by John Marshall Harlan

“ Construing the statute as we have, we conclude that the Leslie Salt notes are neither 'debentures' nor 'certificates of indebtedness' within its meaning. The fact that the agreement underlying these notes provides for the substitution of instruments which might qualify as debentures does not render these notes taxable, for until debentures are in existence the 'debenture' tax cannot be imposed. ”

“ Section 1801 imposes a tax upon the issue by any corporation of bonds, debentures, certificates of indebtedness, and all instruments, however termed, with interest coupons or in registered form and known generally as corporate securities. ”

“ In such case the rights and privileges given to bondholders were set forth at length in the obligation, thus making a somewhat lengthy instrument. Since an issue of debentures under trust agreements by the Lake Shore R.R. Co. and by the New York Central, the custom of adopting such agreements has become general. ”

“ However, a short-term instrument, although issued by a corporation under a trust indenture, may be regarded as a note if every instrument of such issue both (a) is payable to bearer and incapable of registration and (b) lacks interest coupons and so requires presentation upon each payment of interest.' T.D. 2713, May 14, 1918, 20 Treas.Dec.Int.Rev. ”

“ Justice Cardozo said:
'administrative practice, consistent and generally unchallenged, will not be overturned except for very cogent reasons if the scope of the command is indefinite and doubtful. United States v. ”