Both freight and passenger charges, however, were still maintained at an unprofitable rate, and, after the death of John W. Garrett, the credit of the Baltimore and Ohio continued to decline. Dividends were gradually reduced and by 1888 were omitted entirely. As is usually the case, the cessation of dividends awakened the sleeping stockholders. They began an investigation to ascertain the whereabouts of that remarkable surplus which had been reported from year to year and which, according to official report, had shown a constant growth.
This investigation disclosed a startling state of affairs. Instead of a surplus, the company had been piling up deficits year after year, had been borrowing money right and left on onerous terms, had been charging up millions of dollars of expenses to capital accounts—and as a matter of fact, instead of making money, it had for the most part been losing it. Now the company urgently needed cash, and the only way it could obtain that essential commodity was by selling its express, telegraph, and sleeping-car business.
During the entire administration of John W. Garrett, extending over more than two decades, current expenditures of enormous amounts which should have been deducted from the income had been credited to the surplus; many millions which would never be returned had been advanced to subsidiary lines, or had been spent, and therefore should have been put down in the books as losses. When these facts became public, the capital stock of the Baltimore and Ohio, which for generations had been looked upon as one of the most secure of railroad investments, dropped to almost nothing, and the most strenuous financial efforts were required to keep the company out of bankruptcy.
These disclosures, towards the end of 1887, ended the first period of active Garrett management in the Baltimore and Ohio. The directors then turned to New York bankers for the cash that was needed to put the affairs of the company on a sound basis. Samuel Spencer, who afterward became a partner in the banking house of J. P. Morgan and Company, was elected president and active manager. He introduced radical reforms, entirely revolutionized the organization, and adopted modern methods. He wrote off the books a large amount of the much vaunted "surplus" and he took important steps toward the general improvement of the property.
Had the new interests been allowed to continue their efforts unmolested, the history of the Baltimore and Ohio in the next decade might have been very different. But the original controlling interests, the Garrett family, still held the balance of power. As the bad bookkeeping and other irregularities of the past naturally reflected on the Garretts, it was their interest to suppress further investigation as far as possible; and their antagonistic attitude toward the policy adopted by the new Spencer management was seen in the annual election of directors in November, 1888. Only five of the members of the board were reelected, President Spencer was ousted, and Charles J. Mayer was elected in his place.
This second change in management sidetracked the plans for radical reform, and little improvement resulted either in earning power or in financial condition. The company had fallen upon evil days. The net profits did not increase, and eight years after 1888 they were smaller than in that year, while the debt and interest charges constantly grew. Despite these ominous facts, dividends were paid regularly on the preferred stock and in 1891 they were resumed on the common stock. In the latter year a twenty per cent dividend was declared "to compensate shareholders for expenditures in betterments and improvements in the physical condition of the property," while at the same time the directors decided to raise five million dollars of new capital for expenditures which would be necessary to handle the increased traffic created by the World's Fair at Chicago.
The traffic problem continued to be a thorn in the flesh and until 1893 freight rates were constantly being cut. The opening of the Baltimore and Ohio connection to New York had brought keener competition from the Pennsylvania Railroad and had made deep inroads into the Baltimore and Ohio revenues. Such conditions made even the Garrett interests feel that something should be done, and in 1890 a "community of interest" scheme was proposed. To control the stock of the Baltimore and Ohio Railroad, Edward R. Bacon in New York, acting harmoniously with the Garrett family, formed a syndicate of capitalists representing the Richmond Terminal system, the Philadelphia and Reading Railroad, the Northern Pacific Railroad, and other properties. The ultimate plan, which proved too visionary, was to consolidate under one control a vast network of lines extending all over the continent.
The syndicate had made little progress toward rehabilitation when the panic of 1893 occurred. In this year and the next the earnings of the Baltimore and Ohio fell off rapidly and the dividend was reduced. Nevertheless, as late as January, 1895, the directors insisted that financially the company was in better condition than for several years and that on the whole it was in a stronger position than at any time since 1880. But in this same year it became necessary to stop all dividend payments; the company began to have difficulties in securing ready money; and before the close of the year the situation seemed hopeless. Early in 1896 Mayer tendered his resignation, and John K. Cowan succeeded him. The new president did his utmost to obtain money to meet the current needs, but he was unsuccessful. A receivership and reorganization seemed absolutely necessary, and in February, 1896, the receivership was announced.
With the property now in the hands of the courts, the opportunity at last came to make real the reforms which had been proposed and begun nearly a decade earlier under the wise but quickly terminated administration of Samuel Spencer. A thorough housecleaning was now carried through without interference or interruption. A reorganization committee was formed, with whom were deposited the Garrett shares as well as those of the Morgan and New York and Philadelphia interests. A full investigation of past management disclosed that the records for the interim extending from the brief Morgan control under Spencer to the receivership contained the same kind of irregularities and errors of policy that had prevailed under the earlier Garrett management. Statements of profits had been swelled by arbitrary entries in the books and nearly six million dollars which had not been earned had been paid out in dividends. Furthermore the company had endorsed the notes of certain subsidiary roads to the extent of over five million dollars, and had made no record whatever of this action for the stockholders.
As in the case of numerous other railroads, the financial breakdown of the Baltimore and Ohio Railroad was primarily due to a bad or reckless financial policy, for there was nothing inherently insecure in the railroad property itself. During all the years of the Garrett regime, the company had shared in the general growth and expansion of industry, wealth, and population within its territory. It had been progressive in matters of expansion and had built up its system to meet the needs of modern times. Its trackage and equipment compared favorably with similar systems, and most of its extensions and branches had been wisely planned and had proved profitable. The operating management of the railroad was generally good and it usually secured its proportion of what business was to be obtained. But the steady increase in its debts over a number of years, its extravagance in dividend payments, and its painful efforts to keep down its operating expenses had so weakened the property that, when the hard times of 1893 to 1896 arrived, it was in no position to weather the storm. The only wonder is that the management succeeded in keeping the system intact and apparently solvent so long as it did.