` 8 , FEDERAL Rsponrsa.
and upon the conditions indicated in it. The fact that the legal title
of the corporation vested in Baker through a sale on the judgment,
instead of a conveyance by the company, under the circumstances,
cannot affect the question involved or the rights of the parties. The
sheriif’s sale is merely the channel through which the legal title
passed, but the sale took place, and the title, nevertheless, passed in
pursuance of the agreement and subject to its conditions. We must
presume that if this agreement had not been made other arrange-
ments would have been made to avert a forced sale on the judgment.
The company, at least, had a right to make other arrangements. It
. cannot be presumed that productive mining property of the value, as
alleged and admitted by the demurrer, of half a million dollars,
would have been allowed to be sacrificed for the indebtedness pro-
vided for in the agreement, of, say, $150,000. The title passed by
virtue of the sl1eriff’s sale, which was made in pursuance of, and in
subordination to, the understanding between the parties, and subject
l to the prescribed conditions that the property should be held and
worked until the designated moneys due should be paid, either by the
company or Chapman and Sayre themselves, or satisfied out of the
proceeds of the mine and property sold. There are subsequent sup-
plementary agreements, whereby Baker extended the time for the
performance of the prescribed conditions upon which the title should
be restored. The title in Baker was not to become absolute, except
o upon a failure in the performance of the prescribed conditions to
secure payment of the demands provided for. Though not called a
defeasance, and not a defeasance in form, the conditions of the sev-
V eral agreements are substantially in the nature of a defeasance, giv-
ing and continuing a right of redemption, for the benent of the Pio-
neer company. Or the instruments may be regarded, in substance,
as declarations of the trusts, upon which the title vested under the
sherilfs sale. The corporation was the owner of the property sold,
and the first contracts were, in form, made in his name. The corpo-
ration was recognized in all subsequent agreements as owner of the
property, and it was the corporation’s indebtedness that was to be paid
out of the property. The transaction was intended to secure Baker ·
for the moneys due him, and such other expenses and indebtedness
as he should pay or should accrue in pursuance of the agreements
made. The transaction was, in substance, either a mortgage, pledge,
or trust, to enable Baker to satisfy the debts of the Pioneer company
provided for out of the property sold,—out of its own property. The
whole transactions set out in the bill were transactions relating solely
to the property and the indebtedness of the Pioneer Mining Com-
pany. It is manifest, in the nature of things, from the facts alleged,
that these transactions, on one side, were intended to be for and on
account of the corporation. Whether we call the sale and convey-
ance in pursuance of it, under the circumstances set out in the bill,
technically, amortgage, a pledge, a trust, or by any other name, the