Supreme Court, September, 1905. [Vol. 48. Culver, 3 Den. 284; Craig v. Parkis, 40 N. Y. 181; Claflin v. Ostrom, 54 id. 581; Evansville Nat. Bank v. Kaufmann, 93 id. 273; Stillman v. Northrup, 109 id. 473; Everson v. Gere, 122 id. 290. I think it must be held that, by proper assignment, the transferee of the stock and accompanying guaranty acquires all the rights of the city. May the plaintiff have the relief asked? The 2,000 shares of stock, with the promise of the Utica, Clinton & Binghamton Company, guaranteed by the Delaware & Hudson Company, to pay the five per cent dividends, are worth $120 each; without the guaranty only $75 per share. The answer of the Delaware & Hudson Company admits that any shares of stock transferred by the city of Utica, would lose their identity as a part of said 2,000 shares; hence would fall into and become a part of the common stock, with a one and three-fourths per cent. dividend only. See lease 1889. The notice, in effect, that on its transfer the stock would no longer have the benefit of the guaranty, prevented a sale at the market value. Indeed, it may have sufficed to reduce it to $75 per share, as testified by Mr. Symonds. The claim then was reiterated both on the trial and in the arguments by counsel for both companies. The notice was a substantial repudiation of that defendant's obligation, and, in effect, placed it in the attitude of promising to default. Crary v. Smith, 2 N. Y. 60. While not in form made by the guarantor, it was an assertion beneficial to it, and one that it now seems quite willing to adopt. The notice caused an injury to the property of the city to the extent, certainly, that the implied charge of invalidity depreciated the value of the stock, and was a wrong done as much, though in a different form, as would be a conversion of property or its disparagement by slander of title or quality. Ought the sufferer from this impairment of value, to be remediless, while if the same injury had been inflicted in a different way, ample redress would be swift and sure? The power of a court of equity to prevent or redress Misc.] Supreme Court, September, 1905. wrongs, where there is no adequate remedy at law, is without known limitation. It has been said: "The court very wisely hath never laid down any general rule, beyond which it will not go, lest other means of avoiding the equity of the court should be found out." Lawley v. Hooper, 3 Atk. 278, 279. Because if such a thing were done "the jurisdiction would be cramped and perpetually eluded by new schemes, which the fertility of man's invention would contrive." Parks History Ch. 508. See also: Mortlock v. Buller, 10 Ves. Jr. 292. The inquiry, whether there is a remedy at law, or in some other form of action, is not here, no such defense having been pleaded. Town of Mentz v. Cook, 108 N. Y. 504; Rooney v. Bodkin, 93 App. Div. 431, 434. It necessarily follows that if the plaintiff has any rights whatever, he may assert them in this action. The defendant issuing the stock is not asked to enter into any new, additional, or more burdensome engagement than has been contracted-merely to do that which will identify the property of and which comes from the city, by some suitable mark or endorsement, thus to preserve it from depreciation, and enable the city to dispose of its securities at will and at a price they would bring if not thus threatened. The plan of the men who inaugurated and carried out the enterprise of raising the necessary capital and constructing this railroad—and who, in behalf of their respective principals, made the contracts now under consideration—was that the city of Utica should be paid the dividends mentioned, in any event. This is a circumstance to be kept continually in mind while interpreting the contract. Gillet v. Bank of America, 160 N. Y. 549, 555; and cases cited. Of course there are no words in any of the various written instruments put in evidence expressly requiring that this identification be made; nor will the courts be permitted to make a contract, where the parties themselves have failed to do it; but the law frequently supplies, by its implications, the wants of express agreements. It implies what the parties intended, but have not expressed in apt words. Pars. Cont., 515. Freston v. Lawrence Cement Co., 155 N. Y. 220, 223. Supreme Court, September, 1905. [Vol. 48. The words of a contract will be given a reasonable construction when that is possible, rather than an unreasonable one; and the court will likewise endeavor to give the construction most equitable to the parties, and which will not give to one of them an unfair or unreasonable advantage over the other. 9 Cyc. 587. Russell v. Allerton, 108 N. Y. 288, Smith v. Molleson, 148 N. Y. 241, 248. That construction will be given which is most beneficial to the promisee. Hoffman v. Aetna Fire Ins. Co., 32 N. Y. 405, 413. I conclude that there may be implied an undertaking, on the part of the company issuing the stock, to do such acts as are reasonably necessary to carry out the intention of the parties to the agreement (2 Pars. Cont. 534); that the plaintiff has a remedy, and that business morality and a fair sense of justice require that the proposed endorsement, or something else that will equally serve to identify, be made upon the stock. Campbell v. American Zylonite Co., 122 N. Y. 455; Boardman v. L. S. & M. S. R. Co., 84 id. 178; Dupignac v. Bernstrom, supra. Regarding the action, as against the Delaware & Hudson Company, as one for the specific performance of a contract, concerning personal property, its maintenance would be difficult, if not impossible. Bradford, E. & C. R. R. Co. v. N. Y. L. E. & W. R. R. Co., 123 N. Y. 316. The only repudiation of the contract by this defendant is found in the acquiescence in the notice of its principal, the answer denying liability as guarantor, and the argument of counsel. It may yet conclude the contention was ill advised, and for aught that can be forseen now, it will pay into the proper depository, for the benefit of the stock, the sums promised, leaving no occasion for the interposition of the court. Nevertheless, without a direction at this time that such payment be made, the decree to be rendered would lack completeness. Therefore, it is proper to invoke the rule "that when a court of equity has once acquired jurisdiction over a cause for any purpose, it may retain the cause for all purposes, and proceed to a final determination of all the matters at issue." Misc.] Supreme Court, September, 1905. Per O'Brien, J. Van Allen v. New York El. R. R. Co., 144 N. Y. 179. These suggestions lead to the conclusion that the plaintiff is entitled to the relief prayed for, with costs. Plaintiff's counsel may prepare and submit to their adversaries proposed findings which, if not assented to after the lapse of ten days, will be settled by me on notice of three days. Judgment for plaintiff, with costs. ANN VOKE, Plaintiff, v. WILLIS PLATT, as Executor, Etc., et al., Defendants. (Supreme Court, Onondaga Special Term, September, 1905.) Dower-What will release or bar dower-Divorce as a bar. Where a wife obtained a judgment of separation from her husband in this State and then went to Kansas where she afterward procured an absolute divorce from him on the ground of cruelty, without personal service upon him or his appearance in the action; and afterward married, she, at least, is bound by the judgment and can neither recover dower in lands thereafter acquired by her husband, nor in lands which he owned at the time of the divorce. Having voluntarily put an end to the marriage relation for a cause deemed inadequate in this State, public policy will not be promoted by allowing her claim for dower. ACTION for dower. M. F. Dillon, for plaintiff. William James and George Barrow, for defendants. ANDREWS, J. The plaintiff married one Thomas Voke in 1863. In 1891, having obtained a judgment of separation against him, she removed to the State of Kansas. In 1892 she began an action in that State for an absolute divorce against Mr. Voke on the ground of cruelty. He was still a Supreme Court, September, 1905. [Vol. 48. resident of this State and no personal service of the papers was made upon him nor did he appear in the action. On his default, however, a judgment was rendered dissolving the marriage and releasing and discharging the parties" from all the rights and privileges, duties and obligations of said marriage contract and relations as fully and completely as if the same had never existed." The plaintiff then remarried. In 1904 Thomas Voke died. It is said that he left some real estate of which he was seized at the time of the marriage with the plaintiff and prior to 1892. This action is brought by the plaintiff, claiming to be his widow, to recover her dower in such real estate. It is to be noticed that section 1759 of the Code of Civil Procedure is not applicable. It relates solely to an action for divorce brought by the wife on the ground of the husband's adultery. It should also be remembered that the validity of the Kansas judgment may not be questioned by the plaintiff. She, at least, is bound by it. So as to real estate acquired by Thomas Voke after it was rendered there is no doubt. There can be no dower because there is no coverture. Starbuck v. Starbuck, 173 N. Y. 503. The bare question to be decided is whether, under the circumstances stated, in the absence of any statute regulating the question, the right to dower exists;- whether a woman is dowable if the marriage does not continue at the time of the husband's death. The leading case in this State for the affirmative is Wait v. Wait, 4 N. Y. 95. It was there held that, even in the absence of a statute protecting her rights, a divorce on the ground of the adultery of the husband did not deprive the wife of her dower in real estate owned by him at the time. It is said that by virtue of marriage and seizin the interest of the wife attaches. She can release it. Otherwise it remains unless there is some declared forfeiture. The dissolution of the marriage has no retroactive effect upon a right already vested. The maxim ubi nullum matrimonium, ibi nulla dos, applies not to a divorce which admits the validity of the marriage and dissolves it but only to those cases where it is void ab initio. This is shown by the history of the English law of |