may be assigned by way of gift, and the assignment may be of the whole or a part of the assignor's interest. Assignment, § 2 — of debt — enforcement.

This is a bill in equity, brought by the Chase National Bank of the City of New York, a national banking association having its principal place of business in New York City, and Frederick K. Rupprecht, a resident and citizen of the state of Connecticut, against Charles O. Read, James R. MacColl, and Kenneth F. Wood, residents and citizens of the state of Rhode Island, individually and as executors of Frank A. Sayles, late of Pawtucket, in the state of Rhode Island, deceased, and Mary D. A. Sayles, a resident and citizen of Rhode Island. After stating the citizenship of the parties and that the matter in controversy exceeds

$3,000, exclusive of interest and costs, the allegations of the bill are:

"Second. The said Frank A. Sayles died, domiciled in said Pawtucket, on March 9, A. D. 1920, leaving a last will with five codicils thereto, all of which, as modified by a certain agreement of compromise authorized and approved in and by a certain decree of the superior court for said county of Providence in said state of Rhode Island, entered on May 25, 1920, in a certain cause in equity numbered 5018 and entitled 'Charles O. Read et al., Executors and Trustees v. Mary D. A. Sayles et al.,' were duly admitted to probate in the probate court of said Pawtucket.

"Third. Thereafter, on March 31,

1920, letters testamentary issued out of said probate court of Pawtucket to the defendants Charles O. Read, James R. MacColl, and Kenneth F. Wood, the executors named in said will and codicils, hereinafter I called 'said executors,' and thereafter said executors duly accepted their appointment, and on April 2, 1920, first published in accordance with law the notice of their appointment as such executors in the Evening Times, a daily newspaper published in Pawtucket.

"Fourth. In and by said will and codicils of said Frank A. Sayles, as modified by said agreement of compromise, the defendant Mary D. A. Sayles was bequeathed the sum of four million dollars ($4,000,000), hereinafter called said 'four million dollar legacy.'

"Fifth. Thereafter, on September 15, 1920, the defendant Mary D. A. Sayles executed and delivered to the plaintiff Frederick K. Rupprecht a certain instrument in writing under seal, whereby she assigned and transferred to said Frederick K. Rupprecht, his executors, administrators, and assigns, an interest in said legacy to the extent of fifteen hundred thousand dollars ($1,500,000), of which assignment said executors had immediate notice.

"Sixth. Prior to the time of the entry of the decree authorizing said agreement of compromise, all of the defendants had knowledge that the plaintiff Frederick K. Rupprecht had and intended to assert a large claim against the said executors and the estate of the said Frank A. Sayles, and prior to September 15, 1920, when the defendant Mary D. A. Sayles executed and delivered to the plaintiff Frederick K. Rupprecht the said instrument of assignment, the details of the said claim had been presented to the defendant executors, who had advised the defendant Mary D. A. Sayles thereof, and all of the defendants were aware that the said claim amounted to the sum of two million dollars ($2,000,000). Said assignment was made with the consent and approval of said execu

tors, and, when the said assignment was made, the defendant Mary D. A. Sayles and the said executors intended that it should be accepted by the plaintiff Frederick K. Rupprecht, and both she and the said executors were well aware that he intended to accept it, in full settlement of his said claim against said estate. Because of the said assignment to the plaintiff Frederick K. Rupprecht by the said Mary D. A. Sayles, and in reliance thereon, the plaintiff Frederick K. Rupprecht refrained from formally presenting the said claim for two million dollars ($2,000,000) to the said executors, and refrained from filing the same as a claim against the estate of the said Frank A. Sayles within the time allowed by law for the presentation and filing of claims, and all of the defendants herein were well aware that the plaintiff Frederick K. Rupprecht failed to present and file, and refrained from formally presenting and filing, the said claim because of said assignment to him by the said defendant Mary D. A. Sayles and in reliance thereon.

"Seventh. On July 6, 1921, in consideration of the sum of one million five hundred thousand dollars ($1,500,000) to him paid by the plaintiff the Chase National Bank, the plaintiff Frederick K. Rupprecht executed and delivered a certain instrument in writing under seal, whereby he sold, assigned, and transferred to the Chase National Bank, its successors and assigns, all his right, title, and interest to the extent of one million five hundred thousand dollars ($1,500,000) in and to said four million dollar legacy and all his right, title, and interest in and to said assignment dated September 15, 1920, and executed and delivered to him by the defendant Mary D. A. Sayles, as aforesaid, of which said. assignment to said the Chase National Bank, said executors, and said Mary D. A. Sayles did thereafter receive due notice.

"Thereafter demand was duly made upon said executors on behalf of said Frederick K. Rupprecht and

said the Chase National Bank for payment of the amount of said four million dollar legacy assigned by said Mary D. A. Sayles to said Frederick K. Rupprecht and thereafter assigned by said Frederick K. Rupprecht to said Chase National Bank as aforesaid, namely, the sum of one million five hundred thousand dollars ($1,500,000), which demand was refused, and said executors have made no payment on account of said legacy, either to the plaintiff Frederick K. Rupprecht or to the plaintiff the Chase National Bank.

"After the time for filing claims against said estate had expired, the said Mary D. A. Sayles notified the said Frederick K. Rupprecht and the said the Chase National Bank that she repudiated the said assignment to the said Rupprecht; on information and belief, the plaintiffs aver that such notice of repudiation was given by the said Mary D. A. Sayles at the instance and request of the said executors, and that, at the time when it was given, all of the defendants herein were well aware that the time for filing claims against said estate had expired; and the plaintiffs aver that neither said the Chase National Bank nor said Frederick K. Rupprecht had any notice prior to said assignment from said Frederick K. Rupprecht to said the Chase National Bank or prior to the expiration of said time for filing claims against said estate either that the said Mary D. A. Sayles had any intention of attempting to repudiate her said assignment, or that said executors had any intention of declining to pay to the plaintiffs their interest in said four million dollars legacy.

"Eight. On information and belief, the plaintiffs aver that said executors have paid to the defendant Mary D. A. Sayles a portion of said four million dollar legacy, to wit, the sum of two million five hundred thousand dollars ($2,500,000), and that at the time of making said payment both said executors and said, Mary D. A. Sayles had due notice, as hereinbefore set forth, of said

48 A.L.R.-14.

assignments to said Frederick K. Rupprecht and said the Chase National Bank respectively. And the plaintiffs fear that said executors will, unless restrained by order of this court, pay the balance of said four million dollar legacy, to wit, one million five hundred thousand dollars ($1,500,000), to said Mary D. A. Sayles.

"Ninth. On information and belief, the plaintiffs aver that, after all debts and other liabilities of said Frank A. Sayles and the expense of the administration of his estate are paid, there will remain in the hands of said executors sufficient property and funds to satisfy all general and specific legacies under said will, including the interest in said four million dollar legacy, assigned to said the Chase National Bank as aforesaid, to wit, the sum of one million five hundred thousand dollars ($1,500,000), with lawful interest thereon, and that the administration of said estate has reached such a point that it is possible and proper for said executors to satisfy and pay all of said four million dollar legacy with lawful interest thereon.

"On information and belief, plaintiffs aver that the said executors have paid in full certain of the legacies bequeathed by the said Frank A. Sayles in his said last will and codicils thereto, and have failed to pay the said one million five hundred thousand dollars ($1,500,000) to the said the Chase National Bank, because, at their instance and request, the said Mary D. A. Sayles has notified plaintiffs herein that she repudiates her said assignment to the plaintiff Rupprecht as hereinabove averred and alleged.

"Tenth. On information and belief, plaintiffs aver that the defendant Mary D. A. Sayles does not own assets or property of the value of one million five hundred thousand dollars ($1,500,000) other than assets or property which includes, or has been derived by her from the use of, the two million five hundred thousand dollars ($2,500,000) paid

to her on account of the said four million dollar legacy by the said executors as hereinabove averred; that she is without business experience or experience in investing funds, and that the disposition of said portion of said legacy so paid her is now subject solely to her personal inclination."

The prayers were: (1) That the executors be restrained from making further payments out of the funds of the estate on account of the four million dollar legacy to the defendant Mary D. A. Sayles or her assigns or to any one other than the Chase National Bank, its successors and assigns; (2) that Mary D. A. Sayles be enjoined from receiving from said executors any further payments on account of said legacy and that she be restrained from assigning or in any way incumbering or transferring her interest, if any, in and to such part of the legacy as now remains unpaid; (3) that the validity of said assignment now held by the plaintiff bank be determined; that it be determined whether the proper administration of the estate admits of present payment of said assignment; that, if it is determined that it does, the executors be required to pay said sum with lawful interest to the plaintiff bank; otherwise that the executors be directed to retain, subject to the order of the court, sufficient property and assets of the estate to pay said sum of $1,500,000, with lawful interest thereon, until such time as the administration of said estate will permit the payment of said sum, whereupon said executors be directed to pay said sum, with lawful interest, to the plaintiff bank; and that the defendant Mary D. A. Sayles be required to take such action, in said probate court of Pawtucket or elsewhere, as will be necessary or convenient to facilitate such payment; (4) that said executors be required to make discovery of the property and assets in their hands as executors of the estate, and concerning the payments, if any, made by them on ac

count of the four million dollar legacy; (5) that the defendant Mary D. A. Sayles be required to account to the plaintiff bank with respect to any payments heretofore received by her from said executors on account of the legacy, and to pay to the plaintiff bank the sum of $1,500,000, with lawful interest thereon; that she be enjoined from in any way incumbering or transferring the portion of said legacy received by her or any property or assets in which the same has been invested; and that pending the final hearing she be ordered to pay into court the sum of $1,500,000, together with a sum sufficient to cover interest thereon to the date of the order or decree herein requiring such payment, or that she be required to pay the same to a trustee to be appointed by the court, to be held subject to the order of the court; (6) that a preliminary injunction pendente lite be granted; and (7) that the plaintiffs may have such other and further relief as may be deemed just and equitable.

To this bill the defendants filed a motion to dismiss in the nature of a demurrer, setting out six grounds: (1) Because the court was without jurisdiction to hear and determine the suit; (2) because the matter involved was a matter of probate subject to determination by the probate courts of Rhode Island; (3) because the controversy was one concerning a res which is already in the possession of another court of concurrent jurisdiction, to wit, the probate court of the city of Pawtucket; (4) because the plaintiff's seek to enforce the payment of a legacy by the executors of an estate, and it does not appear that the executors have filed in the office of the clerk of the probate court in which the will was probated a statement setting out the names of the legatees and the amounts to be paid and the property to be turned over to them respectively, or to be held by themselves as trustees, or that they have failed to comply with the statutes of Rhode Island relating to the fil

ing of said statements; (5) because said bill of complaint does not state facts sufficient to entitle the plaintiffs or either of them to the relief prayed for or to any relief in equity; and (6) because it does not appear in and by said bill of complaint that any consideration was given for said assignment alleged to have been made to the plaintiff Frederick K. Rupprecht by the defendant Mary D. A. Sayles.

After hearing the motion, the District Judge filed a written opinion, in which he expressed the view that a total assignment of a pecuniary legacy by way of gift was enforceable in equity, but a partial assignment was not, unless made upon consideration, and entered a decree dismissing the bill, from which this appeal is prosecuted.

Argued before Bingham, Johnson, and Anderson, Circuit Judges.

Messrs. Sherwood, Heltzen, & Clifford, Hinckley, Allen, Tillinghast, & Phillips, Eldon Bisbee, Charles F. Choate, Jr., Herbert M. Sherwood, Arthur M. Allen, Sidney Clifford, and Roger T. Clapp, for appellants:

The delivery of the assignment completed the transaction between Mrs. Sayles and Rupprecht. Consequently, no consideration is required to enable him or his assignee to enforce it.

Williston, Contr. § 106; Grover v. Grover, 24 Pick. 261, 35 Am. Dec. 319; Kekewich v. Manning, 1 De G. M. & G. 176, 42 Eng. Reprint, 519; Andrews Electric v. St. Alphonse Catholic Total Abstinence Soc. 233 Mass. 20, 123 N. E. 103; Voyle v. Hughes, 2 Smale & G. 18, 65 Eng. Reprint, 283; Putnam v. Story, 132 Mass. 205; Harding v. Harding, L. R. 17 Q. B. Div. 442.

A general legatee has an equitable property interest in his testator's estate.

Jeremy, Eq. Jur. 1828, p. 103; 1 Pom. Eq. Jur. § 156; Griffith v. Frazier, 8 Cranch, 9, 3 L. ed. 471; Green v. Creighton (Kendall v. Creighton) 23 How. 90, 16 L. ed. 419; Smith v. Ayer, 101 U. S. 320, 25 L. ed. 955; Colt v. Lasnier, 9 Cow. 320; King v. Berry, 3 N. J. Eq. 44; Kennedy v. Parke, 17 N. J. Eq. 415; Jenkinson v. New York Finance Co. 79 N. J. Eq. 247, 82 Atl. 36; Spencer's Petition, 16 R. I. 25, 12 Atl. 124; Henry v. Graves, 16 Gratt.

244; Deshler v. Dodge, 16 How. 622, 14 L. ed. 1085; Bushnell v. Kennedy, 9 Wall. 387, 19 L. ed. 736; Ingersoll v. Coram, 211 U. S. 335, 53 L. ed. 208, 29 Sup. Ct. Rep. 92; Stotesbury v. Huber (D. C.) 237 Fed. 413; Putnam v. Story, 132 Mass. 205.

A completed gift of an interest in an estate, or in a fund created by deed, has always been protected by courts of equity.

Ex parte Pye, 18 Ves. Jr. 140, 34 Eng. Reprint, 271; Hooper v. Goodwin, 1 Swanst. 485, 36 Eng. Reprint, 475; Kekewich v. Manning, 1 De G. M. & G. 176, 42 Eng. Reprint, 519; Harding v. Harding, L. R. 17 Q. B. Div. 442; Stone v. Hackett, 12 Gray, 227.

The essential requisite is that the transaction must be as complete as the nature of the subject-matter admits.

28 C. J. Gifts, § 45, p. 649; Thornton, Gifts, §§ 105, 198, 271, 294; Grover v. Grover, 24 Pick. 261, 35 Am. Dec. 319; Richardson v. Richardson, L. R. 3 Eq. 686; Harding v. Harding, L. R. 17 Q. B. Div. 442; 1 Williston, Contr. § 439, p. 839; Henry v. Graves, 16 Gratt. 244; Kekewich v. Manning, 1 De G. M. & G. 176, 42 Eng. Reprint, 519; Ellison v. Ellison, 6 Ves. Jr. 656, 31 Eng. Reprint, 1243; Sloane v. Cadogan, Sugden, Vend. & P. 1820, Am. ed. Appx. p. 40; Collinson v. Pattrick, 2 Keen, 123, 48 Eng. Reprint, 575; Bentley v. Mackay, 15 Beav. 12, 51 Eng. Reprint, 440; Donaldson v. Donaldson, Kay, 711, 69 Eng. Reprint, 303; 1 Story, Eq. Jur. § 572; Tarbox v. Grant, 56 N. J. Eq. 199, 39 Atl. 378; Green v. Creighton (Kendall v. Creighton) 23 How. 90, 16 L. ed. 419; Stites v. Smedley, 1 Ky. Ops. 208; Cary v. Talbot, 120 Me. 427, 115 Atl. 166; Blood v. Kane, 130 N. Y. 514, 15 L.R.A. 490, 29 N. E. 994; Marvel v. Babbitt, 143 Mass. 226, 9 N. E. 566; Jackson's Estate, 203 Pa. 33, 52 Atl. 125; Re Thompson, 116 Misc. 453, 190 N. Y. Supp. 125; Craig v. Craig, 140 Md. 322, 117 Atl. 756; Stone v. Hackett, 12 Gray, 227; Jenkinson v. New York Finance Co. 79 N. J. Eq. 247, 82 Atl. 36; Sanders v. Soutter, 136 N. Y. 97, 32 N. E. 638; 1 Pom. Eq. Jur. § 156; 2 Perry, Trusts, § 94.

Equity makes no distinction between total and partial assignments of equitable interests.

Ingersoll v. Coram, 211 U. S. 335, 53 L. ed. 208, 29 Sup. Ct. Rep. 92; Brown v. Fletcher, 235 U. S. 589, 59 L. ed. 374, 35 Sup. Ct. Rep. 154; Stotesbury v. Huber (D. C.) 237 Fed. 413; Voyle