Leaman v. LEAGUE LUMBER, INC.

Sybert, J., delivered' the opinion of the Court. The appellant, William W. Leaman, seeks reversal of a judgment entered against him after the trial court, sitting without a jury, found as a fact that he had, as a maker, signed a note under seal, together with the Blythenia Development Company, Inc., payable on demand to the appellee, League Lumber Company, Inc. Blythenia, against which judgment also was entered, did not appeal. It was undisputed that the note in question, which was for $4063.07, was stolen from the office of the appellee some twenty-three months after its execution. Suit thereon was not filed until approximately three years and three months after the date of the note.

A reconstructed copy of the note was filed with the declaration. The plaintiff-appellee, League Lumber Company, produced evidence to show that the defendant-appellant, Leaman, had executed the note on behalf of Blythenia, as its president, and had again signed the note on its face, under seal, as an individual maker. (The period of limitations for a suit ²⁶⁰ on a negotiable instrument under seal is twelve years. Code (1957), Art. 57, sec. 3.) On the other hand, Leaman testified that he had signed only once on the face of the note—as president of Blythenia; however, he stated that he had signed on the back of the note as an accommodation indorser, and that this signature was not under seal.

(He filed a special plea of limitations and argues that his indorsement is governed by the three-year period of limitations applicable to actions in assumpsit under sec. 1 of Art. 57, supra-.) It was conceded in the case that nothing has been paid on the note. Demand for payment was proven. The trial judge found that the appellant had signed the note on its face as an individual maker, in addition to executing it on behalf of the corporate defendant as its president, and that his individual signature was under seal. Our function on this appeal is to determine whether there was substantial evidence upon which the trial judge could base his findings.

We can set the judgment aside only if his conclusions from the evidence were clearly erroneous. Maryland Rule 886 a. George M. Baker, the assistant secretary and bookkeeper of League Lumber Company, testified for the plaintiff that he had filled in the original printed confessed judgment note, that he was present when it was signed, and that he saw the note about fifty times after its execution since it was kept in a metal box in his office. (The appellant admitted that Baker was present at the time of execution.) Baker further testified that the note was signed on its face twice by Leaman, once as president of Blythenia and once individually.

He reconstructed the note at deposition and at trial. The form used each time contained the word “(SEAL)” opposite the names of the makers. Baker stated that no copy of the note was made by him. Dorothy R. Soltys, secretary to the appellee corporation and its president, Albert H. League, testified for the plaintiff that though she was not present at its execution, she saw the note many times in the metal box.

She stated that she particularly remembered Mr. Leaman had signed it twice on its face and that since she was not familiar with notes she wondered why a person would sign it twice. She stated that no corporate seal was affixed but that the word “seal” appeared after Mr. Lea- ²⁶¹ man’s signature. When she reconstructed the note in court the form contained the word “(SEAL)”. Mr. League also testified that Leaman had signed the note on its face as president of Blythenia and individually.

He denied that Leaman had signed on the back at all. He said the note was executed because there was an outstanding debt due League Lumber for materials furnished and that because of Blythenia’s financial difficulties he wanted the note as definite evidence of the obligation. He stated that when Blythenia began to deal with League Lumber, Leaman agreed that he should be billed personally along with the corporation for all goods delivered. He added that no