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held his childish head up, and carried himself with a brave air; he was so like his father that it was really startling; he had his father’s golden hair and his mother’s brown eyes, but there was nothing sorrowful or timid in them. They were innocently fearless eyes; he looked as if he had never feared or doubted anything in his life.

      “He is the best-bred-looking and handsomest little fellow I ever saw,” was what Mr. Havisham thought. What he said aloud was simply, “And so this is little Lord Fauntleroy.”

      And, after this, the more he saw of little Lord Fauntleroy, the more of a surprise he found him. He knew very little about children, though he had seen plenty of them in England—fine, handsome, rosy girls and boys, who were strictly taken care of by their tutors and governesses, and who were sometimes shy, and sometimes a trifle boisterous, but never very interesting to a ceremonious, rigid old lawyer. Perhaps his personal interest in little Lord Fauntleroy’s fortunes made him notice Ceddie more than he had noticed other children; but, however that was, he certainly found himself noticing him a great deal.

      Cedric did not know he was being observed, and he only behaved himself in his ordinary manner. He shook hands with Mr. Havisham in his friendly way when they were introduced to each other, and he answered all his questions with the unhesitating readiness with which he answered Mr. Hobbs. He was neither shy nor bold, and when Mr. Havisham was talking to his mother, the lawyer noticed that he listened to the conversation with as much interest as if he had been quite grown up.

      “He seems to be a very mature little fellow,” Mr. Havisham said to the mother.

      “I think he is, in some things,” she answered. “He has always been very quick to learn, and he has lived a great deal with grownup people. He has a funny little habit of using long words and expressions he has read in books, or has heard others use, but he is very fond of childish play. I think he is rather clever, but he is a very boyish little boy, sometimes.”

      The next time Mr. Havisham met him, he saw that this last was quite true. As his coupe turned the corner, he caught sight of a group of small boys, who were evidently much excited. Two of them were about to run a race, and one of them was his young lordship, and he was shouting and making as much noise as the noisiest of his companions. He stood side by side with another boy, one little red leg advanced a step.

      “One, to make ready!” yelled the starter. “Two, to be steady. Three—and away!”

      Mr. Havisham found himself leaning out of the window of his coupe with a curious feeling of interest. He really never remembered having seen anything quite like the way in which his lordship’s lordly little red legs flew up behind his knickerbockers and tore over the ground as he shot out in the race at the signal word. He shut his small hands and set his face against the wind; his bright hair streamed out behind.

      “Hooray, Ced Errol!” all the boys shouted, dancing and shrieking with excitement. “Hooray, Billy Williams! Hooray, Ceddie! Hooray, Billy! Hooray! ’Ray! ’Ray!”

      “I really believe he is going to win,” said Mr. Havisham. The way in which the red legs flew and flashed up and down, the shrieks of the boys, the wild efforts of Billy Williams, whose brown legs were not to be despised, as they followed closely in the rear of the red legs, made him feel some excitement. “I really—I really can’t help hoping he will win!” he said, with an apologetic sort of cough. At that moment, the wildest yell of all went up from the dancing, hopping boys. With one last frantic leap the future Earl of Dorincourt had reached the lamp-post at the end of the block and touched it, just two seconds before Billy Williams flung himself at it, panting.

      “Three cheers for Ceddie Errol!” yelled the little boys. “Hooray for Ceddie Errol!”

      Mr. Havisham drew his head in at the window of his coupe and leaned back with a dry smile.

      “Bravo, Lord Fauntleroy!” he said.

      As his carriage stopped before the door of Mrs. Errol’s house, the victor and the vanquished were coming toward it, attended by the clamoring crew. Cedric walked by Billy Williams and was speaking to him. His elated little face was very red, his curls clung to his hot, moist forehead, his hands were in his pockets.

      “You see,” he was saying, evidently with the intention of making defeat easy for his unsuccessful rival, “I guess I won because my legs are a little longer than yours. I guess that was it. You see, I’m three days older than you, and that gives me a ’vantage. I’m three days older.”

      And this view of the case seemed to cheer Billy Williams so much that he began to smile on the world again, and felt able to swagger a little, almost as if he had won the race instead of losing it. Somehow, Ceddie Errol had a way of making people feel comfortable. Even in the first flush of his triumphs, he remembered that the person who was beaten might not feel so gay as he did, and might like to think that he might have been the winner under different circumstances.

      That morning Mr. Havisham had quite a long conversation with the winner of the race—a conversation which made him smile his dry smile, and rub his chin with his bony hand several times.

      Mrs. Errol had been called out of the parlor, and the lawyer and Cedric were left together. At first Mr. Havisham wondered what he should say to his small companion. He had an idea that perhaps it would be best to say several things which might prepare Cedric for meeting his grandfather, and, perhaps, for the great change that was to come to him. He could see that Cedric had not the least idea of the sort of thing he was to see when he reached England, or of the sort of home that waited for him there. He did not even know yet that his mother was not to live in the same house with him. They had thought it best to let him get over the first shock before telling him.

      Mr. Havisham sat in an arm-chair on one side of the open window; on the other side was another still larger chair, and Cedric sat in that and looked at Mr. Havisham. He sat well back in the depths of his big seat, his curly head against the cushioned back, his legs crossed, and his hands thrust deep into his pockets, in a quite Mr. Hobbs-like way. He had been watching Mr. Havisham very steadily when his mamma had been in the room, and after she was gone he still looked at him in respectful thoughtfulness. There was a short silence after Mrs. Errol went out, and Cedric seemed to be studying Mr. Havisham, and Mr. Havisham was certainly studying Cedric. He could not make up his mind as to what an elderly gentleman should say to a little boy who won races, and wore short knickerbockers and red stockings on legs which were not long enough to hang over a big chair when he sat well back in it.

      But Cedric relieved him by suddenly beginning the conversation himself.

      “Do you know,” he said, “I don’t know what an earl is?”

      “Don’t you?” said Mr. Havisham.

      “No,” replied Ceddie. “And I think when a boy is going to be one, he ought to know. Don’t you?”

      “Well—yes,” answered Mr. Havisham.

      “Would you mind,” said Ceddie respectfully—“would you mind ’splaining it to me?” (Sometimes when he used his long words he did not pronounce them quite correctly.) “What made him an earl?”

      “A king or queen, in the first place,” said Mr. Havisham. “Generally, he is made an earl because he has done some service to his sovereign, or some great deed.”

      “Oh!” said Cedric; “that’s like the President.”

      “Is it?” said Mr. Havisham. “Is that why your presidents are elected?”

      “Yes,” answered Ceddie cheerfully. “When a man is very good and knows a great deal, he is elected president. They have torch-light processions and bands, and everybody makes speeches. I used to think I might perhaps be a president, but I never thought of being an earl. I didn’t know about earls,” he said, rather hastily, lest Mr. Havisham might feel it impolite in him not to have wished to be one,—“if I’d known about them, I dare say I should have thought I should like to be one.”

      “It is rather different from being a president,” said Mr. Havisham.

      “Is it?”

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