355 F.3d 35 (1st Cir. 2004), 03-1963, Gulf Coast Bank & Trust Co. v. Reder

• Citation: 355 F.3d 35
• Party Name: Gulf Coast Bank & Trust Co. v. Reder
• Case Date: January 16, 2004
• Court: United States Courts of Appeals, U.S. Court of Appeals — First Circuit

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355 F.3d 35 (1st Cir. 2004)

GULF COAST BANK & TRUST COMPANY, Plaintiff, Appellee,

v.

Gerard S. REDER, Defendant, Appellant.

No. 03-1963.

United States Court of Appeals, First Circuit

January 16, 2004

Submitted Dec. 15, 2003.

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Jack E. Houghton, Jr., on brief for appellant.

Jennifer G. Haskell, Steven A. Ablitt and Ablitt & Caruolo, PC on brief for appellee.

Before SELYA, Circuit Judge, COFFIN and CYR, Senior Circuit Judges.

SELYA, Circuit Judge.

Defendant-appellant Gerard S. Reder invites us to set aside a judgment entered in favor of plaintiff-appellee Gulf Coast Bank & Trust Company (Gulf Coast). Concluding, as we do, that Reder's appeal lacks merit, we decline the invitation.

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This case had its genesis in a $150,000 loan made on March 1, 2000, by Bank of America to Armored Car Services of Florida, Inc. (ACS). The loan was memorialized by a promissory note and secured by Reder's personal guarantee. Bank of America subsequently assigned the note and guarantee to Gulf Coast.

ACS defaulted on the note and Gulf Coast's demands for payment by the guarantor fell on deaf ears. Invoking diversity jurisdiction, 28 U.S.C. § 1332(a), Gulf Coast sued Reder on the guarantee in the United States District Court for the District of Massachusetts. Reder answered the complaint. On January 13, 2003, Gulf Coast moved for judgment on the pleadings. See Fed.R.Civ.P. 12(c). It supported the motion with exhibits evidencing the antecedent transactions and defaults. Reder failed to file a timely response, D. Mass. R. 7.1(B)(2), and the district court granted the motion on January 31, 2003.

The entry of this default order served to awaken Reder from his slumber. He filed a dual-purpose motion in which he sought both an extension of the time within which to file an opposition to Gulf Coast's original motion and reconsideration of the default order. On February 21, 2003, the district court granted the extension, accepted Reder's opposition, reconsidered its earlier order in light of the opposition, and again awarded Gulf Coast judgment on the pleadings. Reder's opposition had taken the form of a memorandum devoid of any affidavits or other evidentiary attachments, and the court found it "inadequate to counter plaintiff's well supported motion."

The February 21 order only resolved the liability aspect of the case. Accordingly, the court referred the matter to a magistrate judge for an assessment of damages. The magistrate judge held a hearing and made recommended findings. The district court accepted the findings and, on June 6, 2003, entered final judgment in favor of Gulf Coast for $217,076.62 (a figure that included unpaid principal and interest, attorneys' fees, and collection costs). This timely appeal ensued.

In this venue, Reder does not directly contest the assessment of damages. Rather, his appeal stands or falls on his claim that the lower court applied an incorrect legal standard in adjudicating liability. We believe that it falls.

Reder's thesis is simple. In his view, a motion for judgment on the pleadings may be granted only when the pleadings, taken at face value, leave no material facts in dispute. That standard is not satisfied here, he contends, because his answer to the complaint denied several essential elements of Gulf Coast's case (e.g., the authenticity of the note and guarantee, the relationship between the two, the validity of the assignment, and the fact of non-payment). He concludes that these denials (along with the assertion of a litany of affirmative defenses) sufficed to create factual disputes that precluded the entry of judgment on the pleadings.

We review a trial court's entry of judgment on the pleadings de novo. Feliciano v. Rhode Island, 160 F.3d 780, 788 (1st Cir.1998). The starting point for our analysis is the text of Federal Rule of Civil Procedure 12(c).¹ That rule permits a party

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to move for judgment on the pleadings at any time "[a]fter the pleadings are closed," as long as the motion does not delay the trial. Fed.R.Civ.P. 12(c). In the archetypical case, the fate of such a motion will depend upon whether the pleadings, taken as a whole, reveal any potential dispute about one or more of the material facts. See 5 Charles A. Wright et. al., Federal Practice & Procedure § 1367, at 509-10 (2d ed.1995) (collecting cases); see also Feliciano, 160 F.3d at 788. This is essentially the test that Reder exhorts us to apply in the instant case.

We resist Reder's exhortations. Where a motion for judgment on the pleadings introduces materials dehors the record for the court's consideration, the ground rules change. In that event, the court has broad discretion either to include or to exclude the proffer. So long as the court does not exclude the tendered materials, the summary judgment standard governs the disposition of the motion. See Collier v. City of Chicopee, 158 F.3d 601, 602-03 (1st Cir.1998); see also Fed.R.Civ.P. 12(c) ("If, on a motion for judgment on the pleadings, matters outside the...