steel Company and The Otis Steel Company; Cyrus S. Eaton (resident of Cleveland, Ohio), Director of The Cliffs Corporation, The Cleveland-Cliffs Iron Company and Inland Steel Company; George T. Bishop (resident of Cleveland, Ohio), Director of The Cliffs Corporation, The Cleveland-Cliffs Iron Company and Inland Steel Company; William R. Burwell (resident of Cleveland, Ohio), Director of The Cliffs Corporation, The Cleveland-Cliffs Iron Company and Wheeling Steel Corporation; Myron A. Wick (resident of Cleveland, Ohio), Director of Republic Steel Corporation and Delaware River Steel Company; The Youngstown Sheet & Tube Company, a corporation organized and existing under the laws of the State of Ohio and having its principal office in Youngstown, Ohio; Inland Steel Company, a corporation organized and existing under the laws of the State of Delaware, and having its principal office in Chicago, Illinois; Wheeling Steel Corporation, a corporation organized and existing under the laws of the State of Delaware, and having its principal office in Wilmington, Delaware; The Otis Steel Company, a corporation organized and existing under the laws of the State of Ohio, and having its principal office in Cleveland, Ohio; Delaware River Steel Company, a corporation organized and existing under the laws of the State of Pennsylvania, and having its principal office in Chester, Pennsylvania; Republic Steel Corporation, a corporation organized and existing under the laws of the State of New Jersey, and having its principal office in Youngstown, Ohio; The Corrigan, McKinney Steel Company, a corporation organized and existing under the laws of the State of Ohio, and having its principal office in Cleveland, Ohio; McKinney Stee! Holding Company, a corporation organized and existing under the laws of the State of Delaware, and having its principal office in Cleveland, Ohio; The Cleveland-Cliffs Iron Company, a corporation organized and existing under the laws of the State of Ohio, and having its principal office in Cleveland, Ohio; and The Cliffs Corporation, a corporation organized and existing under the laws of the State of Ohio, and having its principal office in Cleveland, Ohio. 1. Each of the defendants transacts business and may be found in the Northern District of Ohio, State of Ohio, and each of the individual defendants resides in said District. 2. William G. Mather is a director in each of the following corporations, each of which is engaged in interstate commerce, and now has, and at all times during the two years last past has had, capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000: The Cliffs Corporation The Cleveland-Cliffs Iron Company The Corrigan, McKinney Steel Company The Otis Steel Company. 3. S. Livingston Mather is a director in each of the following corporations, each of which is engaged in interstate commerce, and now has, and at all times during the two years last past has had, capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000: The Cliffs Corporation The Cleveland-Cliffs Iron Company The Corrigan, McKinney Steel Company The Otis Steel Company. 4. D. T. Croxton is a director in each of the following corporations, each of which is engaged in interstate commerce, and now has, and at all times during two years last past has had, capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000: The Corrigan, McKinney Steel Company The Otis Steel Company. 5. Cyrus S. Eaton is a director in each of the following corporations, each of which is engaged in interstate commerce, and now has, and at all times during the two years last past has had, capital, surplus and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000: The Cliffs Corporation The Cleveland-Cliffs Iron Company Inland Steel Company. 6. George T. Bishop is a director in each of the following corporations, each of which is engaged in interstate commerce, and now has, and at all times during the two years last past has had, capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000: The Cliffs Corporation The Cleveland-Cliffs Iron Company Inland Steel Company. 7. William R. Burwell is a director in each of the following corporations, each of which is engaged in interstate commerce, and now has, and at all times during the two years last past has had, capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000: The Cliffs Corporation The Cleveland-Cliffs Iron Company Wheeling Steel Corporation. 8. Myron A. Wick is a director in each of the following corporations, each of which is engaged in interstate commerce: Republic Steel Corporation Delaware River Steel Company. Republic now has, and at all times during the two years last past has had, capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000. 9. The Cliffs Corporation owns 100% of the 408,296 outstanding shares of the common stock of The Cleveland-Cliffs Iron Company. The Cleveland-Cliffs Iron Company owns 100% of the 10,100 outstanding shares of common stock of McKinney Steel Holding Company, 14,723 shares, or 1.31% of the 1,120,086 outstanding shares, of voting common stock of the Corrigan, McKinney Steel Company, and 94,652 shares, or 34.25% of the 276,359 outstanding shares, of non-voting common stock of The Corrigan, McKinney Steel Company. McKinney Steel Holding Company owns 616,217 shares, or 55.02% of the outstanding shares, of voting common stock of The Corrigan, McKinney Steel Company, and 55,658 shares, or 20.13% of the outstanding shares, of non-voting common stock of The Corrigan, McKinney Steel Company. 10. The Youngstown Sheet & Tube Company owns and operates steel plants in Youngstown, Ohio, and Indiana Harbor, Indiana, and there produces large quantities of pig iron, semi-finished steel (including blooms, billets, slabs and bars), finished steel (including steel pipes, plates, sheets, bars, rods, nails, wire, tinplate, railroad tie plates), and a variety of fabricated steel products; and sells and transports substantial quantities thereof in interstate and foreign commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other states and foreign countries to the United States Attorney unknown. The Youngstown Sheet & Tube Company has steel ingot capacity of approximately 3,120,000 gross tons. The Youngstown Sheet & Tube Company and its wholly owned subsidiaries have consolidated assets of approximately $206,000,000, and make annual sales of approximately $49,500,000. 11. Inland Steel Company owns and operates iron ore mines in the States of Minnesota and Michigan, and coal mines in the States of Pennsylvania, Illinois and Ketucky; and owns and operates steel plants in Chicago Heights, Illinois; Indiana Harbor, Indiana; and Milwaukee, Wisconsin; and there produces pig iron, semi-finished steel (including bloms, billets, slabs and sheet bars), finished steel (including plates, shapes, bars, pilings, hot and cold rolled sheets, hot and cold rolled strips, tinplate and galvanized sheets), and a variety of fabricated steel products (including roofing products, rails, angle bars, tie plates, spikes, bolts, nuts, rivets, rods and posts); and sells and transports substantial quantities thereof in interstate and foreign commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other states and foreign countries to the United States Attorney unknown. Inland Steel Company has steel ingot capacity of approximately 2,000,000 gross tons, and semi-finished and finished steel capacity of approximately 5,735,000 gross tons. Inland Steel Company has assets of approximately $103,000,000, and makes annual sales of approximately $27,500,000. 12. Wheeling Steel Corporation owns and operates iron ore mines in the State of Minnesota, and coal mines in the States of Pennsylvania, West Virginia and Ohio; and owns and operates 14 steel plants in the States of West Virginia and Ohio, and there produces coke, pig iron, semi-finished steel (including blooms, billets, slabs, and bars), finished steel (including sheared plates, car plates, tie plates, copper alloyed steel, hot and cold rolled wide strip, hot and cold rolled sheets, auto body sheets, enameled sheets, furniture sheets, special finished sheets, electric sheets, long terne sheets, terne plate and tinplate), and fabricated steel products (including standard pipe castings, boiler tubes, conduit pipes, wire rods, woven wire fabric, wire fencing, nails, staples, spikes, steel stampings, metal culverts and an extended variety of other fabricated steel products); and sells and transports substantial quantities thereof in interstate and foreign commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other states and foreign countries to the United States Attorney unknown. Wheeling Steel Corporation has steel ingot capacity of approximately 1,500,000 gross tons. Wheeling Steel Corporation and its wholly owned subsidiary have total assets of approximately $104,000,000, and make annual sales of approximately $44,800,000. 13. The Otis Steel Company owns and operates steel plants in Cleveland, Ohio, and there produces substantial quantities of coke, pig iron, semi-finished steel (including blooms, billets, slabs and bars), and finished steel (including steel plates, hot and cold rolled sheets, hot and cold rolled strips and casting); and sells and transports substantial quantities thereof in interstate and foreign commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other States and foreign countries to the United States Attorney unknown. The Otis Steel Company has steel capacity of approximately 1,014,400 gross tons (including ingot capacity of approximately 990,000 gross tons and castings capacity of 24,400 gross tons), and finished hot rolled steel capacity of approximately 558,500 gross tons. The Otis Steel Company has assets of approximately $34,000,000, and makes annual sales of approximately $15,000,000. 14. Delaware River Steel Company owns and operates blast furnaces in Chester, Pennsylvania, and there produces pig iron and coke, and sells and transports substantial quantities thereof in interstate commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other states to the United States Attorney unknown. Delaware River Steel Company has pig iron capacity of approximately 120,000 gross tons. 15. Republic Steel Corporation owns and operates iron ore mines in the States of Minnesota, Michigan, and Alabama, coal mines in the States of Pennsylvania and Alabama, limestone properties in the State of Alabama, and steel plants in the States of Ohio, Pennsylvania, Illinois, Indiana, New York, Alabama, Connecticut, and Michigan, and in Ontario, Canada; and produces large quantities of iron ore, coal, coke, pig iron, semifinished steel (including blooms, billets, slabs, and bars), and finished steel (including, among others, merchant bars, concrete reinforcing bars, tube rounds, hot and cold rolled sheets, tinplate and blackplate); and sells and transports substantial quantities thereof in interstate and foreign commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other states and foreign countries to the United States Attorney unknown. Republic has annual steel ingot capacity of approximately 5,013,000 gross tons, semifinished steel capacity exceeding 4,300,000 gross tons, aggregate finished steel capacity of approximately 6,400,000 net tons, and electric welded tubing capacity of approximately 234,000,000 feet. Republic and its wholly owned subsidiaries have total assets of approximately $271,000,000, and makes annual sales of approximately $80,000,000. 16. The Corrigan, McKinney Steel Company and its subsidiaries own and operate iron ore mines in the States of Minnesota and Michigan, and coal mines in the State of Kentucky, and own substantial timber holdings in the States of Minnesota and Michigan, and own and operate steel plants in the States of Ohio, Pennsylvania, Michigan, and Maryland; and produce large quantities of iron ore, coal, coke, pig iron, semifinished steel (including blooms, billets, slabs and bars), and finished steel (including merchant bars, concrete reinforcing bars, tube rounds, hot and cold rolled sheets, tinplate and blackplate), and sell and transport substantial quantities thereof in interstate and foreign commerce to and into the States of Ohio, Michigan, Illinois, Pennsylvania, New York, Indiana, and other states and foreign countries to the United States Attorney unknown. The Corrigan, McKinney Steel Company has steel ingot capacity of approximately 1,040,000 gross tons and semifinished steel capacity of approximately 800,000 gross tons; and The Corrigan, McKinney Steel Company (together with its subsidiaries) has finished steel capacity of approximately 800,000 net tons. The Corrigan, McKinney Steel Company and its subsidiaries have total assets of approximately $65,000,000, and make annual sales of approximately $20,000,000. 17. The Cleveland-Cliffs Iron Company owns and operates iron ore mines in the States of Minnesota and Michigan, coal mines in the State of West Virginia, timber holdings and lumber mills in the State of Michigan, and a charcoal blast furnace in the State of Michigan; and sells substantial quantities of iron ore, pig iron, and coal in interstate and foreign commerce. The Cleveland-Cliffs Iron Company has substantial pig iron capacity, and sells and transports annually approximately 2,450,000 gross tons of iron ore, as much as 50,000 gross tons of pig iron, and approximately 2,250,000 net tons of bituminous coal. The Cleveland-Cliffs Iron Company has total assets of more than $100,000,000, and makes annual sales in excess of $15,000,000. 18. The Youngstown Sheet & Tube Company, Inland Steel Company, Wheeling Steel Corporation, The Otis Steel Company, Delaware River Steel Company, Republic Steel Corporation, and The Cliffs Corporation (and its subsidiaries, The Cleveland-Cliffs Iron Company, McKinney Steel Holding Company, and The Corrigan, McKinney Steel Company) are respectively engaged in interstate commerce, as described heretofore, and each of said corporations engages in substantial competition with the other in the sale of each product which they produce in common, as described hereinabove; and each of said corporations, except Delaware River Steel Company, has potential power to compete with the other in the sale of iron ore, pig iron, semifinished steel of all varieties, finished steel of all varieties, and fabricated steel products of all varieties. 19. The elimination of competition, by agreement, between any two or more of the above-named corporations would violate various provisions of the antitrust laws. None of said corporations is a bank, banking association, trust company or common carrier subject to the Act to Regulate Commerce, approved February 4, 1897. Wherefore petitioner prays: PRAYER 1. That writs of subpoena issue, directed to each defendant, commanding said defendant to appear herein and answer under oath the allegations contained in this petition, and to abide by and perform such acts and decrees as the Court may make in the premises; 2. That defendants William G. Mather, S. Livingston Mather, D. T. Croxton, Cyrus S. Eaton, George T. Bishop, William R. Burwell, and Myron A. Wick be ordered and directed forthwith to resign from their respective directorships in, and effectually withdraw from direct or indirect participation in the directorship or control of, The Youngstown Sheet & Tube Company, Inland Steel Company, Wheeling Steel Corporation, The Otis Steel Company, Delaware River Steel Company, Republic Steel Corporation, The Corrigan, McKinney Steel Company, McKinney Steel Holding Company, The Cleveland-Cliffs Iron Company, and The Cliffs Corporation; and that each of said individual defendants be perpetually enjoined from becoming or being at the same time a director in any two or more competing steel corporations any one of which has capital, surplus, and undivided profits (exclusive of declared dividends) aggregating more than $1,000,000; and that said corporate defendants and all persons acting on behalf of them or any of them, be ordered and directed to cause and accept the resignation of the respective directors named above. 3. That the petitioner have such other, further, general, and different relief as the nature of the case may require and the Court may deem proper in the premises; and 4. That the petitioner recover its costs. EMERICH B. FREED, United States Attorney for the HOMER S. CUMMINGS, Attorney General. HAROLD M. STEPHENS, Assistant Attorney General. WALTER L. RICE, Special Assistant to the Attorney General. M. S. HUBERMAN, Special Assistant to the Attorney General. DISTRICT OF COLUMBIA, 88: Walter L. Rice, being duly sworn, deposes and says: I am a Special Assistant to the Attorney General and have been actively engaged in the preparation of this proceeding. I have read the petition herein and know the contents thereof, and I am informed and believe that the allegations thereof are true. The sources of my information and the grounds of my belief are the oral and written statements made to me by various responsible officers of the defendant corporations, the statistical information contained in publications of reliable trade associa tions in the steel industry, and statements and official reports of Government investigators. WALTER L. RICE. Subscribed and sworn to before me this sixth day of February, 1935. [SEAL] EXHIBIT S-56 HAROLD L. SCHILZ, Notary Public, District of Columbia. IN THE DISTRICT COURT OF THE UNITED STATES, NORTHERN DISTRICT OF OHIO In Equity No. 5153 United States of America, petitioner. v. William G. Mather, et al., defendants Filed Dec. 19, 1935. F. J. Denzler, Clerk, U. S. District Court, N. D. O. JOURNAL ENTRY DISMISSING THE DEFENDANTS, REPUBLIC STEEL CORPORATION, DELAWARE RIVER STEEL COMPANY, AND MYRON A. WICK The defendants, Republic Steel Corporation, Delaware River Steel Company, and Myron A. Wick, leave of court being first had and obtained, filed their motions, pursuant to Equity Rule 29, to dismiss the petition as against them. The motions of said corporate defendants were on the grounds, first, that as corporations the petition stated no cause of action against them, for the reason |