Craft

Roger Craft, a real estate developer, and his wife Norma Craft, appeal the district court’s judgment following a bench trial that resulted in a judgment in favor of the Federal Deposit Insurance Corporation (FDIC), as receiver for Montana Federal Savings Bank. The FDIC initiated the action to collect on six promissory notes and to foreclose on five Montana properties securing those notes.

The Crafts asserted that they were excused from repaying the notes because the FDIC wrongfully repudiated a loan commitment made by Montana Federal. The Crafts also counterclaimed that the United States had tortiously breached an implied covenant of good faith and fair dealing. The Crafts’ affirmative defenses were rejected and their counterclaims were dismissed with prejudice.

We affirm as to the result, however for different reasons. Kimes v. Stone, 84 F.3d 1121, 1126 (9th Cir.1996) (we may affirm the district court’s determination on a different basis).

I. FACTUAL AND PROCEDURAL BACKGROUND

Montana Federal was a federally-chartered savings and loan institution insured by the Federal Savings and Loan Insurance Corporation (FSLIC). From 1983, until it was put into receivership by the FSLIC on…