alier's apartments, in Shepherd's Inn, many negociations took place between gentlemen of the moneyed world and Sir Francis Clavering and many valuable bank notes and pieces of stamped paper were passed between them. When a man has been in the habit of getting in debt from his early youth, and of exchanging his promises to pay at twelve months against present sums of money, it would seem as if no piece of good fortune ever permanently benefited him: a little while after the advent of prosperity, the money-lender is pretty certain to be in the house again, and the bills with the old signature in the market. Clavering found it more convenient to see these gentry at Strong's lodgings than at his own; and such was the Chevalier's friendship for the Baronet, that although he did not possess a shilling of his own, his name might be seen as the drawer of almost all the bills of exchange which Sir Francis Clavering accepted. Having drawn Clavering's bills, he got them discounted "in the city." When they became due, he parleyed with the billholders, and gave them instalments of their debt, or got time in exchange for fresh acceptances. Regularly or irregu larly, gentlemen must live somehow; and as we read how, the other day, at Comorn, the troops forming that garrison were gay and lively, acted plays, danced at balls, and consumed their rations; though menaced with an assault from the enemy without the walls, and with a gallows if the Austrians were successful,

so there are hundreds of gallant spirits in this town, walking about in good spirits, dining every day in tolerable gaiety and plenty, and going to sleep comfortably; with a bailiff always more or less near, and a rope of debt round their necks-the which trifling inconveniences, Ned Strong, the old soldier, bore very easily.

But we shall have another opportunity of making acquaintance with these and some other interesting inhabitants of Shepherd's Inn, and in the meanwhile are keeping Lady Clavering and her friends too long waiting on the door steps of Grosvenor Place.

First they went into the gorgeous dining-room, fitted . Lady Clavering

couldn't for goodness gracious tell why, in the middle-aged style, 66 unless,' said her goodnatured ladyship, laughing, "because me and Clavering are middleaged people:"-and here they were of fered the copious remains of the luncheon of which Lady Clavering and Blanche had just partaken. When nobody was near, our little Sylphide, who scarcely ate at dinner more than the six grains of rice of Amina, the friend of the Ghouls in the Arabian Nights, was most active with her knife and fork, and consumed a very substantial portion of mutton cutlets: in which piece of hypocrisy it is believed she resembled other young ladies of fashion. Pen and his uncle declined the refection, but they admired the dining-room with fitting compliments, and pronounced it "very chaste," that being the proper phrase. There were, indeed, high-backed Dutch chairs of the seventeenth century; there was a sculptured carved buffet of the sixteenth there was a sideboard robbed out of the carved work of a church in the Low Countries, and a large brass cathedral lamp over the round oak table; there were old family portraits from Wardour Street, and tapestry from France, bits of armour, double-handed swords and battle-axes made of cartonpierre, looking-glasses, statuettes of saints, and Dresden china-nothing, in a word, could be chaster. Behind the dining-room was the library, fitted with busts and books all of a size, and wonderful easy chairs, and solemn bronzes in the severe classic style. Here it was that, guarded by double doors, Sir Francis smoked cigars, and read "Bell's Life in London," and went to sleep after dinner, when he was not smoking over the billiard-table at his clubs, or punting at the gambling-l uses in Saint James's.

But what could equal the chaste splendour of the drawing-rooms?-the carpets were so magnificently fluffy that your foot made no more noise on them than your shadow: on their white ground bloomed roses and tulips as big as warming-pans: about the room were high chairs, and low chairs, bandylegged chairs, chairs so attenuated that it was a wonder any but a sylph could sit

upon them, marqueterie tables covered with marvellous gimcracks, china ornaments of all ages and countries, bronzes, gilt daggers, Books of Beauty, yataghans, Turkish papooshes, and boxes of Parisian bonbons. Wherever you sate down there were Dresden shepherds and shepherdesses convenient at your elbow; there were, moreover, light blue poodles and ducks and cocks and hens in porcelain; there were nymphs by Boucher, and shepherdesses by Greuze, very chaste, indeed; there were muslin curtains and brocade curtains, gilt cages with parroquets and love birds, two squealing cockatoos, each out-squealing and out-chattering the other; a clock singing tunes on a console table, and another booming the hours like Great Tom, on the mantelpiece-there was, in a word everything, that comfort could desire, and the most elegant taste devise. A London drawing-room, fitted up without regard to expense, is surely one of the noblest and most curious sights of the present day. The Romans of the Lower Empire, the dear Marchionesses and Countesses of Louis XV., could scarcely have had a finer taste than our modern folks exhibit; and everybody who saw Lady Clavering's reception rooms, was forced to confess that they were most elegant; and that the prettiest rooms in London -Lady Harley Quin's, Lady Hanway Wardour's, or Mrs. Hodge-Podgson's own, the great Railroad Croesus' wife, were not fitted up with a more consummate "chastity.'

Poor Lady Clavering, meanwhile, knew little regarding these things, and had a sad want of respect for the splendours around her. "I only know they cost a precious deal of money, Major," she said to her guest, "and that I don't advise you to try one of them gossamer gilt chairs: I came down on one the night we gave our second dinner party. Why didn't you come and see us before? We'd have asked you to it."

"You would have liked to see Mamma break a chair, wouldn't you, Mr. Pendennis?" dear Blanche said with a sneer. She was angry because Pen was talking and laughing with Mamma, because Mamma had made a number of blunders

in describing the house-for a hundred other good reasons.

"I should like to have been by to give Lady Clavering my arm if she had need of it," Pen answered, with a bow and a blush.

"Quel preux Chevalier!" cried the Sylphide, tossing up her little head.

"I have a fellow-feeling with those who fall, remember," Pen said. "I suffered myself very much from doing so once.'

"And you went home to Laura to console you," said Miss Amory. Pen winced. He did not like the remembrance of the consolation which Laura had given to him, nor was he very well pleased to find that his rebuff in that quarter was known to the world: so as he had nothing to say in reply, he began to be immensely interested in the furniture round about him, and to praise Lady Clavering's taste with all his might. 'Me, don't praise me," said honest Lady Clavering, "it's all the upholsterer's doings, and Captain Strong's; they did it all while we was at the Parkand-and-Lady Rockminster has been here, and says the salongs are very well," said Lady Clavering, with an air and tone of great deference.


"My cousin Laura has been staying with her," Pen said.

"It's not the dowager; it is the Lady Rockminster."

"Indeed!" cried Major Pendennis, when he heard this great name of fashion, "If you have her ladyship's approval, Lady Clavering, you cannot be far wrong. No, no, you cannot be far wrong. Lady Rockminster, I should say, Arthur, is the very centre of the circle of fashion and taste. The rooms are beautiful, indeed!" and the Major's voice hushed as he spoke of this great lady, and he looked round and surveyed the apartments awfully and respectfully, as if he

had been at church.



Mamma," cried

Yes, Lady Rockminster has took us ," said Lady Clavering. "Taken us up, Blanche, in a shrill voice. "Well, taken us up, then," said my lady, "it's very kind of her, and I dare say we shall like it when we git used to it, only at first one don't fancy being took-well, taken up, at all. She is

going to give our balls for us; and wants to invite all our dinners. But I won't stand that. I will have my old friends, and I won't let her send all the cards out, and sit mum at the head of my own table. You must come to me, Arthur and Major-come, let me see, on the 14th. It ain't one of our grand dinners, Blanche," she said, looking round at her daughter, who bit her lips and frowned very savagely for a sylphide.

The Major, with a smile and a bow, said he would much rather come to a quiet meeting than to a grand dinner. He had had enough of those large entertainments, and preferred the simplicity of the home circle.

"I always think a dinner's the best the second day," said Lady Clavering, thinking to mend her first speech. "On the 14th we'll be quite a snug little party;" at which second blunder Miss Blanche clasped her hands in despair, and said, "O, mamma, vous etes incor rigible." Major Pendennis vowed that he liked snug dinners of all things in the world, and confounded her ladyship's impudence for daring to ask such a man as him to a second day's dinner. But he was a man of an economical turn of mind, and bethinking himself that he could throw over these people if anything better should offer, he accepted with the blandest air. As for Pen, he was not a diner-out of thirty years' standing as yet, and the idea of a fine feast in a fine house was still perfectly welcome to him.

"What was that pretty little quarrel which engaged itself between your worship and Miss Amory?" the Major asked of Pen, as they walked away together. "I thought you used to be au mieux in that quarter.'

"Used to be," answered Pen, with a dandified air; "is a vague phrase regarding a woman. Was and is are two very different terms, sir, as regards women's hearts, especially."

"Egad, they change as we do," cried the elder. "When we took the Cape of Good Hope, I recollect there was a lady who talked of poisoning herself for your humble servant; and, begad, in three months, she ran away from her husband with somebody else. Don't

get yourself entangled with that Miss Amory. She is forward, affected, and under-bred; and her character is somewhat-never mind what. But don't think of her; ten thousand pound won't do for you. What, my good fellow, is ten thousand pound? I would scarcely pay that girl's milliner's bill with the interest of the money."

"You seem to be a connoisseur in millinery, uncle," Pen said.

"I was, sir, I was," replied the senior; "and the old war-horse, you know, never hears the sound of a trumpet but he begins to he, he !-you understand," and he gave a killing though somewhat superannuated leer and bow to a carriage that passed them and entered the Park.

"Lady Catherine Martingale's carriage," he said, "mons'ous fine girls the daughters, though, gad, I remember their mother a thousand times handsomer. No, Arthur, my dear fellow, with your person and expectations, you ought to make a good coup in marriage some day or other; and though I wouldn't have this repeated at Fairoaks, you rogue, ha ha! a reputation for a little wickedness, and for being an homme dangereux, don't hurt a young fellow with the women. They like it, sir-they hate a milksop young men must be young men, you know. But for marriage," continued the veteran moralist, that is a very different matter. Marry a woman with money. I've told you before it is as easy to get a rich wife as a poor one; and a doosed deal more comfortable to sit down to a well-cooked dinner, with your little entrees nicely served, than to have nothing but a damned cold leg of mutton between you and your wife. We shall have a good dinner on the 14th, when we dine with Sir Francis Clavering: stick to that, my boy, in your relations with the family. Cultivate 'em, but keep 'em for dining. No more of your youthful follies and nonsense about love in a cottage.


"It must be a cottage with a double coach-house, a cottage of gentility, sir," said Pen, quoting the hackneyed ballad of the Devil's Walk: but his Uncle did not know that poem (though, perhaps,

he might be leading Pen upon the very proinenade in question), and went on with his philosophical remarks, very much pleased with the aptness of the pupil to whom he addressed them. Indeed, Arthur Pendennis was a clever fellow, who took his colour very readily from his neighbour, and found the adaptation only too easy.

Warrington, the grumbler, growled out that Pen was becoming such a puppy that soon there would be no him. But the truth is, the young man's success and dashing manners pleased his elder companion. He liked to see Pen gay and spirited, and brim-full of health, and life, and hope; as a man who has long since left off being amused with clown and harlequin, still gets a pleasure in watching a child at a pantomime. Mr. Pen's former sulkiness disappeared with his better fortune: and he bloomed as the sun began to shine upon him.



ON the day appointed, Major Pendennis, who had formed no better engagement, and Arthur who desired none, arrived together to dine with Sir Francis Clavering. The only tenants of the drawing-room when Pen and his uncle reached it, were Sir Francis and his wife, and our friend Captain Strong, whom Arthur was very glad to see, though the Major looked very sulkily at Strong, being by no means well pleased to sit down to dinner with Clavering's d-housesteward, as he irreverently called Strong. But Mr. Welbore Welbore, Clavering's country neighbour and brother member of Parliament, speedily arriving, Pendennis the elder was somewhat appeased, for Welbore, though perfectly dull, and taking no more part in the conversation at dinner than the footman behind his chair, was a respectable country gentleman of ancient family and seven thousand a-year; and the Major felt always at ease in such society. To these

were added other persons of note; the Dowager Lady Rockminster, who had her reasons for being well with the Clavering family, and the Lady Agnes Foker, with her son Mr. Harry, our old acquaintance. Mr. Pynsent could not come, his Parliamentary duties keeping him at the House, duties which sate upon the two other senators very lightly. Miss Blanche Amory was the last of the company who made her appearance. She was dressed in a killing white silk dress, which displayed her pearly shoulders to the utmost advantage. Foker whispered to Pen, who regarded her with eyes of evident admiration, that he considered her "a stunner." She chose to be very gracious to Arthur upon this day, and held out her hand most cordially, and talked about dear Fairoaks, and asked for dear Laura and his mother, and said she was longing to go back to the country, and in fact was entirely simple, affectionate, and artless.

Harry Foker thought he had never seen anybody so amiable and delightful. Not accustomed much to the society of ladies, and ordinarily being dumb in their presence, he found that he could speak before Miss Amory, and became uncommonly lively and talkative, even before the dinner was announced and the party descended to the lower rooms. He would have longed to give his arm to the fair Blanche, and conduct her down the broad carpeted stair: but she fell to the lot of Pen upon this occasion, Mr. Foker being appointed to escort Mrs. Welbore Welbore, in consequence of his superior rank as an earl's grand


But though he was separated from the object of his desire during the passage down stairs, the delighted Foker found himself by Miss Amory's side at the dinner-table, and flattered himself that he had manoeuvred very well in securing that happy place. It may be that the move was not his, but that it was made by another person. Blanche had thus the two young men, one on each side of her, and each tried to render himself gallant and agreeable.

Foker's mamma, from her place, surveying her darling boy, was surprised at his vivacity. Harry talked constantly

to his fair neighbour about the topics of the day.

"Seen Taglioni in the Sylphide, Miss Amory? Bring me that souprame of Volile again, if you please (this was addressed to the attendant near him), very good: can't think where the souprames come from; what becomes of the legs of the fowls, I wonder? She's clipping in the Sylphide, ain't she?" and he began very kindly to hum the pretty air which pervades that prettiest of all ballets, now faded into the past with that most beautiful and gracious of all dancers. Will the young folks ever see anything so charming, anything so classic, anything like Taglioni?


Miss Amory is a sylph herself," said Mr. Pen.

"What a delightful tenor voice you have, Mr. Foker," said the young lady. "I am sure you have been well taught. I sing a little myself. I should like to sing with you."

Pen remembered that words very similar had been addressed to himself by the young lady, and that she had liked to sing with him in former days. And sneering within himself, he wondered with how many other gentlemen she had sung duets since his time? But he did not think fit to put this awkward question aloud and only said, with the very tenderest air which he could assume, should like to hear you sing again, Miss Blanche. I never heard a voice I liked so well as yours, I think."


"I thought you liked Laura's," said Miss Blanche.

"Laura's is a contralto: and that voice is very often out, you know," Pen said, bitterly. "I have heard a great deal of music, in London," he continued. "I'm tired of those professional people -they sing too loud-or I have grown too old or too blase. One grows old very soon, in London, Miss Amory. And like all old fellows, I only care for the songs I heard in my youth." I like English music best. I don't care for foreign songs much. Get me some saddle of mutton," said Mr. Foker.


"I adore English ballads of all things," said Miss Amory.

"Sing me one of the old songs after

dinner, will you?" said Pen, with an imploring voice.

Shall I sing you an English song, after dinner?" asked the Sylphide, turning to Mr. Foker. "I will, if you will promise to come up soon:" and she gave him a perfect broadside of her eyes.

"I'll come up after dinner, fast enough," he said simply. "I don't care about much wine afterward-I take my whack at dinner-I mean my share, you know; and when I have had as much as I want, I toddle up to tea. I'm a domestic character, Miss Amory - my habits are simple-and when I'm pleased I'm generally in a good humour, ain't I, Pen?-that jelly, if you pleasenot that one, the other with the cherries inside. How the doose do they get those cherries inside the jellies?" In this way the artless youth prattled on: and Miss Amory listened to him with inexhaustible good humour. When the ladies took their departure for the upper regions, Blanche made the two young men promise faithfully to quit the table soon, and departed with kind glances to each. She dropped her gloves on Foker's side of the table, and her handkerchief on Pen's. Each had some little attention paid to him; her politeness to Mr. Foker was perhaps a little more encouraging than her kindness to Arthur: but the benevolent little creature did her best to make both the gentlemen happy. Foker caught her last glance as she rushed out of the door; that bright look passed over Mr. Strong's broad white waistcoat, and shot straight at Harry Foker's. The door closed on the charmer he sat down with a sigh, and swallowed a bumper of claret.

As the dinner at which Pen and his uncle took their places was not one of our grand parties, it had been served at a considerably earlier hour than those ceremonial banquets of the London season, which custom has ordained shall scarcely take place before nine o'clock; and the company being small, and Miss Blanche, anxious to betake herself to her piano in the drawing-room, giving constant hints to her mother to retreat,Lady Clavering made that signal very speedily, so that it was quite daylight

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