From 1889, the East & Midland Railway (E&MR) usually only worked its own trains east of Lynn, letting the Midland Railway and the Great Northern (GNR) Railway to operate services west of Lynn. The Midland & Great Northern Joint Railway (M&GN) was formed in 1893. Jointly managed by the Midland and GNR, the M&GN took control of both the E&MR's locomotive stock and complete rail network. The E&MR had sufficient locomotives to only operate the eastern section, so the M&GN found it needed new locomotives to operate the entire network. This was solved with the delivery of the M&GN Class C locomotives, designed by S.W. Johnson of the Midland. These were inside-cylinder 4-4-0s that were almost identical to the Midland's existing "1808" Class. The most significant changes were the slightly deeper frames, and the slightly larger (by 0.5in) diameter cylinders.
An initial batch of twenty six engines were built in 1894 by Sharp, Stewart & Co. These were followed by seven more Sharp, Stewart engines in 1896, and seven Beyer, Peacock & Co. engines in 1899. It is unusual that such a small railway purchased forty locomotives of the same design within a space of only five years. In fact, the M&GN never built any more passenger locomotives, and the Class C engines took the bulk of the M&GN's passenger traffic until 1937. They would be the last of S.W. Johnson's 4-4-0s to remain in service in essentially original condition.