Page:North Dakota Reports (vol. 1).pdf/86

 vanced by Griggs and Eshelman was treated as a partnership debt, and it was determined to assess the stock only in an amount sufficient to pay such indebtedness. By this arrangement, plaintiff could get his stock for $2,000 less money than under the original contract. Of this, however, he ought not to complain.

Lastly, it was claimed that plaintiff was entitled to paid-up, non-assessable stock. Had plaintiff paid in his full amount of partnership capital, perhaps his position would be correct. We do not decide the point. It will be ample time for him to resist further assessments when he shall have paid up to the amount of his original agreement. Affirmed. All concur.

, having been of counsel, did not sit;, district judge, sitting in his place.

, Partners as, Plaintiffs and Appellants, v. , Sheriff of Ramsey County, Defendant and Respondent.

1. Conveyance by Insolvent; Secret Trust.

L., a merchant, was embarrassed financially, and was being pressed by his creditors with demands which he was unable to pay. The plaintiffs, among others, were creditors of L., and were urging him to satisfy their claim. Under these circumstances L. executed and delivered to plaintiffs a bill of sale, absolute on its face, and which purported to sell and convey to plaintiffs all the merchandise then in L.’s store. and all other property in and about the store, including book-accounts and bills receivable. L., at the same time, leased the store-room to plaintiffs, and plaintiffs caused the bill of sale and lease to be filed for record with the register of deeds. At the time the bill of sale and lease were made, and as a part of the same transaction, plaintiffs agreed with L., by an agreement not reduced to writing, that plaintiffs should convert the property described in the bill of sale into money, and out of the money so obtained plaintiffs were to pay their own claim against L., and that of one other creditor. In pursuance of these agreements the plaintiffs took the property described in the bill of sale into their possession. Two days after the plaintiffs took possession of the property it was attached by certain other creditors of L. Held, that the parol agreement reserved a trust in the property in favor of L., and not being