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young Pen looked with great respect at the great names upon the superscriptions of his uncle's letters, and listened to the Major's stories about the fashion. able world with constant interest and sympathy.

The elder Pendennis's rich memory was stored with thousands of these delightful tales, and he poured them into Pen's willing ear. He knew the name and pedi. gree of everybody in the Peerage, and everybody's relations. “My dear boy,” he would say, with a mourn. ful earnestness and veracity, "you cannot begin your genealogical studies too early; I wish to Heavens you would read in Debrett every day. Not so much the historical part (for the pedigrees, between ourselves, are many of them very fabulous, and there are few families that can show such a clear descent as our own) as the account of family alliances, and who is related to whom. I have known a man's career in life blasted, by ignorance on this all-important subject. Why, only last month, at dinner at my Lord Hobanob's, a young man, who has lately been received amongst us, young Mr. Suckling (author of a work I believe), began to speak lightly of Admiral Bowser's conduct for ratting to Ministers, in what I must own is the most audacious manner. But who do you think sat next and opposite to this Mr. Suckling? Why — why, next to him was Lady Grampound Bowser's daughter, and opposite to him was Lord Grampound Bowser's son-in-law. The infatuated young man went on cutting his jokes at the Admiral's expense, fancying that all the world was laughing with him, and I leave you to imagine Lady Hobanob's feelings — Hobanob's ! — those of every well-bred man, as the wretched intrus was so exposing himself. He will never dine again in South Street. I promise you that.

With such discourses the Major entertained his

nephew, as he paced the terrace in front of the house for his two hours' constitutional walk, or as they sat together after dinner over their wine. He grieved that Sir Francis Clavering had not come down to the Park, to live in it since his marriage, and to make a society for the neighborhood. He mourned that Lord Eyrie was not in the country, that he might take Pen and present him to his lordship. “He has daughters,” the Major said. “Who knows? you might have married Lady Emily or Lady Barbara Trehawk; but all those dreams are over; my poor fellow, you must lie on the bed which you have made for yourself.”

These things to hear did young Pendennis seriously incline. They are not so interesting in print as when delivered orally; but the Major's anecdotes of the great George, of the Royal Dukes, of the statesmen, beauties, and fashionable ladies of the day, filled young Pen's soul with longing and wonder; and he found the conversations with his guardian, which sadly bored and perplexed poor Mrs. Pendennis, for his own part never tedious.

It can't be said that Mr. Pen's new guide, philosopher and friend, discoursed him on the most elevated subjects, or treated the subjects which he chose in the most elevated manner. But his morality, such as it was, was consistent. It might not, perhaps, tend to a man's progress in another world, but it was pretty well calculated to advance his interests in this; and then it must be remembered, that the Major never for one instant doubted that his views were the only views practicable, and that his conduct was perfectly virtuous and respectable. He was a man of honor, in a word: and had his eyes, what he called, open. He took pity on this young greenhorn of a nephew, and wanted to open his eyes too.

No man, for instance, went more regularly to church when in the country than the old bachelor. “It don't matter so much in town, Pen,” he said, "for there the women go and the men are not missed. But when a gentleman is sur ses terres, he must give an example to the country people: and if I could turn a tune, I even think I should sing. The Duke of St. David's, whom I have the honor of knowing, always sings in the country, and let me tell you, it has a doosed fine effect from the family pew. And you are somebody down here. As long as the Claverings are away you are the first man in the parish : or as good as any. You might represent the town if you played your cards well. Your poor dear father would have done so had he lived; so might you. — Not if you marry a lady, however amiable, whom the country people won't meet. — Well, well: it's a painful subject. Let us change it, my boy." But if Major Pendennis changed the subject once he recurred to it a score of times in the day: and the moral of his discourse always was, that Pen was throwing himself away. Now it does not require much coaxing or wheedling to make a simple boy believe that he is a very fine fellow.

Pen was glad enough, we have said, to listen to his elder's talk. The conversation of Captain Costigan became by no means pleasant to him, and the idea of that tipsy old father-in-law haunted him with terror. He could n't bring that man, unshaven and reeking of punch, to associate with his mother. Even about Emily — he faltered when the pitiless guardian began to question him. “Was she accomplished ?" He was obliged to own, no. “Was she clever ?Well, she had a very good average intellect: but he could not absolutely say she was clever. “Come, let us see

some of her letters.” So Pen confessed that he had but those three of which we have made mention— and that they were but trivial invitations or answers. “She is cautious enough,” the Major said, dryly. “She is older than you, my poor boy;” and then he apologized with the utmost frankness and humility, and flung himself upon Pen's good feelings, begging the lad to excuse a fond old uncle, who had only his family's honor in view—for Arthur was ready to flame up in indignation whenever Miss Costigan's honesty was doubted, and swore that he would never have her name mentioned lightly, and never, never would part from her. He repeated this to his uncle and his friends at home, and also, it must be confessed, to Miss Fotheringay and the amiable family at Chatteris, with whom he still continued to spend some portion of his time. Miss Emily was alarmed when she heard of the arrival of Pen's guardian, and rightly conceived that the Major came down with hostile intentions to herself. “I suppose ye intend to leave me, now your grand relation has come down from town. He'll carry ye off, and you'll forget your poor Emily, Mr. Arthur !” Forget her In her presence, in that of Miss Rouncy, the Columbine and Milly's confidential friend of the Company, in the presence of the Captain himself, Pen swore he never could think of any other woman but his beloved Miss Fotheringay; and the Captain, looking up at his foils, which were hung as a trophy on the wall of the room where Pen and he used to fence, grimly said, he would not advoise any man to meddle rashly with the affections of his darling child; and would never believe his gallant young Arthur, whom he treated as his son, whom he called his son, would ever be guilty of conduct so revolting to every idaya of honor and humanitee.

He went up and embraced Pen after speaking. He cried, and wiped his eye with one large dirty hand as he clasped Pen with the other. Arthur shuddered in that grasp, and thought of his uncle at home. His father-in-law looked unusually dirty and shabby; the odor of whiskey-and-water was even more decided than in common. How was he to bring that man and his mother together? He trembled when he thought that he had absolutely written to Costigan (enclosing to him a sovereign, the loan of which the worthy gentleman needed), and saying, that one day he hoped to sign himself his affectionate son, Arthur Pendennis. He was glad to get away from Chatteris that day; from Miss Rouncy the confidante ; from the old toping father-in-law; from the divine Emily herself. “O Emily, Emily," he cried inwardly, as he rattled homewards on Rebecca, "you little know what sacrifices I am making for you! — for you who are always so cold, so cautious, so mistrustful!”

Pen never rode over to Chatteris, but the Major found out on what errand the boy had been. Faithful to his plan, Major Pendennis gave his nephew no let or hindrance; but somehow the constant feeling that the senior's eye was upon him, an uneasy shame attendant upon that inevitable confession which the evening's conversation would be sure to elicit in the most natural simple manner, made Pen go less frequently to sigh away his soul at the feet of his charmer than he had been wont to do previous to his uncle's arrival. There was no use trying to deceive him ; there was no pretext of dining with Smirke, or reading Greek plays with Foker; Pen felt, when he returned from one of his flying visits, that everybody knew whence he came, and appeared quite guilty before his mother and guardian, over their books or their game at piquet.

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