(Enclosure.)
Memorandum drawn up by J. A. Smith, and given to Lord Lyttelton by Mr. Wakefield, on Friday, 5th April.

A guarantee for £15,000 (in the several amounts set against their respective names), to meet deficiencies of sale on or before 30th June. Such guarantees not to be payable in money before 31st December, 1851, and diminished by any receipts after 30th June.

Considering that the New Zealand Company has waived the provision in its agreement with the Canterbury Association, whereby the Association is bound to sell £100,000 worth of land on or before the 30th April instant, we the undersigned, referring to the existing pecuniary engagements between the two bodies, engage (each of us for the sum which is below set against his name) that in case the quantity of land sold on or before the 30th June next, shall be less than £100,000 worth, the Company shall then be placed in the same position with respect to the financial engagements between the Company and the Association, as if the whole £100,000 worth had been sold under the waived provisions. But to this engagement we attach a condition; viz., that the New Zealand Company shall not be entitled to any money payment from us before the 31st December, 1851. It is of course understood that the amount of this engagement shall be diminished by and in proportion to all payments in respect of sales of land made by the Association to the Company after the 30th June.