doubt might be cleared up by a further discussion; but I entertain no doubt whatever. Two things were contemplated by the 19th and 21st sections. The 19th section has the operation of vesting generally in the assignees the estate of insolvent petitioners, with this proviso, that no such conveyance, charge, &c. shall be deemed to be fraudulent or void if made at any time prior to three months before the filing of the petition. And as far as the deed itself is concerned it is valid, for it was more than three months before. But as far as the delivery of the thing goes, I apprehend it is void, because the delivery was not till the 25th of February, and the petition was presented in March. The 19th section having declared what dealings shall not be considered fraudulent and void, then comes the 21st section, which says that any petitioner whose estate shall have been vested in the assignee, shall have executed any warrant of attorney, or given any cognovit, or bill of sale, &c. Now, it seems to me, that leaving the validity of the sale unaffected, it expressly declares that where a petition has been presented under the Insolvent Act, and the estate has been vested in the assignees, no person shall avail himself of the bill of sale, but shall come in under the Insolvent Act. My opinion therefore is, that the bill of sale is not touched; and if anything is sought to be obtained by the delivery, my opinion is, that the delivery is bad; and that if the bill of sale was good, the party cannot have the benefit of it here, but must proceed in the Insolvent Court. The motion must therefore be refused, with costs. affected by it, has no right of lien on the deeds as against the incumbrancer. Where a solicitor, under such circumstances, is also mortgagee of the property, with priority over another incumbrancer, the right of lien does not extend beyond his claim as mortgagee. An existing right of lien will not be destroyed by the entering of a solicitor into partnership. The costs of an incumbrancer unsuccessfully contesting with the solicitors of the mortgagor their right of lien on title deeds relating to the mortgaged property are to be added to the mortgage debt. The mortgagee of two distinct estates, each of which is subject to a prior mortgage to different mortgagees, is entitled as against the mortgagor to a decree for the redemption or foreclosure of either or both of the mortgaged estates. Observations on the withdrawal by the plaintiff of a gratuitous offer in his bill. Reference for an inquiry as to substantial repairs and lasting improvements will not be ordered at the hearing on further directions, merely on the statement of counsel for an incumbrancer that such repairs, &c. have been made; unless all parties interested consent, a petition is necessary-Sandon v. Hooper (1). By This was a redemption and foreclosure suit. The plaintiff claimed to be equitable mortgagee in fee under a certain indenture dated the 14th of September 1839. the decree at the hearing, made by his Lordship the Master of the Rolls, it was amongst other things referred to the Master to inquire what mortgages, judgments or other incumbrances were then affecting the estates of the defendant, William Lewis, the mortgagor, since deceased, comprised in the indenture of the 14th of September 1839, and to state the priorities of the same mortgages, &c.; and also to state when and under what circumstances the several deeds and documents in respect of which a lien was claimed by the defendants, George Wathen, Thomas Bassett (both since deceased) and John Gurney came (1) 6 Beav. 246; s. c. 12 Law J. Rep. (N.s.) Chanc. 309. 20 into their hands, and whether they or any of them had any and what lien upon any and which of the same deeds and documents, and to what amounts respectively. The Master made his general report on the 27th of November 1848, setting forth as follows:-William Lewis, on the 24th of June 1829 entered into a bond for securing 4,000l. and interest to one Philip Wathen, and deposited with the latter the title deeds of certain lands and hereditaments (which were subsequently comprised in the indenture of the 14th of September 1839) and certain turnpike-road shares. At the same time Lewis agreed by a memorandum in writing to assign the premises by way of mortgage to Philip Wathen. The latter died in 1842, having appointed the defendant, Anna Wathen (since deceased), his executrix. By indenture of the 14th of September 1839 Lewis mortgaged the whole of his real property (including certain estates for the purchase of which he was then in treaty) to the plaintiff, Robert Parker Pelly, in fee, with power of sale, for securing sums not to exceed 10,000l. and interest. Subsequently to this mortgage, and previously to the conveyance of the property contracted to be purchased, Lewis raised certain sums of money on the latter property by mortgages and bonds dated the 14th of December 1840 and the 8th of September 1841. By indenture of the 8th of January 1842 this property was conveyed, subject to the two last-mentioned mortgages, to the defendant, Bassett, in fee, as trustee for Lewis, and a term of 1,000 years therein was assigned to the defendant Gurney, upon trust to attend the inheritance. On the 14th of February 1842 the mortgages of the 14th of December 1840 and 8th of September 1841 were transferred to the defendant, George Wathen ; and on the 31st of August 1842 this property was charged with a further sum to him. On the 2nd of February 1843 Lewis gave the latter notice of paying off the principal and interest. By indenture of the 30th of March 1843 (which was after the bill had been filed) made between the defendants Bassett, George Wathen, Gurney and Cooke, the property comprised in the indenture of the 8th of January 1842 was conveyed by Bassett to George Wathen in fee, and the term of 1,000 years therein was assigned by Gurney to Cooke in trust for George Wathen as mortgagee. The mortgages, transfer and further charge of 1840, 1841, 1842, and 1842 had all been made without notice of the plaintiff's mortgage of 1839; and the Master found that they and the mortgage of 1829 had priority over the mortgage to the plaintiff. George Wathen acted solely as solicitor of Lewis from 1822 to 1833; jointly with his partner Bassett from 1833 to 1841; and with his partners Bassett and Gurney from 1841 until within a short time before the bill was filed. Wathen and Bassett were not employed in the mortgage transaction between Lewis and the plaintiff in 1839, but they were employed at that time by the former in negotiating the said purchase of the lands for which he was then in treaty. The deeds and documents were included in five schedules to the Master's report. The first included those relating to the mortgage agreement and deposit with Philip Wathen in 1829; the second, third and fourth, those which came into the possession of George Wathen, and the successive firms of Wathen & Bassett and Wathen, Bassett & Gurney; and the fifth, those relating to the lands contracted to be purchased by Lewis, and comprising the title deeds to the property mortgaged to the plaintiff, and which came into the possession of the last-mentioned firm on the completion of the purchase in 1842. The Master found that Gurney and the respective personal representatives of Wathen and Bassett had, at the date of the report, a lien on all the deeds and documents in the last four schedules, in priority to the plaintiff's mortgage, for the unpaid balance of costs for business done for Lewis by the said successive firms down to the time of their discharge by Lewis, and that the lien was for the amounts, subject to taxation, following, viz., 2,004l. 9s. 4d. to George Wathen solely, 2,8477. 10s. 10d., to Wathen & Bassett, and 776l. 12s. 3d. to Wathen, Bassett & Gurney. The cause came on to be heard on exceptions by the plaintiff and for further directions and costs. The first two exceptions related to the priority of the mortgages of 1840 and 1841, transferred to George Wathen, and the further charge to him in 1842, over the mortgage to the plaintiff in 1839. These exceptions were disallowed. The third exception related to the lien found by the Master on the deeds included in his fifth schedule, and the remaining exceptions related to the finding of the Master in respect of the continuance of the lien to the successive firms. Mr. Wood and Mr. Bevir, for the plaintiff, contended that the deeds in the fifth schedule came into the possession of the firm, not as solicitors, but as trustees; and that the Master's finding in respect of the lien to the successive firms was contrary to numerous decided cases. On this point it was argued that the mortgagor could not give his solicitors a lien to a greater extent than he himself had. At the time these deeds came into the possession of the solicitors the property to which they related had been mortgaged to the plaintiff. The latter had thereby acquired a legal claim to the land, which was greater than the solicitors' interest in the deeds. They cited Smith v.Chichester, 2 Dr. & War. 393. Bozon v. Williams, 3 You. & J. 150. Clarke v. Gilbert, 2 Bing. N.C. 343; s. c. 2 Sc. 520; 5 Law J. Rep. (N.S.) C.P. 61. Camidge v. Allenby, 6 B. & C. 373; s. c. 5 Law J. Rep K.B. 95. Upon the question of the lien continuing to successive firms, they cited— Gregory v. Cresswell, 14 Law J. Rep. In re Forshaw, 17 Law J. Rep. (N.S.) The Solicitor General and Mr. Bazalgette, for the personal representatives, and Cooke, the trustee of George Wathen. The main question was, whether the firm could claim a lien as against the mortgagee, on the deeds which came into its possession after the mortgage. It was admitted that Ex parte Sterling, 16 Ves. 258. Clutton v. Pardon, Turn. & R. 301. s. c. 8 Law J. Rep. (N.s.) Chanc. Bozon v. Bolland, 4 Myl. & Cr. 354; s. c. 9 Law J. Rep. (N.s.) Chanc. 123. As to the continuance of the lien to the successive firms, it was contended that the possession of all was the possession of each. Mr. Follett, for the representatives of Bassett, followed on the same side, and cited Bernard v. Drought, 1 Moll. 38. Mr. Wood replied, citing— Hoare v. Parker, 2 Term Rep. 376. Ex parte Nesbitt, 2 Sch. & Lef. 279. Furlong v. Howard, Ibid. 115. March 15. WIGRAM, V.C. now gave judgment on the exceptions. After stating the facts, His Honour said that the question raised was perfectly simple. The plaintiff was only equitable mortgagee, as the legal estate in the lands was outstanding at the time he took his security and had never been conveyed to him. the completion of the purchase by the mortgagor the deeds came into the possession of his solicitors, and the Master had found that they had a lien upon the deeds not only as against the mortgagor (and which, for the sake of argument, might On be admitted), but also as against the plaintiff, the mortgagee. The general question of lien had been much considered by Sir Edward Sugden in the cases decided by him whilst Chancellor of Ireland, and which had been cited by the counsel for the plaintiff, viz., Smith v. Chichester, Blunden v. Desart, and Molesworth v. Robbins. They appeared to decide the question in favour of the plaintiff. In the first two of these cases the interest of the persons contending against the solicitor's lien was treated as a legal interest in the lands to which the deeds related. Title deeds were generally committed by the law to the first tenant in possession of the freehold. But it could not be contended that a tenant for life or other limited estate had power to pledge the title deeds for more than his own estate in the lands and to the prejudice of the remainder-man. The lien of a solicitor gave no interest in or right to the land, but merely a right to retain the deeds until his debt was satisfied. And the deeds could only be retained as against the person depositing them and to the extent of his interest in them. It was laid down in Smith v. Chichester and Blunden v. Desart, and by the numerous authorities cited in the judgments in those cases, that the client could only give a lien on his title deeds to the extent of his legal interest in the lands to which they related. It was, however, argued in the present case, from some expressions in the judgments of Sir Edward Sugden, that the legal interest of the client was of the essence of the decision. But the consideration upon which the reasoning in those judgments proceeded was, that the lien gave the solicitor no interest in the land, and that possession of the deeds was incident to the right to the estate. The same reasoning applied as strongly in the case of only an equitable interest in lands. And it was so decided in Molesworth v. Robbins, where the claimant against the lien had only an equitable estate. It was fallacious to argue that as the solicitor had a legal right of lien a court of equity would not interfere to disturb it in a case where the deeds on which the lien attached had been obtained by the solicitor without notice of a prior incumbrance, because the interest and claim of the solicitor must be ascertained before a court of equity would determine his right to retain the deeds; and if his right was limited at law, equity could only follow the law. Molesworth v. Robbins and the other authorities had now concluded the question. In fact, there was scarcely any distinction between a legal and an equitable claimant; for the latter as equitable incumbrancer, might have a right against the mortgagor and those claiming under him to call for the conveyance of the legal estate. The possession of the title deeds was not necessary to the conveyance of the legal estate; and when this had been obtained, the party in possession of it might call for the deeds on the authority of Smith v. Chichester and Blunden v. Desart. The right of the equitable incumbrancer to call for the conveyance of the legal estate would not be affected by notice at that time of the solicitor's claim. The right of lien which had been claimed in the present case must therefore be negatived, and the exceptions to the Master's finding upon that point must be allowed. With reference to the question on the continuance of a lien to successive firms, it would be sufficient to say that the lien where it existed could not be considered to be altered by the circumstance of the solicitor who had the lien taking another solicitor into partnership with him. March 24.-Mr. Wood, for the plaintiffs (the cause having come on for further directions and costs), said that a question had arisen in respect of George Wathen's claim to a lien upon the deeds as assignee or transferee of the mortgages of 1840 and 1841. It was submitted that such lien did not exist-Lawson v. Dickenson (2). By Mr. Chandless, for the mortgagor, objected to the minutes. The plaintiff was the intermediate of three mortgagees. his bill he offered to redeem both the others, and prayed foreclosure; but by the minutes it was provided that the mortgagor should be foreclosed on the redemption only of the prior mortgage. He cited Cottingham v. Earl of Shrewsbury (3). Mr. Wood said that there were two estates, each mortgaged to a different (2) 8 Mod. 306. (3) 3 Hare, 627. person; the plaintiff's mortgage included both the estates. The plaintiff wished to redeem the mortgage on one of the estates, but not that on the other; and it was contended that he had a right so to do. Mr. Selwyn, for the personal represen tatives of Anna Wathen, asked for an inquiry with reference to certain substantial repairs and lasting improvements to the mortgaged property, and which he stated that his clients had made. He cited Sandon v. Hooper (4). Five questions on the minutes were reserved by the Court for consideration. First, on the lien claimed on behalf of George Wathen, as assignee of the mortgages of 1840 and 1841, distinct from his claim as solicitor of the mortgagor; secondly, on the proper form of decree between the successive mortgagees and the mortgagor; thirdly, on the effect of an offer or alleged offer in the bill on the part of the plaintiff to pay the amount of any lien which the solicitors or any of them might establish on papers and documents in their hands; fourthly, on the costs of the question on the claim of lien; fifthly, on the right of the mortgagees to have a reference to the Master for an inquiry into substantial and lasting improvements on the mortgaged property. March 30.-WIGRAM, V.C., after briefly stating the facts, said that he should, for the convenience of giving his opinion, speak of George Wathen and Anna Wathen as being still alive.-As to the first point, I think George Wathen cannot sustain his claim of lien upon the title deeds which came into his possession, not as the solicitor of Lewis, but as the assignee of the mortgages of 1840 and 1841. If the extent of a solicitor's lien is to be governed by the law of lien in other cases, there can be no doubt that such is the proper conclusion, and I refer to the cases cited by counsel. The case of Lawson v. Dickenson is to some extent an authority that the lien of a solicitor is governed by the same rule as in other cases of lien. I have not any doubt on this point, regard being had to the Master's finding on that point. With regard to the second question, the (4) 6 Beav. 246; s. c. 12 Law J. Rep. (N.s.) Chanc. 309. form of the decree, I am reluctant to say anything about it. This is the common case of a bill by a puisne mortgagee against the prior mortgagee and the mortgagor for redemption and foreclosure. The forms of decrees in such cases are well understood, and unless a difficulty is found by the officers of the court charged with the duty of drawing up such decrees, it is not usual for the Court to do more than direct the usual decree to be drawn up. Two points were made, however, which I will shortly notice. With respect to one of them, I will only say that unless the Registrar, in drawing up the decree, shall find the form to be other than I suppose, I think Mr. Chandless must be right in contending that if the plaintiff's bill shall stand dismissed in consequence of the plaintiff not redeeming either of the prior mortgages, that is to say, the mortgages of George, which I consider one mortgage, and the mortgage of Anna, the plaintiff would not be entitled to any decree as against the mortgagor for redemption or foreclosure. But with respect to another point, I do not agree with Mr. Chandless that the plaintiff is imperatively bound to redeem George Wathen's mortgages, and also Anna Wathen's mortgage, under pain of having his bill dismissed as to both. He must, indeed, redeem George Wathen's mortgages altogether, or have his bill dismissed as to him; for it is George Wathen's right to insist that he shall be redeemed as to all his mortgages or none. Such, at least, I understand George Wathen's position to be. But the point made by the mortgagor was, that as between himself and the plaintiff, the only decree to which the plaintiff could be entitled was a decree for redeeming George and Anna Wathen's mortgage; and that if he did not redeem both, the decree must direct the dismissal of the bill as to both. Cottingham v. Lord Shrewsbury certainly has nothing to do with this question. In that case the decree required the plaintiff, in the clearest terms, to redeem both the mortgages, and directed the dismissal of the bill if he did not redeem both. The question here is, not whether if my decree be so worded as it was in that case, the plaintiff could redeem one only of the prior mortgages, but whether I may not so word the decree as |