Nicholas

The instant appeal and cross-appeal arise from a dispute between plaintiff Woodland Production Credit Association (WPCA) and defendants Nicoli and Barbara Nicholas (defendants). After loaning defendants money for their cattle ranching business, WPCA foreclosed on the loan, took possession of and sold the cattle and sued for a deficiency judgment of more than $261,000. Defendants cross-complained on a variety of theories set out in detail in a later portion of this opinion.

After a four and one-half month trial, the jury returned verdicts in favor of defendants on both the complaint and cross-complaint, finding WPCA (1) breached its contract, (2) was estopped to deny the contract, and (3) negligently and intentionally interfered with defendants’ prospective business advantage. The jury awarded $1,015,000 in compensatory damages and $500,000 in punitive damages. The trial court struck the punitive damages and, after taxing costs, awarded defendants attorney’s fees.

WPCA appeals, contending (1) the judgment for breach of contract must be reversed because of numerous violations of basic principles of contract law; (2) the jury’s verdict finding estoppel must be reversed as…