Opinion of the Court. I. WILLARD Fox in account with Fox & Co. Dr. Amount found due by the agreement of February 20, 1869 Amount paid the First National Bank of Chicago, $70,000 00 12,999 69 10,000 00 6,000 00 Amount paid by Fox & Co. in settlement of other debts of I. Willard Fox . . 10,971 30 $109,970 99 51,343 07 $58,627 92 Balance due by I. Willard Fox to Fox & Co. Proper provision must be made to carry out our decision that the fourth exception to the report of July 11, 1884, was Opinion of the Court. properly overruled. To this end the amount of $12,000, as the principal of the mortgage to Monroe on the Lake Zurich farm, with the interest due upon it, must be deducted from the balance found due to Fox & Co., on the principle of the above account. In that event the Lake Zurich farm will be charged with, and will pay, the amount due on such mortgage. The above items of debit and credit are principal sums, and interest must be calculated and added, at the proper rate, from the proper dates, as before stated. It may be, also, that there will be some items of taxes paid, to be adjusted. It is manifest, that the Circuit Court credited I. Willard Fox with the gross sum of $65,000, as representing the collectible notes, the paints, oils, etc., the fixtures, the Merritt mortgage, and the glass in the store, February 20, 1869, instead of crediting him merely with the proceeds of those assets, when realized. The $10,000 paid to the First National Bank by Fox & Co. was paid out of such proceeds. The $12,999.69 of glass furnished by Fox & Co., after February 20, 1869, was represented by some of the $15,000 of collectible notes credited to I. Willard Fox by the master, and forming part of the $65,000 credited to him by the court; and yet no allowance was made to Fox & Co. for the $12,999.69 of glass so furnished. It was proper that I. Willard Fox should pay the costs of he Circuit Court. The decree of the Circuit Court is reversed, and the case is remanded to that court with a direction to take such further proceedings as may be in accordance with law, and not inconsistent with this opinion. VOL. CXXIX-41 Opinion of the Court. INSURANCE COMPANY OF NORTH AMERICA v GUARDIOLA. ERROR TO THE CIRCUIT COURT OF THE UNITED STATES FOR THE SOUTHERN DISTRICT OF NEW YORK. No. 159. Argued January 9, 1889. - Decided March 5, 1889. Letters of a shipping agent to his principal are incompetent evidence, either in themselves, or in corroboration of the agent's testimony, of the quantity of goods shipped, against third persons. THIS was an action on a policy of insurance upon a cargo of sugar shipped at Sagua in Cuba for New York. After verdict and judgment for the plaintiffs, the defendant sued out this writ of error. Mr. John L. Cadwalader for plaintiff in error. Mr. George F. Edmunds and Mr. William W. Goodrich for defendants in error. MR. JUSTICE GRAY delivered the opinion of the court. The principal controversy at the trial was whether the cargo shipped consisted of 531 hogsheads, or of 368 hogsheads only. Upon this question there was much conflicting evidence, and the plaintiffs introduced a number of depositions, taken under commission at Sagua, including those of the plaintiffs themselves as to what took place at their warehouse, and those of their shipping agents as to what took place at the port some twenty miles below. Annexed to the deposition of one of the plaintiffs were letters written to them by their shipping agents, at the time of the successive shipments, stating the number of hogsheads shipped. Upon these letters being offered in evidence by the plaintiffs, the defendant objected that they were irrelevant and incompetent, and duly excepted to the ruling of the court admitting them. It is too clear for discussion, that these letters, written to Syllabus. the plaintiffs by their own agents, were no part of the transaction of shipping the sugar, but were mere reports by the agents to their principals, and were incompetent, either in themselves, or in corroboration of the testimony of the agents, to prove the facts recited in the letters, against third persons. Freeborn v. Smith, 2 Wall. 160, 176; Dwyer v. Dunbar, 5 Wall. 318; United States v. Corwin, ante, 381. Upon the exceptions to other rulings we give no opinion, because they may be presented in a different aspect upon another trial. To avoid misapprehension, it may be added that, according to the rule heretofore laid down by this court, objections to copies of documents or memoranda, embodied in or annexed to the depositions, might perhaps more properly have been made by motion to suppress them before the trial, so as to afford opportunity to produce the originals, when those would be competent evidence. York County v. Central Railroad, 3 Wall. 107; Blackburn v. Crawfords, 3 Wall. 175, 191. But the letters to the plaintiffs from their own agents were absolutely incompetent, and their admission in evidence clearly tended to prejudice the defendant with the jury. Upon this ground The judgment of the Circuit Court must be reversed, and the case remanded with directions to set aside the verdict and to order a new trial. WOODSTOCK IRON COMPANY v. RICHMOND AND DANVILLE EXTENSION COMPANY. ERROR TO THE CIRCUIT COURT OF THE UNITED STATES FOR THE NORTHERN DISTRICT OF ALABAMA. No. 180. Argued February 1, 1889. Decided March 5, 1889. The Richmond and Danville Extension Company contracted with the Georgia Pacific Railway Company to construct that company's road by the nearest, cheapest and most suitable route from Atlanta to Columbus, for a con Statement of the Case. sideration of $20,000 a mile. J., who was a director in and vicepresident of the Extension Company, and also a director in the Railway Company, negotiated and concluded on behalf of the Extension Company a contract with an Iron Company that had a large plant and extensive mines at Anniston, by which the Railway Company agreed to deflect its road to Anniston, thereby lengthening it about five miles, and the Iron Company agreed to give a right of way through its property, and to convey to the Extension Company certain tracts of land, valued at $20,000,. and to pay to it $30,000 in money. Among the motives for making the contract, urged upon the Iron Company by the Extension Company, was the statement that if it was not entered into, the railroad would be constructed by way of a rival establishment at Oxford, about three miles distant. The Extension Company fully complied with the terms of its contract. The Iron Company failed to comply in part with its undertakings, whereupon this suit was brought. Held, (1) That the contract was void as immoral in conception and corrupting in tendency; it being nothing less than a bribe offered by the Iron Company to the Extension Company to disregard its agreement with the Railway Company to construct the road by the shortest, cheapest and most suitable route; (2) That the threat to construct the road by the rival town of Oxford did not excuse, much less justify it. It is the duty of a railroad company towards the public not to impose a burden upon it by unnecessarily lengthening its road; and any agreement by which directors, stockholders or other persons may acquire gain by inducing a company to disregard this duty is illegal, and will not be enforced by the courts. Agreements upon pecuniary considerations, or the promise of them, to influence the conduct of officers charged with duties affecting the public interest, or with duties of a fiduciary capacity to private parties, are against the policy of the State to secure fidelity in the discharge of all such duties, and are void. THE case, as stated by the court in its opinion, was as follows: This case comes from the Circuit Court of the United States for the Northern District of Alabama. The complaint, which was filed in June, 1884, is as follows: "The plaintiff, which is a corporation created by and under the laws of the State of New Jersey, claims of the defendant, a corporation created by and under the laws of the State of Alabama, and located and having its principal place of busi; ness in the county of Calhoun, in the State of Alabama, thirty thousand dollars for the breach of an agreement entered into |