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TWELFTH EDITION
BUSINESS LAW
and the
REGULATION
of BUSINESS
Richard A . Mann
Professor of Business Law
The University of North Carolina at Chapel Hill
Member of the North Carolina Bar
Barry S . R oberts
Professor of Business Law
The University of North Carolina at Chapel Hill
Member of the North Carolina and Pennsylvania Bars
Australia • Brazil • Japan • Korea • Mexico • Singapore • Spain • United Kingdom • United States
Copyright 2017 Cengage Learning. All Rights Reserved. May not be copied, scanned, or duplicated, in whole or in part. Due to electronic rights, some third party content may be suppressed from the eBook and/or eChapter(s).
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Business Law and the Regulation of Business, # 2017, 2014 Cengage Learning
12th Edition
WCN: 02-200-203
Richard A. Mann
Barry S. Roberts
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ABOUT THE AUTHORS
Richard A. Mann received a B.S. in mathematics from Barry S. Roberts received a B.S. in business adminis-
the University of North Carolina at Chapel Hill and a J.D. tration from Pennsylvania State University, a J.D. from
from Yale Law School. He is professor emeritus of Busi- the University of Pennsylvania, and an LL.M. from
ness Law at the Kenan-Flagler Business School, University Harvard Law School. He served as a judicial clerk for
of North Carolina at Chapel Hill, and is past president of the Pennsylvania Supreme Court prior to practicing
the Southeastern Regional Business Law Association. He law in Pittsburgh. He is professor of Business Law at
is a member of Who’s Who in America, Who’s Who in the Kenan-Flagler Business School, University of North
American Law, and the North Carolina Bar (inactive). Carolina at Chapel Hill, and is a member of Who’s
Professor Mann has written extensively on a number Who in American Law and the North Carolina and
of legal topics, including bankruptcy, sales, secured Pennsylvania Bars (inactive).
transactions, real property, insurance law, and business Professor Roberts has written numerous articles on
associations. He has received the American Business such topics as antitrust, products liability, constitutional
Law Journal’s award both for the best article and for law, banking law, employment law, and business asso-
the best comment and, in addition, has served as a ciations. He has been a reviewer and staff editor for the
reviewer and staff editor for the publication. Professor American Business Law Journal. He is a co-author of
Mann is a co-author of Smith and Roberson’s Business Smith and Roberson’s Business Law (sixteenth edition),
Law (sixteenth edition), as well as Essentials of Busi- as well as Essentials of Business Law and the Legal
ness Law and the Legal Environment (twelfth edition) Environment (twelfth edition) and Contemporary
and Contemporary Business Law. Business Law.
iii
BRIEF CONTENTS
PART I 20 Performance 407

21 Transfer of Title and Risk of Loss 429
INTRODUCTION TO LAW AND ETHICS 1 22 Product Liability: Warranties and Strict
Liability 446
1 Introduction to Law 2
23 Sales Remedies 475
2 Business Ethics 15
PART II PART V
THE LEGAL ENVIRONMENT OF BUSINESS 45 NEGOTIABLE INSTRUMENTS 499
3 Civil Dispute Resolution 46 24 Form and Content 500
4 Constitutional Law 73 25 Transfer and Holder in Due Course 517
5 Administrative Law 95 26 Liability of Parties 549
6 Criminal Law 113 27 Bank Deposits, Collections, and Funds
7 Intentional Torts 133 Transfers 569
8 Negligence and Strict Liability 155
PART VI
PART III AGENCY 595
CONTRACTS 183 28 Relationship of Principal and Agent 596
9 Introduction to Contracts 184 29 Relationship with Third Parties 619
10 Mutual Assent 202
11 Conduct Invalidating Assent 225
12 Consideration 245
PART VII
13 Illegal Bargains 265 BUSINESS ASSOCIATIONS 647
14 Contractual Capacity 285
15 Contracts in Writing 302 30 Formation and Internal Relations of General
16 Third Parties to Contracts 328 Partnerships 648
17 Performance, Breach, and Discharge 347 31 Operation and Dissolution of General
Partnerships 675
18 Contract Remedies 365
32 Limited Partnerships and Limited Liability
Companies 703
PART IV 33 Nature and Formation of Corporations 728
34 Financial Structure of Corporations 752
SALES 385 35 Management Structure of Corporations 774
19 Introduction to Sales and Leases 386 36 Fundamental Changes of Corporations 808
iv
Brief Contents v
PART VIII APPENDICES

DEBTOR AND CREDITOR RELATIONS 831 Appendix A
37 Secured Transactions and Suretyship 832 The Constitution of the United States
38 Bankruptcy 867 of America A-2
Appendix B
PART IX
Uniform Commercial Code
REGULATION OF BUSINESS 897 (Selected Provisions) B-1
39 Securities Regulation 898
Appendix C
40 Intellectual Property 937
41 Employment Law 960 Dictionary of Legal Terms C-1
42 Antitrust 992
43 Accountants’ Legal Liability 1016 Index I-1
44 Consumer Protection 1029
45 Environmental Law 1054
46 International Business Law 1077
PART X
PROPERTY 1099
47 Introduction to Property, Property Insurance,
Bailments, and Documents of Title 1100
48 Interests in Real Property 1130
49 Transfer and Control of Real Property 1150
50 Trusts and Wills 1168
TABLE OF CONTENTS
PART I Concept Review: Comparison of Court Adjudication,

Arbitration, and Mediation/Conciliation 64
Introduction to Law and Ethics 1 Business Law in Action 66
Going Global: What about international dispute
resolution? 67
1 Introduction to Law 2
Nature of Law 3 4 Constitutional Law 73
Classification of Law 4 Basic Principles 74
Concept Review: Comparison of Civil and Criminal Powers of Government 78
Law 5 Limitations on Government 83
Sources of Law 5 Concept Review: Limitations on Government 83
Concept Review: Comparison of Law and Equity 8 Ethical Dilemma: Who Is Responsible for Commercial
Going Global: What is the WTO? 9 Speech? 90
Legal Analysis 10
Applying the Law: Introduction to Law 13 5 Administrative Law 95
Operation of Administrative Agencies 96
2 Business Ethics 15 Concept Review: Administrative Rulemaking 101
Law Versus Ethics 16 Limits on Administrative Agencies 103
Ethical Theories 16 Ethical Dilemma: Should the Terminally Ill Be Asked
Ethical Standards in Business 19 to Await FDA Approval of Last-Chance
Ethical Responsibilities of Business 20 Treatments? 109
BUSINESS ETHICS CASES 27
Pharmakon Drug Company 27 6 Criminal Law 113
Mykon’s Dilemma 28 Nature of Crimes 114
Oliver Winery, Inc. 33 Classification 115
JLM, Inc. 34 Concept Review: Degrees of Mental Fault 115
Sword Technology, Inc. 37 White-Collar Crime 116
Vulcan, Inc. 40 Crimes Against Business 120
Applying the Law: Criminal Law 120
Going Global: What about international
PART II bribery? 124
Defenses to Crimes 126
Criminal Procedure 126
The Legal Environment of Business 45 Concept Review: Constitutional Protection for
the Criminal Defendant 129
3 Civil Dispute Resolution 46
THE COURT SYSTEM 46 7 Intentional Torts 133
The Federal Courts 47 Harm to the Person 137
State Courts 49 Harm to the Right of Dignity 140
JURISDICTION 49 Business Law in Action 142
Subject Matter Jurisdiction 50 Concept Review: Privacy 146
Concept Review: Subject Matter Jurisdiction 53 Harm to Property 146
Jurisdiction over the Parties 53 Harm to Economic Interests 147
CIVIL DISPUTE RESOLUTION 56 Concept Review: Intentional Torts 149
Civil Procedure 56 Ethical Dilemma: What May One Do to Attract Clients
Alternative Dispute Resolution 62 from a Previous Employer? 150
vi
Table of Contents vii
8 Negligence and Strict Liability 155 Bargained-for Exchange 254
NEGLIGENCE 156 Contracts Without Consideration 255
Breach of Duty of Care 156 Business Law in Action 258
Factual Cause 165 Ethical Dilemma: Should a Spouse’s Promise Be
Scope of Liability (Proximate Cause) 165 Legally Binding? 260
Harm 168 13 Illegal Bargains 265
Defenses to Negligence 169 Violations of Statutes 265
STRICT LIABILITY 172 Violations of Public Policy 269
Activities Giving Rise to Strict Liability 172 Effect of Illegality 278
Defenses to Strict Liability 175 Business Law in Action 279
Ethical Dilemma: What Are the Obligations of Ethical Dilemma: When Is a Bargain Too Hard? 280
a Bartender to His Patrons? 176
14 Contractual Capacity 285
PART III Minors 285
Business Law in Action 289
Incompetent Persons 294
Contracts 183 Ethical Dilemma: Should a Merchant Sell to One Who
Lacks Capacity? 297
9 Introduction to Contracts 184
Development of the Law of Contracts 185 15 Contracts in Writing 302
Going Global: What about international STATUTE OF FRAUDS 303
contracts? 186 Contracts Within the Statute of Frauds 303
Definition of Contract 186 Going Global: What about electronic commerce and
Requirements of a Contract 187 electronic signatures in international contracts? 305
Classification of Contracts 190 Concept Review: The Statute of Frauds 312
Promissory Estoppel 193 Compliance with the Statute of Frauds 313
Quasi Contracts or Restitution 195 Effect of Noncompliance 315
Concept Review: Contracts, Promissory Estoppel, Business Law in Action 315
and Quasi Contracts (Restitution) 195 PAROL EVIDENCE RULE 316
Business Law in Action 197 The Rule 316
Situations to Which the Rule Does Not Apply 318
10 Mutual Assent 202 Supplemental Evidence 319
OFFER 203 INTERPRETATION OF CONTRACTS 320
Essentials of an Offer 203 Ethical Dilemma: What’s (Wrong) in a Contract? 321
Duration of Offers 208
Applying the Law: Mutual Assent 211 16 Third Parties to Contracts 328
ACCEPTANCE OF OFFER 213 Assignment of Rights 328
Communication of Acceptance 213 Delegation of Duties 335
Variant Acceptances 217 Third-Party Beneficiary Contracts 338
Business Law in Action 218 Applying the Law: Third Parties to Contracts 338
Concept Review: Offer and Acceptance 219
17 Performance, Breach, and Discharge 347
11 Conduct Invalidating Assent 225 Conditions 347
Duress 225 Discharge by Performance 350
Undue Influence 228 Discharge by Breach 351
Fraud 230 Applying the Law: Performance, Breach, and
Concept Review: Misrepresentation 234 Discharge 352
Nonfraudulent Misrepresentation 234 Discharge by Agreement of the Parties 353
Mistake 235 Discharge by Operation of Law 355
Applying the Law: Conduct Invalidating Assent 235 18 Contract Remedies 365
Concept Review: Conduct Invalidating Assent 238
Monetary Damages 366
12 Consideration 245 Business Law in Action 367
Legal Sufficiency 245 Remedies in Equity 372
Concept Review: Consideration in Unilateral and Restitution 376
Bilateral Contracts 247 Limitations on Remedies 376
viii Table of Contents
PART IV PART V
Sales 385 Negotiable Instruments 499
19 Introduction to Sales and Leases 386 24 Form and Content 500
NATURE OF SALES AND LEASES 387 Negotiability 501
Definitions 387 Concept Review: Use of Negotiable Instruments 501
Going Global: What law governs international sales? 389 Types of Negotiable Instruments 502
Fundamental Principles of Article 2 and Formal Requirements of Negotiable Instruments 505
Article 2A 391
FORMATION OF SALES AND LEASE 25 Transfer and Holder in Due Course 517
CONTRACTS 394 TRANSFER 517
Manifestation of Mutual Assent 394 Negotiation 518
Consideration 399 Indorsements 521
Form of the Contract 399 Concept Review: Indorsements 525
Business Law in Action 400 Applying the Law: Transfer of Negotiable
Concept Review: Contract Law Compared with Law Instruments 525
of Sales 401 HOLDER IN DUE COURSE 527
Ethical Dilemma: What Constitutes Unconscionability Requirements of a Holder in Due Course 527
in a Business? 402 Holder in Due Course Status 533
The Preferred Position of a Holder in Due
20 Performance 407 Course 536
Performance by the Seller 408 Limitations upon Holder in Due Course Rights 539
Performance by the Buyer 413 Ethical Dilemma: What Responsibility Does
Obligations of Both Parties 418 a Holder Have in Negotiating Commercial
Going Global: What about letters of credit? 419 Paper? 542
Ethical Dilemma: Should a Buyer Refuse to Perform a
Contract Because a Legal Product May Be Unsafe? 423
26 Liability of Parties 549
CONTRACTUAL LIABILITY 549
21 Transfer of Title and Risk of Loss 429 Signature 550
Transfer of Title 429 Liability of Primary Parties 553
Risk of Loss 435 Liability of Secondary Parties 553
Bulk Sales 441 Concept Review: Contractual Liability 557
Ethical Dilemma: Who Should Bear the Loss? 441 Business Law in Action 558
Termination of Liability 558
22 Product Liability: Warranties and Strict LIABILITY BASED ON WARRANTY 559
Liability 446 Warranties on Transfer 559
WARRANTIES 447 Warranties on Presentment 560
Types of Warranties 447 Ethical Dilemma: Who Gets to Pass the Buck on
Obstacles to Warranty Actions 453 a Forged Indorsement? 564
Concept Review: Warranties 456
STRICT LIABILITY IN TORT 457 27 Bank Deposits, Collections, and Funds
Requirements of Strict Liability in Tort 457 Transfers 569
Obstacles to Recovery 462 BANK DEPOSITS AND COLLECTIONS 570
Concept Review: Product Liability 464 Collection of Items 570
Business Law in Action 465 Going Global: What about letters of credit? 571
Restatement (Third) of Torts: Products Liability 466 Relationship Between Payor Bank and Its
Ethical Dilemma: When Should a Company Order Customer 575
a Product Recall? 467 ELECTRONIC FUNDS TRANSFER 581
Types of Electronic Funds Transfer 582
23 Sales Remedies 475 Business Law in Action 583
Remedies of the Seller 476 Consumer Funds Transfers 584
Remedies of the Buyer 481 Wholesale Funds Transfers 585
Concept Review: Remedies of the Seller 482 Concept Review: Parties to a Funds Transfer 588
Applying the Law: Sales Remedies 483 Ethical Dilemma: Can Embezzlement Ever Be
Concept Review: Remedies of the Buyer 488 a Loan? 588
Contractual Provisions Affecting Remedies 488
Table of Contents ix
Ethical Dilemma: When Is an Opportunity a
PART VI Partnership Opportunity? 670
Agency 595 31 Operation and Dissolution of General
Partnerships 675
28 Relationship of Principal and Agent 596 RELATIONSHIP OF PARTNERSHIP AND
Nature of Agency 597 PARTNERS WITH THIRD PARTIES 675
Creation of Agency 599 Contracts of Partnership 676
Duties of Agent to Principal 603 Business Law in Action 680
Duties of Principal to Agent 607 Torts and Crimes of Partnership 680
Termination of Agency 608 Notice to a Partner 681
Applying the Law: Relationship of Principal and Liability of Incoming Partner 681
Agent 612 DISSOCIATION AND DISSOLUTION OF
Ethical Dilemma: Is Medicaid Designed to Protect GENERAL PARTNERSHIPS UNDER THE
Inheritances? 613 RUPA 683
Dissociation 683
29 Relationship with Third Parties 619
Dissolution 684
RELATIONSHIP OF PRINCIPAL AND THIRD
Concept Review: Dissociation and Dissolution Under
PERSONS 620
the RUPA 687
Contract Liability of the Principal 620
Dissociation Without Dissolution 689
DISSOLUTION OF GENERAL PARTNERSHIPS
UNDER THE UPA 693
Tort Liability of Principal 630
Dissolution 693
Criminal Liability of the Principal 635
Winding Up 693
RELATIONSHIP OF AGENT AND THIRD
Continuation After Dissolution 694
PERSONS 636
Ethical Dilemma: What Duty of Disclosure Is Owed to
Contract Liability of Agent 636
Incoming Partners? 695
Tort Liability of Agent 639
Rights of Agent Against Third Person 639 32 Limited Partnerships and Limited Liability
Ethical Dilemma: When Should an Agent’s Companies 703
Power to Bind His Principal Terminate? 640 Limited Partnerships 703
Concept Review: Comparison of General and Limited
Partners 709
PART VII Limited Liability Companies 710
Concept Review: Comparison of Member-Managed and
Business Associations 647 Manager-Managed LLCs 714
Applying the Law: Limited Partnerships and Limited
30 Formation and Internal Relations of General Liability Companies 715
Other Unincorporated Business Associations 720
Partnerships 648 Concept Review: Liability Limitations in LLPs 721
CHOOSING A BUSINESS ASSOCIATION 648
Factors Affecting the Choice 649 33 Nature and Formation of Corporations 728
Forms of Business Associations 650 NATURE OF CORPORATIONS 729
Concept Review: General Partnership, Limited Corporate Attributes 729
Partnership, Limited Liability Company, and Classification of Corporations 730
Corporation 652 Business Law in Action 733
Going Global: What about multinational Business Law in Action 734
enterprises? 653 FORMATION OF A CORPORATION 734
FORMATION OF GENERAL Organizing the Corporation 734
PARTNERSHIPS 653 Formalities of Incorporation 737
Nature of Partnership 653 Concept Review: Comparison of Charter and
Formation of a Partnership 654 Bylaws 738
RELATIONSHIPS AMONG PARTNERS 663 RECOGNITION OR DISREGARD OF
Duties Among Partners 663 CORPORATENESS 738
Rights Among Partners 666 Defective Incorporation 738
Concept Review: Partnership Property Compared with Piercing the Corporate Veil 741
Partner’s Interest 667 CORPORATE POWERS 744
x Table of Contents
Sources of Corporate Powers 744 Essentials of Secured Transactions 833
Ultra Vires Acts 744 Classification of Collateral 834
Liability for Torts and Crimes 744 Attachment 836
Perfection 839
34 Financial Structure of Corporations 752 Priorities Among Competing Interests 843
DEBT SECURITIES 753 Concept Review: Applicable Method of Perfection 843
Going Global: What about foreign investment? 753 Concept Review: Requisites for Enforceability
Authority to Issue Debt Securities 754 of Security Interests 844
Types of Debt Securities 754 Concept Review: Priorities 848
Business Law in Action 756 Default 848
EQUITY SECURITIES 756 Business Law in Action 849
Issuance of Shares 756 SURETYSHIP 852
Classes of Shares 760 Nature and Formation 852
Concept Review: Debt and Equity Securities 761 Duties of Surety 854
DIVIDENDS AND OTHER DISTRIBUTIONS 761 Rights of Surety 854
Types of Dividends and Other Distributions 761 Defenses of Surety and Principal Debtor 855
Legal Restrictions on Dividends and Other Ethical Dilemma: What Price Is ‘‘Reasonable’’
Distributions 762 in Terms of Repossession? 859
Applying the Law: Financial Structure of
Corporations 764 38 Bankruptcy 867
Declaration and Payment of Distributions 766 FEDERAL BANKRUPTCY LAW 868
Concept Review: Liability For Improper Going Global: What about transnational
Distributions 768 bankruptcies? 869
Liability for Improper Dividends and Distributions 768 Case Administration—Chapter 3 869
Creditors, the Debtor, and the Estate—
35 Management Structure of Corporations 774 Chapter 5 871
CORPORATE GOVERNANCE 774 Liquidation—Chapter 7 876
ROLE OF SHAREHOLDERS 777 Applying the Law: Bankruptcy 878
Voting Rights of Shareholders 777 Reorganization—Chapter 11 879
Concept Review: Concentrations of Voting Power 782 Adjustment of Debts of Individuals—
Enforcement Rights of Shareholders 782 Chapter 13 883
ROLE OF DIRECTORS AND OFFICERS 787 Concept Review: Comparison of Bankruptcy
Function of the Board of Directors 789 Proceedings 889
Election and Tenure of Directors 790 CREDITORS’ RIGHTS AND DEBTORS’ RELIEF
Exercise of Directors’ Functions 791 OUTSIDE OF BANKRUPTCY 889
Officers 792 Creditors’ Rights 890
Duties of Directors and Officers 793 Debtors’ Relief 890
Business Law in Action 801 Ethical Dilemma: For a Company Contemplating
Ethical Dilemma: Whom Does a Director Represent? Bankruptcy, When Is Disclosure the Best
What Are a Director’s Duties? 802 Policy? 892
36 Fundamental Changes of Corporations 808
Charter Amendments 809
Combinations 809
PART IX
Dissolution 821
Concept Review: Fundamental Changes Under
Regulation of Business 897
Pre-1999 RMBCA 821
Ethical Dilemma: What Rights Do Minority 39 Securities Regulation 898
Shareholders Have? 825 THE SECURITIES ACT OF 1933 900
Definition of a Security 900
Registration of Securities 902
PART VIII Exempt Securities 904
Exempt Transactions for Issuers 904
Debtor and Creditor Relations 831 Exempt Transactions for Nonissuers 908
Concept Review: Exempt Transactions for Issuers
37 Secured Transactions and Suretyship 832 Under the 1933 Act 909
SECURED TRANSACTIONS IN PERSONAL Liability 910
PROPERTY 833 THE SECURITIES EXCHANGE ACT OF 1934 914
Table of Contents xi
Disclosure 915 Concept Review: Consumer Rescission Rights 1037
Concept Review: Disclosure Under the 1934 Act 919 Consumer Credit Transactions 1037
Business Law in Action 920 Business Law in Action 1044
Liability 920 Creditors’ Remedies 1045
Going Global: What about international securities Ethical Dilemma: Should Some Be
regulation? 928 Protected from High-Pressure Sales? 1048
Concept Review: Civil Liability Under the 1933 and
1934 Acts 931 45 Environmental Law 1054
Ethical Dilemma: What Information May a Corporate COMMON LAW ACTIONS FOR
Employee Disclose? 932 ENVIRONMENTAL DAMAGE 1054
Nuisance 1055
40 Intellectual Property 937 Trespass to Land 1055
Trade Secrets 937 Strict Liability for Abnormally Dangerous
Trade Symbols 940 Activities 1055
Trade Names 945 Problems Common to Private Causes of Action 1056
Copyrights 945 FEDERAL REGULATION OF THE
Patents 950 ENVIRONMENT 1056
Going Global: How is intellectual property protected The National Environmental Policy Act 1056
internationally? 951 The Clean Air Act 1057
Concept Review: Intellectual Property 953 The Clean Water Act 1061
Ethical Dilemma: Who Holds the Copyright on Lecture Hazardous Substances 1065
Notes? 954 International Protection of the Ozone Layer 1070
41 Employment Law 960 Concept Review: Major Federal Environmental
Statutes 1071
Labor Law 961
Concept Review: Unfair Labor Practices 962 Ethical Dilemma: Distant Concerns 1072
Employment Discrimination Law 962
46 International Business Law 1077
Concept Review: Federal Employment Discrimination
The International Environment 1078
Laws 977
Jurisdiction over Actions of Foreign Governments 1080
Transacting Business Abroad 1083
Going Global: Do the antidiscrimination laws apply
outside the United States? 979
Forms of Multinational Enterprises 1091
Employee Protection 979
Ethical Dilemma: Who May Seek Economic
Ethical Dilemma: What (Unwritten) Right to
Shelter Under U.S. Trade Law? 1094
a Job Does an Employee Have? 985
42 Antitrust 992
Sherman Antitrust Act 993
Going Global: Do the antitrust laws apply outside the PART X
United States? 994
Concept Review: Restraints of Trade Under Sherman Property 1099
Act 1002
Clayton Act 1005 47 Introduction to Property, Property Insurance,
Robinson-Patman Act 1008
Federal Trade Commission Act 1010
Bailments, and Documents of Title 1100
Ethical Dilemma: When Is an Agreement INTRODUCTION TO PROPERTY AND PERSONAL
Anticompetitive? 1011 PROPERTY 1101
Kinds of Property 1101
43 Accountants’ Legal Liability 1016 Concept Review: Kinds of Property 1104
Common Law 1016 Transfer of Title to Personal Property 1105
Federal Securities Law 1020 PROPERTY INSURANCE 1108
Applying the Law: Accountants’ Legal Liability 1023 Fire and Property Insurance 1108
Concept Review: Accountants’ Liability Under Federal Nature of Insurance Contracts 1109
Securities Law 1024 Business Law in Action 1110
BAILMENTS AND DOCUMENTS OF TITLE
44 Consumer Protection 1029 BAILMENTS 1113
State and Federal Consumer Protection Agencies 1030 Bailments 1113
Consumer Purchases 1035 Concept Review: Duties in a Bailment 1117
xii Table of Contents
Documents of Title 1118
Ethical Dilemma: Who Is Responsible for the
APPENDICES
Operation of Rental Property? 1121
Appendix A
48 Interests in Real Property 1130
Freehold Estates 1130 The Constitution of the United States
Leasehold Estates 1132 of America A-2
Concept Review: Freehold Estates 1133
Concurrent Ownership 1139 Appendix B
Nonpossessory Interests 1141
Concept Review: Rights of Concurrent Owners 1142 Uniform Commercial Code
Applying the Law: Interests in Real Property 1144 (Selected Provisions) B-1
49 Transfer and Control of Real Property 1150
TRANSFER OF REAL PROPERTY 1151 Appendix C
Contract of Sale 1151
Deeds 1153 Dictionary of Legal Terms C-1
Secured Transactions 1154
Adverse Possession 1156 Index I-1
PUBLIC AND PRIVATE CONTROLS 1156
Zoning 1156
Eminent Domain 1157
Private Restrictions on Land Use 1159
Ethical Dilemma: Where Should Cities House
the Disadvantaged? 1162
50 Trusts and Wills 1168
TRUSTS 1168
Types of Trusts 1169
Creation of Trusts 1171
Concept Review: Allocation of Principal and
Income 1174
Termination of a Trust 1175
DECEDENT’S ESTATES 1175
Wills 1175
Intestate Succession 1181
Administration of Estates 1182
Ethical Dilemma: When Should Life Support
Cease? 1182
TABLE OF CASES
Cases shown in red are new to this edition. Burlington Northern & Santa Fe Railway Company
v. White, 963
Burningham v. Westgate Resorts, Ltd., 236
A
A.E. Robinson Oil Co., Inc. v. County Forest Products,
Inc., 638
C
Caldwell v. Bechtel, Inc., 12
Alcoa Concrete & Masonry v. Stalker Bros., 266 Cappo v. Suda, 1161
Aldana v. Colonial Palms Plaza, Inc., 332 Carter v. Tokai Financial Services, Inc., 388
Alexander v. FedEx Ground Package System, Inc., 598 Catamount Slate Products, Inc. v. Sheldon, 204
Alpert v. 28 Williams St. Corp., 814 Chapa v. Traciers & Associates, 849
Alzado v. Blinder, Robinson & Company, Inc., 705 Christy v. Pilkinton, 356
American Manufacturing Mutual Insurance Company Coastal Leasing Corporation v. T-Bar S Corporation,
v. Tison Hog Market, Inc., 856 489
American Needle, Inc. v. National Football League, Cohen v. Mirage Resorts, Inc., 819
995 Commerce & Industry Insurance Company v. Bayer
Anderson v. McOskar Enterprises, Inc., 273 Corporation, 397
Any Kind Checks Cashed, Inc. v. Talcott, 530 Conklin Farm v. Leibowitz, 682
Arrowhead School District No. 75, Park County, Connes v. Molalla Transport System, Inc., 631
Montana v. Klyap, 369 Construction Associates, Inc. v. Fargo Water
Association for Molecular Pathology v. Myriad Equipment Co., 392
Genetics, Inc., 951 Conway v. Cutler Group, Inc., 1152
Cooke v. Fresh Express Foods Corporation, Inc., 822
B Cooperative Centrale Raiffeisen-Boerenleenbank B.A.
v. Bailey, 511
Bagley v. Mt. Bachelor, Inc., 275
Beam v. Stewart, 799 Coopers & Lybrand v. Fox, 736
Belden, Inc. v. American Electronic Components, Inc., Cox Enterprises, Inc. v. Pension Benefit Guaranty
448 Corporation, 765
Berardi v. Meadowbrook Mall Company, 226
Berg v. Traylor, 287
Bigelow-Sanford, Inc. v. Gunny Corp., 484 D
Border State Bank of Greenbush v. Bagley Livestock Dahan v. Weiss, 313
Exchange, Inc., 836 Davis v. Watson Brothers Plumbing, Inc., 554
Borton v. Forest Hills Country Club, 1142 Denney v. Reppert, 250
Bouton v. Byers, 193 Department of Revenue of Kentucky, et al. v. Davis, 79
Brehm v. Eisner, 795 Detroit Lions, Inc. v. Argovitz, 606
Brentwood Academy v. Tennessee Secondary School DiLorenzo v. Valve & Primer Corporation, 256
Athletic Association, 77 Dixon, Laukitis and Downing v. Busey Bank, 572
Brown v. Board of Education of Topeka, 89 Dodge v. Ford Motor Co., 766
Brown v. Entertainment Merchants Association, 84 Donahue v. Rodd Electrotype Co., Inc., 787
Bulova Watch Company, Inc. v. K. Hattori & Co., 1092 Dunnam v. Burns, 268
xiii
xiv Table of Cases
In re Magness, 331
E In re The Score Board, Inc., 289
Eastman Kodak Co. v. Image Technical Services, Inc., In the Matter of 1545 Ocean Ave., LLC, 718
1001 In the Matter of the Estate of Rowe, 1172
Ed Nowogroski Insurance, Inc. v. Rucker, 938 Inter-Tel Technologies, Inc. v. Linn Station Properties,
Edmonson v. Leesville Concrete Company, Inc., 59 LLC, 742
Enea v. The Superior Court of Monterey County, 664
Environmental Protection Agency v. EME Homer City
Generation, L. P., 1058
Ernst & Ernst v. Hochfelder, 1021
J
Jasdip Properties SC, LLC v. Estate of Richardson, 196
Estate of Countryman v. Farmers Coop. Ass’n, 716
Jasper v. H. Nizam, Inc., 980
Jenkins v. Eckerd Corporation, 317
F Jerman v. Carlisle, McNellie, Rini, Kramer & Ulrich

LPA, 1046
F. Hoffmann-La Roche Ltd v. Empagran S.A., 1086
Faragher v. City of Boca Raton, 971
FCC v. Fox Television Stations, Inc., 105
Federal Ins. Co. v. Winters, 337
K
Kalas v. Cook, 311
Federal Trade Commission v. Cyberspace.com LLC, 1031
Keeney v. Keeney, 1170
Ferrell v. Mikula, 138
Kelo v. City of New London, 1158
First State Bank of Sinai v. Hyland, 296
Kelso v. Bayer Corporation, 460
Fox v. Mountain West Electric, Inc., 190
Kenco Homes, Inc. v. Williams, 478
Frank B. Hall & Co., Inc. v. Buck, 140
Keser v. Chagnon, 293
Freeman v. Quicken Loans, Inc., 1042
Kimbrell’s of Sanford, Inc. v. KPS, Inc., 842
Furlong v. Alpha Chi Omega Sorority, 414
King v. VeriFone Holdings, Inc., 782
Kirtsaeng v. John Wiley & Sons, Inc., 947
G Klein v. Pyrodyne Corporation, 173
Korzenik v. Supreme Radio, Inc., 528
Gaddy v. Douglass, 610
Galler v. Galler, 780
Greene v. Boddie-Noell Enterprises, Inc., 461
L
Leegin Creative Leather Products, Inc. v. PSKS, Inc., 998
H Lefkowitz v. Great Minneapolis Surplus Store, Inc., 206
Leibling, P.C. v. Mellon PSFS (NJ) National
Hadfield v. Gilchrist, 1114
Hamilton v. Lanning, 886 Association, 576
Harold Lang Jewelers, Inc. v. Johnson, 731 Louisiana v. Hamed, 124
Harris v. Looney, 740 Love v. Hardee’s Food Systems, Inc., 163
Harris v. Viegelahn, 884
Heinrich v. Titus-Will Sales, Inc., 433
Heritage Bank v. Bruha, 507 M
Herron v. Barnard, 1102 Mackay v. Four Rivers Packing Co., 308
Hessler v. Crystal Lake Chrysler-Plymouth, Inc., 421 Madison Square Garden Corp., Ill. v. Carnera, 375
Hochster v. De La Tour, 353 Mark Line Industries, Inc. v. Murillo Modular Group,
Home Rentals Corp. v. Curtis, 1136 Ltd., 551
Hospital Corp. of America v. FTC, 1006 Maroun v. Wyreless Systems, Inc., 232
Household Credit Services, Inc. v. Pfennig, 1039 Martin v. Melland’s Inc., 439
Matrixx Initiatives, Inc. v. Siracusano, 921
Mayo Foundation for Medical Education and Research
I v. United States, 97
In re KeyTronics, 657 McDowell Welding & Pipefitting, Inc. v. United States
In re L. B. Trucking, Inc., 451 Gypsum Co., 354
Table of Cases xv
Merritt v. Craig, 378
Metropolitan Life Insurance Company v. RJR Nabisco, R
Inc., 754 RadLAX Gateway Hotel, LLC v. Amalgamated Bank,
Michael Silvestri v. Optus Software, Inc., 348 882
Midwest Hatchery v. Doorenbos Poultry, 491 Ray v. Alad Corporation, 810
Miller v. McDonald’s Corporation, 600 Reed v. King, 233
Mims v. Arrow Financial Services, LLC, 51 Republic of Argentina v. NML Capital, Ltd., 1081
Mirvish v. Mott, 1106 Ricci v. Destefano, 968
Montana Food, LLC v. Todosijevic, 712 RNR Investments Limited Partnership v. Peoples First
Moore v. Kitsmiller, 170 Community Bank, 678
Morrison v. National Australia Bank Ltd., 1088 Robertson v. Jacobs Cattle Co., 685
Moulton Cavity & Mold Inc. v. Lyn-Flex Ind., 410 Robinson v. Durham, 432
Mountain Peaks Financial Services, Inc. v. Roth-Steffen, Rosewood Care Center, Inc., v. Caterpillar, Inc., 306
333 Rubin v. Yellow Cab Company, 634
Murphy v. BDO Seidman, LLP, 1018 Ryan v. Friesenhahn, 158
N S
NationsBank of Virginia, N.A. v. Barnes, 509 Sackett v. Environmental Protection Agency, 104
Neugebauer v. Neugebauer, 228 Schoenberger v. Chicago Transit Authority, 628
New England Rock Services, Inc. v. Empire Paving, Schreiber v. Burlington Northern, Inc., 929
Inc., 251 Securities and Exchange Commission v. Edwards, 901
Nitro-Lift Technologies, L.L.C. v. Howard, 65 Seigel v. Merrill Lynch, Pierce, Fenner & Smith, Inc.,
Northern Corporation v. Chugach Electrical 578
Association, 357 Shawnee Telecom Resources, Inc. v. Brown, 816
Sherrod v. Kidd, 208
Soldano v. O’Daniels, 160
O South Florida Water Management District v.
Miccosukee Tribe of Indians, 1062
Omnicare, Inc. v. Laborers District Council
Speelman v. Pascal, 329
Construction Industry Pension Fund, 911
State of Qatar v. First American Bank of Virginia, 523
O’Neil v. Crane Co., 458
State of South Dakota v. Morse, 121
Osprey L.L.C. v. Kelly-Moore Paint Co., Inc., 216
Steinberg v. Chicago Medical School, 188
Stine v. Stewart, 339
P Strougo v. Bassini, 784
Palsgraf v. Long Island Railroad Co., 166
Palumbo v. Nikirk, 175
Parker v. Twentieth Century-Fox Film Corp., 58, 371
T
Texaco, Inc. v. Pennzoil, Co., 147
Parlato v. Equitable Life Assurance Society of the
The Hyatt Corporation v. Palm Beach National Bank,
United States, 626
519
Payroll Advance, Inc. v. Yates, 271
Thomas v. Lloyd, 661
People v. Farell, 117
Thor Properties v. Willspring Holdings LLC, 212
Perez v. Mortgage Bankers Ass’n., 99
Toyota Motor Manufacturing, Kentucky, Inc. v.
Petition of Kinsman Transit Co., 167
Williams, 974
Philip Morris USA v. Williams, 134
Travelers Indemnity Co. v. Stedman, 562
Pittsley v. Houser, 390
Triffin v. Cigna Insurance Co., 536
Prestenbach v. Collins, 373
Tucker v. Hayford, 1137
Prine v. Blanton, 1176
xvi Table of Cases
Watson Coatings, Inc. v. American Express Travel

U Related Services, Inc., 534
Union Planters Bank, National Association v. Rogers, 580 Whatley v. Estate of McDougal, 1178
United States v. Bestfoods, 1068 White v. Samsung Electronics, 143
United States v. E. I. du Pont de Nemours & Co., 1003 Williamson v. Mazda Motor of America, Inc., 74
United States v. O’Hagan, 925 Windows, Inc. v. Jordan Panel Systems Corp., 437
Womco, Inc. v. Navistar International Corporation,
V 454
Wood v. Pavlin, 1140
Vance v. Ball State University, 965 World-Wide Volkswagen Corp. v. Woodson, 54
Vanegas v. American Energy Services, 248 Wyler v. Feuer, 708
W Z
Waddell v. L.V.R.V. Inc., 416
Wal-Mart Stores, Inc. v. Samara Brothers, Inc., 942 Zelnick v. Adams, 291
TABLE OF FIGURES
1-1 Law and Morals, 4 10-2 Mutual Assent, 215

1-2 Classification of Law, 4 12-1 Modification of a Preexisting Contract, 253
1-3 Hierarchy of Law, 6 12-2 Consideration, 259
2-1 Kohlberg’s Stages of Moral Development, 19 14-1 Incapacity: Minors, Nonadjudicated
2-2 The Stakeholder Model, 23 Incompetents, and Intoxicated, 295
2-3 Pharmakon Employment, 27 15-1 Parol Evidence Rule, 319
2-4 Pharmakon Affirmative Action Program, 28 17-1 Discharge of Contracts, 359
2-5 Mykon R&D Expenditures, 30 18-1 Contract Remedies, 377
2-6 Global Summary of the AIDS Epidemic, 31 19-1 Battle of the Forms, 396
2-7 Regional Statistics for HIV and AIDS End 20-1 Tender of Performance by the Seller, 410
of 2013, 32 20-2 Performance by the Buyer, 418
2-8 Stock Price of Vulcan, Inc. (note irregular 21-1 Void Title, 431
intervals on time axis), 41 21-2 Voidable Title, 432
2-9 Average Daily Volume of Vulcan, Inc., Stock for 21-3 Passage of Risk of Loss in Absence of Breach,
Week (in 1,000s), 42 440
2-10 Purchases of Vulcan Stock by Selected 24-1 Order to Pay: Draft or Check, 503
Executives, 42
24-2 Draft, 503
3-1 Federal Judicial System, 47
24-3 Check, 503
3-2 Circuit Courts of the United States, 48
24-4 Promise to Pay: Promissory Note or Certificate
3-3 State Court System, 49 of Deposit, 504
3-4 Federal and State Jurisdiction, 52 24-5 Note, 504
3-5 Stare Decisis in the Dual Court System, 53 24-6 Certificate of Deposit, 504
3-6 Jurisdiction, 56 25-1 Bearer Paper, 518
3-7 Stages in Civil Procedure, 63 25-2 Negotiation of Bearer and Order Paper, 519
4-1 Separation of Powers: Checks and Balances, 76 25-3 Stolen Order Paper, 519
4-2 Powers of Government, 82 25-4 Placement of Indorsement, 526
5-1 Limits on Administrative Agencies, 103 25-5 Rights of Transferees, 528
7-1 Intent, 136 25-6 Effects of Alterations, 539
8-1 Negligence and Negligence Per Se, 158 25-7 Alteration, 540
8-2 Defenses to a Negligence Action, 170 25-8 Availability of Defenses Against Holders and
9-1 Law Governing Contracts, 186 Holders in Due Course, 541
9-2 Contractual and Noncontractual Promises, 187 25-9 Rights of Holder in Due Course Under the
9-3 Validity of Agreements, 188 Federal Trade Commission Rule, 541
10-1 Duration of Revocable Offers, 214 26-1 Liability on Transfer, 561
xvii
xviii Table of Figures
26-2 Liability Based on Warranty, 562 37-2 Suretyship Relationship, 852
27-1 Bank Collections, 571 37-3 Assumption of Mortgage, 853
27-2 Credit Transaction, 587 37-4 Defenses of Surety and Principal Debtor, 855
28-1 Duties of Principal and Agent, 607 38-1 Collection and Distribution of the Debtor’s
29-1 Contract Liability of Disclosed Principal, 621 Estate, 879
29-2 Contract Liability of Unidentified Principal, 622 39-1 Registration and Exemptions Under the 1933
Act, 905
29-3 Contract Liability of Undisclosed Principal, 623
39-2 Registration and Liability Provisions of the 1933
29-4 Tort Liability, 630
Act, 914
30-1 Business Entities, 649
39-3 Applicability of the 1934 Act, 915
30-2 Tests for Existence of a Partnership, 657
39-4 Parties Forbidden to Trade on Inside Information,
31-1 Contract Liability, 676 924
31-2 Tort Liability, 681 41-1 Charges Filed with the EEOC in 2008–2014, 978
33-1 Promoters’ Preincorporation Contracts Made in 42-1 Sherman Act Violations Yielding a Corporate
the Corporation’s Name, 735 Fine of $300 Million or More, 993
34-1 Issuance of Shares, 759 42-2 Meeting Competition Defense, 1010
34-2 Key Concepts in Legal Restrictions upon 43-1 Accountants’ Liability to Third Parties for
Distributions, 763 Negligent Misrepresentation, 1018
35-1 Management Structure of Corporations: 44-1 Magnuson-Moss Warranty Act, 1036
The Statutory Model, 776
48-1 Assignment Compared with Sublease, 1134
35-2 Management Structure of Typical Closely Held
49-1 Fundamental Rights of Mortgagor and
Corporation, 776
Mortgagee, 1155
35-3 Management Structure of Typical Publicly Held
49-2 Eminent Domain, 1160
Corporation, 776
50-1 Trusts, 1169
35-4 Shareholder Suits, 786
50-2 Per Stirpes and Per Capita, 1181
36-1 Purchase of Shares, 812
37-1 Fundamental Rights of Secured Party and
Debtor, 834
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she arose, without betokening any fresh emotion, and wrapping a
cloak about her, accompanied by Pirot, preceded and followed by
the people of the prison, she quitted her cell.
They descended some steps, and led her into a low arched room,
but dimly lighted by a few glimmering lamps suspended in iron
frames from the ceiling. The walls were damp and rugged; and an
old and half-obscure painting of a holy family was suspended at the
end of the room. Under this was a common wooden prie-dieu, such
as we now see in the foreign churches, and near it some rude chairs
and a table, on which were materials for writing; and around it three
or four of the judicial functionaries were sitting, being now joined by
Pirot. Opposite to this, against the wall, was a low pile of what was
apparently furniture, covered entirely with a black tarpaulin, and on
the ground, near that, some brass and earthen vessels full of water.
The things here enumerated comprised all that was movable in the
dungeon.
As Marie entered one of the magistrates made a sign to the
concierge, who placed a seat for her near the table; and when she
had taken it the examination commenced. It was conducted by the
officials in turn, many questions being suggested by Pirot, and to all
of them the Marchioness replied with the most extraordinary
coolness and self-possession, although with a caution which
astounded her interrogators—avowing the fact of having
administered certain drugs to her father and others, but denying all
knowledge of their composition or antidotes—and also vehemently
declaring that she had no accomplices in the crimes with which she
was charged. But beyond this they could extract nothing from her;
and although the combined ingenuity of her examiners, deeply
versed as they were in every kind of method by which any
confession might be educed, was exerted against her during a
protracted sitting, she met every question with an exculpatory reply,
and nothing more could be obtained from her.23
Seeing this, the examination was at length brought to a
conclusion, and one of the interrogators gave orders that the chief
greffier should read the arrest. The functionary hereon rose from his
seat with the paper in his hand, and commenced reading it in a
hurried voice, as if it were a task he was anxious to bring to a speedy
conclusion. The arrest was to the effect that the Court of the
Chambers assembled having found Marie-Marguerite d’Aubray, the
wife of the Marquis of Brinvilliers, guilty of the crimes attributed to
her, condemned her to do penance before the principal door of Notre
Dame, with a lighted torch in her hand weighing two pounds; and
there, whilst on her knees, to confess that she had wilfully poisoned
her father and brothers, and to demand pardon of God. And having
been brought hither on a tumbrel, with her feet naked, and a cord
about her neck, she should be carried on to the Place de Grêve, to
have her head cut off upon a scaffold erected for that purpose; after
which her body should be burned, and the ashes scattered to the
wind: the question—both ordinary and extraordinary—first being
applied. The document went on to speak of the confiscation of her
property, which was to go partly to the king, partly to defray the
expenses of the prosecutions connected with the affair, including that
of Lachaussée; and the residue for masses to be said in the chapel
of the Conciergerie, for the repose of the souls of her victims.
During the reading of this paper Marie continued to preserve the
same self-possession, even interrogating the greffier with a calm,
unshaken voice, upon certain points connected with it. As the
functionary concluded the magistrates rose, and another man
advanced, of whose presence Marie had not been before aware. He
was tall and pale, and he wore a tight fitting dress of unrelieved
black. Marie perceived by the cords in his hands that he was the
executioner; and to him alone she now belonged.
As the magistrates quitted the chamber he drew away the black
cloth that covered the apparatus of torture, and revealed the ghastly
paraphernalia. Pirot whispered a few words of encouragement in her
ear, and then followed the others, leaving Marie alone with the
executioner and the greffier, who remained at the table to take down
the answers of the prisoner. Marie glanced at the vessels of water
which stood upon the ground. She knew the nature of the terrible
ordeal she was about to undergo, but her courage failed her not.
‘You surely do not mean me to swallow all that water, monsieur?’
she said to the greffier; ‘small as I am, there is more than enough to
drown me.’
The officer returned no answer, but looked significantly at the
executioner. The man approached the Marchioness, and began to
unfasten her attire, removing one of her clothes after another, until
nothing was left her but an under-garment, in which she now stood
before the greffier, her limbs as white as the linen that scarcely
shrouded them, but exhibiting not the slightest signs of tremor. Again
the interrogator questioned her respecting her accomplices; and
again Marie firmly denied the existence of any. All his efforts were
vain, as had been those of the magistrates. The sentence was
ordered to be carried out.
The ‘water question,’ as it was termed, was one of the most
revolting punishments which the barbarous usages of the period
allowed in its criminal proceedings; the Marchioness of Brinvilliers
was one of almost its last victims, as it was then practised in all its
unmitigated severity. The sufferer was compelled to swallow a large
quantity of water, forced into the mouth by a horn; the body being at
the same time secured to a bench, in a most painful position, whilst
the hands and feet were attached to rings of iron in the wall and floor
of the chamber. For the ‘ordinary question,’ as it was termed, the
bench was two feet high, and the quantity of water to be swallowed
nearly twelve pints; for the ‘extraordinary’ ordeal a trestle three feet
high was substituted for the other, the hands and feet still remaining
fixed to the rings, and an additional quantity of water, equal to the
first, was forced down the sufferer’s throat. In the event of the
prisoner’s obstinacy, and a refusal to open the mouth, the
executioner closed the nostrils with his thumb and finger, until the
unfortunate person was obliged to part his lips to breathe, when
advantage was immediately taken of this to force the end of the horn
down his throat. The consequence of this barbarous practice was,
the distension of the chest by the introduction of the water, causing
such agonising pain that very few were able to resist it.
The executioner approached Marie again, and leading her to the
bench rudely tied her feet to the rings in the floor. Then forcing her
back with brutal violence, he fastened her wrists to the links in the
wall, pulling the cords as tightly as they would come. Finally, he
fastened the edge of her garment round her knees with one of the
bands of her dress, and then announced that all was in readiness for
the torture.
The greffier gave the word, and the terrible operation commenced
in silence, broken only by an occasional ejaculation of Marie, as
measure after measure of the fluid disappeared. But beyond this she
spoke not a word: a low wail was her only reply to the questions of
the examiner, whilst she shook her head, as much as the hold of her
tormentor permitted her to do, in answer to all his energetic and
impressive requests that she would disclose all she knew. And in
these he was influenced as much by compassion as by the wish that
the ends of justice should be answered.
The limits of the ordinary torture had been reached without any
admission on her part, and the executioner stopped until he received
fresh directions from the greffier to proceed to the second stage of
the question. The bench upon which Marie was tied down was
removed, and one more than a foot higher was substituted for it—
wedged under her by the power of the torturer, without releasing her
hands and feet, now so tightly wrung by the cords that the blood
started from the parts where they cut into the flesh. Still no cry
escaped her lips; with superhuman endurance she went through the
continuation of the dreadful ordeal, betraying scarcely any signs of
life except the quivering of her limbs and an occasional violent
contraction of the muscles as she turned herself round upon the
trestle as far as the cords would allow of her doing. At last she cried
out, with a violence that for the instant startled the officials in
attendance, ‘Mon Dieu! mon Dieu! they have killed me!’ And this was
followed by a piercing cry of agony; after which all was still.
The greffier rose from his seat, and once more asked her
respecting her accomplices. But she returned no answer, nor indeed
gave the least sign of consciousness: upon which, fearing that the
punishment had been carried too far, he gave orders that she should
be unbound. The executioner obeyed; and then, calling in his fellows
to his assistance, they untied the cords from the rings and staples
and bore the unhappy woman into an adjoining chamber, placing her
on a mattress before a large fire that was burning in the huge open
chimney-place.
It was some time before her senses returned. When she came to
herself she found the good Pirot supporting her head, whilst the
greffier was communing with the magistrates respecting the
proceedings of the ordeal. They quitted the chamber soon after she
recovered, and then she was left alone with the doctor, who had
thrown his cloak around her thinly clad and shivering form, and was
now only waiting until she should be sufficiently brought round to join
him in assisting at the last offices of religion.
At last he half-led, half-carried her to a prie-dieu, and there prayed
with her until the cold and dismal light of morning, overcoming the
red glare of the fire, stole cheerlessly through the small and heavy-
barred loopholes of the chamber. And with it came something of
terrible import—the low murmur of the vast crowd already assembled
without the gates, and in the Cour des Miracles24—the audible
passing and repassing of the Royal Guard, as bodies of them
paraded the streets in the immediate line from the Palais de Justice
to Notre Dame, and thence to the Place de Grêve—and an
unwonted stir in the Conciergerie, as those friends of the officers and
other functionaries who had procured the entree to the prison
arrived. Not a sound escaped Marie’s ear, although Pirot strove in
some measure to drown the distant hum by his voice. Every nerve
appeared intensely sensitive, and the reaction of a terrible
excitement had brought the blood back to the surface of her flesh.
Her eyes were again blazing with fevered brilliancy; her cheek was
flushed, and a rapid shuddering movement kept every muscle in
convulsive action.
Her prayers were only interrupted by the arrival of the same
magistrates who had before left her, followed by the executioner and
his assistants; and the Marchioness directly knew that the terrible
hour had arrived. Without a word she held out her wrists, now
discoloured and swollen by the question, to the headsman; and not
an expression of pain escaped her lips as he roughly bound them
together. The cloak which Pirot had lent her was then thrown on one
side; when, as she found her bosom exposed, she requested the
man to fasten the lappets of her garment together with a pin. He,
however, threw a large scarf over her shoulders, and part of this
formed a cowl, which she pulled down over her face as well as her
imprisoned hands enabled her to do. And when this had been
arranged she left the chapel, preceded and followed by the officers
of the prison.
Beyond the wicket some people had assembled in the court. As
she emerged from the building a man pressed rudely forward from
the little knot of gazers, and came close to her side, as he thrust a
small note almost in her face. Pirot took it from him, at Marie’s
request, and inquired what it was.
‘An account of money due to me,’ said the man, ‘for a tumbrel and
a horse, both ruined on the road from La Villette to Le Bourget.’
‘I know not what he means,’ said Marie.
‘You do—you do, madame,’ answered the intruder. ‘It was taken
from your hôtel in the Rue St. Paul for your flight to Liége.’
‘Another time will do to settle this,’ observed Pirot.
‘Another time will not do,’ answered the man. ‘Where will be my
chance of payment five minutes after madame reaches the Grêve?’
As he spoke the man was pulled forcibly away, and thrust on one
side, by one of the bystanders. Marie looked up to see who had thus
interfered, and her eyes met those of Philippe Glazer. Clasping his
hands together he gazed at her with a look of intense agony. Even in
the horror of the moment Marie perceived that he had placed in his
hat the clasp she gave him at Compiègne. She bowed her head in
recognition, and then passed on. Philippe never saw her again.
They moved forward through the courts of the Conciergerie, Pirot
never ceasing his religious consolations until they came to the lodge
of the prison. Here the cortege halted, and then the executioner
approached her with a long white garment hanging over his arm. The
ghastly toilette of the scaffold was to be made at this place. She was
about to surrender herself to the operation when a door at the other
side of the lodge was opened, and a large concourse of people—so
many that they nearly filled the apartment—entered eagerly. They
were chiefly females—women holding high rank in Paris, who had
met the Marchioness frequently in society. Amongst them were the
Countess of Soissons and Mademoiselle de Scudery.
The shock given to Marie by this unexpected sight was too great,
and she would have fallen but for the support of Pirot. He sustained
her whilst the executioner once more released her hands, and drew
the long white dress over that she was wearing, tying it up closely
round her neck, and knotting a large cord round her waist in lieu of a
girdle.
‘She has a neat foot,’ whispered the Countess of Soissons to M.
de Roquelaure, as she looked at Marie’s small naked foot, not
covered by the garment, planted upon the chill pavement of the
lodge.
‘You told me she squeezed it into a shoe always too small when
we saw her at Versailles,’ replied the other. ‘O the jealousy of
women!’
‘You have smarted yourself, monsieur, when she has refused you
for a dance,’ returned the Countess; ‘she did not think you equal to
the gay Sainte-Croix.’
‘And yet he dazzled and went out like a firework,’ said Roquelaure;
‘I hope such will not be my fate.’
He smiled affectedly as he spoke. Marie heard the import of their
heartless conversation, and gazed at them with an expression of
withering contempt. They fell back abashed, and retreated amidst
the crowd.
‘In God’s name, monsieur,’ she said, ‘offer me some consolation.
Is there not something terrible and unnatural in such barbarous
curiosity on the part of these people?’
‘Madame,’ replied Pirot, in whose eyes the tears were standing,
from pity for the ordeal she was then undergoing, and that which he
knew was to come, ‘regard this curiosity rather as an additional
misery imposed upon you as a further expiation than as a wish on
the part of these ill-judging people to cause you further pain. Lean on
me if you need support. I will aid you as far as is in my power, and
the law permits.’
As he spoke the executioner approached, carrying a heavy lighted
torch, which he placed in her hands, according to the sentence of the
arrest; but her strained and swollen wrists refused to sustain it, and it
would have fallen to the ground had not Pirot held it up with his
hand, as Marie was leaning heavily upon his arm. The greffier then
read the paper a second time, and the dreary procession moved on
to the point that required all the nerve of Pirot, no less than of the
Marchioness, to encounter—the gate of the lodge that opened into
the thoroughfare before the Palais de Justice, which was now nearly
blocked up, as far as the eye could reach, in every direction, by a
vast and expectant crowd.
As the officers of the prison, with their wands, came forth on the
top of the flight of steps, the mass of people became suddenly
agitated, and their noise increased; but the moment Marie appeared,
prominent amidst them all by reason of her white dress and the torch
which she was carrying, a loud and savage roar—a wild continuous
cry of ferocious triumph and execration—burst as by one impulse
from the entire crowd, and this was caught up by those who were not
even visible from the Palais, and echoed along the quays and places
adjoining, until the whole of Paris appeared to be speaking with one
voice, and rejoicing at the ghastly ceremony about to take place.
Marie fell back, as though the uproar had been endowed with
material power to strike her; but the expression of her features was
not that which Pirot had expected. She was not terrified; on the
contrary, the demon appeared to be again reigning in her soul; every
line in her face gave indication of the most intense rage; her
forehead contracted; her eyes appeared actually scintillating with
passion; her under lip was compressed until her teeth almost bit
through it, and she clenched Pirot’s arm with a grasp of iron.
‘Speak not to me at present, my friend,’ she said to him, as
noticing her emotion, he addressed to her a few words of intended
consolation. ‘This is terrible!’
She remained for some minutes as if fixed to the ground gazing at
the sea of heads before her, and apparently without the power of
moving. Every eye was fixed upon her, for her now fiendish beauty
fascinated all who were near her, and no one more than the great
painter Lebrun, who was on the steps of the Palais. To the
impression made upon him at this fearful moment, and which
haunted him long afterwards, we owe the fine painting in the Louvre.
A few minutes elapsed, and then Pirot, obeying the orders of the
officers, drew Marie towards the steps, the executioner assisting on
the other side. The archers in the street cleared a space with some
difficulty, almost riding the people down, who crowded about the
entrance to the court; and then they saw more plainly, in the middle
of the semicircle thus opened, a small tumbrel, with a horse attached
to it—a wretched animal, in as bad condition as the rude dirty vehicle
he dragged after him. There was no awning, nor were there any
seats; some straw was all for them to travel on. The back-board of
the cart taken out, with one end laid on the steps and the other on
the cart now backed against them, made a rude platform, along
which Marie hurriedly stepped, and then crouched down in the
corner, averting her face from the greater part of the crowd. Pirot
next entered, and took his place at her side; and then the
executioner followed them, replacing the board, upon the edge of
which he seated himself; one of his assistants climbed up in front,
and the other walked at the head of the horse, to guide the animal
along the narrow opening made by the crowd, which the archers with
difficulty forced.
Trifling as was the distance, a long space of time was taken up in
passing from the Palais de Justice to the Parvis Notre Dame. The
Rue de Calandre was blocked up with people, and it was only by
forcing the crowd to part right and left into the Rue aux Fèves that
sufficient room could be gained for the tumbrel to pass; and when it
halted, as it did every minute, the more ruffianly of the population,
who nested in this vile quarter of the city,25 came close up to the
vehicle, slipping between the horses of the troops who surrounded it,
and launched some brutal remark at Marie, with terrible distinctness
and meaning; but she never gave the least mark of having heard
them, only keeping her eyes intently fixed upon the crucifix which
Pirot held up before her, until the tumbrel crossed the square, and at
length stopped before the door of Notre Dame.
The Marchioness going to Execution
Here she was ordered to descend; and as she appeared upon the
steps a fresh cry broke from the multitude, more appalling than any
she had before heard, for the area was large, and every available
position, even to the very housetops, was occupied. So also were
the towers and porticos of the church, as well as the interior, for all
the doors were open, and the sanctity of the place was so far
forgotten that those who were in the body of the cathedral joined
alike in the ringing maledictions of thousands of voices. But the most
overwhelming yell of execration came from the Hôtel Dieu, where the
students had, one and all, assembled to insult the unhappy criminal.
Their hate was the deeper, for they had known her at the hospital,
and had all been deceived by her wondrous hypocrisy; whilst the late
revelations at the trial had shown up the destroying hand that, under
the guise of charity, administered the poisons to the inmates and
filled the dead-house with hapless and unoffending victims.
The amende was the work of a few minutes. The paper, which
contained a simple avowal of her crimes, was handed to her by the
executioner; and the Marchioness read it, firmly and with strange
emphasis—albeit the uproar of the people prevented anybody from
hearing it, except in close approximation. As soon as it was
concluded, the torch which she carried was extinguished; the
executioners, with Pirot and Marie, remounted the tumbrel, and the
cortege once more moved on towards the fearful Place de Grêve,
the crowd making an awful rush after it, as they pushed on in their
anxiety to witness the last scene of the tragedy.
They were approaching the foot of the Pont Notre Dame, when
Pirot observed a sudden change in Marie’s countenance. Her
features, which, notwithstanding all the insults and maledictions of
the crowd, had put on an expression almost of resignation, became
violently convulsed, and the whole of her attention was in an instant
abstracted from the urgent exhortations of her faithful companion. He
saw that a violent revulsion of feeling had taken place, and he
directly conjured her to tell him the cause of her excitement.
‘Do you see that man?’ she asked him, in hurried and almost
breathless words, pointing along the bridge. ‘I was in hopes this last
trial would have been spared me.’
Pirot looked in the direction indicated. A mounted exempt was
coming across the bridge, meeting them, as it were, at the head of a
body of archers, closely surrounding a small party who were walking.
The two escorts with difficulty came nearer to each other, until they
met at the foot of the Pont Notre Dame.
‘It is a party proceeding from the Hôtel de Ville to the Conciergerie
with a prisoner,’ said Pirot. ‘Heed them not, madame. Remember
that a few minutes only are now left to you for prayer in this world.’
‘I cannot pray,’ she answered wildly; ‘it is to that man I owe all this
misery. He hunted me to Liége, and by a mean deception gave me
up into the hands of the officers. It is Desgrais!’
‘Turn your eyes from him, madame,’ said Pirot; ‘and do not at such
a moment give way to this feeling. He acted under authority; and is a
trustworthy officer.’
‘He trapped me like a reptile,’ replied Marie with bitterness; ‘and
my dying curses——’
‘Madame! madame!’ cried Pirot, as Marie raised herself in the
tumbrel and looked towards the exempt, ‘do not peril your soul by
this ill-timed passion. As you value a chance of salvation, listen to
me.’
He drew her towards him, and earnestly commenced a prayer, as
he endeavoured to turn her attention from the exempt. But she was
no longer mistress of her feelings. The sight of Desgrais appeared to
have lighted up a fire in her mind; and she continued gazing at him,
though without speaking another word, as if impotent rage had
deprived her of the power of utterance.
But there was soon a diversion to the feelings of Marie and her
companion, as well as to the uproar of the crowd. The escort which
Desgrais was conducting had arrived at the side of the tumbrel; and,
what with the pressure of the multitude, and the narrow
thoroughfare, the vehicle containing the Marchioness stopped to
allow the others to pass, who were, as Pirot had observed,
conducting a prisoner to the Palais de Justice. Marie had kept her
eyes riveted upon the exempt since she first caught sight of him; but
suddenly a voice called her by her name in an accent of thrilling
familiarity. She looked hurriedly round, and perceived Exili at the side
of the tumbrel, surrounded by a party of the Guet Royal.
‘Marchioness of Brinvilliers!’ he cried, ‘we have met again; and the
rencontre is one of triumph for me. Murderess of Gaudin de Sainte-
Croix—of my son—soul and body—you shall quit this world with my
anathema ringing in your ears. Soyez maudite!’
‘Forward!’ cried Desgrais, as he rode by the side of Exili, between
him and the cart, touching the Marchioness as he passed, who
shrunk from him shuddering with disgust.
The crowd had thronged round the escort so densely that now
neither party could move. The delay to Marie was fearful, and the
terror of the moment was wrought to its extreme pitch by the curses
and horrible salutations of the people, some of whom were close to
the tumbrel.
‘Ho! ho! the capital meeting!’ cried a fellow on the bridge,
applauding with his hands for joy. ‘Two poisoners at a time; Madame
de Brinvilliers and the Physician Exili. What a pity they are not going
to keep company out of the world.’
‘Down with the Italian!’ shouted another man, who was leaning
from one of the windows.
The entire mass of people swayed towards the point where Exili
was standing at the last speaker’s words, forcing the guards against
the houses.
‘Down with the Italian!’ said the fellow who had first cried out.
‘Hang him to Maître Cluet’s sign!’ said another. ‘Who knows but he
and La Voison together may bewitch M. de la Reynie, and get clear
from the Chambre Ardente.’
‘Throw him into the river!’ shouted a third; ‘tied neck to neck with
Madame la Marquise there.’
There was a movement towards the tumbrel. Marie started, and
clung to Pirot as well as her pinioned arms allowed; whilst Desgrais,
forcing himself in front of her, presented a heavy snaphaunce at the
ruffian who had just spoken.
‘Down with the exempt!’ cried several voices. ‘He would murder
the people.’
‘Let him be!’ exclaimed the man at the window. ‘He is only keeping
her to make better sport on the Place de Grêve. Settle the Italian, if
you please.’
There was a fresh rush, against which the guards could make no
opposition, fixed as their arms were to their sides by the pressure of
the mob; and this was increased by the plunging of some of the
horses on which the archers were mounted, causing additional
confusion and crushing. Determined to say a few words to the
rabble, Exili contrived to get upon a round block of stone at the base
of one of the houses, placed, in common with many others, to afford
a protection to foot-passengers from the wheels of vehicles. But he
had scarcely mounted, even before his guards were aware of his
intention, when one of the mob hurled a wooden sabot with great
force at his head. It struck him in the face, and he was in an instant
covered with blood. Stunned by the blow, he fell forwards, and the
multitude, excited like brutes at the sight of gore, rushed on through
the ring which the Guet Royal in vain endeavoured to form, and
seized him. A furious contest now commenced between the people
and the archers; but the disparity of numbers was too great for them.
They were borne down by the mere pressure of the mass, the
ringleaders of whom hurried Exili, almost insensible—his limbs torn
and bleeding from their rough handling, in addition to the blow he
had received—towards the parapet of the bridge.
‘Into the river! into the river!’ cried a hundred voices. ‘Away with
the poisoner! Death to the sorcerer!’
‘He can swim like a fish,’ said the fellow at the window. ‘I recollect
him long ago, when they took him at the boat-mill.’
‘This shall stop him from doing so again!’ shouted a ruffian. ‘I will
take the law out of M. de la Reynie’s hands. My brother in the Guet
Royal was poisoned that night. Now see if he will swim.’
As he spoke he raised a butcher’s bill above the crowd, and it
descended upon the head of the miserable Italian, crushing his skull
before it. An awful yell of triumph broke from the crowd as the body
was raised high above them by a dozen swart arms, and hurled with
savage force over the bridge into the chafing river below. Thus
terribly died the physician.
During this bloody and rapid scene Desgrais took advantage of the
rush made by the mob in another direction to ride before the tumbrel,
clearing the way as he best could for the cortege of the Marchioness
to proceed, expecting that she would next fall a victim to the fury of
the populace. Directly they got from the bridge to the quay adjoining
the Port au Foin, he found the way cleared by the troops, who lined
the footway on either side, and had been on duty since the early
morning. But the crowd was still very great outside the line; and their
cries never ceased, albeit Marie paid no attention to them now that
the danger which had a minute before threatened her was averted;
but never moved her eyes from the crucifix, which Pirot had held
before her throughout the scene, until the procession turned from the
Port to the Place de Grêve.
The sight here presented was sufficient at once to draw Marie’s
attention from the exhortations of her companion. The entire Place
was filled with spectators, the troops keeping but a little space clear
immediately around the scaffold, which rose in the centre some ten
feet from the ground. Far along the quay and the streets leading
from the Grêve did the sea of heads extend. All the housetops were
crowded with gazers, swarming like bees upon the parapets and
chimneys, and on the ledges over the shops; and every window-
place in the Hôtel de Ville had its dozen occupants.
Pirot had expected a terrible outburst of malediction when the
cortege arrived here, and feared also that the courage of the
Marchioness would entirely fail her upon getting the first sight of the
scaffold. But on both points he was mistaken. As the tumbrel
advanced, after the first murmur of recognition a dead silence
reigned; amidst this vast mass of many thousands not a sound was
audible but the bell of the Tour d’Horloge, which kept tolling hoarsely
at protracted intervals. Marie herself betrayed but little emotion. A
rapid shiver passed over her frame as she first saw the preparations
for her execution; and then she bent her eyes upon Pirot, and so
kept them steadfastly until the assistant headsman guided the horse
to the foot of the scaffold.
At this fearful moment M. Drouet approached the tumbrel, and
taking off his hat, with a show of courtesy, that appeared a mockery
at such a moment, said—
‘Madame, I have orders to inform you that if you have any further
declarations to make, the magistrates are ready to receive them at
the Hotel de Ville.’
‘Monsieur,’ replied the Marchioness, ‘how much oftener am I to tell
you that you know all? For pity’s sake do not further persecute me. I
have confessed everything.’
Drouet turned his horse away, and rode up to the scaffold to
exchange a few words with some of the officials who were standing
near it. At the same moment the executioner descended from the
cart, and with his man went up the steps of the scaffold.
‘Do you leave me?’ gasped Marie hurriedly, as she seized Pirot’s
hand. ‘Be with me on the scaffold, even when—— He is coming. It
will soon be over.’
‘I will not leave you,’ said Pirot, rising, ‘until you are no more.’
‘Stop!’ cried Marie. ‘One word more. I may not speak to you again.
Let me tell you how deeply I feel your patient kindness throughout
this fearful trial. They are ready—keep by my side; and when we are
on the scaffold, at the moment of my death, say a De Profundis. You
promise this.’
Pirot bent his head, and squeezed her hand in token of
compliance. He tried to speak, but his voice failed him. His whole
frame appeared convulsed, and he offered a strong contrast to the
strange calm of his companion.
The executioner came down from the scaffold, and assisted the
Marchioness to descend; whilst Pirot also got out, and she went with
him up the ladder—hurriedly, as though she was anxious to bring the
scene to a conclusion. As she reached the platform, her beauty
evidently made an impression on the crowd. They turned one to the
other, and murmured; but this soon died away into the same deep,
awful silence—so perfect, that the voices of the executioner and
Pirot could be plainly heard. Throwing herself upon her knees, Marie
submitted to the second dreary toilet she had been obliged to
undergo. The assistant cut off the whole of her beautiful hair,
throwing the long ringlets carelessly about on the scaffold; and next,
tearing down the collar of her dress, rudely turned it back, so as to
leave bare her neck and shoulders. Then bandaging her eyes with a
small scarf, he retired.
The sun was shining brightly; and at this moment its rays fell upon
the glittering blade of a long sword which the headsman had hitherto
kept concealed under his garment. Pirot saw it, and his heart sank
within him—so much so, that his utterance was choked, and Marie,
by whose side he was kneeling, demanded why he had thus finished
his prayer. And then, as if aware of the cause, she exclaimed rapidly
—
‘Holy Virgin, pray for me, and forgive me! I abandon my body,
which is but dust, to the earth. Do thou receive my soul!’
The executioner drew near, and the good Pirot closed his eyes, as
with the greatest difficulty, in broken and quivering words, he
commenced the De Profundis. But in a few seconds his voice was
again checked by the noise of a dull heavy blow at his side, and a
strange and sudden sound from the crowd—not a cry of alarm, or
triumph, but a rapid expiration of the breath, almost like a hiccough,
terribly audible. The next instant a hand was laid on his shoulder. He
started, and looking round with an effort, perceived the headsman
standing over him.
‘It was well done, monsieur,’ said the man; ‘and I hope madame
has left me a trifle, for I deserve it.’
Almost mechanically, following the direction of the man’s finger as
he pointed to the platform, Pirot’s eyes fell upon a ghastly head lying
in a pool of blood. He saw no more; but fell insensible on the
scaffold.
This was scarcely noticed in the terrible excitement of the minute.
The executioner calmly took a bottle from his pocket, and refreshed
himself with its contents; and at the same time a cloud of smoke rose
from the back of the scaffold, which was the part farthest from the
river. He raised the head, and, pulling the gory scarf away, showed it
to the people; then taking up the body as he would have done a
sack, he threw them both down upon the pile of faggots which his
assistant had just lighted. The wood was dry, and the flames were
further fed by resinous matter sprinkled amongst them; and in twenty
minutes some charred ashes alone remained, which the crowd
nearest the scaffold struggled violently to collect, as the Garde
kicked and dispersed them as well as they were able about the
Place de Grêve.
And in this manner terminated the dark career of the Marchioness
of Brinvilliers.
CHAPTER XXXIX.
LOUISE GAUTHIER—THE CONCLUSION
It frequently occurs that after a day of stormy darkness—when the

elements appear to have combined the whole of their power against
the earth, splitting the tossed and dismantled branches of the trees
from their parent trunk, beating down the produce of the fields, and
deluging the valleys with a sudden and rapid inundation, whilst the
fire-laden clouds obscure the sun, lighting up the heavens in his
stead by lurid flashes—the wind subsides, the clouds disperse, and
the calm sunset beams over the now tranquil landscape.
True it is, the vestiges of the mischief wrought remain; but their
importance is diminished by the general quietude that reigns around.
The foliage is fresh and green; the cleared air is breathed gratefully,
and imparts its lightness to the spirits; feeding hope, and kindness,
and all good aspirations. The odours of the flowers are more
fragrant, and the colours of their petals brighter; and the torrent
which rushed darkly in its overcharged course, reflecting only the
glooming heavens above, now once more murmurs over its bed of
bright pebbles, sparkling in the warm rays of eventide.
Our scene changes, and now for the last time, from the fearful
Place de Grêve to the most charming district of the teeming and
sunny Languedoc. It is noon; and the stillness of a summer mid-day
reigns around. But everything is not hushed. Birds are singing, and
the hum of bees blends pleasantly with their minstrelsy, coming in
soft murmurs from the floating aviaries lying upon the surface of a
glassy river, which would seem at perfect rest but for the quivering of
the buds and lilies that struggle with its gentle stream, or the hanging
flowers that droop from the bank to kiss the clear water. The sky is
deep blue, and cloudless, and the summer foliage of the trees waves
in pleasant relief against its light, causing the dancing shadows to
quiver on the spangled turf below, as though even the sunbeams
were sporting for very gladness.
And now and then sounds of laughter, and snatches of old
Provençal melodies are heard near a cottage which forms part of a
small homestead on the banks of the river. On a table at the door,
and beneath the shadow of a huge chestnut-tree—of which many
more are visible on the land—is spread a repast of honey, bread,
cheese, and wine; and seated at this table we have little difficulty in
recognising Benoit, Bathilde, and Louise Gauthier. The two first are
plump and merry as ever—perhaps more so, and Louise appears to
have lost some of her sadness. Her cheek is scarcely so pale as it
was in Paris when Benoit first knew her, and now and then a faint
smile may be detected on her lips, which it appears to be Benoit’s
ceaseless endeavour to call up.
‘Ah!’ exclaimed the honest ex-keeper of the boat-mill, with the
expression of one whose stomach is comfortably filled; ‘this is better
than the great cities after all. To think after staying in Paris so long
we should come back with less than we went!’
‘You forget Louise,’ replies Bathilde, as she takes their friend
kindly by the hand.
‘Not at all,’ continues Benoit, as he rises and kisses the
Languedocian with a smack that quite echoes again. ‘There ma
femme, you may be jealous of that if you like, and I don’t care; nor
more does Louise, as I would wager my life. Eh! Louise?’
‘You would find it a difficult task to offend me,’ replies Louise, ‘for I
owe you too much kindness—even if you kiss me before Bathilde.’
‘You owe us nothing. I think the debt is on our side. Whose are
these things? Whose is this bit of ground?—yours, all yours! and you
shall turn us out when you like.’
‘I do not think I shall do that,’ is Louise’s answer; ‘now, we must
never part again. I know I am at times but a sad companion for such
kind hearts as yours; but if you will bear with me, although I cannot
forget the past, yet your goodness shall do more than aught else in
the world to alleviate the memory of what has been.’
THE END.
ENDNOTES
1 society of Gens de la Courte Épée] ‘Ces grades se composent
ordinairement d’écoliers. On les nommait “gens de la courte épée” à
cause des ciseaux qu’ils portaient pour couper les bourses.’—
Dulaure.
2 Manna of St. Nicholas de Barri] ‘The Manna of St. Nicholas de
Barri’ was the name under which the Aqua Tofana was vended
almost publicly.
3 foul and reeking burial-ground attached to the Église des
Innocens] The ill effects which the overcharged Cimetière des
Innocens had upon the salubrity of Paris, situated as it was in its
most crowded quarter, had been matter of complaint for four hundred
years. Yet such was the opposition of the ecclesiastical authorities,
and the blind and superstitious obstinacy of the people generally,
although the tainted air they breathed was thick with putrefaction and
disease, that it was not until 1785 that the Council of State ordered
its demolition. It was supposed, up to that time, that there had been
one million two hundred thousand bodies forced into its
comparatively narrow limits!
4 they form his flambeaux] Adipocere is the substance alluded to.
Its name conveys its properties, and it was first made the subject of
an interesting analysis by M. Thouret in 1784, upon the occasion of
removing the burial-ground of the Innocents. It has always been
found most abundant where the bodies have had the chance of
being exposed to inundations of fresh water; its formation being the
result of some peculiar decomposition of the human frame hitherto
unsatisfactorily accounted for. A piece is in the possession of the
author.
5 Tsa tshen pal!] ‘How are you, brother?’ This is true Gitano, or
Gipsy language. Wherever it is used, the reader may be assured of

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