ests of its citizens. The interest prohibited must be that kind of interest that induces to invest money in a public work, loan its credit, or in some way become obligated to third parties in a commercial sense in behalf of such work.

Now has the State invested any money in this work, loaned its credit to it, or become obligated to third parties in its behalf? There is no pretense of anything of this kind, but it is said it has exempted their lands from taxation, and this has benefited them; therefore the State is interested in a public work. This is in no sense, as has been before shown, a violation of the constitution.

But this question has already been decided by the Supreme Court of this State in the case of The People vs. The Auditor General, already cited, 7 Mich., 85.

The act of Congress of June 3, 1856, granted to the State of Michigan the odd numbered sections of land remaining unsold between certain limits longitudinal and lateral, for the purpose of constructing railroads. The lateral limits were to be determined by the location of the line of the respective roads, and it was provided that in case these roads were not built within ten years from the date of the passage of this act, the lands should revert to the Federal Government; and it made the State government its agent to contract with companies to build the respective railroads; and the act of 1857 is purely a contract made by and between the State, as the agent of the Federal government on the one part, and the respective railroad companies on the other. At the time of the making of this contract, the State was purely an agent and nothing more; it had not then one cent's worth of interest in the lands; it had not the shadow of a title, nor any control over them, except in the direction designated in the act of Congress.

After the several railroad companies had accepted the grant and had located their respective lines of road, and made maps thereof, in accordance with the act, and had filed them, Congress caused to be made certified lists of the lands within the

limits fixed by act of donation, and forwarded them to be filed in the proper State office. Upon the filing of these lists the State became vested with the title as the trustee of the respective railroads, but subject to be defeated by the failure to build the roads within ten years from June 3, 1856.

Thus, it will be seen, that the State had not a particle of interest in these lands at the time of the passage of the act of February 13th, 1857, and has not now, except in the lands which have been actually earned, otherwise than as trustee of the title. She had no power of taxation over them, and could not have until they had been earned, thereby divesting herself of the title to them and exchanging her relation of trustee for that of sovereign. So that in making this contract with these companies, she virtually said: If you will furnish the money necessary for that purpose, and construct these roads and thereby open up this vast wilderness to settlement and make the other portions thereof contributory to the increasing expenses of the State, I will not exercise over you the full rights of a sovereign for a term of years-or, in other words your lands shall be exempt from taxation for a term of years.

In the opinion of Ch. J. Martin, in the case in the 7 Mich., in speaking of the power of the State to exempt those lands from the State he says: "This authority was given and the contract executed while the lands were in a condition in which they could not be taxed; and until such right of taxation had accrued to the State it was not within the scope of either its constitutional or legislative provisions. The State had power to contract with the company to convey the lands after five years, and thus relieve them during that period from taxation; and if it might do this it is difficult to find a reason why it might not so convey them as to secure the same exemption from taxation. In making this contract it acted as trustee of the general government; in the law authorizing the contract it was dealing with the subject of the trust, over which no right of taxation then existed."

If gentlemen had taken time to have examined this decision, it would have saved them so much time spent in elaborating an objection so entirely baseless and without foundation.

Again, on page seventeen of the pamphlet, section one of article fifteen of the constitution is quoted, providing for the formation of corporations by general laws, and that all laws passed pursuant to this section may be altered, amended, or repealed: "As has been well said, what is an act of incorporation? It confers rights, franchises, and privileges on the one hand, and imposes duties, liabilities, and conditions upon the other. Will it be contended that because the right is conferred by one act, and the conditions imposed by another, they have no connection?"

Why this question is put, or upon what it is based, it is impossible to tell. There is certainly nothing in the proposition that corporations may be formed under general laws, and that those general laws may be altered, amended, or repealed, that calls for such a question; or if gentlemen have lost sight of their proposition and gone back to the former argument which they had just closed, there can nothing be found there calling for such a question.

There has been, so far, no legislation shown by which a corporation was formed with rights, franchises, and privileges in one act, and its duties, liabilities, and conditions created and imposed, in another.

Again they ask, "Can the Legislature call into being the skeleton of a corporation by one act, and then by subsequent acts clothe it with fat franchises which no power can thereafter strip off or take away?"

If the Legislature makes a contract with a corporation formed under any general law of this State, and gives for a consideration, privileges, or franchises, however fat, if within the constitutional limits, they cannot be taken until forfeited by the company, as has been already shown by the numerous decisions quoted.

On page fourteen, in discussing the law, the following language is used: "It is not necessary to refer to the decisions of the courts of other States, or of the supreme court of the United States, upon this point (the point then under discussion)." They might have said more; that it was utterly useless to go there for confirmation of their logic.

Again, on page eighteen, they ask: "Is not this a fair construction of said section? That no legislature can make a chartered contract with a railroad corporation, but that all such must be created and aided, if you please, by general laws, and those subject to alteration, amendment, or repeal."

It is a fair construction, subject to the provisions of the constitution of the United States, that no legislature shall pass a law impairing the obligation of contracts, and subject to a like provision in the constitution of the State of Michigan, and subject also to the provisions of the general railroad law of this State, which says: "This act may at any time be altered, amended, or repealed, but such alteration, amendment, or repeal shall not affect the rights of property of companies organized under it."

Why the authors of this pamphlet have seen fit to content themselves with the use of so much of a statute as subserves their purpose and leave out all the qualifying portions of it, I am unable to determine. It is neither ingenious nor ingenuous, and certainly can serve no just purpose.

The argument is closed as follows: "And neither can it be urged that said section (2441) in any sense constitutes a contract.

"It is in the general railroad law of the State, repealable under section 1 of article 15 of the constitution. It is repealable under section 2454 of the same law, which reads: "This act may at any time be altered, amended, or repealed, etc.; and it is unconstitutional under the decision of the Supreme Court in case of the East Saginaw Manufacturing Company vs. the City of East Saginaw et al., 19 Mich. Reports, 359."

Here again a garbled quotation of the general railroad law is made, leaving out all of the qualifying clause declaring that such alteration, etc., shall not affect the rights of property of companies organized under it.

They declare also that it is unconstitutional under the decision of the Supreme Court in the case in 19th Mich., 359, but do not see fit to cite any part of that decision that declares such an act to be unconstitutional, nor do they deduce any principle from the case that is applicable to such an act, and for the very good reason that no such principle is laid down in it.

On the contrary, the case holds in clear and unmistakable terms, that cannot be tortured or twisted to mean anything else, that a grant of exemption from taxes for a real or supposed consideration to the State is binding upon the State, and quotes with approval the language of Mr. Justice McLean, on page 283, as follows: "Referring to the argument that the State cannot barter away any part of its sovereignty, he says: 'No one ever contended that it could. A State, in granting privileges to a bank, with a view of affording a sound currency, or of advancing any policy connected with the public interest, exercises its sovereignty, and for a public purpose, of which it is the exclusive judge. Under such circumstances, a contract made for a specific tax, as in the case before us, is binding. This tax continues, although all other banks should be exempted from taxation. Having the power to make the contract, and rights becoming vested under it, it can no more be disregarded nor set aside by a subsequent Legislature than a grant of land. This act, so far from parting with any portion of sovereignty, is an exercise of it. Can any one deny this power to the Legislature? Has it not the right to select the objects of taxation and determine the amount? To deny either of these is take away State sovereignty.'"

And again on page 235, he quotes the case of Mathias ads McGee, 4th Wal. 143, as follows: "In this case it appeared that