This is an appeal from the judgment of sentence of the Court of Common Pleas of Montgomery County, Criminal Division, by the defendant-appellant, after conviction, non-jury, of criminal conspiracy and possession of instrument of crime.
The defendant claims that the evidence adduced at his trial was insufficient to convict him of the offenses.
On July 8, 1977, an officer of the Lower Merion Township Police Department was patrolling in an unmarked vehicle at a shopping center when he noticed two males proceeding towards him on foot. Upon seeing the officer, who was in *251uniform, the men “turned heel” and ran to an automobile which was parked about eighty yards away. The officer followed the vehicle and observed two other occupants in it. The defendant was seated in the front passenger seat. As the vehicle moved away from the officer he noticed that it’s registration plate had been altered and that it was leaving the area through an “entrance only” route. The officer then approached the vehicle and observed the defendant lean down as if to push something under the seat. Upon stopping the vehicle the officer noticed the grip of a pistol protruding from underneath the seat. He thereupon summoned additional police. When they arrived they searched the vehicle and found a GT tear gas gun, 928 cc container of mace, and a valise containing bolt cutters and an adjustable wrench. Defendant was arrested, tried and convicted of possession of instruments of crime (18 C.P.S.A. 907) and criminal conspiracy (18 C.P.S.A. 903). He was sentenced to serve a term in prison of one to five years.
Defendant claims that the search of the vehicle was unlawful. His motion to suppress the evidence was denied by the court below. The officer’s stopping of the vehicle for the traffic violation did not justify a search of the vehicle. However, his subsequent observations of defendant leaning over as if to push something under the passenger seat and his observation of the pistol grip protruding from under the seat gave him sufficient independent probable cause to search the vehicle. Commonwealth v. Thomas, 254 Pa.Super. 505, 386 A.2d 64 (1978). Therefore, the court below properly denied defendant’s suppression motion.
The test of sufficiency of the evidence is whether accepting as true all the evidence and all reasonable inferences drawn therefrom, upon which if believed, the jury could properly have based its verdict, it is sufficient in law to prove beyond a reasonable doubt that defendant is guilty of the offense. Commonwealth v. Eddington, 255 Pa.Super. 25, 386 A.2d 117 (1978). The defendant may be convicted on wholly circumstantial evidence. Commonwealth v. Finnie, 415 Pa. 166, 202 A.2d 85 (1964). In our case, a finder of fact *252could reasonably have concluded that the defendant was guilty of possession of an instrument of crime with intent. 18 C.P.S.A. 907(c)(2) defines an instrument of crime as “anything commonly used for criminal purposes and possessed by the actor under circumstances not manifestly appropriate for lawful uses it may have”. Here the defendant was found with a tear gas gun, mace, and a valise with bolt cutters and an adjustable wrench in a vehicle with three other persons in a shopping center. Upon seeing the officer, two of the vehicle’s occupants fled to their car whereupon the operator of the vehicle immediately attempted to flee. Defendant was found in the front seat of the vehicle leaning down as though placing something under the seat. The tear gas gun was then found underneath the seat. From these facts the lower court could reasonably have concluded that the defendant had control over the gun (he was within easy reach of it) and that he knew of its presence (he had leaned down as if to push something under the seat). Certainly an inference could reasonably be drawn by a fact finder to the effect that he knew of the gun’s presence. It strains the imagination to believe that defendant innocently entered this vehicle having no knowledge of the items found therein when, the pistol at least, was within a few inches of him and a portion of it was in plain view. Two elements are necessary to a finding of joint possession; namely, the power to control the object and the intent to control it. Commonwealth v. Whitman, 199 Pa.Super. 631, 186 A.2d 632 (1962). The Commonwealth has shown both elements here and the very nature of some of the items found in the vehicle (items whose sole purpose is to do violence to other people, e. g., tear gas gun and mace) under these circumstances enable a fact finder to infer that their intended use was unlawful.
A conviction for conspiracy may be sustained in the absence of direct evidence of an unlawful agreement. The conduct of the parties and the circumstances surrounding their activities may support the inference that a conspiracy did exist. Commonwealth v. Esposito, 236 Pa.Super. 127, 344 A.2d 655 (1975). Here it was reasonable to infer *253that defendant, acting in concert with others, agreed to possess various instruments of crime. Thus, sufficient evidence existed for a fact finder to find him guilty of conspiracy.
Judgment of sentence affirmed.
SPAETH, J., files a dissenting opinion.