Answers and replications having been filed, the cause was referred to a master to take testimony, and to report his findings of fact and conclusions of law thereon.
The master found the various judgments, and that execution had been issued and returned unsatisfied upon those in favor of Sibson, Quackenbush & Co. and W. C. Noon & Co.; that Foster was insolvent on February 6, 1884, and had so continued since that time, and had no property out of which the judgments of complainant and the other creditors could be satisfied; that on February 6, 1884, Foster conveyed to John A. Crawford certain parcels of real estate numbered from 1 to 5, and certain personal property, and to William Crawford another parcel of real estate, known as the 'Brick Store Property,' numbered 6, and that on February 7th Foster conveyed to Ashby Pearce a certain other parcel, numbered 7, and a small amount of personalty; and that the parties to these transfers, at the time they were made, agreed upon the prices of the property, which aggregated $79,000.
'That at the time of the transfer the said several parcels of property, real and personal, so transferred by Foster to J. A. Crawford, were fairly and reasonably worth—
Tract 1 & 2................. $30,000
" 3........................ 2,500
" 4.......................... 500
Tract 5....................... 3,000
Book accounts................. 3,000
Grain sacks................... 3,000
Total............................... $42,000
The property conveyed to William Crawford
at the time of the transfer was
actually worth...................... 18,000
The real property conveyed to Ashby
Pearce was at the time of the transfer
actually worth............. $3,500
And the personal property.... 700
Total............................... 4,200
$64,200"
The master further found—
'(18) That in 1867 J. H. and John Foster were partners in a mercantile business under the firm name of J. H. Foster & Co., and in that year bought the Magnolia mill from Wm. Crawford for $16,000, paying $6,000 cash and executing five notes for $2,000 each, of date July 20, 1867. These notes were secured by a mortgage on the mill property and a brick store, which mortgage was duly recorded.
'That in 1876 J. H. Foster bought out John Foster's interest in the mills and business and assumed all the debts and liabilities of J. H. Foster & Co., and thereafter individually continued the business under the same firm name.
'That the business of the Crawfords with J. H. Foster was for a considerable time conducted under the name of Crawford Bros., and was transacted by John A. Crawford, who was the agent and representative of Wm. Crawford.
'That on or before the 6th day of February, 1884, J. H. Foster was owing said J. A. Crawford on notes and accounts for money lent and water rent the sum of $27,733, which was then due and unpaid, and that at the time said J. A. Crawford was also liable as surety for $16,000, or thereabouts, upon indorsements which he had made for the accommodation of said Foster.
'That on said 6th day of February, 1884, said J. A. Crawford, as a part of the consideration for said transfer, executed and delivered to J. H. Foster his note for $10,000, with the understanding that said Foster should hold said note as a security that said Crawford should perform a verbal agreement then made between said J. A. Crawford and said Foster, to the effect that said Crawford should purchase the wheat of, or satisfy divers persons who held warehouse receipts of, said Foster, for wheat stored by them with said Foster in his warehouse, and which wheat Foster had converted to his own use, to the amount, in all, of about 20,000 bushels, and save said Foster harmless therefrom.
'That said J. A. Crawford then agreed with said Foster that, as a part consideration for the transfer of said property, he would assume and pay the said $16,000 for which he was security for said Foster, as aforesaid.
'That all of said indebtedness of said J. H. Foster to said J. A. Crawford was at the date of said transfer surrendered to said Foster, and canceled, as a part of the consideration for said property so deeded and transferred as aforesaid, and that said Crawford has since taken up and canceled said wheat receipts, and satisfied said note of $10,000, and has since said 6th day of February, 1884, paid said debts, on which he was security for said Foster, and caused the same to be canceled as to said Foster.