Page:Federal Reporter, 1st Series, Volume 1.djvu/727

 WRIGHT V. THOMAS. 719 �We proceed to consider whether it was invalid under the law of the state. Unless there was something in the law of the state which declared either expressly or by necessary im- plication that the assignment was invalid, then it must stand. The law of the state is "that any debtor or debtors in em- barrassed or failing eircumstances may make a general assignment of ail his or their property in trust for ail his or their hona fide creditors." What is the meaning of the worda "make a general assignment?" The second section of the act declares the assignment must be made by indenture, duly signed and acknowledged before some person duly authorized to take the acknowledgment of deeds. "The indenture of as- signment shall contain a fuU description of ail the real estate assigned." This is ail the language there is in the statute as to making the assignment which the first section says the failiug debtor may do. These are undoubtedly essential ele- ments in the making of the assignment : It must be by deed; it must be duly signed and acknowledged before some person duly authorized to take the acknowledgment; and if there is real estate to convey, then it must be described. That being 80, we are prepared to consider the effect of the last clause of the first section of the statute, which is: "AU assignmenta hereafter made by such person or persons for such purposes, except as provided for in this act, shall be deemed fraudu- lent and void." This simply refers to the making of the assignment. It does not declare that if some things are not done which are afterwards required to be done, by the as- signor or by the trustee in the deed of assignment, that it shall be fraudulent and void. �For example, the second section of the act provides that within 10 days after the execution of the deed of assignment it shall be filed with the recorder of the county in which the. assignor resides, whose duty it shall be to record the same. And it is then declared that until the assignment is recorded it shall not convey any interest in the property so assigned. Now, here is an unmistakable condition precedent to the assignment taking effect. It is not so in relation to many other matters which are req[uired to be done. In the same ��� �