Psg Co., a Corporation, and Philip S. Greenberg v. Merrill Lynch, Pierce, Fenner & Smith, Inc.

PSG Co., an Oregon Corporation, and Philip S. Greenberg (hereinafter referred to jointly as appellant) filed a complaint against Merrill Lynch, Pierce, Fenner & Smith, Inc., a Delaware corporation, for breach of an alleged agreement to accept appellant’s business of buying and selling commodity futures contracts up to a maximum of 300 contracts open, praying judgment in the amount of $45,221.68 and punitive damages for willful, wanton and malicious conduct. Two other causes of action were alleged which do not concern us here since they were settled at the time of trial.

Jurisdiction of the federal district court was based on 28 U.S.C. § 1332 (a) (diversity). Our jurisdiction on appeal is based on 28 U.S.C. § 1291 .

BACKGROUND

PSG Co., an Oregon corporation, is wholly owned by Philip S. Greenberg. Since 1963, appellant has been engaged in the business of buying and selling commodity futures contracts. Appellee is a member of the New York Stock Exchange and the principal commodity exchanges in the United States, London and world markets. As a broker, appel-lee places orders received from its customers for the purchase and sale of futures contracts on the exchanges where they are…