PARTIES TO DISPUTE:
 THE ORDER OF RAILROAD TELEGRAPHERS
 ST. LOUIS, SAN FRANCISCO AND TEXAS RAILWAY COMPANY
 FORT WORTH AND RIO GRANDE RAILWAY COMPANY
 ST. LOUIS-SAN FRANCISCO RAILWAY COMPANY

 DISI'UTE.-


FINDINGS.-The Third Division of the Adjustment Board, upon the whole record and all the evidence, finds that:

The carriers and the employees involved in this dispute are respectively carriers and employees within the meaning of the Railway Labor Act as approved June 21, 1934,

This Division of the Adjustment Board has jurisdiction over the dispute involved herein.

The parties to said dispute were given due notice of hearing thereon.

As a result of a deadlock, Lloyd K. Garrison was called in as Referee to sit with the Division as a member thereof.

An agreement is in effect between the parties bearing date of May 16, 7 938.

Shortly prior to June 30, 1930 the St. Louis-San Francisco Railway Company (hereinafter called the Frisco) acquired all of the stock and bonds of the Gulf, Texas, and Western Railway (hereinafter called the G. T. & W .). On June 30, 1930, the St. Louis, San Francisco and Texas Railway Company (hereinafter called the Frisco-Texas) leased for fifty years the property of the G. T. & W., designating its line, which was approximately 98.6 miles long, as the Seymour subdivision of the Frisco-Texas. The G. T. & W. maintained and still maintains its separate corporate existence with its own independent board of directors, but one of the superintendents of the Frisco-Texas is in charge of the operations on the G. T. & W. line, and the line is unquestionably operated as a part of the general system of the various Frisco lines. There is no physical connection between the line of the G. T. & W. and the FriscoTexas lines, although it was contemplated when the acquisition was approved by the Interstate Commerce Commission that the connection would be made and no doubt it will be made when conditions warrant. On the other hand, there is no physical connection between the lines of the Frisco and the FriscoTexas, or between the lines of the Frisco-Texas and the Fort Worth and Rio Grande Railway Company (hereinafter called the Fort Worth).

finder these circumstances the petitioners contend that the agreement between the parties automatically extended over the G. T. & W. line upon its lease to the Frisco-Texas and its designation as the Seymour subdivision of the former. 'Me contention rests upon the preamble to the agreement, to the effect that the agreement will govern the employees described in Article I





"upon the lines of" the Frisco, the Frisco-Texas, the Fort Worth, and the Browuwood North & South Railway Company (hereinafter called the Brownwood). The question narrows down to whether oil and after July 1, 1£%50, tile G. TL & W. was a line of the Frisco-Texas within the meaning still the contemplation of the agreement. lit crdhuu;v terminology the G. T. & W. doubtless became a line of the Frisco-Texas. But the question is whether it became a line of the Frisco-Texas within the meaning and the contemplation of tile agreement. This requires an examination of the agreement as a whole. The case is a close one and the question is not easy of solution, bill we feel it should be answered in the negative for the following reasons:

First, the agreement lists in all appended wage scale the wage rates of the
 several positions at each of tile stations of the four railway companies who
 are enumerated in the preamble and who are parties to the agreement. Were
 it not for the minimum rate provisions in Article X11, the itemized wage
 schedule would indicate that if any new line were acquired the agreement
 could be extended to cover it only by negotiation covering among other things
 tile rates to be fixed at the new stations. We may fairly ask, however, whether
 the minimum rate provisions were inserted for the purpose of enabling the
 agreement to be automatically extended to a new line, or for some other pur
 pose. No certain answer can be given, but from a reading of the agreement
 as ii whole the most natural interpretation of the nihiiinuin rate provisions
 is that they serve tile following purposes: (a) To cover the contingency of a
 position in the, appended wage seale being changed to another classification,
 as by the conversion of an agent-telegrapher's or an agent-telephonel's post
 tion into an exclusive station ;agency position, in which case, as provided
 in paragraph (71 of Article X11, the hourly rate would be adjusted at not less
 (hall the minimum hourly- rate for agents. (b) To cover the contingency of
 all additional position not tuentioneil in the appended wage scale being created
 here and there at particular stations. Thus it is provided in paragraph
 (8) of Article X11 that "when additional positions are created the hourly
 rate will be fixed to correspond will' the iniporlauce of the position and other
 conditions, including wages paid by the company for similar positions ill the
 same territory, but in no case less them tile hourly late provided for such
 positions. .' By one construction the reference to the creation of addi
 tional positions 'might be lichl to contemplate all of the positions in the
 stations of a subsequently leased line, but we think the more natural construc
 tion is that tile reference was intetoled to cover additional positions created
 in existing stations or in newly created stations on tile lines originally covered
 by the agreeunent. One would not naturally speak of the positions on tile
 G. T. & W. line as additional positions "created" by the management, but
 would speak of them rattier as additional positions previously existing arid
 later by acquisition brought into the system.

We do not wish, however, to labor this argument and would be unwilling to rest the case upon it in the absence of any other indications of what was contemplated by the agreement. We cite it merely as a slight but not controlling indication of the probability that the parties did not draft tile agreemeat with the leasing of additional lines in contemplation.

Second. Oil or about December 1, 19'2:5, tile Frisco acquired tile stock of the Muscle Shoals-, Birmingham & Pensacola R. R. (hereinafter called the M. S. B. & 1'.), leased its line, and tools over its operation. The telegraphers' agreement was extended to cover this hit(, when the line was physically connected with tile Frisco system and through trains began operation on August 1, 1928. It is true that until this physical connection was lnalle the line was not dcsih nated as a subdivision of the Frisco and until so designated was not placed under the jurisdiction of the superintendent of the southern division of tile Frisco. The employes distinguish Ibis case from the one now before tile Board by pointing out that iii the present case the operations on tile G. T. & W. were from the beginning of the lease under the jurisdiction of a superintendent of the Frisco-Texas and that at the same time tile G. T. & W. was designated as a subdivision of the Frisco-Texas. ]lot these Seem to us to be matters of form and not substance. Upon the acquisition of the b1. S. B. & P., numerous officers rail officials of the Frisco became officers and officials of the M. S. B. & P. and the control over the employees and affairs of the 61. S. B. & P. by tile Frisco was as a result of the lease and the stock ownership, just as absolute at the beginning as it was later when the Pensacola subdivision was formally an-



aronleed. The extension of the agreement to the 1I. S. B. & P. line by the carrier some three years after its acquisition is at least some indication that the partie® did not understand the agreement as applying automatically upon the acquisition of any line and its operation in substance as a part of the Frisco system.

Third. As has been stated, the agreement in question is between the employees and the Frisco, the Frisco-Texas, the Fort Worth, and the Brownwood, each of which companies is separately specified as a party to the agreement. The agreement states that it covers the lines of the Frisco, the Frisco-Texas, the Fort Worth, and the Brownwood. At the time the agreement wits entered into the Frisco owned the stock of the three other lines as it now owns the stock of the G. T. & W. The Frisco-Texas operated under lease the lines of the Browuwood and the Fort Worth, as it now operates under lease the lines of the G. T. & W. If it were appropriate to treat the G. T. & W. as a line of the Frisco-Texas, within the meaning of the agreement, it (could have been appropriate to have treated the Browmvood and the Fort Worth, for purposes of the agreement, as lines of the Frisco-Texas. The agreement, in other words, if it bad meant to include every line then or thereafter leased by the Frisco-Texas, would not leave had to mention either the Fort Worth or the lirownwood, but could have included then simply under the single term "lines of the FriscoTexas." The agreement did not do this. It made the Brownwood and the Fort Worth parties to the agreement and it specified the line of the Brownwood and the line of the Fort Worth as coming under the agreement, as though each of these lines, though leased and operated by the Frisco-Texas, was, nevertheless, for the purpose of the agreement, something different from the line of the Frisco=Texas. And since the Brownwoad and the Fort Worth, both leased and operated by the Frisco-Texas, are not referred to as lines of the Frisco-Texas but are brought under the agreement by specific reference, it would seem to follow that tile reference in the agreement to the line of the Frisco-Texas meant only that line which was directly owned by that Company and did not include other lines not owned by the Frisco-Texas but simply operated by it under lease. If so, the G. T. & W. would not now be a line of, the Frisco-Texas within the meaning of the agreement.

Each of the three considerations we have mentioned indicates that the agreement was not expected to apply automatically to any new line leased by the Frisco-Texas. Neither consideration standing alone might be controlling. All three of then taken together in the absence of any other evidence to the contrary leads to a conclusion in favor of the Carrier's contention.



Claim denied.
 By Order of Third Division:
Attest:
                        H. A. Jos~sos, Secretary.


Dated at Chicago, Illinois, this 26th day of March 1936.