The cardinal was at this time at the apogee of his success. Everything had gone well with him. His voice was all powerful not only in affairs of the Church, but also in those of the Empire. Frederic II., who seemed to be groping his way, and in whose mind were germinating dreams of religious reformation, and the desire of placing his power at the service of the truth, treated him as a friend, and spoke of him with unbounded admiration.[13] In his reflections upon the remedies to be applied to the woes of Christianity, the cardinal came at last to think that one of the most efficacious would be the substitution of bishops taken from the two new Orders, for the feudal episcopate almost always recruited from local families in which ecclesiastical dignities were, so to speak, hereditary. In the eyes of Ugolini such bishops were usually wanting in two essential qualities of a good prelate: religious zeal and zeal for the Church. He believed that the Preaching and the Minor Friars would not only possess those virtues which were lacking in the others, but that in the hands of the papacy they might become a highly centralized hierarchy, truly catholic, wholly devoted to the interests of the Church at large. The difficulties which might occur on the part of the chapters which should elect the bishops, as well as on the side of the high secular clergy, would be put to flight by the enthusiasm which the people would feel for pastors whose poverty would recall the days of the primitive Church. At the close of his interviews with Francis and Dominic, he communicated to them some of these thoughts, asking their advice as to the elevation of their friars to prelatures. There was a pious contest between the two saints as to which should answer first. Finally, Dominic said simply that he should prefer to see his companions remain as they were. In his turn, Francis showed that the very name of his institute made the thing impossible. "If my friars have been called _Minores_," he said, "it is not that they may become _Majores_. If you desire that they become fruitful in the Church of God, leave them alone, and keep them in the estate into which God has called them. I pray you, father, do not so act that their poverty shall become a motive for pride, nor elevate them to prelatures which would move them to insolence toward others."[14] The ecclesiastical policy followed by the popes was destined to render this counsel of the two founders wholly useless.[15] Francis and Dominic parted, never again to meet. The _Master_ of the Preaching Friars shortly after set out for Bologna, where he died on August 6th following, and Francis returned to Portiuncula, where Pietro di Catana had just died (March 10, 1221). He was replaced at the head of the Order by Brother Elias. Ugolini was doubtless not without influence in this choice.