26 June 1908: President of Stanford Trustees Authorized to Proceed with Consolidation As a result of further exchanges between the Cooper Directors and Stanford Trustees, the Trustees adopted the following resolution at their meeting on 26 June 1908: [28]
| Upon motion of Trustee Crothers, seconded by Trustee Eells, it was resolved that the President of the Board of Trustees be authorized and directed to take all necessary steps toward the acceptance of, and to accept any conveyances of Cooper Medical College properties; to execute all instruments in the premises on behalf of the Board of Trustees and to carry out in detail the resolution of the Board of Trustees heretofore adopted in the premises. |
10 August 1908: Cooper Directors Facilitate Consolidation Although the President of the Stanford Trustees was now "authorized and directed to take all necessary steps" to effect consolidation, implementation continued to lag. Still lacking was a precise and mutually agreed statement of the specific commitments and responsibilities to be undertaken by each of the parties.
To complete this essential stage of the consolidation process, Dr. E. R. Taylor, now President of Cooper Medical College, who was also an attorney, drafted the following two resolutions:
Resolution A: A statement detailing the commitments to be fulfilled by the University upon transfer to it of the property and other assets of Cooper Medical College.
Resolution B: A statement by the Directors of Cooper Medical College of the rationale for transfer of the College property to the University, and of their agreement to transfer the property to the University pursuant to the commitments detailed in Resolution A.
On 10 August 1908 a special meeting of the Directors of Cooper Medical College was convened to consider these resolutions: [29]
Those present were President Taylor in the Chair and Directors Gibbons, Stillman and Rixford, absent Director Barkan who was out of the State. Resolutions A and B, previously prepared by President Taylor, were adopted. and Secretary Rixford was directed to communicate the same to the Trustees of the Leland Stanford Junior University informing them that upon their adoption of Resolution A the Directors of Cooper Medical College would adopt Resolution B. |
In accordance with the above decision by the Directors, Resolutions A and B were forwarded to Mr. George E Crothers, Secretary of the Stanford Trustees, on 13 August 1908:
San Francisco, August 13th 1908 Mr. George E. Crothers, Secretary Dear Secretary Crothers: I have the honor to inform you that at a meeting of the Directors of Cooper Medical College on August 10th 1908 it was unanimously resolved that the Secretary be instructed to transmit to the Trustees of the Leland Stanford Junior University the attached Resolution A and Resolution B with the statement that: On the adoption by the Stanford Trustees of Resolution A, the Directors of Cooper Medical College will adopt Resolution B. I would say in addition that the Directors after mature consideration deem it best that the deeds of transfer of said properties be absolute on their face and bear no conditions. Very respectfully, Emmet Rixford, Secretary |
31 October 1908: Stanford Trustees Adopt Resolution A. At a meeting of the Board of Directors of Cooper Medical College on 5 November 1908, the following communication from Mr. Crothers, Secretary of the Board of Trustees of Stanford University, was received and spread on the minutes: [30] [31]
San Francisco, California, 31 October 1908 Dr. Emmet Rixford, Secretary Dear Secretary Rixford: I have the honor to inform you that at the regular monthly meeting of the Board of Trustees of the Leland Stanford Junior University, . . . .the thirtieth day of October 1908,. . . .it was unanimously resolved that the following resolution be adopted in response to and in compliance with the Resolutions adopted by Cooper Medical College on August tenth 1908 as set forth in your communications as Secretary of Cooper Medical College dated August 13th 1908: Resolution A Whereas, Cooper Medical College, a corporation created and organized for the purpose of medical education under the laws of the State of California, and having its college buildings in the City and County of San Francisco in said State is about to convey and transfer to the Trustees of Leland Stanford Junior University all the properties, both real and personal, wheresoever the same may be situated now belonging to said college to the end that all the said properties may be used by the medical department of said university for the purposes of medical education; Now, therefore, be it resolved that we as such Trustees do accept all and singular said properties, to be used as aforesaid, including the erection and maintenance by us of a library building and library in said City and County of San Francisco said library building to be named the Levi Cooper Lane Library of Medicine and Surgery, as provided for by the will of Pauline C. Lane, and to the extent of the properties and their proceeds bequeathed to Cooper Medical College by said will for the said purpose and that all the diplomas issued by said university to those who have taken the course in said medical department shall bear upon their face the words "founded as Cooper Medical College by Levi Cooper Lane." And it is further resolved that in the event any of the said buildings together with the lands on which they stand are sold by said Trustees then and in such event other buildings shall be erected out of the proceeds of such sale (said buildings to be used for the purpose of medical education), and on their walls shall be placed such tablets as shall in appropriate language perpetuate the name of Levi Cooper Lane; And it is resolved, that said Trustees will maintain a perpetual fund for the maintenance of the Lane Medical Lectures, not to exceed $50,000 out of the moneys which may be transferred to said Trustees for said purpose. Very respectfully, George E. Crothers, Secretary
|
23 November 1908: Cooper Directors Adopt Resolution B. In response to the adoption of Resolution A by the Stanford Trustees, the Directors of Cooper Medical College adopted
Resolution B. [32]
San Francisco, November 23, 1908 Mr. Geo. E. Crothers, Secretary, Dear Secretary Crothers: . . . .At a special meeting of the Board of Directors of Cooper Medical College your communication of October 31, 1908 announcing adoption of Resolution A by the Stanford Trustees was presented to the Directors.. . . . On motion duly seconded and put to vote and unanimously adopted the said communication was ordered spread upon the minutes. On motion of Director Gibbons, seconded by Director Stillman, the following resolution was put to vote and was unanimously adopted:
Whereas, Levi Cooper Lane, founder of Cooper Medical College, erected, pursuant to said foundation, college and hospital buildings which have for a number of years been used by Cooper Medical College, for purposes of medical education; and Whereas, pursuant to said foundation, said Levi Cooper Lane, conveyed to said Cooper Medical College all of said buildings together with the land on which said buildings were erected; and Whereas, after the expiration of a number of years after said properties had been conveyed as aforesaid, said Levi Cooper Lane departed this life leaving a last will and testament wherein and whereby all of his property he had not conveyed as aforesaid was left to his widow, Pauline Cook Lane; and Whereas, within six months after the death of said Levi Cooper Lane, his said widow departed this life leaving a last will and testament, wherein and whereby she bequeathed to said Cooper Medical College a third part of all her property, both real and personal, to said Cooper Medical College for the purpose of erecting and maintaining a library, said Library Building to be named the Levi Cooper Lane Library of Medicine and Surgery; and Whereas, ever since the foundation of said Medical College, and up to the present time the aforesaid properties conveyed to said College have been used and are now being used for the purpose of medical education; and Whereas, before the death of said Levi Cooper Lane as aforesaid, said Lane came to the realization that by reason of said College having no endowment fund, and the further fact that medical education had reached such a high state of development that many of the members of the faculty would be required to devote their whole time to their professional duties, and by reason thereof would require salaries to be paid them and by reason of the further fact that the fees derived from the students would be wholly inadequate to pay such salaries and meet the other expenses of the College; and Whereas, by reason of these facts said Lane fearing that the aforesaid foundation would at no distant time be brought to an end and the main object of his life frustrated, deemed it prudent and necessary to have some University of approved high standing and of great financial resources to take over said College as the medical department of said University, to the end that said College might be perpetuated as a great instrument in the cause of medical education and to that end had various interviews with David Starr Jordan, President of the Leland Stanford Junior University, with the view of having the aforesaid College become the Medical Department of said University; and Whereas, said Lane died before the said object could be accomplished; and Whereas, since his death and pursuant to his wishes, aforesaid in that regard, and the wishes of said Pauline Cook Lane, and realizing that the perpetuity of said College as an instrumentality of medical education depended for such perpetuity upon the consolidation of said College with said University, the Directors and Members of said College have promoted such consolidation; and
Whereas, the Directors and Members of said College fully realize that the highest development of medical education requires that the medical school be an integral part of a university; and Whereas, the Trustees of the Leland Stanford Junior University have manifested their desire to take over the said properties and use the same as they have heretofore been used and are now being used, to maintain said College in perpetuity as a medical institution and carry out all the wishes of the aforesaid Levi Cooper Lane and said Pauline Cook Lane including the erection and maintenance of the aforesaid Library and to maintain and perpetuate the name of said Lane in connection with the said College, and have passed a resolution to that effect; and Whereas, said Leland Stanford Junior University is an institution of the highest standing and of such financial resources as to enable it to bring and to keep said College up to the front rank of medical colleges; Now therefore be it resolved that the President and Secretary of this College be and they are hereby authorized and directed to convey and transfer in the name of said College to the Trustees of said Leland Stanford Junior University all the properties both real and personal now belonging to said College wheresoever the same may be situated and to do all that may be necessary to put said Trustees in possession of the whole of said properties. Very respectfully, Emmet
Rixford, Secretary |
25 November 1908: Stanford Trustees Affirm Adoption of Resolutions A and B. In effect, the following letter from Secretary Crothers asserts that both Resolutions A and B have been duly adopted by both parties, thus clearing the way for the final step in the process of consolidation - that is, actual delivery by the Cooper Directors to the Stanford Board of Trustees of a deed of conveyance of the entire holdings of the Cooper Medical College Corporation. [33]
Office
of Secretary, Stanford Board of Trustees Dr. Emmet Rixford, Secretary Dear Secretary Rixford: I beg to acknowledge receipt of your letter of 23 November 1908 in which you inform the Stanford Trustees that my communication of 31 October 1908, advising your Board of Directors of the adoption by the Stanford Trustees of (Resolution A), was presented to your Board of Directors and was unanimously adopted. I also acknowledge receiving the information in your communication of 23 November 1908 that the Board of Directors of Cooper Medical College have unanimously adopted (Resolution B), of which a copy is set forth in your communication. George E. Crothers, Secretary |
December 1908: Stanford Trustees Grant Free Use of Cooper Facilities to Cooper Faculty until 1 July 1912. Cooper Directors and Stanford Trustees had decided much earlier that the last class of students would be admitted to Cooper Medical College in 1908 and would graduate in June 1912. In order to accommodate this final class, the Stanford Trustees agreed for the College Faculty to use the College and Hospital facilities without charge until 1 July 1912. It was further agreed that on that date all Cooper properties would become part of the Medical Department of Stanford University. The following resolution providing for this prior arrangement was finally adopted by the Stanford Trustees on 18 December 1908 as confirmed in the following letter: [34]
Board
of Trustees Dear Secretary Rixford: I have the honor to inform you that, at the regular monthly meeting of the Board of Trustees of the Leland Stanford University. . . it was unanimously resolved that the following resolution be adopted: Whereas, Cooper Medical College, pursuant to agreement with the Trustees of Leland Stanford Junior University, is about to convey to said Trustees all of the property, real and personal, and whereas, as one of the considerations of said transfer it has been agreed by said Trustees that said College should remain in possession of all its said property until the first day of July 1912, and shall until said time manage all of said property and retain the income thereof; and shall, at said time, and not before, turn over to said Trustees all of the property of said College then in the hands of said College; Now therefore be it resolved by the Trustees of Leland Stanford Junior University that said Cooper Medical College shall have the right to remain in possession of the whole of the aforesaid property until the first day of July 1912, and shall, until said time, manage all of said property and retain the income thereof, and shall at said time, and not before, turn over to said Trustees all of the property of said College then in the hands of said College including all accumulated and unexpended income; and shall in the meantime from such income or funds applicable to current expenses pay all taxes, salaries, improvements, maintenance charges, insurance and all other current or extraordinary expenses of said college. Yours Respectfully, George Crothers, Secretary of the Board. |
17 December 1909: Cooper Property Legally Transferred to Stanford University. For a period of over one year (November 1908 to December 1909), no action was taken by the Cooper Directors or the Stanford Trustees on the projected consolidation of Cooper Medical College and Stanford University. This delay in effecting the actual transfer of the Cooper property to the University was the result of a law suit filed by Dr. Ellinwood against the Cooper Medical College Corporation seeking to enforce partition on his terms of the real estate awarded jointly to him and the Corporation in the will of Pauline Lane. After the parties agreed to settle by arbitration, the Cooper Directors could finally meet on 17 December 1909 to adopt the following resolution conveying the properties of Cooper Medical College Corporation to Stanford University: [35]
Meeting of Directors, Cooper Medical College, 17 December 1909. The following resolution was unanimously adopted:
| Resolved that the President and Secretary of this Corporation, Cooper Medical College, . . .are hereby authorized. . . . . .to deliver to the Board of Trustees of the Leland Stanford Junior University the instrument in writing already prepared, and now submitted to and approved by this Board, being in form a deed of conveyance bearing date December 17th 1909, of all the lands once owned by this Corporation in the City and County of San Francisco, State of California, and in the Counties of Fresno and Los Angeles, in said State and wheresoever else situated: A copy of said instrument, including a complete inventory of the Cooper properties, is spread upon the following 16 pages of these minutes.) |
The attorneys for Stanford University, having reviewed and validated the above deed of conveyance, then reported to the Stanford Board of Trustees that Cooper Medical College had duly transferred to the Board all of the real and personal properties of the College in a Deed and Bill of Sale dated 17 December 1909. Whereupon all the properties of Cooper Medical College were, on motion, formally accepted by the Stanford Board of Trustees, and became the property of Stanford University.
The attorneys for the Board were instructed to have the deed surveying the real estate duly recorded in the Offices of the County Recorders of the City and County of San Francisco and the Counties of Los Angeles and Fresno. Said Deed and Bill of Sale were ordered spread in full upon the minutes of the Board of Trustees and may be found there for reference.
In accordance with the prior agreement to loan the Cooper facilities to Cooper Faculty for continuation of their College program through June 1912, full physical possession by the University of that portion of the Cooper properties was delayed until 1 July 1912. On that date the succession of memorable institutions that celebrated the ideals and efforts of Elias Samuel Cooper and Levi Cooper Lane - second to none in the annals of medical education in the West - merged with Stanford University and became the historical antecedents of its School of Medicine.
And the consolidation of Cooper Medical College and Stanford united two institutions, each dedicated to the memory of a dearly beloved and to the service of mankind.
In the beginning, medical education in the West was born of the aspirations of a few remarkable men - Cooper, Gibbons, Sr., and Lane - Toland and Cole. May this account of their labors revive the memory of their achievements and crucial roles in the founding of the first and still thriving medical schools on the Pacific rim.