nary surgeon to a sick animal, the finder has no lien, and a use, after the discovery of the true owner and without his knowledge and consent, will be deemed a conversion of the property. Even a reward, in order to entitle the finder to a lien, must be definite in its amount, and the common "liberal reward" is of no legal significance. The finder, too, must have known of the offer of the reward and have acted upon the same in picking up or caring for the property, before he can claim thereunder. If the last elements are present he can not only claim the reward offered, but has a lien upon the goods found for the amount thereof, and to that extent is a bailee for hire and liable for ordinary care. If, at the time of the finding and taking possession of the goods, the finder knows who the owner of the lost chattel is, "or if from any mark upon it or the circumstances under which it is found the owner could easily be ascertained, then a fraudulent conversion accompanied by a felonious intent, constitutes a larceny," and makes the finder liable not as a bailee but as an absolute insurer. The finder, however, is in all cases entitled to require a reasonable identification and proof of ownership before delivering the goods to the alleged owner; and refusing to submit a diamond pin to the inspection of the claimant, but requiring a description and proof of ownership before such inspection, and unaided thereby, has, in one case at least, been held not to constitute a refusal to deliver or a conversion of the property.3

3 Wood v. Pierson, 45 Mich. 313; 7 N. W. 888.

CHAPTER III

THE PLEDGE

§ 33. Definition. The pledge, pignus, vadium, or pawn, is the bailment of a chattel as security for some debt or engagement accompanied by a power of sale in case of default. It may be given to secure the debt or engagement of the pledgor, or a debt of, or engagement of, a third person. It may be given also as a continuing security to secure future loans or accommodations. It differs from a chattel mortgage in that, although in the latter the general title passes subject to a defeaseance in case of payment, and a transfer of possession is not necessary, in the pledge a special property and title is alone conveyed and the right of temporary possession merely is effected. It now seems to be generally conceded that even debts, money in stocks, etc., which, strictly speaking, cannot be materially delivered, are the proper subjects of a pledge-in fact any legal or equitable interest in personal property, provided that interest can be put by actual delivery or by written transfer into the hands or within the power of the pledgee, so as to be made available to him for the satisfaction of the debt. Even though the capital stock of a corporation is not usually capable of manual delivery, and the delivery of the scrip alone does not usually carry with it the stockholder's interest in the corporate funds, but such transfer must be effected upon the books, or as otherwise provided by the by-laws of the company, a pledge may nevertheless be made if those rules are complied with. Salaries and pensions of public officers, military and civil, and the wages and prize money of seamen, are, on grounds of public policy, however, deemed to be unpledgeable. The same is true, of course, of actions which arise out of personal wrongs or injuries, and which

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do not survive the death of the injured party and are not therefore assignable.

§ 34. Exempt Property. Although the humane provissions of law which exempt certain articles of necessity from execution for the payment of debts are liberally construed, the general principles which govern the right of private property are not to be overlooked; and the owner of chattels exempted from execution is not divested of the right of disposing of the property, either by sale or by pledge, in security for the payment of his debts.

§ 35. The Property Interest and the Duties of the Pledgee. The pignus, or pledge, although a mutual benefit bailment, differs from the locatio-conductio, or hiring for reward, in many material respects. As to care and custody, the pledgee, like the bailee for reward, owes the duty of ordinary care. Like the ordinary bailee for hire, he agrees positively, except when prevented by the destruction or loss of the goods from a cause not attributable to his lack of ordinary care, to return the goods to the bailor or pledgor, or as directed by him; and a redelivery to the wrong person which is not due to the contributory negligence of the pledgor, will make him absolutely liable. The bailment being a mutual benefit bailment, the place of redelivery is, in the absence of any agreement or well-established custom to the contrary, the place which is mutually convenient, and which is usually the place where it was first received. The purpose of the bailment, however, being security and security alone, the pledgee has no right to the use of the property, except when, as in the case of the milking of a cow or the exercising of a horse, such a use is necessary for its proper care and preservation. The profits of the use, if there are any, must be accounted for to the pledgor, and the cost, if any, must be borne by the pledgor. The cost of feeding a pledged animal will, in the absence of an agreement to the contrary, and unlike the bailment of such animal for use (locatio rei), be borne by the pledgor. It is not only the right, but the duty of the pledgee to collect collateral notes and securities when due, and, although he can not be com

pelled to expend his own money for that purpose, he may have an added lien for reasonable expenses if he sees fit to incur and to advance them. In the same way he may advance the money for the payment of the premiums on life and fire insurance policies and have a lien therefor, and may pay assessments upon capital stock which are necessary to its preservation as a security.

Perhaps the most important distinctions between pledgee and a locatio operis bailee are to be found when we come to consider the duty of retaining a personal possession and the method of the enforcement of the lien. The ordinary bailee for hire, the locatio operis, will, as we have before seen, be deemed to have terminated his bailment and his limited right of property and to have converted the bailed article if he loans or hires it to another. The pledgee on the other hand, not only may entrust the care of the pledged article to a third person, but may, to the extent of his claim or interest therein, repledge it to such third person. There is, in fact, in the pledge, and unlike the ordinary bailment for hire, no presumption of a personal trust or confidence, but the imposition of a personal liability merely. The pledgee cannot, of course, confer on his creditor any more right or title in the property than he himself possesses; and before the so-called creditor, or second pledgee, can sell the article, in order to realize on his claim, it is necessary not only that his own claim shall be due, but that of the original bailee also. It is necessary, indeed, that there shall first be a sale or foreclosure of the interest in the property of the original pledgor to satisfy the claim of the original pledgee. This sale, however, may be enforced by the second pledgee who is no more nor less than an assignee of the original creditor. The original pledgor may, of course, always redeem from the second pledgee or third party by the payment only, when due, of his original debt to the original pledgee.

§ 36. The Security of the Pledge. Where several securities are pledged for the same debt, each is liable for the whole amount thereof and the pledgee, in the absence of an

agreement to the contrary, may elect which he will first sacrifice, although the sale or foreclosure of one does not release the other until the whole debt is paid. The profits or increase of the chattel, as, for instance, the young of cattle, the interest on securities, and the dividends on corporate stock, are considered part of the pledge itself, and it is the duty of the pledgee to use ordinary care to preserve and to collect the same. The collection of choses in action, however, must be for cash and for the full amount; and the pledgee has, without the consent of his pledgor, no right to compromise a claim no matter how advisable he may deem such a course to be.

§ 37. Collection of the Original Debt. The pledge is a security only, and the pledgee may, if he desires, disregard it entirely and sue his bailor on the original debt and levy upon other property than that held by him, and may even attach or levy upon that which he holds in his own hands. If he does the latter, however, he will be deemed to have relinquished his lien as a bailee; and if the attachment fails, or the execution is defective, he will lose his security. But a foreclosure of his lien on the bailed article, and a sale for less than the amount of the debt, does not preclude a suit at law for the balance, nor does a suit at law and a levy thereunder on other property than the bailed article, prevent him from afterwards foreclosing his lien on the pledge in order to meet a deficiency.

§ 38. The Pledgee's Right to Sell. At first there seems to have been some doubt as to whether the pledgee's lien was not, like that of the class of the locatio operis, a retaining lien merely which could not be enforced except by a bill in equity or by suing the pledgor upon the debt and attaching or levying upon the pledged article. So common, however, was it for the parties to obviate the question and the difficulty by especially agreeing at the time of the giving of the pledge that the chattel could be sold by the pledgee to satisfy the debt if the same were not paid at the time agreed upon, that the courts soon begin to assume and imply the agreement from the mere act of pledging. In