[20] In August 1847, the officers of the nascent Cleveland, Columbus and Cincinnati Railroad (CCC) asked Kelley to oversee construction of their new road.

[26] In 1847, a group of businessmen from Ashtabula, Cuyahoga, and Lake counties undertook a successful effort to build Cleveland's railroad link to the east.

The stockholders met for the first time on August 1, 1849, and elected Herman B. Ely, George G. Gillett, Alfred Kelley, Tappan Lake, David R. Paige, Peleg P. Sanford, and Samuel L. Selden to the initial board of directors.

[42] Frederick Harbach, a surveyor and engineer for several Ohio railroads,[43] surveyed the route for the CP&A in late 1849 and early 1850.

It followed the towpath of the Ohio & Erie Canal south to Kingsbury Run, then moved inland along the stream, following it northeast and east to Euclid Creek.

Harbach suggested the construction of 13 passenger and freight stations in Ohio at a total cost of $39,700 ($1,500,000 in 2023 dollars): Doan's Corners (located roughly at the modern intersection of Euclid Avenue and E. 105th Street), East Cleveland, Willoughby, Mentor, Painesville, Perry, Centerville, Unionville, Geneva, Ashtabula, Kingsville, West Conneaut, and Conneaut.

[57][p] With the CCC nearing completion (it opened in February 1851)[59] the CP&A awarded a contract to Harbach, Stone & Witt on July 26, 1850,[60] to build its 71-mile (114 km) line.

By the end of the month, grading had reached Willoughby and a construction team was already at work in Painesville building a bridge over the Grand River.

[84] For the immediate future, however, both the main line and Lake Shore Division would terminate at the Erie & North East railroad depot at Sassafras and W. 14th Streets.

[77] On January 10, 1850, the Cleveland, Painesville and Ashtabula Railroad (then in the process of surveying its own route) agreed to connect its line with the FCC at the Ohio-Pennsylvania border.

On August 26, 1850, the CP&A signed a new agreement which required it to build a line to the Pennsylvania border and connect it to the FCC's Lake Shore Division.

[87][94][y] On February 1, 1851, the FCC sold $400,000 ($14,600,000 in 2023 dollars) in bonds to complete construction of and to buy equipment, locomotives, and rolling stock for its road.

[92][102][aa] Eventually, legal counsel for the FCC determined that the company's charter did not "contain any prohibition either by express language or by implication, against going to, or touching the State line.

[113][114] Responding to their concerns, the Pennsylvania General Assembly enacted a law on March 12, 1852, prohibiting railroads in the state from changing their gauges.

The E&NE and the New York Central, wishing to avoid transshipment costs, lobbied heavily for repeal of this law, which occurred on April 11, 1853.

[111][115] While the gauge freeze was in place, the Attorney General of Pennsylvania filed suit on October 12, 1852, to enjoin the Franklin Canal Company from opening its nearly-completed railroad.

[106][117] The FCC argued that its charter gave it wide leeway to build a railroad as it saw fit, so long as it eventually reached Lake Erie.

[106] On January 10, 1853, the state supreme court ruled in favor of the FCC in Commonwealth v. Franklin Canal Company, 9 Harris 117 (1853).

[106][119][120][121] Alarmed that the Lake Shore Division might not reach the state border, Alfred Kelley personally purchased the 5.5-mile (8.9 km) right of way.

[20][75] During the first six months of 1853, the city council and the townspeople of Erie held numerous meetings to discuss rumors that the E&NE would change its gauge to match that of the FCC.

By April, the situation had so deteriorated that the CP&A considered bypassing Erie altogether and connecting to existing railroad lines routing traffic through Pittsburgh.

[139] The FCC counter-sued the city, and won a Pennsylvania Supreme Court injunction on December 17[140] ordering the mayor to stop inciting the mobs.

[141] Rioters continued to attack both railroads,[142] and a United States Marshal proved unable to stop the violence and destruction of property.

[144][145] The marshal's arrest was national news,[146] but President Franklin Pierce declined to send Federal troops to enforce the court orders.

[146][147] Tensions died down considerably when, on January 28, 1854, the Pennsylvania General Assembly enacted legislation declaring the FCC in violation of its charter.

[155] Although the required bond purchase was called a bribe by railroad industry observers[160] and blackmail by Erie historian Edward Mott,[162] the CP&A took steps to comply with the remaining terms of the law within months.

[169][170] The operation of the line was disrupted again in October 1855, when the Pennsylvania General Assembly revoked the charter of the Erie & North East.

A wooden freight depot was erected next to this new passenger station, and extensive sidings constructed to provide access to both buildings as well as to permit the idling of trains.

On March 9, 1863, the Pennsylvania General Assembly enacted legislation giving the CP&A permission to own up to 5,000 acres (20 km2) of land in Mercer and Venango counties.

[41] The CP&A engaged in a two-year wave of consolidations after the Civil War which led to the founding of the Lake Shore and Southern Michigan Railroad.