18USA Rulebook

Table of Contents

Game Components
1 Introduction
- 1.1 Major Differences from 1817
- 1.2 Etiquette
2 Setup
3 Overview
4 Game Board
5 Stock Market
6 Other Concepts
7 Corporate Entities
- 7.1 Private Companies
- 7.2 Public Companies
8 Game Phases
9 Loans
10 Private Company Auction and First Stock Round
11 Stock Rounds
12 Operating Rounds
13 Resource and Bridge Tokens
14 Merger & Acquisition Rounds
15 Cash Crisis
16 Ending the Game
17 Variants
Appendix

Game Components

The 18USA expansion game consists of the following components:

1 game board
1 stock market board
30 private companies
12 train cards
Bank of New York mat
83 track tiles
27 subsidy tiles and red area markers
20 cardboard tokens
These rules

If you have the full game version of 18USA, your copy additionally includes the following items. If you have the expansion version, you must provide the following components from 1817.

20 sets of company components consisting of:
- 20 charters
- 580 shares
- 220 wood tokens
164 tiles
Open Market mat
45 train cards
7 player order cards
1 priority deal card (a fox priority deal marker and priority deal card is included with the 18USA full game, use either)
2 tokens for round and interest
70 loan cubes

1 Introduction

18USA is an "18xx" game that is inspired by 1817 by Craig Bartell and Craig Flowers. The biggest difference is the addition of random setup elements. These include red off-board areas with varying values, the selection of available private companies, metropolis cities which are worth more than standard cities, and subsidy cities which provide a bonus to companies that begin there.

Craig and Tim already created a fantastic game in 1817. The design goal of 18USA was to take their rules and add features which make the map and game itself play substantially differently every game.

1.1 Major Differences from 1817

For those already familiar with 1817, the following sections cover the differences:

Setup (section 2) now has some random elements, please read the entire section.
Game board (section 4) introduces the new city types.
The stock market has more spaces and each loan taken and repaid moves the stock price two spaces instead of one (section 9).
Rules covering loan repayment have been changed so that a company cannot repay loans if it took any loans during the same operating turn (section 12.9).
Private companies: there is no seed money in the auction (section 10). The appendix covers private company abilities.
Subsidy cities give a bonus to companies starting there in the first stock round. Section 2.5 covers setup, section 11.6.1 covers the details, and the Subsidy Tiles table in the appendix provides detailed rules for each bonus.
Metropolis cities are special high-valued cities. These are chosen at random during setup (section 2.4) and have specific track tiles (section 12.2.3).
The tile laying rules change starting with Phase 5 (section 12.2.4).
The train export schedule has changed (section 12.10).
Pullman cars are covered in section 12.7.
Resource and bridge tokens are variations on the coal mines from 1817, and covered in section 13.

1.2 Etiquette

All assets are public knowledge. Players must keep their personal and company assets organized and clearly visible so that all players can see the current game state. To speed up play as much as possible players should consider their options during other player's turns. Having more than one banker will also speed play. All players should play to win the game or to maximize their net worth relative to the player who wins.

2 Setup

Place the map, Bank of New York, train yard, and stock market on the table. Arrange each company's stock certificates with the president's certificate on top. Lay out the yellow track tiles, and either keep the others nearby for inspection, or lay them out in advance (only the yellow tiles may be used at the beginning of the game). Place the Round Marker on the "Stock Round" space of the roundel.

Randomly determine the seating order by dealing out the player number cards; players should arrange themselves around the table in ascending order clockwise. Each player should have enough table space for several company charters, stock certificates, and their money. Give the priority deal card to the player who receives the "1" card.

Each player starts with the amount of money indicated in the following table. The certificate limit is covered in section 11.4.

Players	2	3	4	5	6	7
Starting Capital	$630	$420	$315	$300	$250	$225
Certificate Limit	32	21	16	16	13	11

2.1 Train Cards Setup

Create a stack of train cards such that the 2-trains are on top, then the 2+ trains, then the 3-trains, followed by the 3+ trains, then the 4-trains. The other trains (and Pullman cars) are printed on the backs of these cards.

Use the reverse side of the cards when the 2-trains are removed from play as the game progresses. At that point, stack the additional trains in order from highest cost on the bottom to lowest cost on the top. Allocate the proper number of trains per the player count (see section 12.6).

2.2 Bank of New York Setup

Place the Bank of New York near the map with the appropriate side face-up, based on the number of players as indicated. Fill the spaces with red loan cubes, and place the interest rate marker in the topmost space.

In games with five or more players, use four loans markers on the $5 loan tier and six loan markers on all other tiers.

2.3 Private Companies Setup

Select the private companies that will be used.

Private companies P1 Lehigh Coal Mine Co., P2 Fox Bridge Works, P3 Reece Oil & Gas, and P4 Hendrickson Iron are always used.
For games with five or more players, P10 Carnegie Steel Company is also always in play.
Randomly choose:
- One of the remaining $30 private companies.
- Two of the remaining $40 private companies.
- Three of the $60 private companies.
- Two of the $80 private companies.
- Two of the $90 private companies.
- One of the $120 private companies.

Return all other private companies to the box.

2.4 Metropolis Cities Setup

Randomly select three of the six metropolis tiles (labeled with an M within the station token slot). The potential metropolis cities are Atlanta, Chicago, Dallas-Fort Worth, Denver, Los Angeles, and New Orleans.

Place the three chosen tiles on the board, oriented according to the "N" (north) arrow pointing up if one exists on the tile.

If P10 Carnegie Steel Company is in play, place the three remaining tiles on it. Otherwise return them to the box.

Any of these six cities which are not chosen as metropolis cities during the initial setup or by the owner of the P10 Carnegie Steel Company will be normal cities for the remainder of the game.

2.5 Subsidy Cities Setup

Place one subsidy tile on each of the 14 orange colored cities. Other than receiving one of the subsidy tiles during initial setup, the subsidy cities are identical to the normal cities. See section 11.6.1 for more information. The Subsidy Tiles table in the appendix describes each subsidy in detail.

2.6 Red Areas Setup

Randomly assign one of the 11 red area value tokens to each red area. The tokens have a pink back and show four values in sections of yellow, green, brown, and gray on the front which indicate the value of the red area during Phases 2, 3 through 4, 5 through 6, and 7 through 8 respectively.

3 Overview

Play begins with the private company auction, during which players will bid on the available private companies.

The game then progresses through a series of rounds: a stock round, operating round, mergers and acquisitions (M&A) round, another operating round, and another M&A round, and then back to a stock round.

During stock rounds, players buy and sell shares in public companies, and start new companies. They may also short sell stock of the five- and ten-share companies. Short selling is the act of selling stock that the seller does not own, with the intention of buying it back later.

During operating rounds, public companies build track, place station tokens, run their trains and purchase more trains.

During M&A rounds, companies may change type, merge with other companies, or be acquired by other companies.

The roundel is used to show if the game is currently in a stock round, operating round, or merger and acquisition round. It also serves as a reminder to set the interest rate and to export a train(s) after each operating round.

4 Game Board

The 18USA game board is an approximate representation of the United States. Many important cities are excluded from the game and some historically less important cities are used. Rather than designing the game to be historically accurate, the cities and their values were chosen based on the approximate geographical locations needed to achieve a reasonable balance between different parts of the map.

Cities are represented by one or more large open circles, which may be white or orange. "City" refers to the geographic location. Cities have one or more stations, each of which consists of one or more station token slots. A station token slot is a circle onto which station tokens may be placed. For example, at the start of the game Boston has only one station with a single token slot, whereas New York has two stations, each with one token slot. Token slots are "open" if no station token is present, otherwise they are "blocked."

There are seven red areas on the map: Florida, Mexico, Montreal, Port of New Orleans, San Francisco, Seattle, and Winnipeg.

There are also six small cities: San Francisco, Seattle, Winnipeg, Florida (all of which are also red areas), and also Detroit and Toronto. Small cities are treated as cities which are always open; no station tokens may be placed there.

Many hexes on the map have a resource icon printed on them (coal, oil, and ore). The resource tokens provided by some of the private companies may only be used on hexes which have the respective resource type. City hexes on a river have a bridge icon printed in the middle of the station slot if a bridge token can be placed in that city. Resource and bridge tokens are fully covered in section 13.

5 Stock Market

The stock market is a grid where stock market tokens are placed to indicate the current price of one share of a public company (known as the "share price"). Shares are always bought and sold at this price. The stock market values range between 42 and 800. Each value is approximately 5% higher than the preceding value.

A public company's share price will change throughout the game. This is indicated by moving its share price token on the stock market. A token that is moved to a space already containing one or more tokens of other corporations is always placed on the bottom of the stack, underneath the tokens already there (or simply lower in the space if there is sufficient room).

The spaces within the red outline (from 50 to 200) indicate possible starting prices for new companies.

At the upper left of the stock market are four spaces denoting special company states: liquidation and acquisition. A company whose share price token enters one of these spaces is said to be "in liquidation" or "in acquisition." Such companies are subject to liquidation and acquisition during the next Merger & Acquisition round as described in section 14.

6 Other Concepts

6.1 Operating Order

The "operating order" of companies is equal to the descending order of their share prices as shown on the stock market. The company with the highest share price is first, that with the next highest price is second, and so on. If two or more companies' price tokens are in the same location, the company whose token is highest (which was the first to enter the space) comes first.

6.2 Stock Certificates and Shares

The distinction between certificates and shares is important. A "certificate" is a card representing one or two shares of a public company. A share may be worth 50%, 20%, or 10% of a company for the purposes of determining majority ownership and dividend payments.

President's certificates always represent 2 shares, and are therefore worth twice the current share price. Normal certificates always represent a single share and are worth the current share price. Short shares are negative shares, and so are worth negative current share price. They will require players to pay the bank when dividends are paid out (see section 12.5).

A player can never hold both regular shares and short shares in the same company.

6.3 Train Limit

The train limit is the number of trains that a public company is allowed to own. Both regular trains and Pullman cars count towards this limit. Obsolete 2+, 3+ and 4+ trains do not count against the train limit.

At the start of the game the train limit is 4, but it will eventually decrease to 3 and then 2 due to phase changes (section 8). A company that is already at the train limit may not purchase more trains.

If a company ever exceeds the train limit, due to the limit dropping, a merger, or an acquisition, the company must immediately discard trains to the open market until it is at the train limit. It may not discard more trains than is necessary to meet the limit. No compensation is given for trains so discarded.

7 Corporate Entities

7.1 Private Companies

There are 30 private companies, individually numbered and represented by cards; references in these rules to "P#" are to the corresponding private company. Their "face value" is printed on the card and determines how much they are worth, as well as how much can be paid for them during the initial auction (section 11.6).

They can be owned by players or by public companies, and confer a special ability to an owning public company. Abilities may not be used by players, and may only be used on assets which are owned by the same company, unless the rules explicitly state otherwise.

A company must be able to trace a legal route (section 12.1) to the location being affected by any private which modifies track, adds tokens, or has some other effect on a specific location of the game board.

A complete list of the private companies and rules to clarify the private company abilities are contained in the appendix. A subset of the private companies are used each game as described in section 2.

7.2 Public Companies

There are twenty public companies in the game. Functionally they are identical.

Public companies come in three sizes: 2-share, 5-share, and 10-share, referring to the number of shares the company has available for players to purchase. The size of the company will be determined when it is started, and may increase over the course of the game.

Regardless of the size, a company will have one president's certificate that counts as 2 shares. For a 2-share company, this president's certificate is worth 100% of the company (two 50% shares). For a 5-share company, the president's certificate is worth 40% (two 20% shares), and there will be three additional certificates worth one 20% share each. For a 10-share company, the president's certificate is worth 20% (two 10% shares), and there will be eight additional certificates worth one 10% share each.

Each company may also have five or ten pink short shares, worth either 20% or 10%, depending on the size of the company. There are no short shares for 2-share companies.

The majority shareholder will always be the president, and makes all of the decisions for the company.

Each public company has a large card called a "charter." Charters are used to keep track of all the company's assets: cash, private companies, trains, station markers, and loans. Company assets and player assets must be kept separate at all times.

If a company is removed from play due to any reason it may be reused again later.

Throughout these rules, references to just "companies" refer to public companies, as the majority of the game revolves around public companies unless otherwise specified.

8 Game Phases

18USA proceeds through a series of game phases. If you are new to the 18xx genre you may wish to skip this section and return to it later.

The game begins in Phase 2. Aside from this starting condition, phases change with the purchase or export of the first of a new train type from the bank: when the first 4-train is bought or exported the game enters Phase 4, and so on. Exception: Phase 3 begins at the end of the second operating round if it has not already done so.

When a phase change occurs, all rule changes take effect immediately. The table below summarizes the rule changes, which are explained more fully afterward.

Phase	Track	Red & Gray Area Values	Train Limit	New Companies	Extra Track Rules	Pullmans	Rust
2	Y	Yellow	4	2 share	No	No	-
3	Y/G	Green	4	2 or 5 share	No	No	-
4	Y/G	Green	3	5 share	No	No	2, 2+*
5	Y/G/B	Brown	3	5 or 10 share	Yes	Yes	-
6	Y/G/B	Brown	2	10 share	Yes	Yes	3, 3+*
7	Y/G/B/G	Gray	2	10 share	Yes	Yes	-
8	Y/G/B/G	Gray	2	10 share	Yes	Yes	4, 4+*

*+ trains become obsolete and operate one additional time.

Phase 2 begins with the start of the game.

Yellow track tiles are available.
Red and gray areas are worth their yellow (first) value.
The train limit is 4.
Only 2-share companies may be started.

Phase 3 starts when the first 3-train is purchased, or at the end of the 2nd operating round, whichever comes first.

Yellow and green track tiles are available.
Red and gray areas are worth their green (second) value.
The train limit is 4.
2-share and 5-share companies may be started.

Phase 4 starts when the first 4-train is purchased or exported.

Yellow and green track tiles are available.
Red and gray areas are worth their green (second) value.
The train limit is 3.
Only 5-share companies may be started.
2-trains rust and 2+ trains become obsolete.

Phase 5 starts when the first 5-train is purchased or exported.

Yellow, green and brown track tiles are available.
The red and gray areas are worth their brown (third) value.
The train limit is 3.
5-share and 10-share companies may be started.
Pullman cars are available for the rest of the game.
The track laying rule changes described in section 12.2.4 apply for the rest of the game.

Phase 6 starts when the first 6-train is purchased or exported.

Yellow, green and brown track tiles are available.
The red and gray areas are worth their brown (third) value.
The train limit is 2.
Only 10-share companies may be started.
3-trains rust and 3+ trains become obsolete.
Pullman cars are available.
Track laying rule changes apply.

Phase 7 starts when the first 7-train is purchased or exported.

Yellow, green, brown, and gray track tiles are available.
The red and gray areas are worth their gray (fourth) value.
The train limit is 2.
Only 10-share companies may be started.
Pullman cars are available.
Track laying rule changes apply.

Phase 8 starts when the first 8-train is purchased or exported.

Yellow, green, brown, and gray track tiles are available.
The red and gray areas are worth their gray (fourth) value.
The train limit is 2.
No new companies may be started.
4-trains rust and 4+ trains become obsolete.
Pullman cars are available.
Track laying rule changes apply.
Short sales are forbidden.
Game end triggered, see section 16.

9 Loans

Public companies may take on $100 loans from the Bank of New York. Loans may only be taken at specified times, which are indicated throughout the rulebook where relevant. In general:

During stock rounds: if the active player decides to act for a company.
During operating rounds: at any time during the company's turn, except between the "pay fees on loans" and "repay loans" steps.
During merger and acquisition rounds: at the specified times.

To take a loan, remove a loan cube from the top-most row and place it on the company charter. Then give the company $100 from the bank and move the company's share price token back two spaces. If the token is in (or enters) the leftmost gray space, taking loans has no further effect on the share price marker.

The maximum number of loans a company may hold is equal to its share size: two loans for a 2-share company, etc. The total number of loans available is 70 (the number of loan cubes on the Bank of New York).

The interest rate is set at the start of each operating round by placing the interest marker in the "interest" column to the left of the highest row on the from which loans have been taken. If no loans have been taken the fee is set at $5.

Loans can only be repaid at the specified time during the company's operating turn (section 12.9), or after a company has been acquired or liquidated (section 14.2). Whenever a loan is repaid, the company's share price token is moved two steps ahead. Loans cannot be repaid if any have been taken by the company during the current operating round.

During an acquisition, loans acquired from another company may be paid back regardless of when the loans were taken out. See section 14.2.2.

10 Private Company Auction and First Stock Round

The first stock round of the game begins with an auction of the private companies that were selected during setup. Once the auction has been completed, it continues as a normal stock round (as described in section 11) with the important difference that the subsidies placed during setup are only available to new companies that open during this first stock round. Subsidies are covered in section 11.6.1.

To begin, spread the selected private companies out on the board or table such that everyone can see them. The player with the priority deal marker takes the first turn. On a player's turn they either select a private company (from those still available) to put up for auction, or pass. If they pass, the turn advances to the next player in seating order.

If the player chooses to auction a company they make an initial bid of at least 50% of the company's face value. (Exception: the Pyramid Scheme's minimum bid is $5.) The next player in sequence then must either raise the bid or pass; a passing player may not rejoin the auction later. All bids must be multiples of $5. The auction continues until all but one player has passed. The winning player then pays their bid to the bank and takes the private company. The turn then goes to the player to the left of the player who started the auction.

The auction round continues until all players have passed on their turn in succession, or until the last private company has been purchased. The priority deal marker goes to the player to the left of the last player to start an auction, and the first stock round continues as normal.

11 Stock Rounds

Note: At the start of each stock round, the bank will close any short shares in the open market by purchasing shares from the company treasury, if available. This can only occur due to a player bankruptcy.

In stock rounds, players take turns clockwise around the table, starting with the holder of the priority deal marker. The "active player" is the player whose turn it currently is. The active player may act for themselves, or act for one of their companies, or do nothing and pass.

If acting for themselves, the active player may perform any or all of the following actions in this order:

Sell any number of share certificates (section 11.1).
Sell short one share certificate (section 11.2).
Buy one share certificate (section 11.3) or start a new company (section 11.6).

If acting for a company, the company takes one or both of the following actions (both are covered in section 11.7):

Take as many loans as desired, up to the maximum allowed.
Purchase as much of the company's own stock from the open market as desired.

The stock round ends when all players have passed consecutively. This means that if a player takes any action they are guaranteed another turn in the current round. A player who has passed on their turn may get a future turn so long as another player takes an action.

11.1 Selling Stock

To sell stock, the player places any number of their stock certificates in the open market. The bank pays the player the current share price for each share sold.

The following restrictions apply:

Private companies may not be sold to the open market.
Shares of a 2-share company may not be sold.
Shares in a company may not be sold during the stock round it was formed.
A president's certificate may never be in the open market.
Shares in companies in liquidation or acquisition may not be sold.

Stock sales do not change the share price of the company.

11.2 Selling Stock Short

During their stock round turn a player may "sell short" one share. A company may not be "shorted" if:

It is a 2-share company.
The company was formed in the same stock round.
The shorting player owns any shares in the company, including the president's certificate.
The company is in liquidation or acquisition.

For 5- and 10-share companies, no more than five and ten shares may be sold short, respectively.

The first time a company is sold short, place a number of short and regular shares in the open market equal to the share size of the company. Stack them such that short and regular shares are alternating, with a short share on top; this is referred to as a "short stack."

To enact the short sale, the selling player takes both a short and a regular share from the stack. The regular share is placed in the open market on its own (not in a short stack), and the short share kept by the player. The bank pays the player the current share price for the shorted share.

A player may have an unlimited number of short shares; they do not count against the certificate limit. Short selling does not cause the current share price to change. A short sale is considered a sale, and thus a player who has shorted a company may not purchase a share of it for the remainder of the stock round.

11.3 Buying Stock

A player may buy one stock certificate during their turn. The following restrictions apply:

The player may not purchase a share of a company if they sold stock in that company earlier in the stock round.
No shares may be bought in a company in liquidation or acquisition.
Certificate and share limits must be respected (section 11.4).

Shares may be bought from a company or from the open market; in either case the current share price is paid. If the share is bought from a company, the player pays the company treasury for the share. If the share is bought from the open market, the player pays the bank.

If the player owns a short share of that company, the short and the regular share are put on the short stack in the open market. This is known as "closing" a short share.

There is a limit on the number of stock certificates a player may hold, as determined by the number of players in the game. Private companies do not count against this limit.

In order to buy a certificate, a player must hold fewer certificates than the limit, see section 2 for these limits.

Additionally, players are limited to owning six shares in a 10-share company, three shares in a 5-share company, and two shares in a 2-share company.

If a player holds more certificates than the certificate limit they must sell shares in excess of the limit during their next stock turn. A player can be temporarily caused to be above the certificate limit by losing a presidency or due to two of their 5-share companies merging. This condition must be resolved at the next opportunity in a stock round.

11.5 Presidency Changes

If at any time a player owns more shares in a company than the current president, a change in presidency occurs. This can occur due to another player purchasing a share giving them a greater holding in the company, or due to a president selling shares in the company such that they now hold fewer shares than another player.

If more than one player holds more shares than the president, the new president is the player with the largest holding, or, in the case of a tie, the tying player closest to the outgoing president's left. The outgoing president exchanges their president's certificate for two ordinary certificates of the affected company belonging to the new director.

Although a president's certificate may not be sold to the open market, a president may sell the president's certificate shares so long as another player holds at least two shares in the company. To do so, the outgoing president first exchanges the president's certificate for two normal certificates from the player who will become the new president, and then sells the desired number of shares to the open market.

11.6 Starting a Company

To start a new company the acting player puts a president's certificate up for auction. The procedure is as follows:

Select which company will be used; there are no differences between them.
Select any empty station token slot on the map; place a station token of the new company in that slot. If there are no available slots, a new company may not be started.
The president's certificate is now auctioned. The active player bids first; the minimum bid is $100. The maximum bid a player may make is the their total cash plus the sum value of their private companies.
Proceeding in order around the table, each player may now raise the bid by at least $1 or pass. A player who passes may not re-enter the auction. The last remaining player wins the auction.
The winning player decides if the new company will be a 2-, 5-, or 10-share company (phase permitting, see section 8). If the company is 5-share, place another three shares on the company charter. If the company is 10-share place another eight shares on the company charter.
The starting share price of the company is the winning bid divided by two, rounded down to the nearest value in the stock market between $50 and $200, inclusive. Place a share price token at this location on the market, below any tokens already present.
The company must now be funded. The president first decides which of their private companies, if any, they will give to the new company. The player then gives the bank an amount equal to the winning bid minus the private companies contributed. The bank then gives the company treasury twice the share price minus the combined face value of all private companies given. If this amount is negative, the starting treasury is $0.
The new company must purchase station tokens if it has enough money in its treasury to pay for them. The first station marker (placed on the map as described in step 2 above) is free. 5-share companies purchase an additional station token for $50. 10-share companies purchase three additional station tokens for $150.

If a 10-share company cannot purchase station tokens upon formation and does not before the end of the stock round (by later taking a loan), it is placed in liquidation. The company must immediately purchase the tokens as soon as it takes a loan.

After the auction is concluded, play proceeds to the left of the player who initiated it.

11.6.1 Subsidies

The map contains 14 cities with orange circles. Each of these cities randomly receives a subsidy tile during initial setup. These subsidies are only activated if a company is started in the city which is offering the subsidy during the first stock round. At the end of the first stock round, all unused subsidies are discarded. Other than receiving one of the subsidy tiles during initial setup, the subsidy cities are identical to the normal cities with white colored stations. See the Subsidy Tiles table in the appendix for detailed information on each subsidy.

11.7 Acting for a Company

During a stock round a president may act for a company and do one or both of the following, in this order:

Take as many loans as desired, up to the maximum allowed.
Purchase as much of the company's own stock from the open market as desired.

When taking loans the normal rules apply (section 9). A company purchasing its own stock from the open market is allowed to take loans to cover the purchase, per the normal rules. The amount is paid to the bank. Companies may never hold shares of other companies.

11.8 Stock Round End

The stock round ends when all players have passed consecutively. The priority deal marker goes to the player to the left of the last player to take an action, either for themself or one of their companies. If no player acted the priority deal marker remains where it is.

Share prices may be adjusted as follows, and are done in operating order:

If 100% or more of a 5- or 10-share company's stock is held by players, the price token is moved one step ahead (unless it is already at $800 in which case it does not move).
For each certificate in the open market, the company's share price token is moved two steps back. It may not move further back than the last gray space on the market.

Advance the round marker to the next space.

12 Operating Rounds

During operating rounds, public companies build track, run trains and earn revenue. Companies are operated by their president.

At the start of each operating round, the interest rate is set as described in section 11.8. Public companies then operate in operating order. Each company takes the following actions in the indicated order. Most steps are optional; mandatory steps are indicated as such.

Lay and/or upgrade track
Place a station token
Run trains (mandatory)
Distribute earnings
Buy trains
Pay interest (mandatory if loans are held)
Repay Loans

Companies whose share price tokens are in the red "liquidation" space on the stock market do not operate.

12.1 Routes

Before describing the actions companies can take, it is important to define the concept of a "route." Routes are used to determine where corporations can place track tiles and station tokens, and how they can run their trains to earn money.

A route is a continuous length of track that includes at least one of a corporation's station tokens. This station token can be at either end of the route, or anywhere in the middle.

A route may pass through a city if there is at least one empty station token slot in the city, or if it contains one of the corporation's station tokens. Routes may freely pass through small cities and rural junctions (placed by P26). A route that enters any city or rural junction may leave by any other track. A route may change directions at the junctions in the middle of plain track tiles.

A route may never reverse or otherwise use the same stretch of track more than once.

A route may not include a single city or red area more than once.

12.2 Lay or Upgrade Track

During this step of its operating turn, the active company may lay track by placing track tiles onto the board. Laying track is optional. The active company may do one of the following tile actions:

Lay a yellow tile.
Upgrade one yellow to green tile, or green to brown, or brown to gray respectively when available.

For a fee of $20, a company may perform a second tile action; at most one of the two actions may be an upgrade. A company may not lay a yellow tile and upgrade it during the same turn. Companies may not perform more than two tile actions in the same turn.

Tile availability depends on the game phase: green tiles are available from Phase 3, brown from Phase 5, and gray from Phase 7.

The board already contains some yellow and gray hexes with track. These hexes should be treated as though a tile of the same color as the hex background has been placed there already. Yellow tiles may not be laid in these hexes, but the yellow hexes (and yellow metropolis tiles) may be upgraded to green per the normal rules (section 12.2.2).

All plain city and plain track tiles are considered to be unlimited in quantity. If a tile runs out during play, improvise a suitable replacement.

12.2.1 Laying Yellow Track

Yellow tiles are placed on and aligned with the light green hexes on the map. While there is no track in the company's home hex, the company may lay any suitable city tile there. Otherwise, the track on the tile must extend a route of the company.

Track laid may not run off the hex grid, into the blank side of a red area or gray hex, or into water.

Track lays are generally free, unless the company is paying $20 for an additional tile action. Additionally, most hexes with mountains or rivers are labeled with a cost. This amount must be paid when laying a tile in the hex, representing the difficulty of building track in rough terrain.

If the hex contains a city then so must the tile placed there. If the hex does not contain a city, then plain track (i.e. track without a station) must be used.

See section 12.2.4 for additional track laying rules which apply during Phases 5 through 8.

12.2.2 Upgrading Track

Track is upgraded by removing the previous tile and replacing it with a new tile of the next color in sequence: yellow to green, green to brown, and brown to gray. Plain track tiles, city tiles, and M city tiles must be upgraded with corresponding tiles. Removed tiles are returned to the supply.

When upgrading any tile all of the previous track segments must be retained; it is not allowed to remove any track by upgrading tiles. Additionally, some part of the track on the new tile (not necessarily a new part) must be part of a route of the company making the upgrade.

If the upgraded tile has one or more station tokens on it these are replaced on the new tile in the same position as before.

When upgrading normal cities to brown players must use tiles with as many track exits as will fit. (Recall that all tiles are unlimited, so substitutions can be used if need be.)

Tiles with a Coal Mine token may not be upgraded.

Terrain costs are not paid when upgrading track.

12.2.3 Metropolis City Tiles

The following additional rules apply only to cities selected as metropolises during setup. If a city named below was not selected as a metropolis, then the normal upgrade rules apply.

Atlanta, Denver, and Chicago use the green, brown, and gray B city tiles for upgrades.

Dallas-Fort Worth, Los Angeles, and New Orleans have dedicated metropolis upgrade tiles.

If a company begins in Denver, it may choose the orientation of the Denver metropolis city tile. If no company starts in Denver, the first company to lay a track connecting to the Denver hex may choose the tile's orientation.

12.2.4 Additional Track Building Rules (Phases 5 - 8 Only)

During Phases 5-8, when placing a new tile on an empty city hex, a green city tile must be used instead of a yellow city tile. This is treated as a yellow track placement, not an upgrade.

During a company's first operating round, the company may place or upgrade its home city to a brown city tile. This is a free tile action in addition to the normal lay or upgrade track actions.

When placing or upgrading a plain track tile, a company may pay to skip upgrade levels by paying $10 per level. Therefore it would cost $20 to place a plain brown tile in an empty hex, or $10 to upgrade a yellow track to brown. Using this option counts as an upgrade when playing a new track into an empty hex.

12.3 Place Station Token

A company may place a station token from its charter in any open station slot to which it has a legal route. However, a company may not have more than one station token in a hex. Station tokens are free to place. They may not be placed in small cities or rural junctions, as they have no station token slots.

12.4 Run Trains

A company that owns one or more trains must now run them and calculate the resulting earnings. Trains run to revenue locations, the total worth of which is referred to as the run's revenue.

"Revenue location" is an all-inclusive term that refers to regular and small cities, rural junctions, red off-board areas, and resource tokens. The value of a revenue location is indicated on the map, the tile, the value token (for red areas), or resource token.

Each train must run on a legal train route, which is a route where both ends are a city, rural junction, or red area. Routes may not start or stop at resource tokens.

The train's number indicates the maximum number of regular and small cities, rural junctions and red areas that may be included in the route. Resource tokens do not count against this limit.

Trains may not use any track segments used by any of the company's other trains in the same operating turn.

A train may only pass through a revenue location once per run. Two different trains owned by a single company may both pass through and count a single revenue location as long as no section of track is reused.

The run's revenue is the sum of the values of all revenue locations visited. The company's earnings is the sum of the revenue of all the company's train runs. Companies must run for the maximum possible earnings (not necessarily the maximum possible revenue for a given train, if more than one train is owned).

Pullman cars increase the value of a single train's run. Each city, small city, and red area visited by a train with a Pullman car is valued $20 higher than the normal amount. See section 12.7 for details.

12.4.1 Red Off-Board Areas

The map has seven red off-board areas: San Francisco, Seattle, Winnipeg, Florida (small cities), Montreal, Mexico, and the Port of New Orleans (regular cities).

The red small cities are treated as normal. Routes may be traced through them for placing station tokens and running trains.

Montreal, Mexico and the Port of New Orleans must be at the beginning or end of a train's route. A company cannot have more than two routes which start or end in Mexico.

The value tokens for the red areas are placed during setup (section 2). These tokens show four values in sections of yellow, green, brown, and gray on the front which indicate the value of the red area during Phases 2, 3 through 4, 5 through 6, and 7 through 8 respectively. The colors match the color of the track tiles which may be played based on the current game phase.

12.5 Distribute Earnings

The company now distributes its earnings. It may withhold the earnings in the company treasury, pay dividends, or half-pay dividends.

If the company withholds, the bank pays the full earnings amount into the company's treasury and the share price token moves back one step.

If the company pays dividends, the bank pays the earnings to the shareholders based on their holdings (20% of the earnings for each 20% share owned, or 10% for each 10% share owned). Shares held by a company pay into the company's treasury. Shares in the open market do not receive dividends (the bank retains the amount). When a 2-share company pays dividends the president receives the full earnings amount from the bank.

If the company pays half dividends, the bank pays half of the earnings into the company's treasury, and the remaining half is paid out to the shareholders as normal. If a 10-share company pays half-dividends, the portion paid to shareholders is rounded up to the nearest $10, and the half withheld is rounded down to the nearest $10.

When a company pays dividends, the share price will move ahead by 1, 2, 3, or 4 steps if the amount paid out is at least 50%, 100%, 150%, or 200% of its current share price. If the amount paid is less than 50% the share price does not move. The dividend amounts needed to move the share value forward 1, 2, 3, or 4 steps are shown at the bottom of the box for each value in the stock market.

Players that have sold short a company that declares a dividend must match the dividend payment paid to shareholders on a per-share basis by paying that amount to the bank. If a player is unable to make this payment with cash on hand, follow the instructions in the section 15, Cash Crisis.

EXAMPLE: The active company is a 5-share company and pays a dividend of $100. Each player holding short shares in the company must pay the bank $20 per short.

12.6 Buy Trains

The company may now buy trains, if it is below the current train limit. Trains may be bought from the bank, the open market, or from another consenting company. Multiple trains may be bought in a single turn, so long as the company has room for them. Trains must be bought one at a time and any phase changes that occur take effect immediately.

Trains are bought from the bank in order from the train stack. If buying from the open market any train may be purchased. In both cases the company pays the price indicated to the bank. Trains purchased from other companies may be done so at any agreed price of at least $1.

If a phase change causes the train limit to drop, all companies holding trains in excess of the limit must immediately discard trains of their choice to the open market until they are respecting the limit.

Public companies are never obliged to purchase a train. If a company ends its turn without a train, its share price token is immediately placed in the liquidation space.

See section 12.7 for information on purchasing Pullman cars.

Train Roster

Train	Cost	# at 2-4 Players	# at 5+ Players	Notes
2	$100	Unlimited	Unlimited	An unlimited number of 2-trains are available for purchase on the game's first operating round. All 2-trains in the bank are discarded at the end of the game's first operating round.
2+	$100	4	5	A 2+ train operates one additional time after the first 4-train has been purchased. The 2+ trains become available on the game's 2nd operating round. All unpurchased 2+ trains are discarded at the end of the game's 2nd operating round.
3	$250	12	12	All unpurchased 3-trains are discarded at the end of the game's 4th operating round.
3+	$250	2	2	A 3+ train operates one additional time after a 6-train has been purchased.
4	$400	7	8	The first 4-train purchased immediately rusts (removes from play) all 2-trains. The 2+ trains remain in play and are instead removed from play at the end of each company's next 'Run Trains' step of their operating round.
4+	$400	1	1	A 4+ train operates one additional time after a 8-train has been purchased.
5	$600	5	6	The first 5-train purchased or exported triggers the beginning of brown track phase.
6	$750	4	5	The first 6-train purchased immediately rusts (removes from play) all 3-trains. The 3+ trains remain in play and are instead removed from play at the end of each company's next 'Run Trains' step of their operating round.
7	$900	3	3	The first 7-train purchased or exported triggers the beginning of the gray track phase.
8	$1100	Unlimited	Unlimited	The first 8-train purchased immediately rusts (removes from play) all 4-trains. The 4+ trains remain in play and are instead removed from play at the end of each company's next 'Run Trains' step of their operating round.

12.7 Pullman Cars

Pullman cars are a special kind of train that are only available from Phase 5 onward.

Pullman cars may be purchased from the bank for $200 prior to the "run trains step" of a company's turn, and then used during the same operating round. They may also be purchased during the "buy trains step."

They may be purchased from another company with the consent of the company's president, for any amount of at least $1, during a company's buy trains step.

A company may only own one Pullman car.

Each round a Pullman car is assigned to one train and increases the value of each city, small city, and red area that the train runs to by $20.

Pullman cars count toward a company's train limit, but do not count as a train, thus a company with only a Pullman car will go into liquidation at the end of its operating turn.

Pullman cars can be scrapped for $50 at any time the owning company may take an action, including during a stock round or M&A round.

The number of Pullman cars is unlimited. If more Pullman cars are needed than are supplied with the game, use 2-trains to represent the extra Pullman cars.

12.8 Pay Interest

After buying trains, the acting company must pay interest on all its loans. The amount due for each is marked in the "interest" column of the Bank of New York. The company must make this payment if possible, even if it must take additional loans. Interest must be paid on any additional loans taken to pay the original amount due.

If the company has the maximum number of loans and still is unable to make the payment, its share price token is placed in the red liquidation space on the stock market. The president takes the cash from the company treasury and must now make the interest payment with personal funds. If the president is unable to make this payment with cash on hand, follow instructions in section 15, Cash Crisis. After paying interest, the company may not take further loans until it has completed the "repay loans" step.

12.9 Repay Loans

A company may not repay any loans if it took a loan during the current operating round.

Loans are repaid for $100. For each loan repaid, move the stock price for the company ahead two spaces. The stock price may not advance beyond $800.

When a loan is repaid, return the loan cube to the highest-valued space.

12.10 Train Exports

At the end of most operating rounds, after all companies have acted, trains are exported as described below. Exported trains are removed from the game; they are not placed in the open market.

At the end of the first operating round, export all remaining 2-trains.

At the end of the second operating round, export all remaining 2+ trains and begin Phase 3; do not export a 3-train. This is an exception to how phases normally advance. If no 2+ trains remain, advance to Phase 3 if this has not already happened due to a 3-train being purchased.

At the end of the third operating round no trains are exported.

At the end of the fourth operating round export all remaining 3-trains.

For the remainder of the game, export the next available train card at the end of each operating round.

Exporting a train may trigger a phase change just as if the train had been purchased by a company. Phase changes take effect immediately.

13 Resource and Bridge Tokens

Resource and bridge tokens have several effects that come into play during operating rounds. Public companies only acquire these tokens from private companies.

Many hexes on the map have a resource icon printed on them (coal, oil, and ore). Resource tokens may only be placed on hexes which have the respective resource type as part of a yellow tile lay action in that hex. Placing a resource token does not count as a tile action.

Two hexes, B10 and B12, have two resource types, indicating that either or both resources may be placed there.

City hexes on a river have a bridge icon printed in the middle of the station token slot if a bridge token can be placed in that city.

13.1 Coal

A coal token may be placed onto an appropriate hex as part of a yellow tile lay action in that hex. Placing a coal token allows the company to ignore $15 terrain costs on the hex.

When placing a coal token, one end of the yellow track must point directly into a city hex. The track is not required to connect to a track segment on the city hex, but it must be possible to upgrade or place a tile on the city which would connect to the track.

A coal token increases the run of any train which passes through it by $10. A train may only pass through a tile with a coal token once.

Tiles with a coal token may be upgraded.

13.2 Oil

An oil token may be placed onto an appropriate hex as part of a yellow tile lay action in that hex.

Oil tokens increase the run of any train which passes through them by $10. At the start of Phase 5 this amount automatically increases to $20 (flip the token).

When placing an oil token, one end of the yellow track must point directly into a city hex. The track is not required to connect to a track segment on the city hex, but it must be possible to upgrade or place a tile on the city hex which would connect to the track.

A train may only pass through a tile with an oil token once.

Tiles with an oil token may be upgraded.

13.3 Ore

An ore token may be placed onto an appropriate hex as part of a yellow tile lay action in that hex. Placing an ore token allows the company to ignore $15 terrain costs on the hex.

When placing an ore token, one end of the yellow track must point directly into a city hex. The track is not required to connect to a track segment on the city hex, but it must be possible to upgrade or place a tile on the city which would connect to the track.

An ore token increases the run of any train which passes through it by $10. This can be upgraded to $20 by using a tile upgrade action from Phase 3 on. This does not upgrade the tile.

A train may only pass through a tile with an ore token once.

Tiles with an ore token may not be upgraded.

Token	Token Upgrades?	Tile Upgrades?
Coal	No	Yes
Oil	Yes (On Phase 5)	Yes
Ore	Yes (Tile Upgrade Action)	No

13.4 Bridges

When a bridge token is placed on a city, the city's value is increased by $10 for all companies. Bridge tokens may only be placed in cities which have a bridge icon printed on the board. A company must be able to trace a legal route to a city to place a bridge token on the city.

A bridge token may be placed after a tile has already been placed on a hex, as long as the hex had a bridge icon.

A bridge token may only be placed in New Orleans when New Orleans is not a metropolis.

If P27 Company Town is placed on a river hex with a $10 difficult terrain cost, a bridge token may be placed on the Company Town tile.

Tiles with a bridge token may be upgraded.

14 Merger & Acquisition Rounds

In merger and acquisition (M&A) rounds, companies may be converted to a higher share count company, merge with another company, acquire another company, or be liquidated. M&A rounds proceed as follows:

Conversions and Mergers (white area) - in operating order
Liquidations (red area) - in reverse operating order
Acquisitions (gray area) - in reverse operating order
Friendly sales (white area) - in reverse operating order

Companies in liquidation or acquisition may not perform any actions during M&A rounds. They cannot convert, merge, or bid to purchase other companies.

If a company moves into the gray acquisitions area due to loans taken during an acquisition or conversion, the company is not put up for acquisition during this M&A round, and may not take any further actions during this M&A round (except loans to pay for the acquisition).

Companies that leave play due to mergers or sales may be re-opened later as a new company. Place the components for such companies in a convenient place to make them ready for reuse.

14.1 Conversions and Mergers

In operating order, companies declare and execute conversions and mergers. This option is only available to companies whose share price tokens are in the white area on the stock market.

2-share companies may convert to a 5-share company, or merge with another 2-share to form a 5-share. Likewise, 5-share companies may convert to a 10-share company or merge with another 5-share to form a 10-share.

Companies may only be involved in a single conversion or merger per M&A round. For example, a 2-share company cannot convert to a 5-share, then to a 10-share. Nor may a 2-share company convert to a 5-share company, and then merge with another 5-share to form a 10-share company.

If a company declines to declare a conversion or merger on its turn, it may still merge with another company acting later in the round.

If a company is above its train limit at any time, it must put excess trains of its choice in the open market.

14.1.1 Conversions

To convert a 2-share company to a 5-share company:

Add three 20% shares to the charter.
Cover the "2-share" circle on the charter with a "5-share" marker.
Take loans (if desired) per the normal rules.
Purchase an additional station token for $50 and add it to the charter. (If the company already has eight station tokens, this step is skipped.) If the company cannot afford to purchase the required station marker, its share price token is placed in the red liquidation area on the stock market.
Proceed to the post Conversion/Merger process detailed in section 14.1.3.

To convert a 5-share company to a 10-share company:

Add five 10% shares to the charter.
Flip the "5-share" marker over to the "10-share" side.
If the company has previously been sold short, place the remaining short share certificates and corresponding regular share certificates into the open market either on top of the existing short stack, or in a new one if necessary.
Take loans (if desired) per the normal rules.
Purchase two additional station tokens for $100 and add them to the charter. (If the company already has eight station tokens, this step is skipped. If it has seven station tokens, it must buy one additional token for $50.) If the company cannot afford to purchase required station markers its share price token is placed in the red liquidation area on the stock market.
Proceed to the post Conversion/Merger process detailed in section 14.1.3.

14.1.2 Mergers

Companies that have converted may not merge in the same M&A round. Companies do not have to be able to trace a route between them in order to merge.

Two 2-share companies may merge to form a single 5-share company by exchanging shares on a 2-for-1 basis. The procedure is as follows:

Choose which company will survive as the 5-share company; the other will disappear.
Put the trains, treasury and loans of the disappearing company's charter onto the surviving charter.
Convert the disappearing company's station tokens to those of the surviving company, as described in section 14.3.
Add three 20% shares to the surviving company's charter.
Cover the "2-share" circle on the charter with a "5-share" marker.
Set the share price of the new company. This price is the sum of the two 2-share companies' prices, rounded down to the nearest value on the stock market. Place the share price token underneath any tokens already present.
The former presidents of the 2-share companies exchange their president's certificates for one 20% share in the new company.
- If both presidents were the same player, that player exchanges both former president's certificates for the 40% president's certificate in the new company.
- If the former presidents are different players, the initiating company's president must purchase one additional share from the company and takes the Presidents Certificate; the other player receives a single 20% share of the new company. If the initiating president cannot afford to do so, then the merger is not allowed.
Proceed to the post Conversion/Merger process detailed in section 14.1.3.
Take loans (if desired) per the normal rules.

Two 5-share companies may merge to form a single 10-share company by exchanging shares on a 1-for-1 basis.

Choose which company will survive as the 10-share company; the other will disappear.
Put the trains, treasury and loans of the disappearing company's charter onto the surviving charter.
Convert the disappearing company's station tokens to those of the surviving company, as described in section 14.3.
Flip the "5-share" marker to the "10-share" side.
Set the share price of the new company. This price is the average of the two 5-share companies' prices, rounded down to the nearest value on the stock market. Place the share price token underneath any tokens already present.
Exchange the disappearing company's 20% shares and short shares (in player hands and the open market) with 10% shares of the surviving company.
The player with the most shares is the president of the new company. If there is a tie, the former president of the initiating company becomes president.
Proceed to the post Conversion/Merger process detailed in section 14.1.3.
Take loans (if desired) per the normal rules.

14.1.3 Post Conversion or Merger Process

After completing a merger or conversion, the president of the new company may purchase any number of shares from the company treasury (not the open market) per the normal rules.

Next, each player in clockwise order starting from the president's left, may buy one share from the company's treasury, or sell any number of shares to the open market. Purchases and sales are subject to the normal rules. Short sales are not allowed. A change in presidency may occur, as described in section 11.5.

14.2 Company Sales: Liquidations, Acquisitions, and Friendly Sales

Companies can only be acquired by other companies, never by players. The buying company will gain the purchased company's trains, station tokens and private companies. In acquisitions and friendly sales (not liquidations), the buying company will also gain the purchased company's treasury and loans.

All purchases of companies are done via auction. Companies that are in the liquidation or acquisition area of the stock market may not bid on companies up for sale.

Liquidations are done first, followed by acquisitions, and then friendly sales. All are conducted in reverse operating order.

The procedure for each of the three types of sale is generally the same, but there are some important differences in the details. As such, each procedure is described separately in the following sections. For reference, a summary of the key differences is included at the start of each section; if this is your first time reading these rules feel free to skip the summaries.

14.2.1 Liquidations

Companies whose stock price token is in the red "liquidation" area of the stock market are liquidated in reverse order. These companies are always liquidated, even if no bids for them are made.

Differences Summary:

Bank makes initial bid of $0.
Full bid must come from the acquiring company's treasury.
Treasury and loans are set aside.
Treasury plus winning bid is used to repay loans.
President must repay additional loans if necessary.
Shareholders are compensated with money left over after loan repayment (if any remains), divided by company size.
Companies with no president (due to player bankruptcy) are liquidated.

Bidding Procedure:

Before bidding begins, the president sets the company's treasury and loans aside; remove them from the charter. This amount will be used to settle the company's debts following the purchase.

The bank makes an initial bid of $0. Then, the player to the left of the company's president begins and the auction proceeds clockwise around the table. Players either bid on behalf of one of their companies or pass. A bidding player does not have to identify the company that they are bidding for. A player passing may not re-enter the auction later. The amount bid may be any multiple of $10 that is greater than the previous bid. Additionally, the president of the company being sold may not raise the prior bid by more than $10. Players may not make a bid that none of their companies would be able to pay.

The auction continues all but one player with a bid has passed. The remaining player wins the auction and now identifies which of their companies will make the purchase.

If no player has bid, then the bank wins the auction for $0.

Resolving the Purchase:

Once the winner has been determined, move any shares in the company's treasury to the open market. The company receives no compensation for this.

The buying company takes all of the purchased company's trains, station markers, and private companies. If the buying company now holds trains in excess of the limit, it must discard excess trains of its choice to the open market.

Station tokens are converted as described in section 14.3.

The buying company now pays the winning bid. It may take loans as described in section 9.

The winning bid amount is now added to the cash and loans set aside earlier. In the case that the bank purchased the company for $0, then no money is added. The president of the purchased company must now repay its loans using all of the money that has been set aside. Any money left after repaying loans is set aside for shareholder compensation (see below). If the total amount of cash is insufficient to pay off the loans, the president must make up the difference by contributing their own money. If they do not have enough money, they enter a Cash Crisis as described in section 15.

Shareholder Compensation:

Shareholders and players with short shares in the purchased company now settle on a per-share basis. First, calculate the per-share price by dividing the surplus money left-over from loan repayment by the size of the company (2, 5 or 10), rounded down.

Players who own shares in the purchased company return each share to the bank and receive the per-share amount in exchange.

Players with short shares in the purchased company pay the per-share amount to the bank and return the short shares. If a player has insufficient funds to make the payment they enter a Cash Crisis (section 15).

No President:

If the company being liquidated has no president (due to bankruptcy), loans that cannot be redeemed due to insufficient treasury funds are simply returned to the Bank of New York. The auction begins with the player who was nearest to the left of the bankrupted former president.

14.2.2 Acquisitions

Companies whose stock price token is in one of the gray "acquisition" areas of the stock market are now offered for sale in reverse operating order.

Differences Summary:

Minimum bid is $10.
Acquiring company may use the treasury of the target company to pay the bid.
Winning bid is paid to the bank.
Shareholders are compensated with winning bid amount divided by company size.

Bidding Procedure:

The player to the left of the company's president begins and the auction proceeds clockwise around the table. Players either bid on behalf of one of their companies or pass. A bidding player does not have to identify the company that they are bidding for. A player passing may not re-enter the auction later. The amount bid may be any multiple of $10 that meets the minimum requirement and is greater than the previous bid; the minimum bid is $10.

Additionally, the president of the company being sold may not raise the prior bid by more than $10. Players may not make a bid that none of their companies would be able to pay.

The auction continues until all but one player with a bid has passed. The remaining player wins the auction and now identifies which of their companies will make the purchase. If no bids were made, the company is not sold and will continue to operate normally.

Resolving the Purchase:

Once the winner has been determined, move any shares in the company's treasury to the open market. The company receives no compensation for this.

The buying company takes all of the purchased company's trains, station markers, private companies, treasury, and loans. If the buying company now holds trains in excess of the limit it must discard excess trains of its choice to the open market.

Station tokens are converted as described in section 14.3.

The buying company now pays the winning bid to the bank. It may take loans as described in section 9.

The buying company may now pay off any loans acquired from the purchasing company. For every loan not paid off the share price token is moved two steps back, up to the leftmost acquisition space on the market.

Shareholder Compensation:

Shareholders and players with short shares in the purchased company now settle on a per-share basis. First calculate the per-share price by dividing the purchase price and dividing it by the size of the company (2, 5 or 10), rounded down.

Players who own shares in the purchased company return each share to the bank and receive the per-share amount in exchange.

14.2.3 Friendly Sales

Lastly, companies whose stock price token is any of the white spaces on the stock may be offered for friendly sale at the president's discretion, in reverse operating order.

Differences Summary:

Minimum bid is market value: current share price × company size.
Acquiring company may use the treasury and value of treasury shares of the target company to pay the bid. Treasury shares moved to the open market are compensated by the bank.
Winning bid is paid to the bank.
Shareholders are compensated with winning bid amount divided by company size.

Bidding Procedure:

The minimum bid is the market value, calculated as the current share price multiplied by the share size of the company.

EXAMPLE: the minimum bid for a 5-share company valued at 53 is 265.

Additionally, the president of the company being sold may not raise the prior bid by more than $10. Players may not make a bid that none of their companies would be able to pay.

The auction continues all but one player has passed. The remaining player wins the auction and now identifies which of their companies will make the purchase. If no bids were made the company is not sold and will continue to operate normally.

Resolving the Purchase:

Once the winner has been determined, move any shares in the company's treasury to the open market. The bank pays the company for each share.

Station tokens are converted as described in section 14.3.

The buying company now pays the winning bid to the bank. It may take loans as described in section 9.

Shareholder Compensation:

Players who own shares in the purchased company return each share to the bank and receive the per-share amount in exchange.

14.3 Acquired Station Tokens

Companies may gain additional station tokens from mergers or acquisitions, but may never have more than eight.

The process for converting station tokens on the map is as follows:

If there are eight or fewer tokens between the two companies, replace station tokens from the disappearing/purchased company using unpurchased tokens from the surviving/buying company. If this results in two station tokens on the same hex, return one to the company's charter.
If there are more than eight station tokens between the two companies, first identify any hexes with more than one station and set the excess aside. Then:
- If there are still more than eight tokens on the map, the president selects which eight to keep and the rest are removed from the game.
- If there are now fewer than eight tokens on the map, move set-aside tokens to the company's charter until the total amount of tokens on the board and the charter is equal to eight. The rest are removed from the game.
- If, after a merger or acquisition, a company has fewer than eight tokens on the map but more than eight tokens total (those on the map plus those on the charter), discard tokens from the charter as necessary to bring the total down to eight.

15 Cash Crisis

If a player is required to make a payment and has insufficient cash to do so, they enter a Cash Crisis and must sell stock to raise the necessary funds. Shares are sold one at a time to the open market until enough money has been raised to make the required payment. All normal rules covering sales apply. A player holding certificates in excess of the limit is not required to sell down to respect the limit during a Cash Crisis. Shares may not be sold such that a change in presidency occurs. If the player has sold all of the shares they are allowed to and still cannot make the payment, they are bankrupted and removed from the game. The certificate limit increases accordingly (see the table in section 2).

If a player is bankrupted, their holdings are treated as follows:

If the cause of the Cash Crisis was a player's inability to pay a company's loan interest, place all of their money on that company's charter. Otherwise return their money to the bank.
If the Cash Crisis was caused by the player's inability to repay loans in a liquidated company, the remaining loans are returned to the Bank of New York.
Place the player's stock (including shorts) and any private companies in the open market. If a president's certificate is placed in the open market, move its share price token to the "liquidation" space on the stock market. If there are multiple such companies, place them in the liquidation space in operating order.
If a matching share and short share are in the open market, move both to the short stack.
At the start of each stock round, the bank will close any short shares in the open market by purchasing shares from the company treasury, if available.

If multiple players enter a cash crisis simultaneously, such as due to a dividend payment, they pay in order clockwise from the president.

If all but one player goes bankrupt, the game ends and the remaining player wins.

16 Ending the Game

The game end is triggered when the first 8-train is purchased or exported. The game will continue for three more operating rounds. If the purchase or export is during the first operating round of a set, complete the current set, play a stock round, and then complete the final two operating round.

If the purchase or export is during the second operating round of a set, then complete the set, play a stock round, and then play a final set of three operating rounds.

Each player's total value is the sum of their cash on hand, plus the value of each share at its current market price, minus the value of short shares. Private companies and public company assets have no value. The player with the highest total value wins.

If all players except for one go bankrupt, the game ends and the remaining player wins.

17 Variants

Use 1817 Train Roster

The 18USA game can be played using the same trains and exporting rules as are used in 1817. Many games were played this way during testing.

Some groups may prefer train progression to be driven solely by company purchases. The 18USA train export rules were implemented to reduce play time by forcing players to merge most of their 2-share companies into 5-share companies prior to operating round 5. The 3+ and 4+ trains were also added to reduce the "poison train" issue where players avoid buying the last 3- or 4-train which leads to a longer game while waiting for the trains to export.

The president of a company may exceed 60% ownership.

Other players may buy shares from the president if the president exceeds 60% ownership and there are no other shares of the company otherwise available for purchase. Players buying shares from the president using this rule must pay the president 10% above the current share price (round up).

This rule allows presidents to defend against short sales.

$300 Maximum Starting Price After Phase 5

The maximum starting price for a company becomes $300 after the first 5-train has been purchased or exported. However, if at the end of the company's IPO stock round, less than 50% of the shares of a new company are in the player's hands, the company is immediately moved to the Liquidation area. The liquidation rule applies to all phases of the game, not just after Phase 5.

This rule facilitates starting high value companies late in the game.

Appendix

Definitions

Term	Definition
Empty hex	A hex with no track and no station markers.
Home city	The city where a company's first station marker was placed during the IPO.
Metropolis	New York, the three M-labeled cities selected during initial setup, and the city selected by P10 Carnegie Steel if it is in play.
Obsolete	A train which is obsolete will rust at the end of the owning company's next Run Trains step. It cannot be bought by another company but does not count against the company's train limit.
Permanent train	A train which does not rust. This includes the 5-, 6-, 7-, and 8-trains.
Red area	One of the seven red colored areas on the edge of the map. Florida, Mexico, Montreal, Port of New Orleans, San Francisco, Seattle, and Winnipeg.
Rust	Remove a train or a private from the game.
Short stack	A stack of short and long shares alternating with the short share on top of each long share.
Subsidy city	One of the 14 cities with orange colored station circles. Boise, Columbus, Fargo, Helena, Jacksonville, Norfolk, Omaha, Phoenix, Portland, Sacramento, Salt Lake City, San Antonio, Santa Fe, and Tucson.
Train limit	The maximum number of trains which a company may own based on the current game phase.

Private Companies

ID	Name	Value	Rules
P1	Lehigh Coal Mine Co.	$30	Comes with one coal token. Coal tokens are covered in section 13.1.
P2	Fox Bridge Works	$40	Comes with one bridge token. Owning company does not have to pay $10 difficult terrain penalties to lay track on river tiles. Bridge tokens are covered in section 13.4.
P3	Reece Oil and Gas	$40	Comes with one oil token. Oil tokens are covered in section 13.2.
P4	Hendrickson Iron	$40	Comes with one ore token. Ore tokens are covered in section 13.3.
P5	Nobel's Blasting Powder	$30	Owning company does not have to pay $15 difficult terrain costs on mountain tiles. No money is refunded when a coal or ore token is used by a company which owns this private.
P6	Import / Export Hub	$30	Discard to replace one red area value token with the 30/40/50/80 value token. The company must be able to trace a legal route to reach the red area.
P7	Track Engineers	$40	Pay $20 to lay three tiles, one of which may be an upgrade. This ability replaces the normal track laying action. This ability may be combined with P11 Pettibone and Mulliken to lay one new tile, upgrade one tile, and upgrade one non city tile.
P8	Express Freight Service	$40	Place an extra station token (from the box) of the owning company in one red area. The company receives +10 revenue for each train which runs to that red area for the remainder of the game. The station token in the red area is not a normal station, it is only an indicator of which area the company receives the +10 revenue bonus in. During a merger or acquisition the station token in the red area must be replaced by a station from the acquiring company (from the box, if available). If during a merger or acquisition the new company has more than 8 station tokens (counting the station marker in the red area), the new company may choose to either keep or remove the station token from the red area. If the station token is removed the Express Freight Service private is discarded.
P9	Boomtown	$40	Discard during a company's lay or upgrade track step to upgrade a yellow non-metropolis city to green. This does not count as a normal track laying action. The owning company must be able to trace a legal route to the city to upgrade it with this private.

Subsidy Tiles

Name	#	Description
No subsidy	7	These cities are not offering a subsidy. The P29 Bankrupt Railroad private receives a 2-train if it is used to start a new company in one of these cities.
Boomtown	1	Discard boomtown tile to upgrade the owning company's home city to green during the first operating round as a free bonus action. This subsidy is not an additional track placement, it only provides a free upgrade action.
Free Station	1	The company receives one extra station token. This extra station may be placed in any city the company can trace a legal route to even if no open station slot is currently available in the city. If an open station slot becomes available later, the token will immediately fill the new opening.
+10	1	The city receives the +10 value token which improves the value of the city by $10 for the remainder of the game.
+10 / +20	1	The city receives the +10/+20 bonus token which improves the value of the city by $10 during Phases 2 through 4. At the start of Phase 5 it is flipped over to the +20 side and improves the value of the city by $20 for the remainder of the game.
Resource	1	The company receives its choice of one ore, oil, or coal token if one is available. An ore token is available if P24 Anaconda Copper is not in play, an oil token is available if P12 Standard Oil is not in play, and a coal token is available if either of P18 Peabody Coal or P28 Consolidation Coal are not in play. If all of these private companies are in play this subsidy is treated for all purposes as a "No subsidy" tile. Placing a track and the resource token from the Resource Subsidy is a free extra track lay in addition to the normal track placements. The type of resource provided by the resource subsidy tile is chosen when the resource is placed.
$30	2	The $30, $40, and $50 subsidy bonuses are treated as additional cash in a player's hand for starting a company in the cities which are offering the subsidies. For example, if Portland has a $30 subsidy, a player may start a company in Portland at $106 (resulting in a $53 share price) using $76 in equity from their hand and the $30 city subsidy. The new company's treasury would receive $30 from the bank and the $76 in equity from the player.
$40	1	Same as the $30 subsidy, except the value is increased to $40.
$50	1	Same as the $30 subsidy, except the value is increased to $50.

Tile Manifest and Red Area Markers

For each tile, the first number is the quantity included in the 18USA expansion. The number after the "+" is the additional number provided by the full game or that must be used from 1817. Tiles X00, 54, and 62 are not used in 18USA, but are included in the 18USA full game version for use with other variant games.

Tile	#	Tile	#	Tile	#	Tile	#
5 (yellow)	2+6	14 (green)	2+7	63 (brown)	4+8	60 (gray)	3
6 (yellow)	2+7	15 (green)	2+7	448 (brown)	1+4	597 (gray)	0+4
7 (yellow)	3+5	80 (green)	3+7	544 (brown)	3+5	X17 (gray)	3
8 (yellow)	3+20	81 (green)	4+7	545 (brown)	3+5	X18 DFW (gray)	1
9 (yellow)	5+18	82 (green)	4+10	546 (brown)	3+5	X19 Los Angeles (gray)	1
57 (yellow)	2+7	83 (green)	4+10	611 (brown)	3+2	X20 Company Town (gray)	1
X01 Atlanta (yellow)	1	619 (green)	2+8	X13 Cleveland (brown)	1	X21 Company Town (gray)	1
X02 Chicago (yellow)	1	X10 DFW (green)	1	X14 DFW (brown)	1	X22 Company Town (gray)	1
X03 Dallas-Fort Worth (yellow)	1	X11 Los Angeles (green)	1	X15 Los Angeles (brown)	1	X23 Regional HQ (gray)	1
X04 Denver (yellow)	1	X12 New York (green)	1	X16 New York (brown)	1	X30 New York (gray)	0+1
X05 Los Angeles (yellow)	1	592 (green)	0+4	593 (brown)	0+4
X06 New Orleans (yellow)	1
X07 Rural Junction (yellow)	1
X08 Rural Junction (yellow)

Alternate tiles (not used in 18USA): X00 Pittsburgh — 0+1, 54 New York — 0+1, 62 New York — 0+1.

The 11 red area value tokens, each showing yellow/green/brown/gray values, are: 20/30/40/50, 20/30/40/60, 20/30/50/60, 20/30/60/90, 20/40/50/80, 30/40/40/50, 30/40/50/60, 30/50/60/80, 30/50/60/80, 40/50/40/40, and the 30/40/50/80 token reserved for use with P6 Import / Export Hub.

18USA

18USA Rulebook

Table of Contents

Game Components

1 Introduction

1.1 Major Differences from 1817

1.2 Etiquette

2 Setup

2.1 Train Cards Setup

2.2 Bank of New York Setup

2.3 Private Companies Setup

2.4 Metropolis Cities Setup

2.5 Subsidy Cities Setup

2.6 Red Areas Setup

3 Overview

4 Game Board

5 Stock Market

6 Other Concepts

6.1 Operating Order

6.2 Stock Certificates and Shares

6.3 Train Limit

7 Corporate Entities

7.1 Private Companies

7.2 Public Companies

8 Game Phases

9 Loans

10 Private Company Auction and First Stock Round

11 Stock Rounds

11.1 Selling Stock

11.2 Selling Stock Short

11.3 Buying Stock

11.4 Certificate and Share Limits

11.5 Presidency Changes

11.6 Starting a Company

11.6.1 Subsidies

11.7 Acting for a Company

11.8 Stock Round End

12 Operating Rounds

12.1 Routes

12.2 Lay or Upgrade Track

12.2.1 Laying Yellow Track

12.2.2 Upgrading Track

12.2.3 Metropolis City Tiles

12.2.4 Additional Track Building Rules (Phases 5 - 8 Only)

12.3 Place Station Token

12.4 Run Trains

12.4.1 Red Off-Board Areas

12.5 Distribute Earnings

12.6 Buy Trains

Train Roster

12.7 Pullman Cars

12.8 Pay Interest

12.9 Repay Loans

12.10 Train Exports

13 Resource and Bridge Tokens

13.1 Coal

13.2 Oil

13.3 Ore

13.4 Bridges

14 Merger & Acquisition Rounds

14.1 Conversions and Mergers

14.1.1 Conversions

14.1.2 Mergers

14.1.3 Post Conversion or Merger Process

14.2 Company Sales: Liquidations, Acquisitions, and Friendly Sales

14.2.1 Liquidations

14.2.2 Acquisitions

14.2.3 Friendly Sales

14.3 Acquired Station Tokens

15 Cash Crisis

16 Ending the Game

17 Variants

Use 1817 Train Roster

No 60% President Share Limit

$300 Maximum Starting Price After Phase 5

Appendix

Definitions

Private Companies

Subsidy Tiles

Tile Manifest and Red Area Markers