Appt., v.

MASON CITY & FORT DODGE RAIL¬ ROAD COMPANY.

(See S. C. Reporter’s ed. 160-171.)

is of equal authority upon each of two distinct and sufficient grounds upon which an appel¬ late court rests its affirmance of a judgment, although only one of those grounds was con¬ sidered in the court below.

Union Pacific Railroad Company was required to permit the trains of all roads terminating at the Missouri river at Omaha to use its bridge at that point up to the fair limits of capacity, and upon payment of reasonable compensation, by the act of February 24, 1871 (16 Stat. at L. 430, chap. 67), authorizing the construction of the bridge and providing that for its use and protection the company should be empowered, governed, and lim¬ ited by the provisions of the act of July 25,

1866 (14 Stat. at L. 244, chap. 246), to authorize the construction of certain bridges, and to establish them as post roads, since it must have been intended by that provision to incorporate not only those provisions of the earlier act in terms applied to all the bridges therein authorized, but also the provision for joint use, applied to sub¬ stantially all the bridges, although, in ref¬ erence to a single bridge, other and special directions were made.

Note. — On stare decisis — obiter dicta — see note to Union P. R. Co. v. Mason City & Ft. D. R. Co. 64 C. C. A. 36L

199 U. S.

] non.

Union P. R. Co. v. Mason City & Ft. D. R. Co.

160, 161

under foreclosare. — The successor to the Union Pacific Railroad Company by purchase under a foreclosure sale of a first mortgage of the railway property did not take the property free from the obligation, under the act of February 24, 1871 (16 Stat. at L. 430, chap. 67), enacted subsequent to the execution of the mortgage, in the exercise by Congress of its reserved right to alter, amend, or repeal the act incorporating the railroad company, to permit the joint use, by the trains of all railroads terminating at Omaha, of the bridge whose construction at that point by the Union Pacific Railroad Company was authorized by that statute.

[No. 18.]

Argued October 19, 20, 1905. Decided No¬ vember 6, "1905.

APPEAL from the United States Circuit Court of Appeals for the Eighth Circuit to review a decree which affirmed a decree of the Circuit Court for the District of Ne¬ braska, requiring the Union Pacific Rail¬ road Company to permit the joint use of a railroad bridge at Omaha by the trains of a railroad terminating at the Missouri river at that point. Affirmed.

See same case below, 64 C. C. A. 348, 128 Fed. 230.

Statement by Mr. Justice Brewer:

On a bill filed by the Mason City & Fort Dodge Railroad Company (hereinafter called the Mason City company), the cir¬ cuit court of the United States for the dis¬ trict of Nebraska entered a decree, August 19, 1903 (124 Fed. 409), requiring the

Union Pacific Railroad Company (hereinaft¬ er called the Union Pacific company) to let the plaintiff into the joint use of the rail¬ road bridge between Omaha and Council Bluff's, and the approaches thereto. On ap-

peal this decree was affirmed *by the circuit court of appeals for the eighth circuit, Feb¬ ruary 29, 1904. 64 C. C. A. 348, 128 Fed.

230." Thereupon the Union Pacific com¬ pany appealed to this court.

Messrs. John N. Baldwin, and IVIax- well Evarts argued the cause and filed a brief for appellant:

General expressions in an opinion, which are not essential to dispose of a case, are not permitted to control the judgment in subsequent suits.

Cohen v. Virginia, 6 Wheat. 264, 5 L. ed. 257- Harriman v. Northern Securities Co <. 197 U. S. 244, 291, 49 L. ed. 739, 761, 25 Sup. Ct. Rep. 493.

The power to alter, amend, and repeal the charter of the Union Pacific Railroad Com¬ pany did not give Congress the power to take from the railroad company property

199 U. S.

acquired by it in the exercise of its fran¬ chises and corporate powers; and its road¬ bed and the use thereof west of Twentieth street, Obama, could not be taken from it and given to another under the guise of an amendment of its charter.

Sinking Fund Cases, 99 U. S. 700, 720, 25 L. ed. 496, 501; Re Parrott, 1 Fed. 481; United States v. Union P. R. Co. 160 U. S. 1, 33, 40 L. ed. 319, 330, 16 Sup. Ct. Rep. 190; Rice v. Minnesota d N . W. R. Co. 1 Black, 360, 17 L. ed. 147; Coast Line R. Co. v. Savannah, 30 Fed. 646 ; Detroit v. Detroit d E. PI. Road Co. 43 Mich. 140, 5 N. W. 275; People v. O’Brien, 111 N. Y. 1, 2 L.R.A. 255, 7 Am. St. Rep. 684, 18 N. E. 692; Miller v. New York & E. R. Co. 21 Barb. 513; Johnson v. Goodyear Min. Co. 127 Cal. 4, 47 L.R.A. 338, 78 Am. St. Rep. 17, 59 Pac. 304; Orr v. Bracken County, 81 Ky. 593.

The appellant, under the foreclosure of the mortgage of March 1, 1865, acquired the properties of the old company free and clear of any lien, charge, or duty, of or to the United States, under any act of Con¬ gress, except as specified in the decree of foreclosure.

Toledo, D. d B. R. Co. v. Hamilton, 134 U. S. 296, 33 L. ed. 905, 10 Sup. Ct. Rep. 546; Dunham v. Cincinnati, P. d C. R. Co.

1 Wall. 254, 17 L. ed. 584; Galveston. H. d H. R. Co. v. Cowdrey, 11 Wall. 459, 20 L. ed. 199; Sullivan v. Portland d K. R. Co. 94 U. S. 806, 24 L. ed. 324.

Mr. Frank B. Kellogg argued the cause, and, with Messrs. James M. Wool- ivorth, William D. McHugh, and Cordenio A. Severance, filed a brief for appellee:

Where an adjudication is placed upon two or more grounds, the decision of each will be held to be of binding force, and not obiter.

Florida C. R. Co. v. Schutte , 103 U. S. 118, 26 L. ed. 327 ; Alexander v. Worthington, 5 Md. 489; Jones v. Habersham, 107 U. S. 179, 27 L. ed. 403, 2 Sup. Ct. Rep. 336; Buchner v. Chicago, M. d N. W. R. Co. 60 Wis. 264, 19 N. W. 56 ; Bouvier, Law Diet. Rawle’s Revision, pp. 567, -569; Becker v. Chester, 115 Wis. 90, 91 N. W. 100; Hawes v. Contra Costa Water Co. 5 Sawy. 287, Fed. Cas. No. 6,235; Broken v. Chicago^d N. W. R. Co. 102 Wis. 137, 44 L.R.A. 579, 77 N. W. 748, 78 N. W. 771.

The decision in the Rock Island case con¬ struing the Union Pacific bridge act became a rule°of property, governing the use of the bridge and tracks involved in this case, on which all parties have a right to rely; and it should not now be disturbed.

Harris v. Jex, 55 N. Y. 421, 14 Am. Rep. 285; Levy v. Hitsche, 40 La. Ann. 500, 4 So. 472; Minnesota Min. Co. v. National

Oct. Term,

Supreme Court of the United States.

Min. Co. 3 Wall. 334, 18 L. ed. 43; Frank v. Evansville d I. R. Co. Ill Tnd. 132, 12 N.

E. 105; Hines v. Driver, 89 Iml. 342 ; Paul¬ son v. Portland, 16 Or. 450, 1 L.R.A. 673, 19 Pac. 450; Oarth v. Arnold, 53 C. C. A. 200, 115 Fed. 471.

So zealous lias this court been to main¬ tain the stability of the law, that it has re¬ fused to follow the highest courts of the states in the construction of their statutes, where, after the issue of negotiable se¬ curities, the rules of law pertaining to their validity have been changed by the de¬ cisions of the Supreme Court.

Mitchell v. Burlington, 4 Wall. 270, 18 L. cd. 350; Gelpclce v. Dubuque. 1 Wall. 202,

17 L. ed. 524 ; Havemeyer v. Iowa County, 3 Wall. 294, 18 U. ed. 38.

Admitting, for the purpose of this argu¬ ment, that the question is not stare decisis, the conclusions reached by the court in the Rock Island case were correct.

Union P. R. Co. v. Hall, 91 U. S. 344-346, 23 L. ed. 428. 429 ; United States v. Union P. R. Co. 91 U. S.' 80, 23 L. ed. 228:

The rules of construction which counsel is invoking in this case are too technical to receive the favorable consideration of a court of equity.

■Joy v. St. Louis, 138 U. S. 1, 34 L. ed. 843, 11 Sup. Ct. Rep. 243; Lathrop v. Junc¬ tion R. Co. 4 Fed. 41.

All possible doubt as to the proper construction to be placed upon the act of Congress and the tripartite agreement con¬ tained in the Saunder’s deed is removed when we consider what the first Pacific com¬ pany and this defendant have done under it.

A tty. Gen. v. Drummond, 1 Drury & W. 353; Chicago G. W. R. Co. v. northern P. R. Co. 42 C. C. A. 25, 101 Fed. 795; Cen¬ tral Trust Co. v. Wabash. St. L. d P. R- Co. 34 Fed. 254; Topliff v. Topliff, 122 U. S. 121, 127, 30 L. ed. 1110, 1112, 7 Sup. Ct. Rep. 1057; Steinbach v. Stewart, 11 Wall. 567, 576, 20 L. ed. 56, 58; Hamm v. San Francisco, 9 Sawy. 31, 17 Fed. 119,

Mathews v. Danahy, 26 Mo. App. 660; Jen¬ nings v. Whitehead & A. Mach. Co. 138 Mass. 594; District of Columbia v. Gallaher, 124 U. S. 505, 31 L. ed. 526, 8 Sup. Ct. Rep. 585; Knox County v. Ninth Nat. Bank, 147 U. S. 91, 37 L. ed! 93, 13 Sup. Ct. Rep. 267 ; Leavitt v. Windsor Land & Invest. Co. 4 C. C. A. 425, 12 U. S. App. 193, 54 Fed. 439; Metropolitan Nat. Bank v. Benedict Co. 20 C. C. A. 377, 36 U. S. App. 604. 74 Fed. 182.

The act of 1871 was an amendment to the charter of the Union Pacific Railroad Com¬ pany, granting to it certain franchises and privileges, and providing the manner of the use of a certain part of its property for reasonable compensation.

Sinking Fund Cases, 99 U. S. 700, 25 L.

136

ed. 496; Canada Southern R. Co. v. Inter¬ national Bridge Co. 8 Fed. 192; New York & N. Fj. R. Co. v. Bristol, 151 U. S. 567, 38 L. ed. 273, 14 Sup. Ct. Rep. 437; Tomlinson v. Jessup, 15 Wall. 459, 21 L. ed. 206; Miller v. New York, 15 Wall. 498, 21 L. ed. 104; Maine C. R. Co. v. Maine, 96 U. S. 510, 24 L. ed. 840; Pear¬ sall v. Great N orthern R. Co. 161 U. S. 646, 656, 40 L. ed. 838, 840, 16 Sup. Ct. Rep. 705; Union P.. R. Co. v. Chicago, R. I. & P.

R. Co. 163 U. S. 589, 41 L. ed. 274, 16 Sup. Ct. Rep. 1173.

The property was brought into existence by virtue of the privileges granted by Con¬ gress, and by the money raised by the city and the county; and when the first-mort¬ gage bondholders claimed a lien upon it, foreclosed the mortgage, and took the prop¬ erty, they, of necessity, accepted that prop¬ erty burdened with the easements imposed by the donators and by Congress.

Lake Eric & IF. R- Co. v. Priest, 131 Ind. 413, 31 N. E. 77; Midland R. Co. v. Fisher, 125’ Ind. 19, 8 L.R.A. 604, 21 Am. St. Rep. 189, 24 N. E. 756; Central Trust Co. v. Kneeland, 138 U. S. 414, 34 L. ed. 1014, 11 Sup. Ct. Rep. 357; St. Joseph Union Depot Co. v. Chicago, R. I. d P. R. Co. 32 C. C. A. 284, 60 U. S. App. 675, 89 Fed. 648; Fosdick v. Schall, 99 U. S. 251, 25 L. ed. 342 ; United States v. New Orleans d 0. R. Co. (New Orleans d O. R. Co. v. Mullen)

12 Wall. 362, 20 L. ed. 434; Bear Lake d River Waterworks d Irrig. Co. v. Garland, 164 U. S. 16, 41 L. ed. 333, 17 Sup. Ct. Rep. 7; Northern P. R. Co. v. Townsend, 190 U. s! 267, 47 L. ed. 1045. 23 Sup. Ct. Rep. 671.

To say that a railroad company having imposed upon it certain public duties and obligations can relieve itself of those duties by a reorganization and foreclosure in pur¬ suance of a plan of reorganization like this is, at least, an exceedingly radical doctrine.

Louisville Trust Co. v. Louisville, N. A. d C, R. Co. 174 U. S. 674, 43 L. ed. 1130, 19 Sup. Ct. Rep. 827; Northern P. R. Co. v. Townsend, supra; Chicago, R. I. d P. R. Co. v. Howard, 7 Wall. 392, 19 L. ed. 117 ; Central R, Co. v. Paul, 35 C. C. A. 639, 93 Fed. 878; Hill v. Gruell, 42 Ill. App. 411; United Waterworks Co. v. Omaha Water Co. 164 N. Y. 41, 58 N. E. 58.

Conceding, for the purposes of this argu¬ ment, that the bridge law did impose a bur¬ den, and was something more than a mere regulation of the use of the bridge for a reasonable compensation, still Congress, under its reserve power to alter, amend, or repeal this act, could impose this burden.

United States v. Union _P. R. Co. 160 U. S. 36, 40 L. ed. 331, 16 Sup. Ct. Rep. 190; Greenwood v. Union Freight d R. Co. 105 U S. 13, 26 L. ed. 961; Spring Valley

199 TJ. S.

Union P. R. Co. v. Mason City & Ft. D. R. Oo.

164-100

Waterworks Co. v. Schottler, 110 U. S. 348, 28 L. ed. 174, 4 Sup. Ct. Rep. 48; Hamilton Gaslight & Coke Co. v. Hamilton, 146 U. S. 25S, 36 L. ed. 903, 13 Sup. Ct. Rep. 90; Louisville Water Co. v. Clark, 143 U. S. 1, 36 L. ed. 55, 12 Sup. Ct. Rep. 346.

Mr. Justice Brewer delivered the opin¬ ion of the court:

The Mason City company contends that its right to the use of the bridge and ap¬ proaches was determined by the decision of this court in Cnion P. R. Co. v. Chicago, R.

I. & P. R. Co. 163 U. S. 564, 41 L. ed. 265, 16 Sup. Ct. Rep. 1173. And further, that if mistaken in this contention, it has that right under the statutes of the United States, and by the terms of a contract be¬ tween the Union Pacific Railroad Company, on the one hand, and the city of Omaha and

county of Douglass, Nebraska, on the *oth- er. The case in 163 U. S. arose on two contracts: one between the Union Pacific Railway Company and the Chicago, Rock Island, & Pacific Railway Company, and the other between the first-named company and the Chicago, Milwaukee, & St. Paul Railway Company. The opinion of the cir¬ cuit court (47 Fed. 15) considered only the contracts, sustained them, and entered a decree for the plaintiffs, awarding the joint use of the bridge and its approaches. That decree was affirmed by the circuit court of appeals (2 C. C. A. 174, 10 U. S. App. 98, 51 Fed. 309), and the case was thereupon brought on appeal to this court. Here the decision was rested not simply on the contracts, but also on an obligation held to have been imposed on the defendant by the statutes of the United States, the court saying (p. 586, L. ed. p. 273, Sup. Ct. Rep. 1181):

“For the provisions of the Pacific Rail¬ road acts relating to the bridge over the Missouri river, its construction and opera¬ tion, imposed on the Pacific company the duty of permitting the Rock Island com¬ pany to run its engines, cars, and trains over the bridge and the tracks between Council Bluffs and Omaha, and, we think, that South Omaha was included.”

This was followed by several paragraphs pointing out the statutes imposing the duty. Counsel for the Union Pacific company in the case at bar earnestly contend that so much of that opinion as referred to this statutory obligation was obiter dictum, that the statutes were misconstrued, and al¬ so that the status of the present Union Pacif¬ ic company differs so much from that of the then defendant as to make the ruling in¬ applicable.

We are unable to yield our assent to these contentions. While the claim of the

199 U. S.

plaintiffs in that case was founded direct¬ ly upon contracts, yet, if there were a stat¬ utory duty to let them into the joint use of the bridge and its approaches, that was enough to sustain a decree in their favor, and the contracts might De regarded as simply relieving the court of the work of settling minor matters, such as method of use, compensation therefor, and matter of control. Indeed, the alleged invalidity of the contracts was rested largely on the scope of the statutes, *and the duties to

the government and the public imposed thereby on the railroad company. Of course, where there are two grounds, upon either of which the judgment of the trial court can be rested, and the appellate court sustains both, the ruling on neither is obiter, but each is the judgment of the court, and of equal validity with the other. When¬ ever a question fairly arises in the course of a trial, and there is a distinct decision of that question, the ruling of the court in respect thereto can, in no just sense, be called mere dictum. Florida C. R. Co. v. Schutte, 103 U. S. 118, 26 L. ed. 327, In which this court said (p. 143, L. ed. 336) :

“It cannot be said that a case is not au¬ thority on one point because, although that point was properly presented and decided in the regular course of the consideration of the cause, something else was found in the end which disposed of the whole matter.

Here the precise question was properly pre¬ sented, fully argued, and elaborately con¬ sidered in the opinion. The decision on this question was as much a part of the judgment of the court as was that on any other of the several matters on which the case as a whole depended.”

Further, we see no reason to question the conclusion announced in the former opinion. Chap. 67 of the Laws of Congress, 1871 (16 Stat. at L. 430), granting power to issue bonds for the construction of the bridge, provided that “for the use and pro¬ tection of said bridge and property, the Union Pacific Railway Company shall be em¬ powered, governed, and limited by the pro¬ visions of the act entitled ‘An Act to Au¬ thorize the Construction of Certain Bridges, and to Establish Them as Post Roads,’ ap¬ proved July twenty-five, eighteen hundred and sixty-six, so far as the same is applica¬ ble thereto.”

The act referred to in this quotation (14 Stat. at L. 244, chap. 246) authorized the construction of nine bridges, as to the first of which (a bridge across the Mississippi river at Quincy) it was stated that whe.i constructed, all trains of all roads terminat¬ ing at said river, at or opposite said point, shall be allowed to cross said bridge for

137

1GG-169

Supreme Court of the United States.

Oct Term.

reasonable compensation, to be made to the owners of said bridge.”

sections authority is granted “upon the same terms, in the same manner, under the same restrictions, and with the same priv¬ ileges, as is provided for in this act in re¬ lation to the bridge at Quincy, Illinois.” [5 4.]

The remaining one of the nine bridges (that over the Mississippi river at St. Louis) was to be constructed by the St. Louis & Illinois Bridge Company, “subject to all the conditions contained in said act of incorporation and amendments thereto, and not inconsistent with the following terms and provisions contained in this act.” [§ 11.]

It is insisted that the act of 1871 makes applicable to the Omaha bridge only the two or three provisions in the act of I860 common to all the bridges named therein, and as the section authorizing the bridge at St. Louis contained no direction for its use by terminating railroads, that require¬ ment, although imposed on all the other bridges, was not brought into the act of 1871, and is inapplicable to the Omaha bridge. Counsel for the Union Pacific com¬ pany have also called our attention to a few statutes authorizing the construction of bridges, which contain no provision in respect to use by other railroad compa¬ nies. As against this, counsel for the Ma¬ son City company have cited over 350 acts, to be found in the several statutes of Con¬ gress, from the fifteenth to the thirty-sec¬ ond volume,, in each of which there is a di¬ rection for use by other companies. Ob¬ viously, that was tlie general policy of Con¬ gress, and the few exceptions thereto were dictated by the peculiar circumstances of the cases.

Bearing in mind this general policy of the government, we think it a fair con¬ struction of the act of 1871 that, incorpo¬ rating, as it did, the provisions of the act of 18GG, it must have intended to incorpo¬ rate not merely those in terms applied to all the bridges, but also one in harmony with that general policy and applied to substantially all, and this, although, in reference to a single bridge, other and special directions were made. Aside, there¬ fore, from any reliance upon the doctrine of stare decisis, the act of 1871 must be

168] considered as requiring the * Union Pacific company to permit the trains of all roads terminating at the Missouri river at Omaha to use its bridge up to the fair limits of ca¬ pacity, and on payment of reasonable com¬ pensation.

It may be remarked in passing that it is expressly conceded in this case by the Union Pacific company that there is no question 138

of the reasonableness of the compensation tendered, or the capacity of the bridge and approaches for the service asked by the Mason City company.

The final question is this: Is the statu* of the present Union Pacific Railroad Com¬ pany, the appellant, so different from that of the company to which it is a successor as to render inapplicable the decision in the Rock Island case, and to nullify the re¬ quirements of the act of 1871?

What are the facts? The acts of Con¬ gress, July 1, 1862 (12 Stat. at L. 489, chap.

120), July 2, 1864 (13 Stat. at L. 356, chap. 216), creating the Union Pacific Rail¬ road Company, authorized it to mortgage its road for $16,000 a mile (increased to $48,000 a mile in the mountainous dis¬ tricts), and loaned the credit of the United States for an equal amount, secured by a second lien on the property. The initial point of the main line of the Pacific Rail¬ road was fixed on the Iowa 'bank of the Missouri river, opposite the city of Omaha.

Union P. R. Go. v. Hall, 91 U. S. 343, 23 L. ed. 428. On March 1, 1865, the Union Pacific Railroad Company executed its first mortgage, conveying its entire line from the western boundary of the state of Iowa to its western terminus. This mortgage in terms included the road “heretofore con¬ structed or hereafter to be constructed.”

The act of 1871 authorized a mortgage of not exceeding two and a half million of dol¬ lars to raise money for the construction of the bridge. This mortgage was executed, the- money raised, and the bridge built.

The act of 1862, § 18, provided that “the better to accomplish the object of this ’act, namely, to promote the public interest and welfare by the construction of said railroad and telegraph line, . . . Congress may,

at any time, having due regard for the rights of said companies *named herein, add[16®| to, alter, amend, or repeal this act.” The act of 1864, which was an amendment of the act of 1862, in § 22 preserved the right of Congress to at any time “alter, amend, or repeal this act.” It also, in § 9, gave express authority to the company to main¬ tain ferries or construct bridges over the Missouri river. The mortgage of 1865 was foreclosed, and the present appellant, the Union Pacific company, a corporation or¬ ganized under the laws of Utah, became the purchaser. The contention now is that, as this mortgage antedated the act of 1871, the purchaser at the foreclosure thereof took the property freed from any burdens or obligations imposed by that act. It held the bridge as a part of its line, under no obligations to permit its use by any other company.

We shall not stop to inquire whether thi*

199 U. S.

Nederland L. Ins. Co. v. Metnebt.

169-171

foreclosure an I sale was anything more than a reorganization under the form of a judicial proceeding, nor whether, if it were in all respects a bona fida sale to an inde¬ pendent third party, such sale took the prop¬ erty out of the jurisdiction of Congress, and prevented that body from further legis¬ lation in aid of the purpose of the act, “namely, to promote the public interest and welfare.” The question before us is wheth¬ er an amendment to the act, purely admin¬ istrative in the character of the burdens imposed, aimed to promote the public in¬ terest and welfare, enacted while the title to the property remained in the original company, a corporation chartered by Con¬ gress, which preserves intact all the pecun¬ iary rights of the company, and whose priv¬ ileges are accepted and acted upon by the company, is denuded of vitality by a sale to a new company under foreclosure of a mortgage executed prior to such legisla¬ tion. That question must be answered in the negative.

The first transcontinental railroad, to wit, the Union Pacific Railroad, was a great public undertaking. Private capital was believed to be and was, in fact, unwill¬ ing to attempt it. Congress felt that the public interest required its construction. It sought to interest private capital in the

enterprise, and believed *that the work could be better done through the instrumentality of a corporation. At the same time it became practically the sponsor for the en¬ terprise by large donations of government credit and public lands. In so doing it was not seeking to aid a purely private enter¬ prise. What it did was in furtherance of the public interests, and it reserved to it¬ self the right to alter, amend, or repeal the act in so far as was necessary to promote those interests, limiting its action by the single proviso that due regard must be had to the rights of the company. Everyone who purchased the bonds of the company or gave it credit did so with full knowledge that this was a quasi-national enterprise, and that, if deemed necessary by Congress, the interests of the public might be promot¬ ed by additional legislation, in so far as the pecuniary rights of tlie company and its creditors were not sacrificed. The con¬ struction of the bridge, doing away, as it did, with the delay and annoyance of trans¬ portation across the river by a ferry, added largely, not merely to the value of the entire property, but also to the great convenience of the traveling and shipping public. The act giving authority for a large issue of bonds, thereby insuring the immediate con¬ struction of the bridge, was accompanied by a proviso that, upon reasonable compensa¬ tion. the use of the bridge should be accord- 199 U. S.

ed to other companies. Availing itself of the privileges conferred, the company ac¬ cepted the amendment in its entirety, and is bound by its terms as fully as though it had embodied them in a contract. So long as the full facilities of the Union Pacific company were not interfered with thereby, and a reasonable compensation was paid therefor, it cannot in any just sense be held that its rights were not duly regarded. And it cannot be tolerated that a private indi¬ vidual or a state corporation can, by the pur¬ chase at a judicial sale of the property, strike down all the legislation of Congress passed subsequently to the mortgage, for the promotion of the public interests. We cannot assent to the contention that the present owner of the property holds it free from obedience to all such legislation.

Now, as before *the foreclosure and sale, the[ 171 J public interests are to be regarded, and not simply private purposes, wishes, -or preju¬ dices.

One thing more requires notice. It is contended that the terms of the decree are too broad ; that they give to the Mason City company, not merely the use of the bridge and its approaches, including therein con¬ nections with Western roads terminating at Omaha, but also the use of all side or spur tracks connecting the Union Pacific Rail¬ road with private industries, and the track extending northward from the main line of the Union Pacific to the old ferry crossing.

On the argument counsel for the appellee stated that his company made no claim to a right to use these tracks. If the lan¬ guage of the decree is open to this miscon¬ struction it should be corrected, and the circuit court may make such correction on proper application.

Decree affirmed.

Mr. Justice McKenna took no part in the decision of this ease.