Reporter's Statement of the Case

these two sums is $6,941,325.96. This total sum included, according to the statement of commissions which you have delivered to us, and which is dated September 25th, 1917, $170,988.80. This latter sum will be withheld from the total above stated, so that the total net amount to be paid to you will be $6,770,338. As to the commissions or brokerage charges, we request you to make no further payments, and we agree to hold you harmless from any loss occasioned to you by reason of such action. This, of course, is upon the understanding that you will deliver to us all process served upon you by any of the persons claiming such commissions, that you will provide us with full information relating thereto upon our request, and that you will take no action in connection therewith which will in any way change the present conditions of the brokerage arrangements.

Fuller arrangements relating to this brokerage are to be worked out between counsel for your company and our corporation to the end that the claims of these brokers may be properly resisted.

The total net sum above stated, $6,770,338, is to be paid to you in the following manner:

1. We are to make a deposit in a special account in the Columbia Trust Company, in New York, of $500,000 in the name and to the credit of your company.

2. Sums of money are to be withdrawn from this deposit and the other sums to be placed therein, by the checks of your company, signed in the usual manner, but upon condition that there is first obtained from M. C. S. Bookwalter, or his representative, and from their or his successors, on approval in writing, on a separate memorandum, which memorandum, after such signature by our representative, will be forwarded to the trust company, and the trust company will be under instructions to pay no checks unless they have first received this memorandum of approval. Upon receipt by the trust company of such memorandum of approval, the trust company will be under instructions to pay the check in the usual course of business.

3. Such approval shall be given by our district officer, or his representative, upon submission to him of proper proof in the form of bill of lading for materials, or other appropriate voucher, showing that expenses have been incurred and are due to be paid in connection with the ships which have been ordered completed by our former orders. Such expenses shall include overhead expenses, but included in such overhead expense items there shall be included only the salaries to officers which are being paid at the present time.

Reporter's Statement of the Case

It is not our intention in making this provision to limit the number of your employees, either laborers or men drawing higher salaries.

4. The corporation will, from time to time, place other funds to the credit of this deposit, substantially a half million dollars.

5. It is understood that at this time steel for ship No. 14, to be built and not commandeered, is beginning to arrive at the yards, and payment therefor must be made in the ordinary course of business. Arrangements will be made hereafter between your company and our corporation, to the end that these payments shall be in a manner mutually agreeable to both parties financed.

It is our intention to consider promptly the question of placing orders with you for other ships, for which you have purchased certain portions of the material, and if mutually satisfactory arrangements can be made as to these, and the foregoing plan will be altered to suit the circumstances.

The corporation will, of course, consent to the payment out of said sums so to be deposited the amount of all taxes which your company is required to pay. It is understood that no dividends shall be paid prior to June 30th, 1918. The approval of payment of dividends will be conditioned upon your company showing that it will be financially able to complete the ships already ordered, upon receipt of the sum remaining unpaid on June 30th, 1918.

It is understood that nothing provided herein shall preclude your company from extending its yards either by the increase of machinery, by other additions to the yard, or in the way of additional land or additional slips.

Nothing herein contained shall be understood as limiting your company in the exercise of statutory rights in the way of increasing its capitalization either by increase of its stock or by the issue of bond.

Very truly yours,

(Signed)

UNITED STATES SHIPPING BOARD

EMERGENCY FLEET CORPORATION, By C. S. BOOKWALTER, District Officer.

Subject to approval of the general manager.

The foregoing plan is satisfactory to the officers of the Standard Shipbuilding Corporation, but subject to its ratification by its board of directors.

(Signed)

J. MARIMON,

President Standard Shipbuilding Corporation.

This letter was subsequently approved by the general manager of the Fleet Corporation and by a resolution of a

Reporter's Statement of the Case

board of Standard Shipbuilding Corproation at a meeting thereof on October 18, 1917. A copy of this resolution is filed in the record of this case as plaintiff's Exhibit Q, and is made a part hereof by reference.

XIV. On December 3, 1917, the Fleet Corporation ordered the plaintiff in writing not to make any further payments under the said contract of July 21, 1916, to the Standard Shipbuilding Corporation, and after that date the plaintiff made no further payments.

XV. The Fleet Corporation released the Globe Indemnity Company under its bond for $222,500 issued July 28, 1916, in consideration of which the said Globe Indemnity Company endorsed and delivered to the Fleet Corporation the certificate of deposit for $133,500 which had been delivered to it by the Standard Shipbuilding Corporation as collateral security for the said bond. Thereafter, the Fleet Corporation delivered said certificates to the Shipping Board.

XVI. Prior to August 3, 1917, installments numbered one to ten had been paid by the plaintiff and its assignor, Rasmussen, to the Standard Shipbuilding Corporation, and the eleventh and last installment was not due until the ship was completed. The plaintiff was able and willing to pay the last installment when due.

XVII. On August 3, 1917, the Standard Shipbuilding Corporation had contracted with various private purchasers to construct 13 vessels of a standard type, each of approximately 7,300 dead-weight tons, included in which was Hull No. 5 under contract on said date for the plaintiff. All of said vessels, including said Hull No. 5, were completed in accordance with the standard plans and specifications adopted by said shipyard for said vessels with the modifications and changes, so far as practicable, stated in the letter of August 16, 1917, set out in Finding XI, and other similar changes ordered from time to time prior to the date of completion thereof by the Fleet Corporation. In the construction of said Hull No. 5, the materials in the yard of the said shipbuilder on August 3, 1917, were used, and the Fleet Corporation, in cooperation with other agencies of the United States, from time to time during the course of construction of said Hull No. 5 and said other hulls caused additional ma

Reporter's Statement of the Case terials suitable for such construction to be delivered to the shipbuilders, and such additional materials were used in the construction of Hull No. 5 and of such other hulls. Said Hull No. 5 was completed by the said shipbuilder and delivered to the Fleet Corporation, as an agency of the United States, and accepted by it on or about August 31, 1918.

XVIII. Said Hull No. 5 was about 20 per cent complete on August 3, 1917, and on that date the Standard Shipbuilding Corporation was able to complete the said Hull No. 5. It was completed in accordance with the plans and specifications attached to and made a part of the contract with certain modifications and changes as set forth in Finding XI.

XIX. In accordance with the provisions of the act of June 15, 1917, the plaintiff filed its claim for the payment of just compensation with the United States Shipping Board Emergency Fleet Corporation for the property which had been requisitioned, as above stated in these findings. On August 1, 1922, the United States Shipping Board under authority conferred by the merchant marine act of 1920 (41 Stat. 988), awarded to the plaintiff as just compensation the sum of $700,610.85. The plaintiff being dissatisfied with this award, refused to accept the same, and so notified the United States Shipping Board on October 3, 1922, and thereupon the United States paid the plaintiff 75 per cent of the said award, or $525,458.14.

XX. On and before August 3, 1917, and afterwards, the increased production of ships for the prosecution of the war was an urgent necessity.

In 1916 and 1917 contracts were made with American shipyards for construction of ships for citizens of the United States and citizens and subjects of other nations. Beginning early in 1916, and continuing, such contracts were the subject of sale and were frequently transferred from the original owner to assignees and by the first and later assignees to subsequent assignees. There was an active demand for such contracts. The market value of such con

tracts rose during this period. The time of greatest market activity in such assignments of contracts was in March and April, 1917.

Reporter's Statement of the Case

Under the system of control of production and delivery of steel products in securing the materials for war purposes, ships and ship materials were given preference over everything except munitions. Prior to August 3, 1917, the market activity had not been destroyed by fear that the restriction on materials might prevent delivery of materials or by inability of the shipyards to complete deliveries. After the requisition order of August 3, 1917, the Government in many cases authorized materials already ordered to be delivered under orders already placed, with a view to prompt completion of such ships and cooperated with purchasers of material by encouraging the delivery of materials for ship construction.

On October 12, 1917, all existing cargo ships of not less than 2,500 tons dead-weight and passenger steamers of not less than 2,500 gross tons were commandeered by the Shipping Board.

XXI. While the Standard Shipbuilding Corporation was engaged in the construction of the thirteen vessels it had agreed with divers parties to build and which were affected by the requisition order above set forth, the Emergency Fleet Corporation entered into a contract with said shipbuilder for the construction of ten additional steam cargocarrying vessels of 7,433 tons dead-weight carrying capacity each, for the sum of $1,330,507 each, to be delivered at dates between January 15, 1919, and July 1, 1919. This contract, dated March 1, 1918, was known as No. 202. The cost of the construction of the said vessel Hull No. 5 was $501,742.06 more than the contract price of $890,000. Included in this cost of the vessel was the sum of $258,968.54 as overhead expense. What comprises this overhead is not shown. In its settlement with the shipbuilder for the cost of the construction of the vessel, the Fleet Corporation took credit for the sum of $815,833.29, paid by plaintiff and its assignor to the shipbuilder prior to August 3, 1917.

Just compensation to the plaintiff for its rights and contract which were expropriated by the Government, being the sum that will put it in as good position pecuniarily as it would have been in if its property had not been taken, and