ELYSVILLE MANUFACTURING 00. VS. OKISKO CO. 393

[The bill in this case, alleged, that on the 20th August,
1846, the complainants executed to the defendants, a deed of
certain property, lying partly in Howard district, and partly in
Baltimore county, for the sum of $25,000; that the defend-
ants had taken possession thereof, and peaceably occupied the
same ever since; that, although a formal acknowledgment of
the receipt of the purchase money was written on the deed, it
had never in fact been paid; and that, the defendants were
threatening to sell the same, without regard to the rights of
the complainants. The bill prayed for an injunction, to restrain
the defendants from selling; and also, that the property might
be sold under the direction of the court, to satisfy the com-
plainant's claim.

The answer denied that the said purchase money was still
due, and in explanation stated, that in the month of July, 1845,
the Elysville Manufacturing Company, consisting of the five
Messrs. Ely, the owners of the property in dispute, being in
want of means to conduct their operations, agreed with certain
merchants in Baltimore, that if the latter would join with them
and contribute the sum of $25,000, the company would con-
vey to the association thus formed, the said property, and in
consideration thereof, hold a like sum of $26,000 in the capital
stock of the association thus formed; that the sum proposed
was raised, in pursuance of the agreement; that this associa-
tion was afterwards incorporated by the name of the Okisko
Company; that the Elysville Manufacturing Company, by
Thomas Ely, its president, subscribed for two hundred and
fifty shares of the capital stock, amounting to the sum of
$25,000, as shown by an agreement filed with the answer:

that the subscribers, other than the complainants, paid for their
stock in cash, and that a certificate for two hundred and fifty
shares was delivered to the complainants, on the execution of
said deed, and by them received, as the true and only con-
sideration therefor.

A great deal of testimony was afterwards filed in the cause,
and exceptions to its admissibility were taken and argued at the
hearing of the motion to dissolve the injunction, the nature of
which will appear from the Chancellor's opinion.