« NUMBER 54

FORMS OF MR. ROCKEFELLER'S CERTIFICATE OF HOLDINGS IN THE STANDARD OIL TRUST, WITH ASSIGNMENT OF LEGAL TITLE WHICH TOOK ITS PLACE IN 1892

[From History of Standard Oil Case in the Supreme Court of Ohio, 1897-1898. Part II, pages 53-56.]

KNOW ALL MEN BY THESE PRESENTS

That we, John D. Rockefeller, Henry M. Flagler, William Rockefeller, John D. Archbold, Benjamin Brewster, Henry H. Rogers, Wesley H. Tilford, and O. B. Jennings, Trustees, for winding up the Standard Oil Trust, by W. H. Tilford, our Attorney in Fact, and John D. Rockefeller, of . . . . . . . . . . . . ., do hereby constitute and appoint John Bensinger, of New York City, our true and lawful attorney for the purposes following, to wit:

Whereas, John D. Rockefeller has placed in the hands of said attorney assignment Number A 365 for 256,854/972,500 of the amount of corporate shares held by said trustees on the first day of July, 1892, in each of the companies whose stocks were so held.

Now the said attorney is hereby authorised to secure from each of said companies transfer upon their corporate books of said stock and stock certificates for whole shares, and scrip for fractional shares thereof, and when the said certificates and scrip are received from all the companies referred to, the said attorney shall deliver the same to John D. Rockefeller, and the said assignment Number A 365 shall at the same time be delivered to the said trustees.

And the said attorney hereby agrees to obtain the said certificates and scrip and to deliver the same and the said assignment as above specified.

Received from John Bensinger, Attorney aforesaid, stock certificates and scrip as follows, being in full satisfaction of Assignment Certificate No. A 365 aforesaid:

(Signed in ink)   JOHN D. ROCKEFELLER,

Per GEO. D. ROGERS.

Received of John Bensinger, Attorney, Assignment Certificate, Number. . . . . . . .

By . . . . . . . . . . . . ., Attorney in Fact.

11-3-92.

JOHN D. ROCKEFELLER.

Number A 365.

Received from trustees to liquidate the Standard Oil Trust assignment of legal title to 256,854/972,500 of the amount of corporate stocks held by them in each of the corporations whose stocks were so held on July 1, 1892, and I do hereby authorise and direct the said trustees, or the survivor or survivors of them, to receive from the respective companies and to pay over to me or my assigns the dividends upon the stocks so assigned, and actual transfer thereof is recorded upon the books of the respective corporations.

(Signed)      JOHN D. ROCKEFELLER,

Per GEO. D. ROGERS.

There is pasted to this stub the original assignment of legal title for the transfer of Mr. Rockefeller's trust certificates into corporate stock of the respective companies. This has been returned and marked "cancelled" and attached to the original stub, and is as follows:

Number A 365.

STANDARD OIL TRUST COMPANY

Assignment of Legal Title to Stocks Heretofore Represented by 256,854 shares.

Whereas, John D. Rockefeller is the owner of the equitable title to 256,854/972,500 of the amount of corporate stocks held by the trustees of the Standard Oil Trust in each of the several corporations whose stocks were held by said trust on the first day of July, A.D. 1892, which equitable ownership was represented by 256,854 shares of Standard Oil Trust surrendered for cancellation. Now, we, the trustees in whose names the legal title to said stock stands, do hereby assign and transfer to John D. Rockefeller and his assigns the legal title to the aforesaid amount of the said stocks and authorise the proper officers of the several corporations to transfer upon their books and to issue corporate certificates for the required amount of their respective capital stocks upon presentation and cancellation of this assignment. The several corporations will issue stock certificates for whole shares and scrip for fractions of shares and upon presentation of fractional share scrip sufficient for the purpose, certificates for whole shares will be issued. When transfer of stock upon the corporate books is desired by virtue of this assignment, it must be placed in the hands of an attorney in fact, both for the assignee and the undersigned trustees, and said attorney shall first obtain the proper certificates and scrip from all the several companies, and thereupon shall deliver the certificates to the trustees and the stock certificates and scrip to the party or parties entitled thereto.

On the left-hand corner of this same certificate this indorsement appears:

Cancelled November 7, 1892. Transfer Number 4833. Certificate issued.

There appears on the back of this assignment of legal title the following:

For value received, I hereby assign the corporate stocks mentioned or referred to in the within assignment, and authorise their transfer upon the respective corporate books to myself or my heirs.

(Signed in writing)   JOHN D. ROCKEFELLER.

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