GATX Aircraft Corp. v. M/V Courtney Leigh

• Decision Date: 19 August 1985
• Docket Number: No. 84-3702,84-3702
• Citation: 768 F.2d 711
• Parties: GATX AIRCRAFT CORPORATION, Plaintiff-Appellee, v. M/V COURTNEY LEIGH, et al., Defendants, and Bryan Dedeker, Mrs. Bryan Dedeker, Ray Loden, Mrs. Ray Loden and P.T. Bailey, Inc., Defendants-Appellants.
• Court: U.S. Court of Appeals — Fifth Circuit

Page 711

768 F.2d 711

GATX AIRCRAFT CORPORATION, Plaintiff-Appellee, v. M/V COURTNEY LEIGH, et al., Defendants and Bryan Dedeker, Mrs. Bryan Dedeker, Ray Loden, Mrs. Ray Loden and P.T. Bailey, Inc., Defendants-Appellants.

No. 84-3702.

United States Court of Appeals Fifth Circuit.

Aug. 19, 1985.

David E. Black, Houston, Tex., for defendants-appellants.

Adams & Reese, Frank M. Adkins, New Orleans, La., for plaintiff-appellee.

Appeal from the United States District Court for the Eastern District of Louisiana.

Before CLARK, Chief Judge, RANDALL and JONES, Circuit Judges.

EDITH H. JONES, Circuit Judge.

This appeal arises from a partial summary judgment for the sum of $1,228,279.94 plus post-judgment interest and attorneys' fees entered in the Eastern District of Louisiana against Mr. and Mrs. Dedeker, Mr. and Mrs. Logan and P.T. Bailey, Inc. ("Appellants") and in favor of GATX Third Aircraft Corporation ("GATX"). Believing as we do and as the following discussion will indicate that the district court properly entered a summary judgment upholding the liability of the Appellants on their guarantee in favor of GATX, we affirm the judgment.

I. Factual Summary

On December 26, 1978, P.T. Bailey, Inc. executed, as charterer, a bare-boat charter party with GATX for the offshore ocean supply vessel P.T. BAILEY, subsequently renamed the COURTNEY LEIGH. The Appellants and Mr. and Mrs. Charles R. Briley, Mr. and Mrs. Charles Lugenbuhl and Mr. and Mrs. Floyd Naquin executed concurrently a Continuing Guaranty Agreement (the "Guaranty") on behalf of GATX up to the limit of $2,656,000. The Guaranty stated in pertinent part that each of the guarantors would be

1. ... bound hereby in solido with each other and with Bailey for all of said indebtedness and/or obligations precisely as if the same had been contracted and were due and owing personally by the Guarantors, and the Guarantors, waiving all pleas of division and discussion, agree to pay to [GATX] upon demand, at any time, the full amount due by Bailey to [GATX], up to the aforesaid amount of this Continuing Guaranty....

4. This Continuing Guaranty shall be construed as an unconditional, absolute, continuing, and unlimited guarantee. Guarantors specifically agree that [GATX] may, at its option, proceed in the first instance against the Guarantors to collect any obligation covered by this Continuing Guaranty without first proceeding against Bailey, any other person, firm or corporation or against the vessel subject to the Charter. [GATX] shall also have, and Guarantors hereby confirm, the right and privilege of [GATX] to release at any time or times any one or more of the Guarantors from his or her obligations hereunder without in any way discharging or releasing any other Guarantor or Guarantors hereunder.

Bailey defaulted in its quarterly payments of charter hire from and after March 28, 1983. GATX consequently terminated the bare-boat charter party on August 8 of that year and instituted a suit to arrest the vessel. Claims for recovery against the corporate and all of the individual guarantors were joined. In February, 1984, Charles Briley and his wife filed a Chapter 11 bankruptcy petition in the Western District of Louisiana. Shortly thereafter, GATX settled with Mr. and Mrs. Lugenbuhl for $204,400, and with Mr. and Mrs. Naquin for $321,200. Partial Summary Judgment against the Appellants was rendered in September, 1984.

II. Legal Discussion

Appellants contend that there were genuine issues of material fact which preclude summary judgment; that the automatic stay in force as a result of the bankruptcy of Mr. and Mrs. Briley should protect Appellants as well; and that the district court did not properly apportion the contract liability in accord with Louisiana law.

A. Whether there were genuine issues of material facts.

The district court may appropriately render summary judgment if the pleadings, depositions, answers to interrogatories, and admissions on file, together with the affidavits, if any, show that there is no genuine issue as to any material fact and that the moving party is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(c). In reviewing the district court decision, the court of appeals applies the same standard, John v. State of Louisiana, 757 F.2d 698, 708 (5th Cir.1985), quoting United States Steel Corp. v. Darby, 516 F.2d 961, 963 (5th Cir.1975); Transource Int'l. v. Trinity Ind., 725 F.2d 274, 279 (5th Cir.1984), viewing the record and inferences from the facts in the light most favorable to the nonmovant, Poller v. Columbia Broadcasting System, Inc., 368 U.S. 464, 82 S.Ct. 486, 7 L.Ed.2d 458 (1962); Walters v. City of Ocean Springs, 626 F.2d 1317 (5th Cir.1980). Appellants assert that genuine issues of material fact existed concerning both the amount owed under the Guaranty and the bona fides of GATX's conduct in collecting it.

(i) In support of its motion for partial summary judgment, GATX presented to the trial court an affidavit of one of its executives with a five-page explanation and itemization of the amounts sought against Appellants under the Guaranty commencing with the March, 1983 payment. Appellants do not contest the complex and sophisticated interest or stipulated loss value calculations made by GATX, but rather assert that they were not given credit for March and June charter hire payments due on the vessel. Appellants' brief admits, however, that "P.T. Bailey, Inc. failed to make timely payments under the GATX lease ...." Furthermore, GATX did, in fact, provide a credit for the March and June charter hire payments based upon GATX's collection of an irrevocable letter of credit that constituted further security for the obligations.

It is thus apparent that in support of their motion for summary judgment, GATX has provided figures of debit and credit that are specific, thorough, and fully itemized. Appellants respond with nothing comparable, resting instead on the vague averment that they were not given sufficient credit. This situation is like that found in Golden Oil Company, Inc. v. Exxon Company USA, 543 F.2d 548, 551 (5th Cir.1977), where we said,

[T]his Court squarely held in Olympic Insurance Company v. H.D. Harrison, Inc. 418 F.2d 669 (5th Cir.1969), that Summary Judgment on an account is proper where the moving party sets out a detailed statement of account and the opposing party fails to adduce specific, legally cognizable items of debt or credit not included in the movant's statement, demonstrating that the account claimed due is inaccurate. Likewise Lawhorn v. Atlantic Refining Company, 299 F.2d 353 (5th Cir.1962) affirms Summary Judgment on an open account where the movant demonstrated accuracy and validity of the account by Affidavit and the opposing party denied liability generally without presenting specific indications that the movant's facts erred. These two cases control the situation before us now, demonstrating past doubt that this Court will affirm Summary Judgment granted on an account, pleaded in adequate detail, where there is no dispute of fact.

Appellants have not adduced specific, legally cognizable items of debt or credit not included in the movant's statement or presented specific indications that movant's facts erred. We therefore agree with the district court that no genuine issue of material fact remains.

(ii) Appellants' allegations of malfeasance on the part of GATX, leading to some type of breach of the Guaranty or fraud, are likewise insufficiently specific. ¹

Affidavits submitted by two Appellants suggest that a vice-president of GATX at the time of the execution of the charter party subsequently obtained a small ownership interest in a company affiliated with P.T. Bailey, Inc., and that Mr. Briley, then President of P.T. Bailey, Inc., diverted funds from P.T. Bailey into accounts of other companies including the one in which the GATX vice-president may have owned an interest. Appellants' affidavits do not allege that GATX knew of, participated in, advised about, controlled, or benefitted from the alleged diversions. They do not even allege that the man in question was still an officer of GATX when the alleged diversions occurred or that he had anything to do with the diversions. Appellants did not undertake any discovery to investigate their charges during the one year that elapsed between the commencement of this suit and the partial summary judgment. They failed even to initiate discovery until shortly before the hearing on the summary judgment motion. Viewed in the light most favorable to the Appellants, the allegations amount to little more than rumors which fail to raise an issue of fact that is both genuine and material. Even if material, Houston North Hospital Properties v. Telco Leasing, Inc., 688 F.2d 408, 410 (5th Cir.1982), the issue is not genuine because there is not "sufficient evidence supporting the claimed factual dispute ... to require a jury or judge to resolve the parties' differing versions of the truth at trial." First National Bank of Arizona v. Cities Service Co., 391 U.S. 253, 289, 88 S.Ct. 1575, 1592, 20 L.Ed.2d 569 (1968). Appellants have neither adduced evidence nor indicated that evidence would be forthcoming sufficient to require the fact finder to decide between differing versions of the truth. We therefore find that with respect to this claim, too, summary judgment was proper.

B. Applicability of the Automatic Stay.

Appellants try to take advantage in two ways of the automatic stay in bankruptcy, 11 U.S.C. Sec. 362(a), which arose to protect Mr. and Mrs. Briley upon their filing of a petition for reorganization under Chapter 11 of the Bankruptcy Code, 11 U.S.C. Secs. 1101 et seq. (1978). First, they suggest that GATX was required to sever Mr. and Mrs. Briley at the trial court level in order not to violate the automatic stay. Second, they assert that their claims for fraud against Briley are so intertwined with their liability to GATX...