B.—No. 3a.

vinces. In fact, tlie Ministry resigned the day following our interview, consequently our visit was fruitless. "We need scarcely point out the direct loss and trouble we have sustained through smh treatment, which is so far as our experience goes, without a parallel. The Southland Government have in the meantime been carrying on and paying for extensive works, but although ours was a first claim, have, so far, entirely passed it over, excepting the £5,000 you were kind enough (and for which we thank you) to direct to be paid to us when last in Southland. AYe carried on and completed our works in good faith, and in a business-like manner, to the complete satisfaction of the Government and its Engineers, and this too during great monetary difficulty, without any extra claim whatever. We thank you for your recognition of our rights to a certain extent by the above-mentioned payment on account, and we trust that the Ministry will see fit to secure us a settlement in full at an early date. Our Mr. Cain proceeds to England early in April, and we are very desirous that it should be effected some time in March. We beg to submit for your consideration this offer viz.:—That the General Government give us its Debentures (8 per cents.) for the balance now due us by the Southland G-overnment, amounting to some £10,700 @ £11,000, at par (as we understand that is the value put on them by the Government itself), or cash. An early and favourable reply would confer a great favour on us, and depending on such, We have, &c, The Honorable the Postmaster-General, James M'Kenzie & Co. Wellington. No. 18. MESSES. M'KENZIE AND CO. TO THE HON. MAJOE EICHAEDSON. Dunedin, 28th March, 1865. Sib — We have the honor of calling your attention to our respects to you bearing date of 28th ultimo, relative to the indebtedness of the Southland Government to us, and our proposed terms of payment of same. As you are aware of Mr. Cain's intended departure for Europe, and of our Mr. M'Kenzie's intention of leaving as soon as this matter is settled, an answer by return mail would confer a favor as we cannot any longer allow its non-settlement to retard our business operations. AYe have, &c, The Honorable the Postmaster General, James M'Kenzie & Co., AVellington. No. 19. MESSES. M'KENZIE AND CO. TO THE HON. MAJOE BICHAEDSON. Dunedin, 4th April, 1865. Sib,— AYe have the honor of calling your particular attention to our respects of the 24th Feb. last and the 25th ultimo, respecting the indebtedness of the Southland Government to us and our offers with respect to its liquidation. In the first named letter we named March as a limit for an answer, this we have not received, and we now beg to inform you that unless we receive one of a favorable character, within seven days from date, we shall consider our offers made on the 24th February last, as null and void. AYe have, &c, The Honorable the Postmaster General, James M'Kenzie & Co. Wellington. No. 20. Memoeandum by the Postmastee Genebal on Messrs. McKenzie's Letters of the 28th February and the 4th April. 2Sth February. —McKenzie asks payment of the debt due to them by the Southland Government " That the General Government give us its debentures 8 per cents for the balance now due us by the Southland Government, amounting to some £10,700 @ £11,000 at par (as we undestand that it is the value put on them by the Government itself) or cash." This letter does not appear to have been replied to, but a letter connected with the liabilities of Southland was sent to the Superintendent (see attached.) On the same day as M'Ken-

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