A contract under seal was enforceable at common law by reason of the form of the transaction without any regard to the consideration therefor or to the inducement under which the obligor entered into the transaction.1 If the obligor knew the nature and contents of the instrument which he was executing, the fact that he was induced to execute such instrument by fraud as to some collateral matter, such as a quality or characteristic of such matter, was not a defense at law.2 If the obligor wishes to set such transaction aside his remedy is in equity.3 A conveyance under seal of a share in an estate,4 may be canceled in equity.

1 United States. Veazie v. Williams, 49 U. S. (8 How.) 134, 12 L. ed. 1018; Blackburn v. Wooding, 56 Fed. 545, 6 C. C. A. 6.

Alabama. Merritt v. Ehrman, 116 Ala. 278, 22 So. 514; Graybill v. Drennen, 150 Ala. 227, 43 So. 568.

Michigan. Sherman v. Stove Co., 85 Mich. 169, 48 N. W. 537.

Missouri. Ramsey v. Mfg. Co., 116 Mo. 313, 22 S. W. 719.

Montana. Buhler v. Loftus, 53 Mont. 546, 165 Ac. 601.

New Jersey. Hubbard v. International Mercantile Agency, 68 N. J. Eq. 434, 59 Atl. 24.

New York. Harlow v. La Brum, 151 N. Y. 278, 45 N. E. 859; Orthey v. Bowden, - N. Y. - , 123 X. E. 487 (fraud in obtaining assignment set up by assignor of mortgage in foreclosure suit brought by assignee).

Ohio. Yeoman v. Lasley, 40 O. S. 190.

Oregon. Hall v. Catherine Creek Develop. Co., 78 Or. 585, L. R. A. 1916C, 996, 153 Ac. 97.

Pennsylvania. Sutton v. Morgan. 158 Pa. St. 204, 38 Am. St. Rep. 841, 27 Atl. 894.

Tennessee. Woods v. North, 25 Tenn. (6 Humph.) 309, 44 Am. Dec. 312.

Washington. Kohl v. Taylor, 62 Wash. 678, 35 L. R. A. (N.S.) 174, 114 Ac. 874.

West Virginia. Crislip v. Cain, 19 W. Va. 438; French v. McMillion, 79 W. Va. 639, L. R. A. 1917D, 228, 91 S. E. 538.

2 Virginia Iron, Coal & Coke Co. v. Crigger, 179 Ky. 748, 201 S. W. 298; Buhler v. Loftus, 53 Mont. 546, 165 Ac. 601.

1 Jackson v. Security Mutual Life Ins. Co., 233 111. 161, 84 N. E. 198 [affirming, Jackson v. Security Mutual Life Ins. Co., 135 111. App. 66].

An attempt has been made to suggest as a rational, rather than an historical, reason for this rule, that equity can adjust the rights of the parties in one suit; whereas, by reason of the rigidity and inflexibility of the judgment at law, only the validity of the instrument can be determined, leaving all rights of the parties arising out of the transaction for further litigation.5 As far as it concerns transactions which have been performed in part or in whole, this is a good rational justification for an historical rule, but the rule itself is not limited to cases in which there has been performance. It applies with equal force to cases in which the transaction is executory on both sides, and even in such cases it forbids fraud as a defense.

2 England. Mason v. Ditchbourne, 1 Moody & Rob. 460; Wright v. Campbell, 2 F. & F. 393. .

United States. Hartshorn v. Day, 60 U. S. (19 How.) 211, 15 L. ed. 605; George v. Tate, 102 U. S. 564, 26 L. ed. 232; Hogg v. Maxwell, 218 Fed. 356, 134 C. C. A. 164; Whitcomb v. Shultz, 223 Fed. 268, 138 C. C. A. 510.

Alabama. Halley v. Younge, 27 Ala. 203.

Illinois. Gage v. Lewis, 68 111. 604; Robinson v. Sharp, 201 111. 86, 66 N. E. 299; Hartley v. Chicago & A. R. Co., 214 111. 78, 73 N. E. 398; Jackson v. Ins. Co., 233 111. 161, 84 N. E. 198; Babcock v. Farwell, 245 111. 14, 91 N. E. 683; Woodbury v. United States Casualty Co., 284 111. 227, 120 N. E. 8.

Kentucky. Scott v. Perrin. 7 Ky. (4 Bibb.) 360.

Missouri. Burrows v. Alter, 7 Mo. 424.

New Hampshire. Mclsaac v. Mc-Murray, 77 N. H. 466, L. R. A. 1916B, 769, 93 Atl. 115.

New York. Dorr v. Munsell, 13 Johns. (N. Y.) 430.

Oregon. Interior Warehouse Co. v. Dunn, 80 Or. 528, 157 Ac. 806.

Virginia. Wyche v. Macklin, 23 Va. (2 Rand.) 426.

3 Savill v. Wolfall, Choyce Cas. Ch. 174, 166 (reprint); Lovell v. Hicks, 2 Y. & C. Ex 46; Hartshorn v Day, 60 U. S. (19 How.) 211, 15 L. ed. 605; George v. Tate, 102 U. S. 564, 26 L. ed. 232; Papke v. G. H. Hammond Co., 192 111. 631, 61 N. E. 910; Chicago City Ry. Co. v. Uhter, 212 111. 174, 72 N. E. 195; Hartley v. Chicago & A. R. Co., 214 111. 78, 73 N. E. 398; Jackson v. Security Mutual Life Ins. Co., 233 111. 161, 84 N. E. 198 [affirming, Jackson v. Security Mutual Life Ins. Co., 135 111. App. 86]; Babcock v. Farwell, 245 111. 14. 91 N. E. 683; Woodbury v. United States Casualty Co., 284 111. 227, 120 N. E. 8; Interior Warehouse Co. v. Dunn, 80 Or. 528, 1.37 Ac. 806.

4 Copley v. Hyland, 46 Minn. 205, 48 N. W. 777.

5 "The general rule is, that in an action upon a sealed instrument in a court of law, failure of consideration, or fraud in the consideration, for the

At common law the term "release" imported an instrument under seal,6 and such a sealed release could not be set aside at law for a fraudulent representation as to a collateral matter.7

In some states, however, fraud was recognized as a defense to a sealed instrument at law without the aid of a statute.8 These were, as a rule, states in which there were no courts administering equity as such, or in which the powers of equity were very much restricted, and in which the common-law courts, confronted with the alternative of holding that no relief of any sort could be given for fraud if the instrument were under seal, or of holding that relief could be given at law, chose the latter. The result, sometimes, was that, as equity courts arose in these states, they felt obliged to hold that they could give no relief against fraud in the inducement in transactions under seal, since there was already a clear, adequate and complete remedy at law.9