
    H. C. Watkins v. James Collins et al.
    The chancellor often refuses to aid in the execution of contracts which he would not rescind.
    This is a bill of review from the county of Hamilton.
    The present defendants were the original plaintiffs, and were the heirs of Elizabeth Merritt. The original bill was brought to set aside an exchange of part of a lot in Cincinnati, with Watkinsi for a leasehold interest in another lot, which they aver was of grossly unequal value, and brought about by a fraudulent combination of Watkins and Harwood. The fraud is denied by answer.
    Wrigi-it, Walker and Miner, for the plaintiff:
    The single question is, whether the bargain between Watkins and Mrs. Merritt was made out by the proof to be fraudulent on the part of Watkins?
    *1. Watkins never negotiated with. Mrs Merritt, but refused to do so. It can not therefore be said that he took advantage of a woman.
    2. Harwood was the friend and stepfather of Mrs. M.; had often acted for the family before; had no interest in the matter; and did not collude with Watkins. He carried on the negotiation for Mrs. M., and fully understood the whole matter. On him no deception could have been practiced, and none was attempted.
    3. Mrs. M., although feeble in health, when she executed the deed, perfectly understood what she was about, and afterward attended to business herself. Her mind was as good as over.
    
      4. If she misunderstood the nature of the lease, it was not the fault of Watkins, for he first read the lease to Harwood, and then gave it to him to examine. He took it home, and says he explained it to Mrs. M. To us, however, this is immaterial. She chose Harwood as her agent, and we dealt with him.
    5. There was, then, no actual deception, or misrepresentation. Watkins dealt fairly and openly. Ho offered to refer the matter to disinterested men ; but Harwood and Mrs. M. preferred taking his offer.
    6. If, then, there be any ground for annulling the bargain, it must be mere inadequacy of consideration. And the doctrine is, that this must be so gross and palpable as to shock the conscience. Then it affords a violent presumption of fraud. Knobb v. Lindsay, 5 Ohio, 468; Steele v. Worthington, 2 Ohio, 182; Gregor v. Duncan, 2 Des. 636; 1 Story on Equity, 249.
    7. The case, then, is reduced to a more question of fact, and requires a brief discussion of the evidence, an abstract of which is given in the bill of review. The transactions took place in August, 1834. Mrs. M.’s land was unimproved, and she was in want of money. Tho leasehold property was improved, and would yield income. Just previous to the bargain, she had offered to sell the best part of her lot to William Holliday, at ten dollars per foot, by the advice of Harwood and one Allen, who *now swears it was worth twenty-five dollars- At this rate her whole lot would only have brought $1,030. But taking the average of estimates by the eight witnesses, who testify as to its value, viz., Holliday, Allen, Wilder, Pancoast, Paris, Bonsall, Hathaway, and Loring, it did not, in 1834, exceed $2,300; and in return for this, she was to receive $400 in cash, and the leasehold property. The buildings on this, taking the average of three witnesses, viz., Avery, Loring, and Broaddus, were worth $1,600. This, then, was a consideration of $2,000, for what was worth, at most, $2,300, but which Mrs. M. herself would have sold for $1,030. The lease was to expire in 1838; but there was a privilege of purchasing at sixteen dollars per foot, when Loring swears it would have been worth twenty dollars. But supposing it was only worth sixteen dollars, there would still be a consideration of $2,000 for $2,300, But this is not all: Mrs. M. needed money, and got it. The lowest estimate of rent she would receive would considerably more than pay the ground rent, which was eighty-two dollars per annum. Watkins was to give six dollars per month, or seventy-two dollars per year, for the smaller building. Suppose the larger to yield no more, there would have been $144 peí year, or a surplus of sixty-two dollars per year.
    In any view, therefore, of the case, there is no such inadequacy of consideration as would justify the inference of fraud by a court of equity, especially in the absence of all proof of deception by Watkins.
    We feel well convinced that if the court will but carefully examine the evidence in tliis case, the decision heretofore had will be reversed.
    Storer, for the defendant,
    insisted that the inadequacy of prico was so great as to shock the moral sense, and is, therefore, per se, evidence of fraud.
   Lane, C. J.

It is a well established equitable principle that the chancellor would not, in many cases, rescind contracts, which he would not aid to execute. It is equally well established that mere inadequacy of price is not a sufficient ground *to rescind, unless it be so gross as to carry evidence of fraud. The plaintiffs are, therefore, not entitled to sustain the present bill, unless-they show some positive fraud, in which Watkins participated.

Mrs. Merritt had a fee-simple property, worth $2,500 or $3,000. In exchange for this, she got a leasehold, having four years to run, and the sum of $400. The annual productive value of the lease was a little more than $100; and it was subject to an annual ground rent of $82, and the taxes. There was a privilege of purchasing the leasehold, at its expiration, at a stipulated price; but it is doubtful if this privilege was worth anything. Here was a property worth $2,500, acquired for a consideration which we do not estimate worth more than $500.

If the contract had been made between persons standing on equal footing, and aware of their rights, we might set down Watkins as being the fortunate holder of the fair side of a sharp bargain. But the person with whom he dealt was a woman somewhat advanced in life, feeble, sickly. She had no property except this. She had been assisted occasionally with money, by Harwood, her stepfather; but ho had declined advancing any more, and she was driven to the necessity of selling this land for support.

The bargain was made through the agency of Harwood, who represented to her that the property she would receive was a fee simple, and productive, while her own was only a vacant lot.

There is, then, the most abundant reason to believe Mrs. Merritt deceived ; but Watkins is not chargeable with the consequences, unless be was a party.

Ho shows he declared he would not deal with a woman, but required the bargain to by entered into by some of her friends, and he offered to leave the price to arbitration. He shows he fully explained the terms of the lease to Harwood. He likewise shows» through the agency of Harwood, he purchased the rights of other heirs of Culbertson Parks upon terms loss favorable — a fact, which, without denying that Mrs. Merritt was ^cheated, only discloses that her brother and sister were cheated worse.

But, on the whole case, a man after acquiring the interests of a set of heirs successively, at a most startling undervalue, through the agency of their stepfather, is found grasping the inheritance of the last, an impoverished and sickly woman, through the active fraud of the same instrument, for one-half its worth. I do not believe an honest man would have done it

Bill’of review dismissed.  