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circle' of which you were talking just now; but where shall we find a syndicate who will be sufficiently respectable to inspire confidence, and yet be guilty of such practices?"

"My innocent Twig, have you lived so long in this world," said the Captain, with calm superiority, 66 and not found out yet that confidence in matters of finance is not inspired because a man deserves it, but because he has accumulated vast wealth by a long and successful career of fraud? Leave this to me--I will find the syndicate: they will pay for the concessions; and whether they are afterwards 'stuck' with the shares, or succeed in palming them off on the public, surely does not concern us."

"And how much shall we ourselves make out of it?" asked Sir Twig, with an eye to the main chance.

"Can't say. We shall ask £250,000, and probably take £50,000, which makes £25,000 each. However, put yourself unreservedly into my hands, my dear Twig, and you won't have any reason to complain." Saying which, the Captain nodded in a reassuring manner, took up his hat, and swaggered off, soliloquising thus as he went along. From my advantageous position in his breast-pocket I could hear him plainly.

"This little matter looks tolerably healthy. I shall get £25,000 for my half of the concession. Considering I deposited no caution money, and I bled Twig pretty freely in the matter of expenses, I shan't lose on that. If I introduce my syndicate man to a good contractor, the latter will have to pay me at least one per cent commission on the contract price, which certainly does not concern my Twig. After all, he has only paid £15,000 in caution money and expenses,

and he will make, without any exertion of brain, £10,000 on that, which, considering that he has no brains to exert, ought to satisfy him."

I wondered, as we went along, where my Promoter was going to, but was soon enlightened, as he turned in to some handsome offices, and I observed the names of Chisel Bros., the well-known contractors, on the door. Mr Chisel was engaged; but my Promoter waited patiently to see the great man, who was evidently in no hurry to see him, and made him a cold, suspicious bow, as he offered him a chair. "What I am about to say," remarked the Captain, with the bold assurance of one about to confer a favour, "must be considered absolutely private and confidential. A certain friend of mine, who is of the highest respectability, and moves in the first social circlesin fact I may tell you, under the pledge of secrecy, that he is a baronet, is the possessor of certain most valuable concessions"-here the Captain explained in general terms their nature, and went on,-" Now I have come to tell you that some City friends of mine, a most powerful combination of capitalists-men, I need scarcely say, of first-class financial standing, as you would yourself acknowledge if I was permitted to divulge their names—are inclined to take up the scheme. I thought that the project was one which would just suit you, and that if you felt inclined to undertake the contract, it would be useful to you to be introduced to the capitalists interested. I should be glad to present you to them; but in order to be able to talk to my friends, I should be happy to know what your prices are for carrying out the proposed works."

Mr Chisel here fixed my Promoter with his eye, and asked him

bluntly for the names of his financial friends. With an air of profound secrecy, but with an appearance of absolute bonâ fides, the Captain as steadily returned the glance, as he replied, "I have already said I am not at liberty to give you their names; but if you keep it entirely secret, I may say this, that one of the partners of Cash, Bullion, & Co. is interested in the matter." I literally trembled in his pocket as my Promoter uttered this unblushing falsehood; but he evidently knew his man. The name of the firm, combined with the imperturbable calm of the Captain's manner, seemed to affect the contractor; and with a furtive side glance at him, he said, as he carelessly turned over the leaves of a book on the table, "Do you want our prices net, or will they include any commissions?"

"They will include one per cent commission for me," replied the Captain, coolly, but firmly.

Mr Chisel seemed prepared for this, and quietly dismissed his visitor with the assurance that he would soon hear from him, and that he would make an estimate of the prices.

My Promoter instantly hurried eastward, murmuring, as he went, "Chisel bites-and so he ought, for there has not been a sounder or a better thing put on the market this long time; now the only thing is to find the powerful combination of capitalists I told Chisel I had found already. I suppose there is not a chance of Cash, Bullion, & Co. going into it. But, confound it! when he pressed me so hard, I had to give some name, and under those circumstances there is no reason why one should not give the best; but I must see them first, just to save appearances if Chisel ever calls on me to explain my statements." And to Cash, Bullion, & Co. he accordingly went. A

frigid reception and still more frigid refusal was all he got there; but he seemed rather to enjoy the joke than otherwise, and, with a chuckle to himself, proceeded in quest of that less scrupulous class amongst whom he knew that his powerful combination could alone be found.

I will not weary my reader with a narrative of all the conversations to which I listened during the various visits which my Promoter now paid; and, indeed, if I have been obliged to go into so much detail hitherto, it has been because it is impossible to convey any just idea of how these negotiations are carried on without it. First he tried Squeezer, a powerful man well known in the world of finance; but though he acknowledged the excellence of the scheme, his terms were too high, and it was evident that he would be satisfied with nothing less than the lion's share. This worthy had been successful in bringing out about a hundred companies, at least ninety of which had since become bankrupt, though he himself had realised an immense fortune in giving birth to them. Next he dangled me in vain before the eyes of Shaver, who generally victimised his dupes with a joke, but who, at this particular juncture, had too many irons in the fire to take me up. He was unable to come to terms with Rigger, because that gentleman demanded that £60,000 should be set aside out of the preliminary expenses for "making a market," which, as the Captain has already explained, consisted in dealing in the shares of the future Company, the moment the prospectus had appeared, and before the shares had been allotted, at figures much above what would have been taken for them except from purchasers eager to maintain a fictitious high price; which operation, the Captain knew,

was ordinarily carried out at about one-sixth of the money asked by Rigger, who intended to pocket the balance. This process seemed to me not only novel, but immoral; but when I saw the evidence which was taken the other day before the Foreign Loans Committee, I found it was as common in the floating of foreign loans, as in the bringing out of joint-stock companies. Sharper seemed more hopeful, and at one time I thought we should come to terms; but he had his own contractor; and my Promoter, fearing the loss of his commission, hurriedly terminated the interview, and pushed on in search of some more pliant gentleman.

I was surprised at the number of his acquaintances: without describing them seriatim, I may give a general outline of our mode of procedure. We always seemed desirous to shun observation, and to approach the great man we were in quest of as quietly as possible. The very clerks seemed to entertain a certain feeling of contempt for us, and knowing looks passed between them as my Promoter's card was taken to the sanctum of the millionaire. At first I used to feel this humiliation; but as I saw my inventor was perfectly stolid, I soon ceased to feel sensitive on the subject.

On no one occasion

that I remember were we at once admitted, but generally kept waiting in some dingy little back room for an hour or two, during which time my Promoter was preparing his part. I now, to my great delight, became aware, by the contrast which his manner presented to the personages to whom I was submitted for inspection, that my Promoter was a gentleman. There was a delicate combination of dignity, mystery, and reserve which struck me as very effective; and I used to wonder how any one could resist

the low persuasive tones and explicit definitions with which my great advantages were described. I even myself really believed that I should be the means of making the fortunes of all who had anything to do with me; and felt quite irritated at the cold suspicious manner in which my merits were treated, the objections which were raised to me, and the evident doubt with which I was often regarded. The peculiarity of all these magnates seemed to be that they were very purse - proud, very grasping, very overbearing, and generally more or less vulgar; the richer they were, and the more convinced they became that I really was of some intrinsic value, the more unreasonable they seemed to get, and I quite sympathised with my poor Promoter's repeated disappointments. By degrees he dropped from the eminent financier to the eminent stockbroker, from the eminent stockbroker to the doubtful financier, and from the doubtful financier to the German Jew; and it was amongst this latter fraternity that at last he found a man willing to take me up. His name was Mire. He was a person of great activity, great perseverance, parsimonious habits, grasping in his transactions, and one who, although possessed of a great affection for all the members of his family scattered about in various countries, was not averse to cheating them when he could realise a respectable margin thereby. took me up coolly at first, but grew warmer and warmer over me as he spent some time in considering my merits. Finally, he told the Captain that he would give him an answer on the following day; as he wanted to consult his solicitors, the eminent firm of Twister, Wriggle, Sly, & Wriggle.

He

The Captain occupied the interval by seeing Chisel's manager, explain

ing to him that Mire had taken up the affair, and that circumstances had arisen in consequence which made it advisable that Cash, Bullion, & Co. should not be mixed up in it; and he received from the manager the prices which had been promised, and a great deal of technical information, primed with which he kept his appointment with Mire. That gentleman began by making difficulties, said that the public were not ripe for enterprises of the sort, that the capital wanted was very large, the state of the market very bad (the Captain happened to know that the market had never been more buoyant), and that it would be difficult to find a good contractor willing to take it up. At this point the Captain interrupted with great effect, and poured out his recentlyacquired knowledge with a volubility which somewhat disconcerted Mire, to whom he explained that for certain technical reasons connected with the nature of the works, there was in fact only one contractor in England who was really competent to carry out so magnificent and gigantic an enterprise, but that he fortunately was prepared to undertake it practically without making his legitimate profit, as it was indispensable to him to crush a rival firm, who were seriously threatening his pre-eminence in that particular line. Mire gave a deliberate wink, as if he distrusted this latter piece of intelligence; but his intense desire to get a good bargain overruled his better judgment, and he relented. After a prolonged negotiation, in which some very pretty fencing took place, showing great wariness, coolness, steadiness of purpose, and self-control on both sides, Mire agreed to take up the matter and to form a syndicate, on condition that he should be syndicate manager. The following terms were agreed upon: The contract was

given to Messrs Chisel Bros. Mire here asked, "What is the price net?" The Captain replied, £1,500,000. "I understand you," said Mr Mire, "to say this is absolutely net?"

"Absolutely," said the Captain, with a calmness which caused me a painful feeling of distress, well knowing as I did that it included one per cent commission to himself. After a long and searching look into the Captain's inscrutable physiognomy, Mr Mire seemed evidently satisfied, and said, with a knowing look, "My dear sir, have you mentioned this price to anybody but me?" "I have not," rejoined the Captain.

"Then," said Mire, "let us tell the contractors they must ask for £1,515,000. I must have something for my trouble."

"I presume," blandly remarked the Captain, "one-third of this will go to me."

Mire seemed to undergo a convulsion; he sprang from his chair and violently paced the room. "I thought, sir," at last he remarked, planting himself firmly before the Captain, "that you acted on behalf of the concessionaire, and you will have to look to that gentleman for your remuneration.

"Very well," drily replied the Captain. "As nobody knows what the contractor's net price really is, if you make any difficulty about my standing in, I shall take care that the contractor will refuse to ask for a higher price than the one he actually receives. Indeed, although I am aware that this practice is not uncommon with other contractors, it will be difficult in this case, anyhow, to induce so respectable a firm to consent to it."

Finally, it was arranged as a first. condition that the Captain would agree to overcome the contractor's scruples on this point for a percentage of one-sixth of the commission

to be given by the contractor to Mr Mire. Second, that Mr Mire should be syndicate manager, which post, as it afterwards turned out, involved a variety of commissions. Third, that the concessions of Sir Twig Robinson should be bought for £50,000. On this point there. was also considerable haggling, the Captain having begun by asking £150,000 for the concessions. "The little business" being so far settled, Mr Mire produced a box of cigars and a bottle of capital sherry; and, fifteen minutes later, the Captain left the office in high spirits, with the promise of an interview with Mr Mire on the following day at his solicitor's. From all of which you will perceive, O my investing readers, how much trouble it takes to prepare the gaudy fly by which you are ultimately to be hooked. Nobody knows what running about, and worry, and meetings, and appointments, and disappointments, and wrangling, are involved in the promotion of a company-what patience it requires, what constant watchfulness, lest by one false move the labours of months are neutralised, and the profits swept away by a stroke of sharp practice on the part of a friend and a brother. My Promoter's anxiety of mind during this trying period involved a perpetual recourse to stimulants, and he almost lived in Hansom cabs.

His next interview with Mire was in the office of the eminent solicitors already alluded to. There he met a small closely-shaved gentleman, with sharp pinched features and an oily manner- -Mr Wriggle, to wit; and there also were present several of Mr Mire's powerful financial friends, whose names are of no importance. For many successive days did this little group meet in close conclave, their principal duty being to write to, and produce their correspondence with, their fin

ancial friends abroad, whom they had urged to join them in the enterprise, and become members of the syndicate, and who wished to be informed in regard to sundry details. At one of these meetings the contractor and his solicitor appeared on the scene. The contractor insisted that the whole of the capital of the intended Company should be "taken firm" by the syndicate before the prospectus was issued; which, I find out, means, that the various financial gentlemen who form the syndicate are required to sign a letter, which is called a syndicate letter. The skeleton of this

letter ran as follows:—

The X. Y. Z. Co. (Limited). (Of course my real name was given here.)

To be incorporated under the Companies Acts 1862 and 1867. in one hundred Capital £ thousand shares of £— each. To the Manager of the Syndicate.

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Sir, We authorise you to place our name on the syndicate for raising the cash capital of this Company for a subscription of £-. We understand that Sir Twig Robinson, Bart., is prepared to sell several valuable concessions from foreign Governments and municipalities for the sum of £- -, and that Messrs Chisel Bros. are prepared to enter into a contract for the construction of at a total conin cash, and in fully paid up shares of the Company. We guarantee to the extent of our subscription the raising of the whole of the above-mentioned capital of £— and further, that if the whole of such capital shall not within one month from the date hereof be otherwise applied for, the members of the syndicate will themselves subscribe for a sufficient number of shares to make good the deficiency;

tract price of £

£

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