Campbell Soup Co. v. Wentz, No. 9648

CourtUnited States Courts of Appeals. United States Court of Appeals (3rd Circuit)
Writing for the CourtBIGGS, , and GOODRICH and O'CONNELL, Circuit
Citation172 F.2d 80
PartiesCAMPBELL SOUP CO. v. WENTZ et al. CAMPBELL SOUP CO. v. LOJESKI.
Docket NumberNo. 9648,9649.
Decision Date23 December 1948

172 F.2d 80 (1948)

CAMPBELL SOUP CO.
v.
WENTZ et al.
CAMPBELL SOUP CO.
v.
LOJESKI.

Nos. 9648, 9649.

United States Court of Appeals Third Circuit.

Argued November 16, 1948.

Decided December 23, 1948.

Rehearing Denied January 14, 1949.


172 F.2d 81

Charles A. Wolfe, of Philadelphia, Pa. (Sidney L. Wickenhaver and Montgomery, McCracken, Walker & Rhoads, all of Philadelphia Pa., on the brief), for appellant.

Richardson Dilworth, of Philadelphia, Pa. (David B. Zoob, William L. Matz, Zoob & Matz, Harold E. Kohn, James A. Sutton and Paxson, Kalish, Dilworth & Green all of Philadelphia, Pa., on the brief), for appellees.

Before BIGGS, Chief Judge, and GOODRICH and O'CONNELL, Circuit Judges.

GOODRICH, Circuit Judge.

These are appeals from judgments of the District Court denying equitable relief to the buyer under a contract for the sale of carrots. The defendants in No. 9648 are the contract sellers. The defendant in No. 9649 is the second purchaser of part of the carrots which are the subject matter of the contract.

The transactions which raise the issues may be briefly summarized. On June 21, 1947, Campbell Soup Company (Campbell), a New Jersey corporation, entered into a written contract with George B. Wentz and Harry T. Wentz, who are Pennsylvania farmers, for delivery by the Wentzes to Campbell of all the Chantenay red cored carrots to be grown on fifteen acres of the Wentz farm during the 1947 season. Where the contract was entered into does not appear. The contract provides, however, for delivery of the carrots at the Campbell plant in Camden, New Jersey. The prices specified in the contract ranged from $23 to $30 per ton according to the time of delivery. The contract price for January, 1948 was $30 a ton.

The Wentzes harvested approximately 100 tons of carrots from the fifteen acres covered by the contract. Early in January, 1948, they told a Campbell representative that they would not deliver their carrots at the contract price. The market price at that time was at least $90 per ton, and Chantenay red cored carrots were virtually unobtainable. The Wentzes then sold approximately 62 tons of their carrots to the defendant Lojeski, a neighboring farmer. Lojeski resold about 58 tons on the open market, approximately half to Campbell and the balance to other purchasers.

On January 9, 1948, Campbell, suspecting that Lojeski was selling it "contract carrots," refused to purchase any more, and instituted these suits against the Wentz brothers and Lojeski to enjoin further sale of the contract carrots to others, and to compel specific performance of the contract. The trial court denied equitable relief.1 We agree with the result reached, but on a different ground from that relied upon by the District Court.

The case has been presented by both sides as though Erie Railroad v. Tompkins, 1938, 304 U.S. 64, 58 S.Ct. 817, 82 L.Ed. 1188, 114 A.L.R. 1487, and Klaxon Company v. Stentor Electric Manufacturing Co., Inc., 1941, 313 U.S. 487, 61 S.Ct. 1020, 85 L.Ed. 1477, had never been decided. We are not advised as to the place of the contract, although as we have pointed out in other cases, the Pennsylvania conflict of laws rule, which binds us here, refers matters concerning the validity and extent of obligation of the contract to the place of making.2 In this instance, however, the absence of data on which to base a rule of reference does not preclude the decision of the case. We have said several times in this Circuit that the question of the form of relief is a matter for

172 F.2d 82
a federal court to decide.3 But neither federal decisions4 nor the law of New Jersey or Pennsylvania as expressed in the Uniform Sales Act5 differ upon this point. A party may have specific performance of a contract for the sale of chattels if the legal remedy is inadequate. Inadequacy of the legal remedy is necessarily a matter to be determined by an examination of the facts in each particular instance

We think that on the question of adequacy of the legal remedy the case is one appropriate for specific performance. It was expressly found that at the time of the trial it was "virtually impossible to obtain Chantenay carrots in the open market." This Chantenay carrot is one which the plaintiff uses in large quantities, furnishing the seed to the growers with whom it makes contracts. It was not claimed that in nutritive value it is any better than other types of carrots. Its blunt shape makes it easier to handle in processing. And its color and texture differ from other varieties. The color is brighter than other carrots. The trial court found that the plaintiff failed to establish what proportion of its carrots is used for the production of soup stock and what proportion is used as identifiable physical ingredients in its soups. We do not think lack of proof on that point is material. It did appear that the plaintiff uses carrots in fifteen of its twenty-one soups. It also appeared that it uses these Chantenay carrots diced in some of them and that the appearance is uniform. The preservation of uniformity in appearance in a food article marketed throughout the country and sold under the manufacturer's name is a matter of considerable commercial significance and one which is properly considered in determining whether a substitute ingredient is just as good as the original.

The trial court concluded that the plaintiff had failed to establish that the carrots, "judged by objective standards," are unique goods. This we think is not a pure fact conclusion like a finding that Chantenay carrots are of uniform color. It is either a conclusion of law or of mixed fact and law and we are bound to exercise our independent judgment upon it. That the test for specific performance is not necessarily "objective" is shown by the many cases in which equity has given it to enforce contracts for articles — family heirlooms and the like — the value of which was personal to the plaintiff.6

Judged by the...

To continue reading

Request your trial
94 practice notes
  • United States v. 15.3 ACRES OF LAND, ETC., Civ. A. No. 5051.
    • United States
    • United States District Courts. 3th Circuit. United States District Court of Middle District of Pennsylvania
    • August 15, 1957
    ...127 F.2d 363, at page 365, 143 A.L.R. 1377. Likewise as to the mixed question of law and fact. Campbell Soup Co. v. Wentz, 3 Cir., 1948, 172 F.2d 80, at page 82. Where an improper legal theory is adopted, see United States v. 44.00 Acres of Land, etc., 2 Cir., 1956, 234 F.2d 410, at page 41......
  • In re Strong, Bankruptcy No. 01-35854F.
    • United States
    • United States Bankruptcy Courts. Third Circuit. U.S. Bankruptcy Court — Eastern District of Pennsylvania
    • August 31, 2004
    ...138 (quoting John E. Murray, Jr., Murray on Contracts § 353 (2d ed.1974)) (ellipsis in original); see also Campbell Soup Co. v. Wentz, 172 F.2d 80 (3d Page 140 1948); Moscatiello v. Pittsburgh Contractors Equipment Co., 407 Pa.Super. 363, 373-74, 595 A.2d 1190 (1991). The burden of establis......
  • Siegelman v. Cunard White Star, No. 14
    • United States
    • United States Courts of Appeals. United States Court of Appeals (2nd Circuit)
    • February 17, 1955
    ...of English Law (1951) 56-57. 20 Cf. Lachs v. Fidelity & Casualty Co., 306 N.Y. 357, 118 N.E. 555. In Campbell Soup Co. v. Wentz, 3 Cir., 172 F.2d 80, the court refused to grant specific performance of an unfair contract of "adhesion" but indicated that it would rule differently in a suit at......
  • Allstate Ins. Co. v. Toll Bros., Inc., No. 5:15-cv-05225
    • United States
    • United States District Courts. 3th Circuit. United States District Court (Eastern District of Pennsylvania)
    • March 21, 2016
    ...and unmistakable evidence of an unsophisticated party's intent would be to take “a good joke too far.” See Campbell Soup Co. v. Wentz, 172 F.2d 80, 83 (3d Cir.1948).There is an additional reason why, under the circumstances of this case, the incorporation of the two aforementioned sets of a......
  • Request a trial to view additional results
94 cases
  • United States v. 15.3 ACRES OF LAND, ETC., Civ. A. No. 5051.
    • United States
    • United States District Courts. 3th Circuit. United States District Court of Middle District of Pennsylvania
    • August 15, 1957
    ...127 F.2d 363, at page 365, 143 A.L.R. 1377. Likewise as to the mixed question of law and fact. Campbell Soup Co. v. Wentz, 3 Cir., 1948, 172 F.2d 80, at page 82. Where an improper legal theory is adopted, see United States v. 44.00 Acres of Land, etc., 2 Cir., 1956, 234 F.2d 410, at page 41......
  • In re Strong, Bankruptcy No. 01-35854F.
    • United States
    • United States Bankruptcy Courts. Third Circuit. U.S. Bankruptcy Court — Eastern District of Pennsylvania
    • August 31, 2004
    ...138 (quoting John E. Murray, Jr., Murray on Contracts § 353 (2d ed.1974)) (ellipsis in original); see also Campbell Soup Co. v. Wentz, 172 F.2d 80 (3d Page 140 1948); Moscatiello v. Pittsburgh Contractors Equipment Co., 407 Pa.Super. 363, 373-74, 595 A.2d 1190 (1991). The burden of establis......
  • Siegelman v. Cunard White Star, No. 14
    • United States
    • United States Courts of Appeals. United States Court of Appeals (2nd Circuit)
    • February 17, 1955
    ...English Law (1951) 56-57. 20 Cf. Lachs v. Fidelity & Casualty Co., 306 N.Y. 357, 118 N.E. 555. In Campbell Soup Co. v. Wentz, 3 Cir., 172 F.2d 80, the court refused to grant specific performance of an unfair contract of "adhesion" but indicated that it would rule differently i......
  • Allstate Ins. Co. v. Toll Bros., Inc., No. 5:15-cv-05225
    • United States
    • United States District Courts. 3th Circuit. United States District Court (Eastern District of Pennsylvania)
    • March 21, 2016
    ...and unmistakable evidence of an unsophisticated party's intent would be to take “a good joke too far.” See Campbell Soup Co. v. Wentz, 172 F.2d 80, 83 (3d Cir.1948).There is an additional reason why, under the circumstances of this case, the incorporation of the two aforementioned sets of a......
  • Request a trial to view additional results

VLEX uses login cookies to provide you with a better browsing experience. If you click on 'Accept' or continue browsing this site we consider that you accept our cookie policy. ACCEPT