It is also assignable by endorsement, where by the assignee becomes entitled to the goods subject to the shipper's right of stoppage in transitu, in some cases, and to various lienS ; Port. B. of L. 438; Pollard v. Rear don, 65 Fed. 848, 13 C. C. A. 171. See LIENS ; STOPPAGE IN TRANSIT17.
By endorsement to a vendee, the vendor transfers the possession to him ; People v. Midkiff, 71 Ill. App. 141; and the property ; Law v. Hatcher, 4 Blackf. (Ind.) 364. As against the carrier, when the bill of lading is attached to sight drafts, the transferee is entitled to receive the goods; Walters V. R.' Co., 66 Fed. 862, 14 C. C. A. 267 ; or to sue for wrongful delivery; Tishomingo Say. Insti v. Johnson (Ala.) 40 South. 503 ; to the pledg or without surrender of the bills; Chesa peake S. S. Co. v. Bank, 102 Md. 589, 63 Atl. 113; even when the bill of lading did not contain the words "or order"; Chicago & S. R. Co. v. Bank, 26 Ind. App. 600, 59 N. E. 43. One in possession under a bill of lading can sue for conversion against one with no better title ; Adams v. O'Connor, 100 Mass. 515, 1 Am. Rep. 137. Placing a car on a side track and notifying the transferee is a sufficient delivery ; Anchor Mill Co. v. Ry. Co., 102 Ia. 262, 71 N. W. 255. The assignee of a bill of lading as collateral security for drafts upon the consignee is in a general sense the absolute owner of the goods; 2 Term 63 ; at least to the extent and until payment of the drafts ; Dows v. Bank, 91 U. S. 618, 23 L. Ed. 214; Willman Mercan tile Co. v. Fussy, 15 Mont. 514, 39 Pac. 738, 48 Am. St Rep. 698; Missouri Pac. R. Co. v. Law, 57 Neb. 560, 78 N. W. 291; and the consignee takes the goods subject to the rights of the holder of the bill of lading and cannot set off the price against a debt due from the consignor ; Emery v. Bank, 25 Ohio St 360, 18 Am. Rep. 299. But in Mason v. Cotton Co., 148 N. C. 492, 62 S. E. 625, 18 L. R. A. (N. S.) 1221, 128 Am. St. Rep. 635, it was held that the right of such assignee does not extend so far as to make him lia ble for a breach of warranty by the consign or in the sale of the property, and the case in Finch v. Gregg, 126 N. C. 176, 35 S. E. 251, 49 L. R. A. 679, which was contra (and which the Supreme Court of Alabama followed in Haas v. Bank, 144 Ala. 562, 39 South. 129, 1 L. R. A. [N. S.] 242, 113 Am. St Rep. 61, and the Supreme Court of Tennessee refused to follow in Leonhardt & Co. v. Small & Co., 117 Tenn. 153, 96 S. W. 1051, 6 L. R. A. [N. S.] 887, 119 Am. St Rep. 994), was expressly overruled after having been subjected to much criticism. See the above cited cases, the
opinions in which and the annotations collect the cases.
But the assignee obtains by such assign ment only the title of his assignor, and the negotiability is mostly the quality of trans ferability by endorsement and delivery which enables the rightful assignee to in his own name; Shaw v. R. Co., 101 U. S. 557, 25 L. Ed. 892 ; Stollenwerck v. Thacher, 115 Mass. 224; Dickson v. Elevator Co., 44 Mo.
App. 498. It is only negotiable so far that the owner may transfer it by endorsement or as signment so as to vest the legal title in the assignee; Douglas v. Bank, 86 Ky. 176, 5 S. W. 420, 9 Am. St. Rep. 276.
Delivery of a bill of lading is delivery of the property ; Forbes v. R. Co., 133 Mass. 154; but the transfer from one who wrong fully attains it, having no title to the prop erty shipped, passes no title as against the true owner ; Merchants' Nat. Bank v. Bales, 148 Ala. 279, 41 South. 516 ; and the trans fer by endorsement of a bill of lading, drawn to the shipper's order, vests the title to the goods in the transferee, as purchaser or pled gee, as the case may be; Scheuermann v. Fruit Co., 123 La. 55, 48 South. 647.
It is considered to partake of the character of a written contract, and also of that of a receipt ; St Louis, I. M. & S. Ry. Co. v. Knight, 122 U. S. 79, 7 Sup: Ct. 1132, 30 L. Ed. 1077 ; Schoul. Pers. Prop. 408; The Mis souri v. Webb, 9 Mo. 193 ; Mears v. R. Co., 75 Conn. 171, 52 Atl. 610, 56 L. R. A. 884, 96 Am. St. Rep. 192; Chicago & N. W. Ry. Co. v. Simon, 160 Ill. 648, 43 N. E. 596. in so far as it admits the character, quality, or condition of the goods at the time they were received by the carrier, it is a mere receipt, and the carrier may explain or contradict it by parol; Missouri Pac. It. Co. v. McFad den, 154 U. S. 155, 14 Sup. Ct. 990, 38 L. Ed. 944; Fasy v. Nay. Co., 77 App. Div. 469, 79 N. Y. Supp. 1103, affirmed without opin ion Fasy v. Nay. Co., 177 N. Y. 591, 70 N. E. 1098; Baltimore & 0. R. Co. v. Wilkens, 44 Md. 11, 22 Am. Rep. 26; but as respects the agreement to carry and deliver, it is a contract, and must be construed accord ing to its terms; Ellis v. Willard, 9 N. Y. 529; White v. Van Kirk, 25 Barb. (N. Y.) 16 ; 1 Abb. Adm. 209, 397 ; Louisville & N. R. Co. v. Fulgham, 91 Ala. 555, 8 South. 803 ; Snow v. R. Co., 109 Ind. 422, 9 N. E. 702; Portland Flouring Mills Co. v. Ins. Co., 130 Fed. 860, 65 C. C. A. 344, affirming British & Foreign Marine Ins. Co. v. Mills Co., 124 Fed. 855. And see Rhodes v. Newhall, 126 N. Y. 574, 27 N. E. 947, 22 Am. St Rep. 859.