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Praise for Learning TensorFlow.js
What Gant has done with this book is to cut to the chase, and
teach you the important stuff you need to know while keeping you
firmly within the web developer role, using JavaScript and the
Browser.
—Laurence Moroney, Lead AI Advocate, Google
Machine learning has the potential to influence every industry out
there. This book enables you to take your first steps with
TensorFlow.js, allowing any JavaScript developer to gain
superpowers in their next web application and beyond. This book
is a great introduction to machine learning using TensorFlow.js
that also applies what you learn with real world examples that are
easy to digest.
—Jason Mayes, Senior Developer Relations Engineer
for TensorFlow.js at Google
Gant’s ability to navigate explaining the complexities of machine
learning while avoiding the pitfalls of complicated mathematics is
uncanny, and you’d be hard-pressed to find a better introduction
to data science using JavaScript.
—Lee Warrick, Fullstack JavaScript Developer
I’m delighted to have read Learning TensorFlow.js. It is without
doubt a good way to get out of my comfort zone of backend
engineering and try out building some exciting frontend
applications, leveraging the power of the book’s content about
Tensorflow.js as the go-to framework for ML web applications.
—Laura Uzcátegui, Software Engineer, Microsoft
This book serves as the right introduction to building small deep
learning models fit for web and mobile based applications. The
examples in the book along with the detailed explanation will
make your learning smooth and fun.
—Vishwesh Ravi Shrimali, Engineer, Mercedes Benz
R&D India
I wish that I’d had this book myself to learn neural networks and
TensorFlow.js in the past! Astonishingly simple and beautifully
written, it goes from zero to doing a full capstone project in 12
short chapters. A must-have in every library.
—Axel Sirota, Machine Learning Research Engineer
This is a much-needed introduction to TensorFlow.js, with great
examples, amazing illustrations, and insightful quotes at the
beginning of each chapter. A must-read for anyone who’s serious
about doing AI with JavaScript.
—Alexey Grigorev, Founder of DataTalks.Club
Machine learning for the web is still in its infancy, and books such
as the one you’re holding right now are super important. As a
machine learning engineer working on ML tools for the JavaScript
environment, my top recommendation for web developers seeking
to add ML to their projects is definitely LearningTensorFlow.js.
—Rising Odegua, Cocreator of Danfo.js
Learning TensorFlow.js
Powerful Machine Learning in JavaScript

Gant Laborde
Learning TensorFlow.js
by Gant Laborde
Copyright © 2021 Gant Laborde. All rights reserved.
Printed in the United States of America.
Published by O’Reilly Media, Inc., 1005 Gravenstein Highway North,
Sebastopol, CA 95472.
O’Reilly books may be purchased for educational, business, or sales
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Indexer: Ellen Troutman-Zaig

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Illustrator: Kate Dullea

May 2021: First Edition

Revision History for the First Edition
2021-05-07: First Release

See http://oreilly.com/catalog/errata.csp?isbn=9781492090793 for

release details.
The O’Reilly logo is a registered trademark of O’Reilly Media, Inc.
Learning TensorFlow.js, the cover image, and related trade dress are
trademarks of O’Reilly Media, Inc.
The views expressed in this work are those of the author, and do not
represent the publisher’s views. While the publisher and the author
have used good faith efforts to ensure that the information and
instructions contained in this work are accurate, the publisher and
the author disclaim all responsibility for errors or omissions,
including without limitation responsibility for damages resulting from
the use of or reliance on this work. Use of the information and
instructions contained in this work is at your own risk. If any code
samples or other technology this work contains or describes is
subject to open source licenses or the intellectual property rights of
others, it is your responsibility to ensure that your use thereof
complies with such licenses and/or rights.
978-1-492-09079-3
[LSI]
Dedication
This book is dedicated
to the most infectious & gentle smile.
To the irrepressible spark & endless
joy of my heart. To my loving
daughter, I love you,
Mila.
Foreword
AI and machine learning are revolutionary technologies that can
change the world, but they can only do that if there are developers
using good APIs to take advantage of the advancements these
technologies bring.
One such advancement is the ability to run machine learning models
in the browser, empowering applications that act intelligently.
The rise of TensorFlow.js tells me that AI has arrived. It’s no longer
exclusively in the realm of data scientists with supercomputers; it’s
now accessible to the millions of developers who code in JavaScript
daily. But there’s a gap. The tools and techniques for building models
are still very much in the hands of those who know the mysteries of
Python, NumPy, graphics processing units (GPUs), data science,
feature modeling, supervised learning, tensors, and many more
weird and wonderful terms that you probably aren’t familiar with!
What Gant has done with this book is to cut to the chase, teaching
you the important stuff you need to know while keeping you firmly
within the web developer role, using JavaScript and the browser.
He’ll introduce you to the concepts of AI and machine learning with
a clear focus on how they can be used in the platform you care
about.
Often, I hear developers ask, when wanting to use machine
learning, “Where can I find stuff that I can reuse? I don’t want to
learn to be an ML engineer just to figure out if this stuff will work for
me!”
Gant answers that question in this book. You’ll discover premade
models that you can take lock, stock, and barrel from TensorFlow
Hub. You will also learn how to stand on the shoulders of giants by
taking selected portions of models built using millions of items of
data and many thousands of hours of training, and see how you can
transfer learn from them to your own model. Then, just drop it into
your page and have JavaScript do the rest!
Developers ask, “How can I use machine learning on the platform I
care about without extensive retraining?”
This book goes deeply into that—showing you how to bridge the gap
between JavaScript and models that were trained using TensorFlow.
From data conversion between primitives and tensors to parsing
output probabilities into text, this book guides you through the steps
to integrate tightly with your site.
Developers ask me, “I want to go beyond other people’s work and
simple prototypes. Can I do that as a web developer?”
Again, yes. By the time you’ve finished this book, not only will you
be familiar with using models, but Gant will give you all the details
you need to create them yourself. You’ll learn how to train complex
models such as convolutional neural networks to recognize the
contents of images, and you’ll do it all in JavaScript.
A survey in October 2020 showed that there were 12.4 million
JavaScript developers in the world. Other surveys showed that there
are about 300,000 AI practitioners globally. With the technology of
TensorFlow.js and the skills in this book, you, dear JavaScript
developer, can be a part of making AI matter. And this book is a
wonderful, wonderful place to start.
Enjoy the journey!

Laurence Moroney
March 2021
Preface

“If you choose not to decide, you still have made a choice.”
—Geddy Lee (Rush)

Let’s Do This
Hindsight is always 20/20. “I should have bought some bitcoin when
it was at X” or “If only I had applied at startup Y before they became
famous.” The world is replete with moments that define us for better
or worse. Time never goes backward, but it echoes the lessons of
our younger choices as we go forward. You’re lucky enough to have
this book and this moment to decide.
The foundations of the software industry are changing due to
artificial intelligence. The changes will ultimately be decided by those
who grab hold and shape the world into what it will be tomorrow.
Machine learning is an adventure into new possibilities, and when it
is unified with the broad exposure of JavaScript, the limits drift away.
As I like to tell my audience in my talks on AI, “You didn’t come this
far in creating software only to come this far.” So let’s get started
and see where our imagination takes us.

Why TensorFlow.js?
TensorFlow is one of the most popular machine learning frameworks
on the market. It’s supported by Google’s top minds and is
responsible for powering many of the world’s most influential
companies. TensorFlow.js is the indomitable JavaScript framework of
TensorFlow and is better than all the competitors. In short, if you
want the power of a framework in JavaScript, there’s only one choice
that can do it all.

Who Should Read This Book?

Two primary demographics will enjoy and benefit from the contents
of this book:
The JavaScript developer
If you’re familiar with JavaScript, but you’ve never touched
machine learning before, this book will be your guide. It leans
into the framework to keep you active in pragmatic and exciting
creations. You’ll comprehend the basics of machine learning with
hands-on experience through the construction of all kinds of
projects. While we won’t shy away from math or deeper
concepts, we also won’t overly complicate the experience with
them. Read this book if you’re building websites in JavaScript and
want to gain a new superpower.

The AI specialist
If you’re familiar with TensorFlow or even the fundamental
principles of linear algebra, this book will supply you with
countless examples of how to bring your skills to JavaScript.
Here, you’ll find various core concepts illustrated, displayed, and
portrayed in the TensorFlow.js framework. This will allow you to
apply your vast knowledge to a medium that can exist efficiently
on edge devices like client browsers or the Internet of Things
(IoT). Read this book and learn how to bring your creations to
countless devices with rich interactive experiences.

This book requires a moderate amount of comfort in reading and

understanding modern JavaScript.
Book Overview
When outlining this book, I realized I’d have to make a choice. Either
I could create a whirlwind adventure into a variety of applications of
machine learning and touch on each with small, tangible examples,
or I could choose a single path that tells an ever-growing story of
the concepts. After polling my friends and followers, it was clear that
the latter was needed. To keep this book sane and under a thousand
pages, I chose to remove any JavaScript frameworks and to focus on
a singular pragmatic journey into the visual aspects of AI.
Each chapter ends with questions and a particular challenge for you
to test your resolve. The Chapter Challenge sections have been
carefully constructed to solidify lessons into your TensorFlow.js
muscle memory.

The Chapters
Chapters 1 and 2 begin with core concepts and a concrete example.
This yin-and-yang approach reflects the teaching style of the book.
Each chapter builds on the lessons, vocabulary, and functions
mentioned in previous chapters.
Chapters 3 through 7 give you the vision to understand and
implement existing AI tools and data. You’ll be able to create
impressive libraries as well as employ models in projects that were
created by scores of data scientists.
Chapters 8 through 11 begin giving you the power of creation in
TensorFlow.js. You’ll be able to train models in JavaScript, and I
firmly believe this is one of the most fun and exciting sections of the
entire book.
Chapter 12 is the final challenge. The final chapter presents a
capstone project that empowers you to take everything the book has
to offer and express it using your own faculty.

The Takeaway
After reading this book, regardless of your previous experience,
you’ll be able to find, implement, adjust, and create machine
learning models in TensorFlow.js. You’ll have the ability to identify an
application of machine learning in a website and then follow through
with fulfilling that implementation.

Conventions Used in This Book

The following typographical conventions are used in this book:
Italic
Indicates new terms, URLs, email addresses, filenames, and file
extensions.

Constant width
Used for program listings, as well as within paragraphs to refer to
program elements such as variable or function names, databases,
data types, environment variables, statements, and keywords.

Constant width bold

Shows commands or other text that should be typed literally by
the user.

Constant width italic

Shows text that should be replaced with user-supplied values or
by values determined by context.
 TIP
This element signifies a tip or suggestion.

NOTE
This element signifies a general note.

WARNING
This element indicates a warning or caution.

Using Code Examples

Supplemental materials (code examples, exercises, etc.) are
available for download at https://github.com/GantMan/learn-tfjs.
If you have a technical question or a problem using the code
examples, please send an email to [email protected].
This book is here to help you get your job done. In general, if
example code is offered with this book, you may use it in your
programs and documentation. You do not need to contact us for
permission unless you’re reproducing a significant portion of the
code. For example, writing a program that uses several chunks of
code from this book does not require permission. Selling or
distributing examples from O’Reilly books does require permission.
Answering a question by citing this book and quoting example code
does not require permission. Incorporating a significant amount of
example code from this book into your product’s documentation
does require permission.
We appreciate, but generally do not require, attribution. An
attribution usually includes the title, author, publisher, and ISBN. For
example: “Learning TensorFlow.js by Gant Laborde (O’Reilly).
Copyright 2021 Gant Laborde, 978-1-492-09079-3.”
If you feel your use of code examples falls outside fair use or the
permission given above, feel free to contact us at
[email protected].

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1005 Gravenstein Highway North

Exploring the Variety of Random
Documents with Different Content
decided upon Sevenoaks as a good starting-place. I will see you
there to-night.

"A.T."

CHAPTER XXVII

A fortunate chance revealed to Seth Dumbrick the knowledge of

the Duchess's flight many hours before she intended him to become
acquainted with it. Both he and Sally had observed a strange and
unaccountable excitement in the Duchess's manner, and had spoken
of it in confidence to each other. She had been absent twice during
the day, and when on the second occasion she returned, her
restlessness was so marked that it communicated itself to her
friends. It was not without fear, nor without some sense of the
ingratitude of the act, that the Duchess prepared secretly for flight,
and more than once her courage almost failed her; but she fortified
herself with the reflection that she could return at the last moment if
she wished, and that she had time before her to retract.

She had no real love for Ned Chester. She liked him, and had
been led away by his attentions and flatteries, by the handsome
presents he had given her, and by the belief that he was rich and a
gentleman. All the sentiment that the future contained for her was
that she would be able to live like a lady. In all other respects the
page was blank, and her history would be written from experiences
to come.
 Early in the afternoon there was a heavy fall of snow, which, from
appearance, bid fair to continue through the night. In the midst of
the storm, the Duchess stole away from Rosemary Lane.

Within half a mile from home she entered a cab, as she believed
unobserved. But Sally, who was at that moment returning from the
establishment which supplied her with needlework, saw the
Duchess's face, as the cab drove swiftly off. The truth flashed upon
her instantly; the Duchess had gone away from them for ever.
Wringing her hands in despair, she ran after the cab, but it was soon
out of sight, and seeing the hopelessness of pursuit she retraced her
steps, and ran swiftly to Rosemary Lane to acquaint Seth Dumbrick
with the circumstance.

Mention has frequently been made of Mrs. Preedy. To this woman

the Duchess had entrusted a letter accompanied with a bribe, and
the instruction that it was not to be delivered to Seth until the
following morning. In the course of the few anxious minutes which
Seth (after hearing what Sally had to tell him) devoted to the
endeavour to discover a clue in Rosemary Lane, he came across Mrs.
Preedy. It needed no great shrewdness on his part to suspect, from
the woman's important manner, that she had something to impart,
and with a small exercise of cunning he extracted the letter from her.

The mere receipt of it filled him with alarm. He hurried to his

cellar, with Sally at his heels.

"I wouldn't open it before the neighbours," he said to Sally, "for

the Duchess's sake. They're only too ready to talk, and take away a
girl's character."

With this he opened the letter. The words were few:

"I have gone away, and perhaps shall never come back. I will try
and pay you and Sally for all your kindness to me. Don't blame me; I
cannot help what I am doing. When you see me again, I shall be a
lady. Goodbye."
 They looked at each other with white faces.

"It has come," said Seth, in a pathetic voice, "What we dreaded

has come. Our child has deserted us. God send that she is not being
deceived; but I fear--I fear!" He paced the cellar for some moments
in anxious thought, and Sally, with all her soul in her eyes, followed
his movements. Presently he straightened himself with the air of a
man who has a serious task before him. "I am going straight to my
duty," he said. "Kiss me, my dear. Whatever a man can do, I intend
to do, without fear of consequences."

"Let me go with you, Daddy," implored Sally.

"Come along, then; it will be as well, perhaps."

No further words passed between them, and as quickly as it could

be accomplished, the shutters were put up to Seth's stall, and he
and Sally were riding to Mr. Temple's house. On his arrival there Seth
demanded to see Mr. Temple.

The servant conveyed the message to Mr. Temple, coupling it with

the information that the visitor was the person who had lately been
turned from the house by Mr. Temple's orders. Mr. Temple ordered
the servant again to expel him; but the man returned, saying that
Seth Dumbrick declared he must have an interview, and promised
that he would not detain Mr. Temple. The secret of this lay in the
servant having been bribed by Seth.

"The person is not alone, sir," said the servant; "he has a woman
with him."

"Let him come in," said Mr. Temple; "and you yourself will remain
within call."

"Now," said Mr. Temple haughtily, the moment Seth and Sally
entered, "without a word of preamble, the reason of this intrusion.
You are, perhaps, aware that I could have you locked up for forcing
your way into my house."

"In that case," said Seth firmly, "I should be compelled, in the
magistrate's court to make certain matters public. The press is open
to a man's wrongs."

"Clap-trap," exclaimed Mr. Temple. "Come at once to your

business with me."

Seth handed to Mr. Temple the note left by the Duchess with Mrs.
Preedy. Mr. Temple read it in silence, and returned it with the words,

"How does this affect me?"

"My child has fled," said Seth.

"How does that affect me?"

"Your son is with her."

"Twill satisfy you," said Mr. Temple, with a frown, "that you are
labouring under a gross error." He touched the bell; the servant
answered it. "Go to Mr. Arthur Temple, and tell him I desire to see
him."

"He is not in the house, sir."

"Has he been long absent?"

"Not long, sir," replied the man who, through a fellow-servant,

was enabled to give the information. "He left in great haste for the
railway station to catch a train, I heard."

"For what place?"

"For Sevenoaks, sir."

 Mr. Temple was aware that Seth's lynx eyes were upon him, and
that it would give the common man an advantage if he exhibited
surprise.

"Send Richards to me."

"Richards left the house with your son, sir."

Throughout his life Mr. Temple had proved himself equal to

emergencies.

"You have nothing further to say to me, I presume," he said,

addressing himself to Seth.

"Nothing that your own sense of honour and justice does not
dictate," was the reply.

"It dictates nothing that you can have a claim to hear. There is
the door."

Seth had his reasons now for not wishing to prolong the
interview.

"I will not trouble you any longer, sir. I know what kind of justice I
might expect from you in such a matter as this. From this moment it
is for me to act, not to talk. I have but this to say before I leave. If
my child comes to grief through your son--if he inflicts a wrong upon
her--I will devote my life to exposing both him and you."

He quitted the room upon this, and, giving instructions to the cab-
driver, bade Sally jump in.

"Where are you going now, Daddy?" asked Sally.

"To Sevenoaks. We may yet be in time."

The same train which conveyed him and Sally to Sevenoaks,

conveyed Mr. Temple also. The men did not see each other. Mr.
Temple rode first-class, Seth and Sally third.

The snowstorm showed no sign of abatement; steadily and

heavily the white flakes fell.

The links which fate weaves around human lives were drawing
closer and closer around the lives of the actors in this story; every
yard that was traversed by the train, conveying Seth and Mr. Temple,
strengthened the threads which for years had been so far distant
from one another, that nothing but the strangest circumstance could
have prevented them from eventually breaking. As Seth gazed from
the window upon the falling snow, he prayed that he might be in
time to save the child of his love, or to assure himself that she was
on the right track. To Mr. Temple the heavy snowfall brought the
memory of a night long buried in the past, when he had stood
hidden near a quaint old church, while strangers' hands were saving
from death the woman he had betrayed. And an uneasy feeling
crept into his mind at the thought that the church was within a mile
of the place towards which he was wending his way.

CHAPTER XXVIII.

The thoughts which occupied the mind of Mrs. Lenoir and the
Duchess when they met at the railway-station were of too disturbing
a nature to allow of conversation. Only a few words were
exchanged. Mrs. Lenoir, who was the first to arrive, accosted the
Duchess immediately she entered the waiting-room.

"You are the young lady I am to accompany to Sevenoaks?"

 The uttermost power of her will could not prevent her voice from
trembling.

The Duchess glanced at the speaker, but her agitation prevented

her from closely observing Mrs. Lenoir. She saw, however, that Mrs.
Lenoir's dress and manner were those of a lady.

"Mr. Temple told me I should meet a lady here," said the Duchess.

"I saw him to-day," returned Mrs. Lenoir, "and it was arranged
that I should come to you."

The gentle voice acted soothingly upon the Duchess.

"I have the tickets; the train starts at a quarter to seven. What a
dreadful night it is! We must be quick, or we shall miss the train."

"We have ample time," said Mrs. Lenoir, looking at the clock; "it is
not half-past six. You look faint and weary, my dear; have you had
tea?"

"No."

"Come into the refreshment-room, and, drink a cup. It will do you

good."

Every nerve in Mrs. Lenoir's body quivered as the girl placed her
hand in hers; they went together to the refreshment-room, where
they drank their tea, and then, hurrying to the train, they entered a
first-class carriage. The journey was made in silence; the carriage
was full, and such converse as they could hold could not take place
in the presence of strangers. The Duchess leant back upon the soft
cushions and closed her eyes, and Mrs. Lenoir watched her with
silent love. She saw in the Duchess's face so startling a likeness to
her own when she herself was a girl, that words were scarcely
needed to prove to her that her child was sitting by her side. But
that she knew that all her physical and mental strength was required
to compass the end she had in view, she could not have restrained
her feelings.

In due time they arrived at Sevenoaks, and Mrs. Lenoir inquired

whether they were to wait at the station.

"Oh, no," said the Duchess, handing a paper to Mrs. Lenoir. "Mr.
Temple has written what we are to do."

Mrs. Lenoir read the instructions, to the effect that when they
reached Sevenoaks they were to take a fly and drive to an hotel, the
"Empire," where, in accordance with a telegram he had sent to the
proprietor, they would find rooms prepared for them.

"Stay here a moment, my dear," said Mrs. Lenoir.

She went to a porter, and asked him whether the "Empire" was a
respectable hotel.

"It's one of the best in Sevenoaks," was the reply. "Shall I get you
a fly?"

"If you please."

She quickly decided that the best course to pursue was to go at

once to the hotel, where she could unravel the plot to the Duchess;
events would determine what was to follow. Before she rejoined the
Duchess she walked to a young man and woman, who were
standing on the platform a little apart from the throng, and spoke to
them. This couple had travelled third-class from London by the same
train; Mrs. Lenoir had seen them at Ludgate Hill Station, but it had
been understood between them that they should not appear to
know each other.

"You have proved yourselves good friends to me," she said to

them hurriedly; "we are going to an hotel called the 'Empire.' Follow
us at once, and be ready to come to me if I want you there."
 They signified by a gesture that they understood and would obey
her, and then Mrs. Lenoir and the Duchess walked to the fly, and
drove to the "Empire."

They found the rooms ready, and the landlady herself led them up
the stairs. A bright fire was burning, and everything presented a
cheerful appearance. The Duchess took off her gloves, and Mrs.
Lenoir assisted her to remove her hat and cloak, and removed her
own hat and veil. Then, for the first time on that night, the girl saw
Mrs. Lenoir's face in full, clear light. She started back, with an
exclamation of alarm.

"I have seen you before!"

"Yes, my dear--but do not avoid me; I implore you to listen to me!

It is not I who am deceiving you--indeed, indeed, it is not! I am here
for your good."

"I do not understand," said the Duchess, looking vaguely around.

"Mr. Temple said that a lady-relative would meet me at the station.
Are you not a relative of his?"

"I am not in any way related to the man who has been paying his
addresses to you----"

"Of the gentleman, you mean," interrupted the Duchess, with a

pride that was made pitiable by the doubt and suspicion that was
mingled with it.

"As you will, my child. I will speak of him presently. There is

something nearer to my heart, which will break if you do not listen
to what I have to say."

"I cannot listen," said the Duchess, "until you prove in some way
that you are not deceiving me."
 "Thank God, I have the proof with me. On the night you saw me
lying senseless in the snow, this gentleman you call Mr. Temple was
with you."

"Yes, and when I left you he promised to help you home."

"He kept his promise, and learned where I live. I had never seen
him before, nor had he ever seen me; we were utter strangers to
each other. Yet to-day, this very morning, he came to me, and
proposed that I should enter into a plot to betray you! He proposed
that I should present myself to you as his aunt, as a lady who was
favourable to his elopement with you, and that in this capacity I
should accompany you here. For your good I consented--to save you
I am here. Say that you believe me."

"Part of what you say must be true; but you said you have the
proof with you--what proof, and what are you going to prove?"

"That this man is no gentleman--that he is a villain--and that his

name is not Temple. On my knees--on my knees!--I thank God that
it is in my power to save you from the fatal precipice upon which
you are standing! Trust me--believe in me; I am a woman like
yourself, and my life has been a life of bitter, bitter sorrow!"

She was on her knees before the Duchess, clasping the girl's
hands, and gazing imploringly into her face. Her strange passion, the
earnestness of her words, her suffering gentle face, were not
without their effect upon the frightened girl; but some kind of
stubbornness to believe that her hopes of becoming a lady were on
the point of being overturned rendered her deaf to the appeal in any
other way than it affected herself. The threatened discovery was so
overwhelming as to leave no room for pity or sympathy for the
woman kneeling before her.

"Where is your proof?" asked the Duchess.

 Mrs. Lenoir started to her feet, and ringing the bell, gave a
whispered instruction to the maid who answered it. In a few
moments Lizzie and Charlie entered the room. They were the
persons who came third-class from London, by the same train which
conveyed Mrs. Lenoir and the Duchess to Sevenoaks; with some
vague idea that she might need Charlie's testimony, Mrs. Lenoir had
begged Lizzie to ask him to come.

"Lizzie," said Mrs. Lenoir, "will you tell this young lady what you
know of me?"

"I know nothing but good, Mrs. Lenoir," replied Lizzie, taking her
hand, and kissing it; "there isn't a man or woman in our
neighbourhood who hasn't a kind word for you."

"My dear," said Mrs. Lenoir, addressing the Duchess, "this is a girl
who lives in the same house as I do, and who has known me for
years. What is the matter with you, Lizzie?" For the girl was gazing
at the Duchess with a look of wild admiration and interest.

"I beg your pardon," said Lizzie, "but is the young lady your
daughter that you spoke to me of last night----"

Lizzie was stopped in her speech by a sob from Mrs. Lenoir, who
hid her face in her hands, and turned from them, hearing as she
turned, a whisper from the Duchess:

"What does she mean? Your daughter! Oh, my God! Let me look
at you again."

But Mrs. Lenoir kept her face hidden from the girl, and said, with
broken sobs:

"Let me have my way a little, my dear. I will speak more plainly

presently, when we are alone. Give me your hand----"
 She held the pretty fingers which the Duchess gave her, with a
clinging loving pressure which caused the girl's heart to thrill with
hope and fear.

"Hear what Lizzie has to say first. Lizzie, you were in my room this
morning when a gentleman called to see me?"

"Yes, Mrs. Lenoir."

"You heard him inquiring for me?"

"Yes."

"Did he give any name?"

"After he left, I heard that he called himself Mr. Temple."

While these words were spoken, Mrs. Lenoir, finding herself

unable to stand, sank into a chair, and the Duchess, sinking to her
knees, hid her face in her lap, holding Mrs. Lenoir's hand.

"Describe the man, Lizzie," said Mrs. Lenoir.

Lizzie did so in a graphic manner; the portrait she presented was

truthful and unmistakable. Every word that was being uttered was
carrying conviction to the Duchess's soul.

"When he left the house," said Mrs. Lenoir, "Charlie and you--
Charlie and Lizzie are engaged, my dear, and will soon be married,"--
this to the Duchess--"Charlie and you were in the passage, and he
passed you."

"Yes."

"Charlie, you saw his face?"

"I did, ma'am."

 "And recognised it?"

"As sure as anything's sure, though a good many years have gone
by since I saw it last."

"Was his name Temple?"

"Not by a long way."

"Tell me his name again, Charlie."

"Ned Chester his name was, and is," added Charlie positively.

At the mention of the name a shudder passed through the

Duchess's frame.

"What character did he bear when you knew him?"

"A precious bad one; not to put too fine a point upon it, he was a
thief."

"That will do, Charlie. Good night; good night, Lizzie."

"Good night, Mrs. Lenoir, God bless you."

"Thank you, my dears."

In another moment Mrs. Lenoir and the Duchess were again

alone.

The questions had been asked by Mrs. Lenoir with the distinct
purpose of convincing the Duchess that she was acting in good faith
and for the girl's good. She felt that she was on her trial, as it were,
and out of the teachings of her own sad experience she gathered
wisdom to act in such a way as to win confidence. On the Duchess
the effect produced was convincing, so far as the man whose
attention she had accepted was concerned; but a dual process of
thought was working in her mind--one associated with the lover who
would have betrayed her, the other associated with the woman who
had stepped between her and her peril.

"My dear," said Mrs. Lenoir, after an interval of silence, during

which the Duchess had not raised her head, and Mrs. Lenoir was
strengthening herself for the coming trial, "will you give me what
information you can concerning yourself which will help to guide us
both in this sad hour?"

A pressure of her fingers answered her in the affirmative.

"Keep your eyes from me till I bid you rise," continued Mrs.
Lenoir, with heaving bosom. "Where do you live?"

"In Rosemary Lane."

"Have you lived all your life there?"

"Since I was a very little child."

"You were not born there?"

"Oh, no; I do not know where I was born----" Mrs. Lenoir's eyes
wandered to the window which shut out the night. She could not see
it, but she felt that the snow was falling; "and," said the Duchess in
a faltering voice, "I cannot remember seeing the face of my mother."

"Tell me all you know, my dear; conceal nothing from me."

In broken tones the girl told every particular of her history, from
her introduction into Rosemary Lane, as the incident had been
related to her by Seth Dumbrick, to the present and first great trial
in life.

"Look up, my dear."

The Duchess raised her eyes, almost blinded with tears. Mrs.
Lenoir tenderly wiped them away, and placed in the girl's hand the
miniature portrait of herself, painted in her younger and happier
days.

"It is like me," murmured the girl.

"It is my picture when I was your age." She sank to her knees by
the side of the Duchess. "At this time and in this place my story is
too long to tell. You shall learn all by-and-by, when we are safe. I
had a child--a daughter, born on such a night as this, in sorrow and
tribulation. My memory is too treacherous, and the long and severe
illness I passed through was too terrible in its effects upon me, to
enable me to recall the circumstances of that period of my life. But I
had my child, and she drew life from my breast, and brought gleams
of happiness to my troubled soul. I have no recollection how long a
time passed, till a deep darkness fell upon me; but when I
recovered, and my reason was restored to me, I was told that my
child was dead. I had no power to prove that it was false; I was
weak, friendless, penniless, and I wandered into the world solitary
and alone. But throughout all my weary and sorrowful life, a voice--
God's voice--never ceased whispering to me that my child was alive,
and that I should one day meet her, and clasp her to my heart! In
this hope alone I have lived; but for this hope I should have died
long years ago. Heaven has fulfilled its promise, and has brought
you to my arms. I look into your face, and I see the face of my child;
I listen to your voice, and I hear the voice of my child! God would
not deceive me! In time to come, when you have heard my story, we
will, if you decide that it shall be so, seek for worldly proof. I think I
see the way to it, and if it is possible it shall be found."

She rose from her knees, and standing apart from the wondering
weeping girl, said, in a low voice, between her sobs:

"In my youth I was wronged. I was innocent, as God is my judge!

My fault was, that I trusted and believed; that I, a young girl
inexperienced in the world's hard ways, listened to the vows of a
man, whom I loved with all my soul's strength; whom I believed in
as I believe in Eternal justice! That was my sin. I have been bitterly
punished; no kiss of love, no word of affection that I could receive
as truly my right, has been bestowed upon me since I was robbed of
my child. I have been in darkness for years; I am in darkness now,
waiting for the light to shine upon my soul!"

It came. Tender arms stole about her neck, loving lips were
pressed to hers. In an agony of joy she clasped the girl to her
bosom, and wept over her. For only a few moments did she allow
herself the bliss of this reunion. She looked, affrighted, to a clock on
the mantelpiece.

"At what time did that man say he would be here to meet us?"
she asked in a hurried whisper.

"At eleven o'clock," was the whispered reply.

"It wants but five minutes to the hour. We must go, child; we
must fly from this place. No breath of suspicion must attach itself to
my child's good name. Come--quickly, quickly!"

The Duchess allowed Mrs. Lenoir to put on her hat and cloak, and
before the hour struck they were in the street, hastening through
the snow.

Whither? She knew not. But fate was directing her steps.

CHAPTER XXIX.
 They did not escape unobserved, and within a short time of their
departure from the hotel, were being tracked by friend and foe. The
ostler attached to the hotel saw the woman stealing away, and
noted the direction they took; and when Ned Chester drove to the
"Empire" and heard with dismay of the flight, the ostler turned an
honest penny by directing him on their road. He turned more than
one honest penny on this--to him--fortunate night. Richards, who
had made himself fully acquainted with Ned's movements, arrived at
the hotel, in company with Arthur Temple, a few minutes after the
runaway thief left it, and had no difficulty in obtaining the
information he required.

"Two birds with one stone, sir," he said to Arthur; "we shall catch
the thief and save the girl."

"We may be too late if we go afoot," said Arthur; "every moment

is precious. Now, my man," to the ostler, "your fastest horse and
your lightest trap. A guinea for yourself if they are ready without
delay; another guinea if we overtake the persons we are after."

"I'll earn them both, sir," cried the ostler, running to the stable
door. "You go into the hotel and speak to the missis."

No sooner said than done. Before the horse was harnessed, the
landlady had been satisfied.

"My name is Temple," said Arthur to her in a heat, after the first
words of explanation. "Here is my card, and here is some money as
a guarantee. It is a matter of life and death, and the safety of an
innocent girl hangs upon the moments."

His excitement communicated itself to the landlady, who was won

by his good looks and his enthusiasm, and she herself ran out to
expedite the matter. They were soon on the road, but not soon
enough to prevent Ned Chester from having more than a fair start of
them.
 Richards, who held the reins, needed no such incentive to put on
the best speed as his young master's impatience unremittingly
provided. As rapidly as possible the horse ploughed its way through
the heavy snow. Their course lay beyond the railway station, and as
they passed it the few passengers by a train which had just arrived
were emerging from the door. To Arthur Temple's surprise Richards,
whose lynx eyes were watching every object, suddenly pulled up in
the middle of the road.

"Hold the reins a moment, sir," he said jumping from the

conveyance; "here's somebody may be useful."

He had caught sight of two faces he recognised, those of Sally

and Seth Dumbrick.

"Have you come here after the Duchess?" he asked, arresting his
steps.

"Yes. Oh! yes," answered Sally, in amazement. Richards pulled her

towards the conveyance, and Seth followed close at her heels.

"Jump in," said Richards, who by this time was fully enjoying the
adventure. "I'll take you to her. Don't stop to ask questions; there's
no time to answer them."

Seth hesitated, but a glance at Arthur's truthful, ingenuous face

dispelled his doubts, and he mounted the conveyance with Sally, and
entered into earnest conversation with the young man.

Mrs. Lenoir, when she stole with the Duchess through the streets
of Sevenoaks, had but one object in view--to escape from the town
into the country, where she believed they would be safe from
pursuit. Blindly she led the way until she came to the country.
Fortunately at about this time the snow ceased to fall, and the
exciting events of the night rendered her and the Duchess oblivious
to the difficulties which attended their steps. So unnerved was the
Duchess by what had occurred that she was bereft of all power over
her will, and she allowed herself unresistingly, and without question,
to be led by Mrs. Lenoir to a place of safety and refuge. They
encouraged each other by tender words and caresses, and Mrs.
Lenoir looked anxiously before her for a cottage or farmhouse,
where they could obtain shelter and a bed. But no such haven was
in sight until they were at some distance from the town, when the
devoted woman saw a building which she hoped might prove what
she was in search of. As they approached closer to the building she
was undeceived; before her stood a quaint old church, with a
hooded porch, and a graveyard by its side. A sudden faintness came
upon her as she recognised the familiar outlines of the sacred refuge
in which her child was born; but before the full force of this
recognition had time to make itself felt, her thoughts were wrested
from contemplation of the strange coincidence by sounds of
pursuing shouts.

Her mother's fears, her mother's love, interpreted the sounds

aright, and she knew that they proceeded from the man from whom
they were endeavouring to escape. Seizing the Duchess's arm, she
flew towards the porch, and reaching it at the moment Ned Chester
overtook them, thrust the girl into the deeper shadows, and stood
before her child with flashing eyes with her arms spread out as a
shield.

"So!" cried Ned Chester, panting and furious; "a pretty trick you
have played me! Serve me right for trusting to such a woman!"

He strove to push her aside, so that he might have speech with

the Duchess, and Mrs. Lenoir struck him in the face. He laughed at
the feeble blow--not lightly, but mockingly. The savage nature of the
man was roused. He raised his hand to return the blow, when the
Duchess stepped forward and confronted him. His arm dropped to
his side.

"What is the meaning of this?" he asked, endeavouring to convey

some tenderness in his tone. "What has this creature been telling
you? She has been poisoning your mind against me, if I'm a judge of
things. Come, be reasonable; take my arm, and let us return to the
hotel."

But his power over the girl was gone; the brutality of his manner
was a confirmation of the story she had heard of his treachery
towards her.

"Mr. Chester," she said--and paused, frightened at the change

which came over him at the utterance of his name. His face grew
white, and an ugly twitching played about his lips.

"What have you heard?" he demanded hoarsely.

She mustered sufficient strength to reply faintly.

"The truth."

His savage nature mastered him. With a cruel sweep of his arm,
he dashed Mrs. Lenoir to the ground, and clasped the Duchess in a
fierce embrace. Her shrieks pierced the air.

"Help! Help!"

Her appeal was answered, almost on the instant. An iron grasp

upon his neck compelled him to relinquish his hold of the terrified
girl. Seth Dumbrick held him as in a vice and he had no power to
free himself. The warning voice of Richards was needed to put a
limit to the strong man's just resentment:

"Don't hurt him any more than is necessary, Mr. Seth Dumbrick.
There's a rod in pickle for him worse than anything you can do to
him."

"Lie there, you dog!" exclaimed Seth, forcing Ned Chester to the
ground, and placing his foot upon his breast. "Stir an inch, and I will
kill you!"
 While this episode in the drama was being enacted, another of a
different kind was working itself out. When the Duchess was
released by Ned Chester, Arthur Temple threw his arm around her, to
prevent her from falling.

"Do not be frightened," he said, in a soothing tone, "you are safe

now. I am glad we are in time. My name is Arthur Temple."

They gazed at each other in rapt admiration. To Arthur, the

beauty of the Duchess was a revelation. In the struggle with Ned
Chester, her hat had fallen from her head, and her hair lay upon her
shoulders in heavy golden folds. Her lovely eyes, suffused with tears,
were raised to his face in gratitude. For a moment she was blind to
everything but the appearance of this hero, who, as it seemed to her
fevered fancy, had descended from Heaven to rescue her. But a cry
of compassion from Sally brought her back to earth, and, turning,
she saw her faithful nurse and companion kneeling in the snow, with
Mrs. Lenoir's head in her lap. She flew to her side, and tremblingly
assisted Sally in her endeavour to restore the insensible woman to
life. But the blow which Ned Chester had dealt Mrs. Lenoir was a
fierce one; she lay as one dead, and when, after some time, she
showed signs of life, she feebly waved her hands, in the effort to
beat away a shadowed horror, and moaned:

"Will he never come? Will he never come?"

She was living the past over again. Her mind had gone back to
the time when, assisted by John, the gardener of Springfield, she
had travelled in agony through the heavy snow, to implore the man
who had betrayed and deserted her to take pity on her hapless
state, and to render her some kind of human justice, if not for her
sake, for the sake of his child, then unborn. And the thought which
oppressed her and filled her with dread at that awful epoch of her
life, now found expression on her lips:

"Will he never come? Oh, my God! will he never come?"

 "Do you think," whispered Arthur Temple to Seth Dumbrick, who
had given Ned Chester into Richards' charge, "that we might raise
her into the trap, and drive her slowly to the town?"

The tender arms about her desisted from their effort as she
moaned:

"If you raise me in your arms, I shall die! If you attempt to carry
me into the town, I shall die!"

The very words she had spoken to John on that night of agony.
And then again:

"Will he never come? If he saw me, he would take pity on me!

Send him to me, kind Heaven!"

Another actor appeared upon the scene,--Mr. Temple, who,

accompanied by the ostler, had found his way to the spot.

"Arthur!" he cried.

The young man rose at once to his feet, and went to his father.

Mr. Temple, in the brief glance he threw around him, saw faces he
recognised; saw Richards guarding Ned Chester, saw Seth Dumbrick
and Sally, saw, without observing her face, Mrs. Lenoir lying with her
head on the Duchess's bosom. He did not look at them a second
time. His only thought was of Arthur, the pride and hope of his life,
the one being he loved on earth.

"What has brought you here, sir?" asked Arthur. "Anxiety for you,"
replied Mr. Temple. "Why do I see you in this company? How much
is true of the story that man told me?"--pointing to Seth Dumbrick.
"If you have got yourself into any trouble----"

The look of pained surprise in Arthur's face prevented the

completion of the sentence. The father and son had moved a few
paces from the group, and the words they exchanged were heard
only by themselves.

"If I have got myself into any trouble!" echoed Arthur, struggling
with the belief his father's words carried to his mind. "What trouble
do you refer to?"

"We must not play with words, Arthur. My meaning is plain. If that
man's story is true, and you have entangled yourself with a woman--
such things commonly happen----"

"For both our sakes," said Arthur, drawing himself up, "say not
another word. I came here to save an innocent girl from a villain's
snare. When you find me guilty of any such wickedness as your
words imply, renounce me as your son--as I would renounce a son
of mine if unhappily he should prove himself capable of an act so
base and cruel! The name of Temple is not to be sullied by such
dishonour!"

Mr. Temple shuddered involuntarily, remembering that it was on

this very spot he, a mature and worldly-wise man, had been guilty of
an act immeasurably more base and dishonourable than that in the
mind of his generous-hearted son.

"Come, sir," said Arthur, taking his father's hand, and leading him
to the group, "do justice to others as well as to myself. This is the
young lady whom, happily, we have saved. Confess that you have
never looked upon a fairer face, nor one more innocent."

Mr. Temple's breath came and went quickly as the Duchess raised
her tear-stained face to his. At this moment, Mrs. Lenoir, with a deep
sigh, opened her eyes and saw Mr. Temple bending over her. With a
shriek that struck terror to the hearts of those who surrounded her,
she struggled from the arms of the Duchess, and embraced the
knees of Mr. Temple.
 "You have come, then--you have come! Heaven has heard my
prayers! I knew you would not desert me! Oh, God! my joy will kill
me!"

And looking down upon the kneeling woman, clasping his knees in
a delirium of false happiness, Mr. Temple, with a face that rivalled in
whiteness the snow-covered plains around him, gazed into the face
of Nelly Marston!

A suspicion of the possible truth struggled to the mind of the

Duchess.

"Mother!" she said, in a voice of much tenderness, raising the

prostrate woman from her knees, and supporting her, "why should
you kneel to him?"

The tender voice, the tender embrace, the sudden flashing upon
her senses of the forms standing about her, recalled Mrs. Lenoir
from her dream, and she clung to her daughter with a fierce and
passionate clinging.

"My child! my child! They shall not take you from me! Say that
you will not desert me--promise me, my child! I will work for you--I
will be your servant--anything----"

"Hush, mother!" said the girl. "Be comforted. I will never leave
you. No power can part us."

With a supreme effort of will, Mr. Temple tore himself from the
contemplation of the shameful discovery, and the likely
consequences of the exposure.

"Come, Arthur," he said, holding out his trembling hand to his

son; "this is no place for us."

His voice was weak and wandering, and he seemed to have

suddenly grown ten years older.
 Arthur did not stir from the side of Mrs. Lenoir.

"Come, I say!" cried Mr. Temple petulantly; "have you no

consideration for me? It can all be explained; we will talk over the
matter when we are alone."

"We must talk of it now," said Arthur solemnly, "with God's light
shining upon us, and before His House of Prayer."

A high purpose shone in the young man's face, and his manner
was sad and earnest. He took Mrs. Lenoir's hand with infinite
tenderness and respect:

"Will you answer, with truth, what I shall ask you?"

"As truthfully as I would speak in presence of my Maker!" replied

Mrs. Lenoir, with downcast head.

"This gentleman is my father. What is he to you?"

"He is the father of my dear child, torn from me by a cruel fraud,

and now, thank God, Oh, thank God! restored to me by a miracle.
He should have been my husband. When he prevailed upon me to
fly with him--I loved him, and was true to him in thought and deed,
as God is my Judge!--he promised solemnly to marry me."

"And then----"

"I can say no more," murmured Mrs. Lenoir with sobs that shook
the souls of all who heard; "he deserted me, and left me to shame
and poverty. O, my child!" she cried, turning her streaming eyes to
the Duchess, "tell me that you forgive me!"

"It is not you who need forgiveness, mother," sobbed the

Duchess, falling into her mother's arms.
 A terrible silence ensued, broken by the querulous voice of Mr.
Temple:

"This woman's story is false. Arthur, will you take her word
against mine? Remember what I have done for you--think of the
love I bear you! Do nothing rash, I implore you! Say, if you like, that
she has not lied. I will be kind to her, and will see that her life is
passed in comfort. Will that content you?" He paused between every
sentence for his son to speak, but no sound passed Arthur's lips.
From the depths of his soul, whose leading principles were honour
and justice, the young man was seeking for the right path.
Exasperated by his silence, Mr. Temple continued, and in a rash
moment said: "What can she adduce but her bare word? What
evidence that the girl is my child?"

A voice from the rear of the group supplied the proof he asked
for. It was Richards who spoke.

"I can give the evidence. The girl is your child."

Mr. Temple turned upon him with a look of fear, and the eyes of
all were directed to Richards' face.

The scene had produced so profound an effect upon the man

that, holding the last link required to complete the chain, he was
impressed with a superstitious dread that a judgment would fall
upon him if he held back at this supreme moment.

"The child is yours. Before you instructed me to ascertain the

particulars concerning Seth Dumbrick's life, I had made the
discovery. It was I who took the child to Rosemary Lane, and left her
there."

"You traitor!" cried Mr. Temple, almost frenzied; "you have

deceived and betrayed me!"
 "You told me," said Richards, in a dogged voice, "that you wished
the child placed in such a position in life that she should never be
able to suspect who was her father, and I did the best I could. You
employed me to do your dirty work, and I did it, and was paid for it.
And when, to try you, I told you that your child had died, you
expressed in your manner so little pity, that, having learned to know
you, I thought it as well not to undeceive you."

The last link was supplied, and the chain was complete. This
disclosure effected a startling change in Mr. Temple's demeanour. He
drew himself up haughtily. "Arthur, I command you to come with
me."

"I cannot obey you, sir," said Arthur sadly and firmly. "You have
broken the tie which bound us. I will never enter your house again;
nor will I share your dishonour. Justice shows me the road where
duty lies, and I will follow it."

He held out his hand to the Duchess; she accepted it, and clasped
it in love and wonder; and passing his disengaged arm around Mrs.
Lenoir's waist, he turned his back upon his father, and took the road
which justice pointed out to him.

* * * * * *

But a short distance from the country place in which Seth

Dumbrick and the children of his adoption spent their holiday, is a
pretty and comfortable residence standing in its own grounds. Here
lives Nelly Marston and her daughter, no longer bearing the name of
the Duchess of Rosemary Lane, but the more simple and natural one
of Kate. Happily the faults of our young heroine are not
uneradicable, and under the loving ministration of her devoted
mother she is gradually developing a sweetness and simplicity of
nature which will bear good fruit in the future. The long-suffering
mother is happy beyond her wildest hopes, and night and morning
she bends her knees in gratitude, and offers up prayers of