concurring.
“Considerations of propriety, as well as long-established practice, demand that we refrain from passing upon the constitutionality of an act of Congress unless obliged to do so in the proper performance of our judicial function, when the question is raised by a party whose interests entitle him to raise it.” Blair v. United States, 250 U. S. 273, 279.
I do not disagree with the conclusion on the constitutional question announced by the Chief Justice;' but, in my opinion, the judgment of the Circuit Court of Appeals should be affirmed without passing upon it. The Government has insisted throughout the litigation that the plaintiffs have no standing to challenge the validity of the legislation. This objection to the maintenance of the suit is mot overcome by presenting the claim in the form of a bill in equity and complying with formal1 prerequisites required by Equity Rule 27. The obstacle is not procedural. It inheres in the substantive law, in well settled rules of equity, and in the practice in cases involving the constitutionality of legislation. Upon the findings made by the District Court, it should have dismissed the bilb
From these it appears: The Alabama Power Company, a corporation of that State with transmission lines located there, has outstanding large issues of bonds, preferred stock, and common stock. Its'officers agreed, with the approval of the board of directors,-to sell to the Tennessee-Valley Authority a part of these lines and incidental property. The management thought that the transaction was in the interest of the company. It acted in-the exercise of its-business judgment with the utmost good faith.1 *342There was no showing of fraud, oppression, or. gross negligence. There was no showing of legal duress. There was no showing that the management believed that to sell to the Tennessee Valley Authority was in excess of the Company’s corporate powers, or that it was illegal because entered into for a forbidden purpose.
Nor is there any basis in law for the assertion that the contract was ultra vires of the Company., Under the law of Alabama, a. public utility corporation may ordinarily sell a part of its transmission lines and incidental property to another such corporation if the approval of the Public Service Commission is obtained. The contract provided for securing such approval. Moreover, before the motion to dissolve the restraining order was denied, and before the hearing on the merits was concluded, the Legislature, by Act No. 1, approved January 24, 1935, and effective immediately, provided that a utility of the State may sell all or any of its property to the Tennessee Valley Authority without the approval of the Public Service Commission or of any other state agency.
First. The substantive law. The plaintiffs who object own about one-three hundred and fortieth of the preferred stock. They claimed at the hearing to represent about one-ninth of the preferred stock; that is, less than one-forty-fifth in amount of all the securities outstanding. Their rights are not enlarged because the Tennessee Valley Authority entered into the transaction pursuant to *343an act of Congress. The fact that the bill calls for an enquiry into the legality of the transaction does not overcome the obstacle that ordinarily stockholders have no standing to interfere with the management. Mere belief that corporate action, taken or contemplated, is illegal gives the' stockholder no greater right to • interfere than is possessed by any other citizen. Stockholders are not guardians of the public. The function of guarding the public against acts deemed illegal rests with the public officials.
Within recognized' limits, stockholders may invoke the judicial remedy to enjoin acts of the management which threaten their property interest. But they cannot secure the aid of a court to correct what appear to them to be mistakes of judgment on the part of the officers. Courts may not interfere with the management of the corporation, unless there is bad faith, disregard of the relative rights of its members, or other action seriously threatening their property rights. This rule applies whether the mistake is due to error of fact or of law, or merely to bad business judgment. It applies, among other things, where the mistake alleged is the refusal to assert a seemingly clear cause of action, or the compromise of it. United Copper Securities Co. v. Amalgamated Copper Co., 244 U. S. 261, 263-264. If a stockholder could compel the officers to enforce every legal right, courts, instead of chosen officers, would be the arbiters of the corporation’s fate.
In Hawes v. Oakland, 104 U. S. 450, 462, a. common stockholder sought to enjoin the Contra Costa Waterworks Company from permitting the City of Oakland to take without compensation water in excess of that to which it was legally entitled. This Court, in affirming dismissal of the bill, said: “It may be the exercise of the highest wisdom to let the city use the water in the manner complained of. The directors are better' able to. act *344understanding^ on this subject than a stockholder residing in New York. The great body of the stockholders residing in Oakland or other places in California may take this view of it, and be content to abide by the action of their directors. If this be so, is a bitter litigation with the city to be conducted by one stockholder for the corporation and all other stockholders, because the amount of his dividends is diminished?”
In Corbus v. Alaska Treadwell Gold Mining Co., 187 U. S. 455, 463, a suit by a common stockholder to enjoin payment of an Alaska license tax alleged to be illegal, the Court said: “The directors represent all the stockholders and are presumed to act honestly and. according to their best judgment for the interests of all. Their judgment as to any matter lawfully confided to their discretion may not lightly be challenged by any stockholder or at his instance submitted for review to a court of equity. The directors may sometimes properly waive a legal right vested in the corporation in the belief that its best interests will be promoted by not insisting on such right. They may regard the expense of enforcing the right or the furtherance of the general business of the corporation in determining whether to waive or insist upon the right. And a court of equity may not be called upon at the appeal of any single stockholder to compel the directors or the corporation to enforce every right which it may possess, irrespective of other considerations. It is not a trifling thing for a stockholder to attempt to coerce the directors of a corporation to an act which their judgment does not approve, or to substitute his judgment for theirs.”2
Second. The equity practice. Even where property rights of stockholders are alleged to be violated by the management, stockholders seeking an injunction must *345bear the burden of showing danger of irreparable injury, as do others who seek that equitable relief. In the case at bar the burden of making such proof was a peculiarly heavy one. The plaintiffs, being preferred stockholders, have but a limited interest in the enterprise, resembling, in this respect, that of a bondholder in contradistinction to that of a common stockholder: Acts may be innocuous to the preferred which conceivably might injure common stockholders. There was no' finding that the property interests of the plaintiffs were imperiled by the transaction in question; and the record is barren of evidence on which any such finding could have been made.
Third. The practice in constitutional cases. The fact that it would be convenient for the parties' and the public to have promptly decided whether the legislation assailed is valid, cannot justify a departure from these settled rules of corporate law and established principles of equity practice. On the contrary, the fact that such is the nature of the enquiry proposed should deepen the reluctance of coufts to entertain the stockholder’s suit. “It must be evident to any one that the power to declare a legislative enactment void is one which the judge, conscious of the fallibility of the human judgment, will shrink from exercising in any case where he can conscientiously and with due regard to duty and official oath decline the responsibility;” — 1 Cooley, Constitutional Limitations (8th ed.), p. 332.
The Court has frequently called attention to the “great gravity and delicacy” of its function in passing upon the validity of an act of Congress;3 and has restricted exercise of this function by rigid insistence that the jurisdiction of federal courts is limited to actual cases'and controversies; and that they have no power to give advisory *346opinions.4 , On this ground it has in recent years ordered the-dismissal of several suits challenging the constitutionality of important acts of Congress. In Texas v. Interstate Commerce Comm’n, 258 U. S. 158, 162, the validity of Titles III and IV of the Transportation Act of 1920. In New Jersey v. Sargent, 269 U. S. 328, the validity of parts of the Federal Water Power Act. In Arizona v. California, 283 U. S. 423, the validity of the Boulder Canyon Project Act. Compare United States v. West Virginia, 295 U. S. 463, involving the Federal Water Power Act, and Liberty Warehouse Co. v. Grannis, 273 U. S. 70, where this Court affirmed the dismissal of a suit to test the validity of a Kentucky statute concerning the sale of tobacco; also Massachusetts State Grange v. Benton, 272 U. S. 525.
The Court developed, for its own governance in the cases confessedly within its jurisdiction, a series of rules under which it has avoided passing upon a large part of all the constitutional questions pressed upon it for decision. They are:
1. The Court will not pass upon the constitutionality of legislation in a friendly, non-adversary, proceeding, declining because to decide such questions “is legitimate only in the last resort, and as a necessity in the determination of real, earnest and vital controversy between individuals. It never was the thought that, by means of a friendly suit, a party beaten in the legislature could transfer to the courts an inquiry as to the constitutionality of the legislative act.” Chicago & Grand Trunk Ry. v. Wellman, 143 U. S. 339, 345. Compare Lord v. Veazie, 8 How. 251; Atherton Mills v. Johnston, 259.U. S. 13, 15.
2. The Court will not “anticipate a question of constitutional law in advance of the necessity of deciding it.”
*347Liverpool, N. Y. & P. S. S. Co. v. Emigration Commissioners, 113 U. S. 33, 39;5 Abrams v. Van Schaick, 293 U. S. 188; Wilshire Oil Co. v. United States, 295 U. S. 100. “It is not the habit of the Court to decide questions of a constitutional nature unless absolutely necessary to a decision of the case.” Burton v. United States, 196 U. S. 283, 295.
3. The Court will not “formulate a rule of constitutional law broader than is required by the precise facts to which it is to be applied.” Liverpool, N. Y. & P. S. S. Co. v. Emigration Commissioners, supra. Compare Hammond v. Schappi Bus Line, 275 U. S. 164, 169-172.
4. The. Court will not pass upon a constitutional question although properly presented by the record, if there is also present some other ground upon which the case may be disposed of. This rule has found most varied application. Thus, if a case can be decided on either of two grounds, one involving a constitutional question, the other a question of statutory construction or general law, the Court will decide only the latter. Siler v. Louisville & Nashville R. Co., 213 U. S. 175, 191; Light v. United States, 220 U. S. 523, 538. Appeals from the highest court of a state challenging its decision of a question under the Federal Constitution are frequently dismissed because the judgment can be sustained on an independent state ground. Berea College v. Kentucky, 211 U. S. 45, 53.
5. The Court will not pass upon the validity of a statute upon complaint of one who fails to show that he is injured by its operation. 6 Tyler v. The Judges, 179 U. *348S. 405' Hendrick v. Maryland, 235 U. S. 610, 621. Among the many applications of this rale, none is more .striking than the denial of the right of challenge to one who lacks a personal or property right. Thus, the challenge by a public official interested only in the performance of his official duty will not be entertained. Columbus & Greenville Ry. v. Miller, 283 U. S. 96, 99-100. In Fairchild v. Hughes, 258 U. S. 126, the Court affirmed the dismissal of a suit brought by a citizen who sought to have the Nineteenth Amendment declared unconstitutional. In Massachusetts v. Mellon, 262 U. S. 447, the challenge of the federal Maternity Act was not entertained although made by the Commonwealth on behalf of all its citizens..
6. The Court will not pass upon the constitutionality of a statute at the instance of one who has availed himself of its benefits.7 Great Falls Mfg. Co. v. Attorney General, 124 U. S. 581; Wall v. Parrot Silver & Copper Co., 244 U. S. 407, 411-412; St. Louis Malleable Casting Co. v. Prendergast Construction Co., 260 U. S. 469.
7. “When the validity of an act of the Congress is drawn in question, and even if a serious doubt of constitutionality is raised, it is a cardinal principle that this Court will first ascertain vdiether a construction of the statute is fairly possible by which the question may be avoided.” Crowell v. Benson, 285 U. S. 22, 62.8
*349Fourth. I am aware that, on several occasions, this Court passed upon important constitutional questions which were presented in stockholders’ suits bearing a superficial resemblance to that now before us. But in none of those cases was the question presented under circumstances similar to those at bar. In none, were the plaintiffs preferred stockholders. In some, the Court dealt largely with questions of federal jurisdiction and collusion. In most, the propriety of considering the constitutional question was not challenged by any party. In most, the statute challenged imposed a burden upon the corporation and penalties for failure to discharge it; whereas the Tennessee Valley Authority Act imposed no obligation upon the Alabama Power Company, and under the contract it received a valuable consideration. Among other things, the Authority agreed not to sell outside the area covered by the contract, and thus preserved the corporation against possible serious competition. The effect of this agreement was equivalent to a compromise of a doubtful cause of action. Certainly, the alleged invalidity of the Tennessee Valley Authority Act. was not a matter so clear as to make compromise illegitimate. These circumstances present features differentiating the case at bar from all the cases in which stockholders have been held entitled to have this Court pass upon the constitutionality of a statute which the directors had refused to challenge. The cases'commonly cited are these: 9
Dodge v. Woolsey, 18 How. 331, 341-346, was a suit brought by a common stockholder to enjoin a breach of trust by the directors which, if submitted to, would seriously injure the plaintiff. The Court drew clearly the distinction between “an error of judgment” and a breach *350of duty; declared that it could not interfere if there was only an error of.judgment; held that on the facts the threatened action of the directors would be a breach of trust; and pointed to the serious injury necessarily resulting therefrom to the'plaintiff.10
Greenwood v. Freight Co., 105 U. S. 13, 15-16, was a suit brought by a common stockholder to enjoin the enforcement of a statute alleged to be unconstitutional as repealing the corporation’s charter. The Court said: “It is sufficient to say that this bill presents so strong a case of the total destruction of the corporate existence . . . that we think the complainant as a stockholder comes within the rule . . . which authorizes a shareholder to maintain a suit to prevent such a disaster, where the corporation peremptorily refuses to move in the matter.”
Pollock v. Farmers’ Loan & Trust Co., 157 U. S. 429, 553-554, was a suit brought by a common stockholder to enjoin a breach of trust by paying voluntarily a tax which was said to be illegal. ' The stockholder’s, substantive right to object was not challenged. The question raised was that of equity jurisdiction. The allegation of threatened irreparable damage to the corporation and *351to thé plaintiff was admitted. The Court said: “The objection of adequate remedy at law was not raised below, nor is it now raised by appellees, if it could be entertained at all at this stage of the proceedings; and, so far as it was within the power of the government to do so, the question of jurisdiction, for the purposes of the case, was explicitly waived on the argument. . . . Under these circumstances, we should not be justified in declining to proceed to judgment upon the merits.” The jurisdictional issue discussed in the dissent (157 U. S. at 608-612) was the effect of R. S. § 3224.
Cotting v. Kansas City Stock Yards Co., 183 U. S. 79, 113, was a suit brought by a common stockholder to enjoin enforcement of a rate statute alleged to be unconstitutional against which the directors refused to protect the corporation. It was alleged and found that its enforcement would subject the company to great and irreparable loss. The serious contention concerning jurisdiction was, as stated by Mr. Justice Brewer, whether a suit lay against the Attorney General of the State. Of the jurisdiction of the suit “as one involving a controversy between the stockholders and the corporation and its officers, no serious question is made.”
Chicago v. Mills, 204 U. S. 321, was a suit brought by a common stockholder of the People’s Gas, Light and Coke Company to enjoin enforcement of an ordinance alleged to be illegal. The sole question before this Court was whether the federal court had jurisdiction. That question raised an issue of fact. This Court in affirming the judgment below said (p. 331): “Upon the whole record we agree with the Circuit Court that the testimony does not disclose that the jurisdiction of the Federal court was collusively and fraudulently invoked. . . .”
Brushaber v. Union Pacific R. Co., 240 U. S. 1, 9-10, was a suit brought by a common stockholder to restrain the corporation from voluntarily paying a tax alleged to *352be invalid. As stated by plaintiff’s counsel: “The contention is — and this is the only objection that is made to the suit — that it seeks to do indirectly what the Revised Statutes [§ 3224] have said shall not be done; namely, enjoin the collection of a tax.” The Court, assuming that the averments were identical with those in the Pollock case, declared that the right of the stockholder to sue was clear.
Smith v. Kansas City Title & Trust Co., 255 U. S. 180, 199-202, was a suit brought by a common stockholder to enjoin investment by the company in bonds issued under the Federal' Farm Loan Act. Neither the parties, nor the government which filed briefs as amicus, made any objection to the jurisdiction. But as both parties were citizens of Missouri, the Court raised, and considered fully, the question whether there was federal jurisdiction under § 24 of the Judicial Code. It was on this question that Mr. Justice Holmes and Mr. Justice McReynolds dissented. The Court held that there was federal jurisdiction; and upon averments of the bill, assumed to be adequate, sustained the right of the stockholder to invoke the equitable remedy on the authority of the Brushaber and Pollock cases.
Hill v. Wallace, 259 U. S. 44, 60-63, was a suit by members of the Board of Trade of Chicago to restrain enforcement of the Future Trading Act, alleged to be unconstitutional. The Court held that the averments of the bill, which included allegations of irreparable injury, stated “sufficient equitable grounds to justify granting the relief” on the cases above cited.
If, or in so far as, any of the cases discussed may be deemed authority for sustaining this bill, they should now be disapproved. This Court, while recognizing the soundness of the rule of stare decisis where appropriate, has not hesitated to overrule earlier decisions shown, upon fuller *353consideration, to be erroneous.11 Our present keener appreciation of the wisdom of limiting our decisions rigidly to questions essential to the disposition of the case before the court is evidenced by United States v. Hastings, 296 U. S. 188, decided at this term. There, we overruled United States v. Stevenson, 215 U. S. 190, 195, long a controlling authority on the Criminal Appeals Act.
Fifth. If the Company ever had a right to challenge the transaction with the Tennessee Valley Authority, its right had been lost by estoppel before this suit was begun; and as it is the Company’s right which plaintiffs seek to enforce, they also are necessarily estopped. The Tennessee Valley Authority Act became a law on May 18, 1933. Between that date and January, 1934, the Company and its associates purchased approximately 230,000,-000 kwh electric energy at Wilson Dam. Under the contract of January 4, 1934, which is here assailed, continued purchase of Wilson Dam power was provided for and made; and the Authority has acted in other matters in reliance on the contract. In May, 1934, the Company applied to the Alabama Public Service Commission for approval of the transfers provided for in the contract; and on June 1, 1934, the Commission made in general terms its finding that the proposed sale of the properties was consistent with the public interest. Moreover, the plaintiffs in their own right are estopped by their long inaction. Although widespread publicity was given to the negotiations for the contract and to these later pro*354ceedings, the plaintiffs made no protest until August 7, 1934; and did not begin this suit until more than eight months after the execution of the contract. Others — certain ice and coal companies who thought they would suffer as competitors — appeared before the Commission in opposition to the action of the Authority; and apparently they are now contributing to the expenses of this ■litigation.
Sixth. Even where by the substantive law stockholders have a standing to challenge the validity of legislation under which the management of a corporation is acting, courts should, in the exercise of their discretion, refuse an injunction unless the alleged invalidity is clear. This would seem to follow as a corollary of the long established presumption in favor of the constitutionality of a statute.
Mr. Justice Iredell said, as early as 1798, in Calder v. Bull, 3 Dall. 386, 399: “If any act of Congress, or of the Legislature of a state, violates those constitutional provisions, it is unquestionably void; though, I admit, that as the authority to declare it void is of a delicate and awful' nature, the Court will never resort to that authority, but in a clear and urgent case.”
Mr. Chief Justice Marshall said, in Dartmouth College v. Woodward, 4 Wheat. 518, 625: “On more than one occasion, this Court has expressed the cautious circumspection with which it approaches the consideration of such questions; and has declared, that, in no doubtful case, would it pronounce a legislative act to be contrary to the constitution.” 12
*355Mr. Justice Washington said, in Ogden v. Saunders, 12 Wheat. 213, 270: “But if I could rest my opinion in favor of the constitutionality of the law on.which the question arises, on no other ground than this doubt so felt and acknowledged, that alone would, in my. estimation, be a satisfactory vindication of it. It is but a decent respect due to the wisdom, the integrity, and the patriotism of the legislative body, by which any l'aw is passed, to presume in favor of its validity, until its violation of the constitution is proved beyond all reasonable doubt. This has always been the language of this Court, when that subject has called for its decision; and I know that it expresses the honest sentiments of each and every member of this bench.”
Mr. Chief Justice Waite said in the Sinking-Fund Cases, 99 U. S. 700, 718: “This declaration [that an act of Congress is unconstitutional] should never be made except in a clear case. Every possible presumption is in favor of the validity of. a statute, and this continues until the contrary is shown beyond a rational doubt. One branch of the government cannot encroach on the domain of another without danger. The safety of our institutions depends in no small degree on a strict observance of this salutary rule.”
The challenge of the power of the Tennessee Valley Authority rests wholly upon the claim that the act of *356Congress which authorized the contract is unconstitutional. As the opinions of this Court and of the Circuit Court of Appeals show, that claim was not a matter “beyond peradventure clear.” The challenge of the validity of the Act is made on an application for an injunction— a proceeding in which the court is required to exercise its judicial discretion. In proceedings for a mandamus, where, also, the remedy is granted not as a matter of right but in the exercise of a sound judicial discretion, Duncan Townsite Co. v. Lane, 245 U. S. 308, 311-312, courts decline to enter upon the enquiry when there is a serious doubt as to the existence of the right or duty sought to be enforced. As was said in United States v. Interstate Commerce Comm’n, 294 U. S. 50, 63: “Where the matter is not beyond peradventure clear we have invariably refused the writ [of mandamus], even though the question were one of law as to the extent of the statutory power of an administrative officer or body.” A fortiori this rule should have been applied here where the power challenged is that of Congress under the Constitution.
Mr. Justice Stone, Mr. Justice Roberts, and Mr. Justice Cardozo join in this opinion.Separate opinion of Mr. Justice McReynolds.
Considering the consistent rulings of this court through many years, it is not difficult for me to conclude that petitioners have presented a justiciable controversy which we must decide. In Smith v. Kansas City Title Co., 255 U. S. 180, the grounds for jurisdiction were far less substantial than those here disclosed. We may not with propriety avoid disagreeable duties by lightly forsaking long respected precedents and established practice.
Nor do I find serious difficulty with the notion that the United States, by proper means and for legitimate ends, *357may dispose of water power or electricity honestly developed in connection with permissible improvement of navigable waters. But the means employed to that end must be reasonably appropriate in the circumstances. Under pretense of exercising granted power, they may not in fact undertake something not intrusted to them. Their mere ownership, e. g., of an iron mine would hardly permit the construction of smelting works followed By entry into thé business of manufacturing and selling hardware, albeit the ore could thus be disposed of, private dealers discomfited and artificial prices publicized. Here, therefore, we should consider the truth of petitioners’ charge that, while pretending to act within their powers to improve navigation, the United States, through corporate agencies, are really seeking to accomplish what they have no right to undertake — the business of developing, distributing and selling electric power. If the record sustains this charge, we ought so to declare and decree accordingly.
The Circuit Court of Appeals took too narrow a view of the purpose and effect of the contract of January 4, 1934. That went far beyond the mere acquisition of transmission lines for proper use in disposing of power legitimately developed. Like all contracts, it must be considered as a whole, illumined by surrounding circumstances. Especial attention should be given to the deliberately announced purpose of Directors, clothed with extraordinary discretion and supplied with enormous sums of money. With $50,000,000 at their command they started out to gain control of the electrical business in large areas and' to dictate sale prices. The power at Wilson Dam was the instrumentality seized upon for carrying the plan into effect.
While our primary concern is with this contract, it cannot be regarded as a mere isolated effort to dispose of property. And certainly to consider only those provisions *358which directly' relate to Alabama Power Company is not permissible. We must give attention to the whole transaction — its antecedents, purpose and effect — as well as the terms employed.
No abstract question is before us; on the contrary, the matter is of enormous practical importance to petitioners — their whole investment is at stake. Properly understood, the pronouncements, policies and program of the Authority illuminate the action taken. They help to reveal the serious interference with the petitioners’ rights. Their property was in danger of complete destruction under a considered program commenced by an agency of the National Government with vast resources subject to its discretion and backed by other agencies likewise intrusted with discretionary use of huge sums. The threat of competition by such an opponent was appalling. The will to prevail was evident. No private concern could reasonably hope to withstand such force.
The Tennessee River, with headwaters in West Virginia and North Carolina, crosses Tennessee on a south w.s terly course, enters Alabama near Chattanooga, and flows westerly across the northern part of that State to the northeast corner of' Mississippi. There it turns northward, passes through Tennessee and Kentucky, and empties into the Ohio.forty miles above Cairo. The total length is nine hundred miles; the drainage basin approximates forty thousand square miles. The volume of water is extremely variable; commercial navigation is of moderate importance.
At Muscle Shoals, near Florence, Alabama (twenty miles east of the Mississippi line and fifteen south of Tennessee), a succession of falls constitutes serious interference with navigation; also presents possibilities for development of power on a large scale.. Düring and immediately after the World War, a great dam was constructed there by the United States, intended primarily for genera*359tion of power. Production of electricity soon commenced. Some of this was devoted to governmental purposes; much was sold, delivery being made at or near the dam.
During the last thirty years, several corporations have been engaged in the growing business of developing electric energy and distributing this to customers over a network' of interconnected lines extending throughout Tennessee, Georgia, Alabama and Mississippi. At great expense they gradually built up extensive businesses and acquired- properties of very large value. All operated under state supervision. Through stock ownership or otherwise, they came under general control of the Commonwealth & Southern Corporation. Among the associates were the Alabama Power Company which serviced Alabama; the Mississippi Company which serviced Mississippi; and the Tennessee Company which operated in eastern Tennessee. Huge sums were invested in these enterprises by thousands of persons in many states. Apparently, the companies were diligently developing their several systems and responding to the demands of the territories which they covered.
' In 1933, operations began under an imposing program for somewhat improving Tennessee-River navigation and especially for developing the water power along its whole course at public expense. This plan involved conversion of water power into electricity for wide distribution throughout the valley and adjacent territory. Its development was intrusted to the Tennessee Valley Authority, a federal corporation wholly controlled by the United States. This promptly took over the Wilson Dam and began work upon the Wheeler Dam, twenty miles up the River, and the Pickwick Dam, some forty miles lower down. Also it commenced construction of Norris Dam across Clinch River, a branch of the Tennessee, two hundred miles above the Wilson Dam. All these, with probable additions, were to be connected by transmission wires, *360and electric energy distributed from them to millions of people in many states. Public service corporations were to be brought to terms or put out of business. At least $75,000,000 of public funds was early appropriated for expenditure by the Directors; and other governmental agencies in control of vast sums were ready to lend aid.
Readily to understand the issues now before us, one must be mindful of these circumstances.
The trial court made findings of fact which fill more than sixty printed pages. They are not controverted and for present purposes are accepted; upon them the cause stands for decision. They are much quoted below. Plainly they indicate, and that court, in effect, declared, the contract of January 4th was a deliberate step into a forbidden field, taken with definite purpose to continue the trespass.
Nothing suggests either necessity or desirability of entering into this agreement solely to obtain solvent customers willing to pay full valué for all surplus power generated at Wilson Dam. Apparently, there was ample opportunity for such sales, deliveries to be made at or near the dam. No attempt was made to show otherwise. The definite end in view was something other than orderly disposition.
The Authority’s Answer to the Complaint is little more than a series of denials. It does not even allege that the contract of January 4th was necessary for ready disposal of power; or that thereby better prices could be obtained; or that no buyer was ready, able and willing to take at the dam for full value; or that the Board expected to derive adequate return from the business to be acquired. No sort of explanation of the contract is presented — why it was entered into or whether profitable use probably could be made of the property. And I find in the Authority’s brief no serious attempt to justify the purchases because necessary or in fact an advantageous method for dispos*361ing of property. Nothing in the findings lends support to any such view.
The record leaves no room for reasonable doubt that the primary purpose was to put the Federal Government into the business of distributing and selling electric power throughout certain large districts, to expel the power companies which had long serviced them, and to control the market therein. A government instrumentality had entered upon a pretentious scheme to provide a “yardstick” of the fairness of rates charged by private owners, and to attain “no less a goal than the electrification of America.” “When we carry this program into every town and city and village, and every farm throughout the country, we will have written the greatest chapter in the economic, industrial and social development of America.” Any reasonable doubt concerning the purpose and result of the Contract of January 4th or of the design of the Authority should be dispelled by examination of its Reports for 1934 and 1935.*
*362“The conception was to establish an independent network comparable in all respects with the electric utility system serving the area, with which TVA sought to establish interchange arrangements, both as outlets for its *363own. power and to use existing systems as a stand-by or back-up service.”
“The TVA plan as conceived and in process of execution contemplates • complete and exclusive control and jurisdiction over all power sites on the Tennessee River *364and tributaries.” “The TVA policy contemplates full-corporate discretion by TVA in developing, executing and extending its electric system and .service within transmission limits.” “This policy contemplated service utility in type and covered not only generation but transmission and distribution (preferably through public or non-profit agencies, if available) both wholesale and retail. That is, *365moreover, implicit in both the January 4 contract and the now terminated August 9th contract.”
The challenged contract is defended upon the theory that the “Federal Government may dispose of the surplus water power necessarily created by Wilson Dam and may authorize generation of electric energy and acquisition of transmission lines as means of facilitating this disposal.” But to.facilitate disposal was not the real purpose; obviously the thing to be facilitated was carrying on business by use of the purchased property. Under the guise of disposition something wholly different was to be accomplished — devotion of electric power to purposes beyond the sphere of proper federal action, an unlawful goal. There is no plausible claim that such a contract was either necessary or desirable merely to bring about the sale of property. This Court has often affirmed that facts, not artifice, control its conclusions. The Agency has stated quite clearly the end in view: “This public operation is to serve as a yardstick by which to measure the fairness of electric rates.” “The TVA power policy was not designed or limited with a view to the marketing of the power produced and available at Muscle Shoals.” “In formulating and going forward with the power policy the Board was considering that policy as a permanent and independent commercial function.”
For present purposes a complete survey of, relevant. circumstances preceding the contract of January 4th and all its consequences is not essential. The pleadings and findings fairly outline the situation. What follows is ■mainly quoted or derived from them.
The Act of May 18, 1933, created the Tennessee Valley Authority as a body corporate “for the purpose of maintaining and operating the properties now owned by the United States in the vicinity of Muscle Shoals, Alabama, in the interest of the national defense and for agricultural *366and industrial development, and to improve navigation in the Tennessee River and to control the destructive flood waters in the Tennessee River and Mississippi River Basins.” It provided, a board’of three directors “shall direct the exercise of all the powers of the Corporation,” and “is authorized to make alterations, modifications or improvements in existing plants and facilities, and to construct new plants”.; and to “produce, distribute, and sell electric power as herein particularly specified.” The Corporation “shall have such powers as may be necessary or appropriate for the exercise of. the powers herein specifically conferred upon the Corporation”; “to acquire real estate for the construction of dams, reservoirs, transmission lines, power houses, and other structures, and navigation projects at any point along the Tennessee River, or any of its tributaries.
Also, the Board is “hereby empowered and authorized to sell the surplus power not used in its operations, and for operation of locks and other works generated by it, to States, counties, municipalities, corporations, partnerships, or individuals, according to the policies hereinafter, set forth; and to carry out said authority, the board is authorized to enter into contracts for such sale for a term not exceeding twenty years.” “In order to promote and encourage the fullest possible use of electric light and power on farms within reasonable distance of any of its transmission lines the board in its discretion shall have power to construct transmission lines to farms and small villages that are not otherwise supplied with electricity at reasonable rates, and to make such rules and regulations governing such sale and distribution of such electric power as in its judgment may be just and equitable.-”
“One of the-first corporate acts of TVA after its organization was to formulate and announce a power policy to govern the commercial distribution of electric power by TVA, The evidence establishes the fact that the Board *367from the outset has considered that it has general corporate discretion as to the establishment and extension of its electric power policy. In establishing a power policy the Board was not primarily considering merely the question of disposal of power produced at Muscle Shoals no longer required for governmental purposes as a result of overbuilding, obsolescence of plants, or termination of war purpose. Nor was it considering disposal of prospective increases in electric power to be unavoidably created in excess of some governmental requirement. It was considering the matter from the standpoint of the successful establishment and permanent operation of an independent and well rounded government-owned electric distribution system and the general civic, social, and industrial planning and development of the Tennessee Valley region as a whole.”
“Under date of August 25, 1933, TVA announced its power policy, indicating both the initial stage of its development and certain later steps originally determined upon. . . . This power policy had not been rescinded or abandoned or modified at the time of submission of this cause.”
“In September, 1933, the Authority announced its wholesale and retail rate schedules, which are shown by the evidence to be materially lower than corresponding schedules of the existing utilities in the area. Following this action numerous municipalities in the area began to make efforts to construct municipal systems with which to distribute TVA current, and Public Works Administration (called PWA) gave, assurances of favorable consideration of applications for loans to that end.”
Under such circumstances, Commonwealth & Southern Corporation negotiated the January 4th contract for its operating subsidiaries — Alabama Power Company, Georgia Power Company, Mississippi Power Company, and Tennessee Electric Power Company.
*368This recited that the Alabama Company, the Mississippi Company and the Tennessee Company desired to sell, and the Authority desired to purchase, certain land, buildings and physical properties devoted to the generation, transmission and distribution of electricity, together with certain franchises, contracts and going business.
The Alabama Company agreed.to sell for $1,000,000 all of. its low tension (44 KV or lower) transmission lines, substations (including the high tension station at Decatur and the Sheffield Steam Plant Station) and all rural lines and rural distribution systems in five Alabama counties and parts of two others. [These counties are northwestern Alabama and lie on both sides .of the Tennessee River for eighty miles or more.]
The Mississippi Company, in consideration of $85.0,000, agreed to transfer all of its transmission and distribution lines, substations, generating plants and other property-in Pontotoc, Lee, Itawamba, Union, Benton, Tippah, Prentiss, Tishomingo and Alcorn counties (except one dam site in Tishomingo County) State of Mississippi, used in- connection with the generation, transmission, distribution or sale of electrical energy. [These counties are the northeastern section of the state, a territory sixty miles square.]
For $900,000, the Tennessee Company agreed to convey its transmission and distribution lines, substations, distribution systems and other properties used in connection with the transmission, distribution and sale of electrical energy in Anderson, Campbell, Morgan and Scott counties, East Tennessee, and “all of the 66 KV transmission line from Cove Creek to Knoxville.” [These counties are in the mountains northward from Knoxville within a radius of about sixty miles. They lie northeast of Muscle Shoals and some points therein are much more than a hundred miles from Wilson Dam. They have a popular tion of 86,000.]
*369The power companies agreed, that “any conveyance of property shall include not only the physical property, easements and rights-of-way, but shall also include all machinery, equipment, tools and working supplies set forth in the respective exhibits, and all franchises, contracts and going business relating to the use of any of said properties.” Also, “to transfer or secure the transfer of said franchises, contracts and going business, and to transfer said properties with all present customers attached, so far as they are able.” Also, “that during the period of this contract none of said companies will sell electric energy to any municipality, corporation, partnership, association or individual in any portion of the above-described counties or parts thereof in Alabama, Tennessee and Mississippi,” etc. The Authority agreed not to sell electric energy outside of the specified counties to the customers of non-utilities supplied by the power companies.
Other covenants provided for interchange of electric energy between the contracting parties and for cooperation in the sale of electric appliances throughout the entire territory served by the power companies.
“Power Companies covenant and agree that after the expiration of this agreement the interchange arrangement then in effect will be maintained by Power Companies for an additional period (not exceeding eighteen months) sufficient to permit Authority to construct its own transmission facilities for serving all of the territory which it is then serving in' whole or in part with power obtained at such interchange points.”
“Power Companies agree to have available at all times for exchange, at each point of exchange, energy and capacity .to supply the entire demands of the customers served by Authority from such points of exchange, subject to the limitations as to transmission capacity set forth in Section 10 (h) hereof; Provided, that the maxi*370mum amount which Authority shall be entitled to demand at all points of exchange shall be 70,000 k.v.”
Prior to the agreement for sale The Alabama Company had derived $750,000 gross annual revenue from its properties located within the “ceded area.” . This district had a population of 190,000; ,and the Company had therein 10,000 individual customers — approximately 1/10 of all those directly served by it. The lines transferred by the Mississippi Power Company served directly 4,000 customers in 9 counties, having total population of 184,000. When this cause began, the Mississippi properties were being operated by TVA and rural lines were in process of extension by it in both Mississippi and Alabama.
“All of the electric properties and facilities covered by the contract of January 4, 1934, . . . were contracted for by TVA for the purpose of continuing and enlarging the utility service for which they were used by the respective power companies.”
■ “The operation of a commercial utility service by TVA and the wholesaling and retailing by TVA of electricity in the area served by the Alabama Power Company is not and will not be in ,aid of the regulation of navigation or national defense or other governmental function-in so far as any plan, purpose or activity of the TVA or of the United States disclosed on this record would indicate.”
Answering the Petitioners’ Complaint, Alabama Company admitted “that the public statements of TVA indicated the program therein alleged; and the directors of respondent company considered that to vest such an agency as therein alleged with unlimited power and access to public funds, in a program of business competition and public ownership promotion in the area served by respondent company would in effect destroy this respondent’s property; and such conclusion on its part was the *371principal inducement for it to enter into the contracts of January 4 and August 9, 1934; and respondent company thereby was and will be enabled to salvage a larger amount of its property than it could have done by competition.” Also, “that under the circumstances- of threatened competition, directed or controlled by TVA as averred therein, this respondent agreed to the sale of certain of its transmission lines and property, and entered into the contract dated January 4, 1934. . . . Respondent company admits that at and before the execution of the contract, the threat was made to use federal funds to duplicate the facilities of respondent which would result in competition with rates not attainable by or permissible to this respondent, and such rates would be stipulated, controlled and regulated by TVA.”
As matter of law the trial court found—
“The function intended by TVA under the evidence in relation to service, utility in type, in the area ceded by the contract of January 4, 1934, transcends the function of conservation or disposition of government property, involves continuing service and commercial functions by the government to fill contracts not governmental, in origin or character.”
“Performance of the contract of January 4th, 1934, would involve substantial loss and injury to the Alabama Power Company, including, inter alia, the loss or abandonment of franchises, licenses, going business and servr ice area supporting its general system and power facilities and unless resisted would tend to invite a progressive encroachment on its service area by the Tennessee Valley Authority.”
“Congress has no constitutional authority to authorize Tennessee Valley Authority, or any other -federal agency to undertake the operation, essentially permanent in character, of a utility system, for profit, involving the *372generation, transmission and commercial distribution of electricity within State domain, having no reasonable relation to a lawful governmental use.”
“The contract of January 4, 1934, expressly provided for the transfer of all or substantially all of the lines and properties of the Alabama Power Company for the service of the ceded area, included transmission lines, rúral distribution systems and certain urban distribution systems, and contemplated the eventual transfer of fourteen urban distribution systems. This contract, expressly contemplating service of the ceded area by the Tennessee Valley Authority with electricity to be generated or purchased by the Tennessee Valley Authority for that purpose, was in furtherance of illegal proprietary operations by the Tennessee Valley Authority in violation of the Federal Constitution and void. The contract was accordingly ultra vires and void as to the Alabama Power Company.”
Having made exhaustive findings of fact and law, the trial court entered a decree annulling the January 4th contract and enjoining the Alabama Power Company from performing it. The Circuit Court of Appeals reversed, upon the theory that the Authority was making proper arrangements for sale of surplus power from the Wilson dam. The injunction was continued.
I think the trial court reached the correct conclusion and that its decree should be approved. If under the thin mask of disposing of property the United States can enter the business of generating, transmitting and selling power as, when and wherever some board may specify, with the definite design to accomplish ends wholly beyond the sphere marked out for them by the Constitution, an easy way has been found for breaking down the limitations heretofore supposed to guarantee protection against aggression.
The management explained that it was in the best interest of the Company to accept the offer of the Authority for the purchase of the transmission lines in a limited area coupled with an agreement *342on the part of the Authority not to sell outside of that area during the life of the contract. It protected the Company against possible entrance of the Authority into the territory in which were located nine-tenths of the Company’s customers, including the largest; and it assured the Company that so long as the latter retained its urban distribution systems within the territory served by the transmission lines, those systems would be serviced by power from Wilson Dam. Upon delivery of the transmission lines, the Authority agreed to pay the Company $1,150,000.
See also Samuel v. Holladay, 21 Fed. Cas. No. 12,288, pp. 306, 311-312.
E. g., Miller, J., in Ex parte Garland, 4 Wall. 333, 382; Hepburn v. Griswold, 8 Wall. 603, 610; Adkins v. Children’s Hospital, 261. U. S. 525, 544;. Holmes, J., in Blodgett v. Holden, 275 U. S. 142, 147-148.
E. g., Hayburn’s Case, 2 Dall. 409; United States v. Ferreira, 13 How. 40; Gordon v. United States, 2 Wall. 561, 117 U. S. 697; Musk rat v. United States, 219 U. S. 346; Willing v. Chicago Auditorium Assn., 277 U. S. 274.
E. g., Ex parte Randolph, 20 Fed. Cas. No. 11,558, pp. 242, 254; Charles River Bridge v. Warren Bridge, 11 Pet. 420, 553; TradeMark Cases, 100 U. S. 82, 96; Arizona v. California, 283 U. S. 423, 462-464.
E. g., Hatch v. Reardon,. 204 U. S. 152, 160-161; Corporation Commission v. Lowe, 281 U. S. 431, 438; Heald v. District of Columbia, 259 U. S. 114, 123; Sprout v. South Bend, 277 U. S. 163, 167; Concordia Fire Insurance Co. v. Illinois, 292 U. S. 535, 547.
Compare Electric Co. v. Dow, 166 U. S. 489; Pierce v. Somerset Ry. 171 U. S. 641, 648; Leonard v. Vicksburg, S. & P. R. Co., 198 U. S. 416, 422.
E. g., United States v. Delaware & Hudson Co., 213 U. S. 366, 407-408; United States v. Jin Fuey Moy, 241 U. S. 394, 401; Baender v. Barnett, 255 U. S. 224; Texas v. Eastern Texas R. Co., 258 U. S. 204, 217; Panama R. Co. v. Johnson, 264 U. S. 375, 390; Linder v. United States, 268 U. S. 5, 17-18; Missouri Pacific R. Co. v. Boone, 270 U. S. 466, 471-472; Richmond Screw Anchor Co. v. United States, 275 U. S. 331, 346; Blodgett v. Holden, 275 U. S. 142, 148; Lucas v. Alexander, 279 U. S. 573, 577; Interstate Commerce Comm’n v. Oregon-Washington R. & N. Co., 288 U. S. 14, 40,
Others are Memphis v. Dean, 8 Wall. 64, 73; Smyth v. Ames, 169 U. S. 466, 515-518; Corbus v. Alaska Treadwell Gold Mining Co., 187 U. S. 455; Ex parte Young, 209 U. S. 123, 143; Delaware & Hudson Co. v. Albany & Susquehanna R. Co., 213 U. S. 435; Wathen v. Jackson Oil & Refining Co., 235 U. S. 635.
The resolution of the directors (p. 340) was this: “Resolved, that we fully concur in the views expressed in said letter as to the illegality of the tax therein named, and believe it to be in no way binding upon the bank; but, in consideration of the many obstacles in the way of testing the law in the courts of the State, we cannot consent to take the action which we are called upon to take, but. must leave the .said Kleman to pursue such measures as he may deem best in the premises.” Referring to Dodge v. Woolsey, the Court pointed out in Hawes v. Oakland, 104 U. S. 450, 459: “As the law then stood there was no meaDs by which the bank, being a citizen of the same State with Dodge, the tax-collector, could bring into a court of the United States the right which it asserted under the Constitution, to be relieved of the tax.in question, except by writ of error to a State court from the Supreme Court of" the United States.”
A notable recent example is Humphrey’s Executor v. United States, 295 U. S. 602, which limited (p. 626 et seq.) Myers v. United States, 272 U. S. 52, disapproving important statements in the opinion. For lists of decisions of this Court later overruled, see Burnet v. Coronado Oil & Gas Co., 285 U. S. 393, 406-409; Malcolm Sharp, Movement in Supreme Court Adjudication — A Study of Modified and Overruled Decisions, 46 Harv. L. Rev. 361, 593, 795.
In 1811, Chief Justice Tilghman of the Supreme Court of Pennsylvania, while asserting the power of the court to hold laws unconstitutional, but declining to exercise it in a particular case, stated the practice as follows: “For weighty reasons, it has been assumed as a principle in constitutional construction by the Supreme Court of the United States, by this court, and every other court of reputar tion in the United States, that an Act of the legislature is not to be *355declared void, unless the violation of the constitution is so manifest as to léave no room for reasonable doubt.” James B. Thayer, after quoting the passage in The Origin and Scope of the American Doctrine of Constitutional Law, 7 Harv. Law Review 129, 140, called attention (p. 144) to “a remark of Judge Cooley, to the effect that one who is a'member of a legislature may vote against a measure as being, in his judgment, unconstitutional; and, being subsequently placed on the bench, when this measure having been passed by the legislature in spite of his opposition, comes before him judicially, may there find it his duty, although he has in no degree changed his opinion, to declare it constitutional.”
From the Annual Report, T. V. A. Board for 1934, pp. 23, 24, 25, 26, 27, and 28.
To provide a workable and economic basis of operations, the Authority plans initially to serve certain definite regions and' to develop its program in those areas before going outside.
The initial areas selected by the Authority may be roughly described as (a) the region immediately proximate to the route of the transmission line soon to be constructed by the Authority between Muscle Shoals and the site of Norris Dam; (b) the region in proximity to Muscle Shoals, including northern Alabama and northeastern Mississippi; and (c) the region in the proximity of Norris Dam (the new source of power to be constructed by the Authority on 'the Clinch River in northeast Tennessee).
At a later stage in the development it is contemplated to include, roughly, the drainage area of the Tennessee River in Kentucky, Alabama, Georgia, and North Carolina, and that part of Tennessee which lies east of the west margin of the Tennessee drainage area.
To make the area a workable one and a fair measure of public ownership, it should 'include several cities of substantial size (such as Chattanooga and Knoxville) and, ultimately, at least one city of more *362than a quarter million, within transmission distance, such as Birmingham, Memphis, Atlanta, or Louisville.
While it is the Authority’s present intention to develop its power program in the above-described territory before considering going outside, the Authority may go outside the area if there are substantial changes in general conditions, facts, or governmental policy, which would necessarily require a change in this policy of regional development, or if the privately owned utilities in the area do not cooperate in the working out of the program.
The Authority entered into a 5-year contract on January 4, 1934, with the Commonwealth & Southern Corporation and it's Alabama, Tennessee, Georgia, and Mississippi subsidiaries. The contract covered options to purchase electric properties in certain counties of Alabama, Mississippi, and Tennessee, the 'sale of distribution systems to municipalities in these counties, restrictions on territorial expansion by. the contracting parties, the interchange of power, and other matters.
Alabama properties. — All of the low-tension (44,000 volts or lower) transmission lines, substations, rural lines, and rural distribution systems of the Alabama Power Co., in the counties of Lauderdale, Colbert, Lawrence, Limestone, and Morgan (except the Hulaeo area), were included'in the contract; also those in the north half of Franklin County, including the town of Red. Bay, and the territory in t}ie northern part of Cullman County served by a line of the Alabama Power Co. extending south from .Decatur. The price of these properties was set at $1,101,256. The purchase had not been completed at the end of the fiscal year.
Thé power company agreed to attempt to sell the local distribution systems in the above counties to the respective municipalities, the Authority reserving the right to serve them if sales were not consummated within 3 months of bona fide negotiation and effort. Because of the failure of any [many] of the municipalities in northern Alabama to consummate negotiations for the purchase of the distribution systems serving them, the Authority entered into negotiations for the direct purchase of these distribution systems, but a purchase contract had not been completed on June 30.
Mississippi properties. — The contract covered all of the properties of the Mississippi Power Co. in the counties of Pontotoc, Lee, Ita*363wamba, Union, Benton, Tippah, Prentiss, Tishomingo, and Alcorn, except a dam site on the Tennessee River in Tishomingo County. The purchase price was $850,000. The purchase was completed and delivery was accepted on June 1, 1934.
The transmission and generation facilities acquired in Mississippi and to be retained as part of the Authority’s system include the following:
44.000- volt transmission lines..........................miles 63
44.000- volt substations.................................... 6
22.000- volt transmission lines.........................miles 45
22.000- volt substations.................................... 4
Tupelo steam stand-by generating plant____Kilovolt-amperes 4,374
Corinth steam stand-by generating plant..... do 2, 225
Blue Mountain Diesel generating plant...... do 150
Myrtle Diesel generating plant.............. do 75
Part of the local distribution facilities acquired in Mississippi were sold prior to tfie end of the fiscal year and it is expected that all will be sold eventually, as noted hereafter.
Tennessee properties. — The contract covered all of the properties of the Tennessee Electric Power Co. in the counties of Anderson, Campbell, Morgan (except the lines extending into Morgan County from Harriman), and Scott; also those in the west portion of Claiborne County, and the 66,000-volt transmission line from Anderson County to Knoxville. The price of these properties was set- at $900,000. The purchase had not been completed at the end of the fiscal j^ear.
Negotiations were carried on diligently for several months with the National Power & Light Co., an affiliate of the Electric Bond & Share Co., in an endeavor to acquire the eastern Tennessee electric properties of the Tennessee Public Service Co., a subsidiary of the National Power & Light Co. The electric distribution system in the city of Knoxville is included in these properties. The negotiations resulted in a contract after the end of the fiscal year.
Construction of rural electric lines in northern Alabama and northeastern Mississippi was commenced in the latter part of 1933 with relief labor, the Authority furnishing supervision and materials. *364Relief labor was withdrawn on February 15, 1934, after which date the work was continued by the Authority with its own forces. Approximately 93.5 miles of rural electric lines were under construction' in Lauderdale and Colbert Counties, Ala., on June 30, and approximately 127 miles in Lee, Pontotoc, Alcorn, Itawamba, Prentiss, Monroe, and Tishomingo Counties, Miss.
A standard form of 20-year contract was devised to govern the sale of power at wholesale to municipal distribution systems, and was first used in a contract with’ the city of Tupelo, Miss. The .Tupelo contract has been published by the Authority and is available for distribution.
Annual Report, T. V. A. 1935, pp. 29, 30— .
The Authority has devoted special attention during the year to the problems of rural electrification, as required by section 10 of the act. By the close of the fiscal year 200 miles of rural electric line had been built, and 181 additional miles were in process of construction. These lines are divided among the various counties as follows:
Alabama: completed Miles in progress
Colbert.............'..........'............ 19 15
Lauderdale............................... 72
Mississippi:
Alcorn................................... 41 29
Lee and Itawamba....................... 41 26
Pontotoc................................. 27
Prentiss.................................... 7
Tennessee:
Lincoln..................................... 104
Total.................................. 200 181
In addition to the above, a number of the rural lines purchased from the Mississippi Power Co. were rehabilitated in order to improve operating and safety conditions, and to provide for increases in load. Also, additional customers were connected to all existing rural lines.