Coming just one year after the First Edition, this version contains a remarkable number of changes.
The box claims a new patent dated March 22, 1904. The number of cards drops from 49 to 33, limiting the game to a maximum of four players instead of six. The cards grow to standard size, and abandon the proprietary backs for generic ones. The four remaining railways now have new art and "capital stock" values as well as share prices.
There are changes to 16 of the 42 rules in the initial game. Perhaps most curious of all, the winner no longer has to declare victory by calling out "Topeka!" in honor of the inventor's hometown, but instead "Uneedum Igotum!"