Worcester Felt Pad Corporation v. Tucson Airport Authority

(dissenting).

The opinion states that the District Court in this controversy sits as another court of the State of Arizona. Guaranty Trust Co. of N. Y. v. York, 326 U.S. 99, 108 , 65 S.Ct. 1464 , 89 L.Ed. 2079 . Judge Walsh is the resident District Judge, trained at the bar of that state. He is acquainted not only with the statute and decisional law of the state, but with the nuances of practice and procedure, both administrative and judicial, of the state. If it were a question of enacting a law for the State of Arizona regarding the qualification of a foreign corporation to do business there, the rule adopted by this opinion might serve excellently. But this Court has not that power. Moreover, it appears not to be seemly for this Court to tell Judge Walsh what the Supreme Court of Arizona will hold when this question comes up to that court. We all know that the Supreme Court of the state may lay down a rule contrary to the holding of this opinion of the majority tomorrow.

Besides, it seems the statute and the decisions give us fair warning.

The legislature of the State of Arizona had the power to impose terms upon which a foreign corporation shall be allowed to carry on…

The questions presented by this appeal are: (1) Whether a foreign corporation, organized to do a manufacturing business, may lawfully lease property in Arizona without first complying with the laws of Arizona imposing certain conditions, requirements and restrictions upon foreign corporations “before entering upon, doing, or transacting any business, enterprise or occupation” in the state; and (2) Whether at the trial there was introduced sufficient evidence of fraud to present a question for the jury.

Appellant, Worcester Felt Pad Corporation, hereafter referred to as Worcester, is a Massachusetts corporation organized for the purpose of manufacturing household items. Appellee, Tucson Airport Authority, hereafter referred to as Tucson, is an Arizona corporation. The case arises under the diversity jurisdiction of the district court.

In March of 1949, Worcester and Tucson entered into a lease, wherein Tucson agreed to lease certain airport premises to Worcester for three years at a rental of $100 per month, with an option in Worcester “to extend this lease for a further period of three years upon the same terms” and a further option to extend the same for two subsequent three…

233 F.2d 44 WORCESTER FELT PAD CORPORATION, Appellant, v. TUCSON AIRPORT AUTHORITY, Appellee. No. 14462. United States Court of Appeals Ninth Circuit. February 23, 1956. As Amended on Denial of Rehearing May 3, 1956. 1 COPYRIGHT MATERIAL OMITTED A. S. Cutler, New York City, C. Wayne Clampitt, Tucson, Ariz., for appellant. 2 Boyle, Bilby, Thompson & Shoenhair, James P. Boyle, B. G. Thompson, Richard B. Evans, Tucson, Ariz., for appellees. 3 Before POPE and FEE, Circuit Judges, and JAMES M. CARTER, District Judge. 4 JAMES M. CARTER, District Judge. 5 The questions presented by this appeal are: (1) Whether a foreign corporation, organized to do a manufacturing business, may lawfully lease property in Arizona without first complying with the laws of Arizona imposing certain conditions, requirements and restrictions upon foreign corporations "before entering upon, doing, or transacting any business, enterprise or occupation" in the state; and (2) Whether at the trial there was introduced sufficient evidence of fraud to present a question for the jury. 6 Appellant, Worcester Felt Pad Corporation, hereafter referred to as Worcester, is a Massachusetts corporation organized for the…