The upper level of the Third Estate, made up of merchants, manufacturers, lawyers, office-holders, and purveyors to the crown, had nothing left in common with its working-class base except the fact of being non-noble. To overcome that barrier was every bourgeois magnate’s aim. While climbing toward ennoblement and a country estate, he emulated the clothes, customs, and values of the nobles and on arriving shared their tax exemption—no small benefit.