Williams v. Bowie Lumber Co.
1948 La. LEXIS 1012, 214 La. 750, 38 So. 2d 729 (1948)
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Rule of Law:
A sale of real property using an omnibus description, such as 'all property owned by the vendor in a specific parish,' is valid and effective to transfer title between the contracting parties and their successors, even if it lacks the specificity required to provide notice to third parties.
Facts:
- Francis Martin owned numerous tracts of timberland in Lafourche Parish, including the tract at issue in this case.
- In 1900, Martin was involved in a lawsuit against Robert H. Downman for trespassing and appropriating timber from his lands.
- As a compromise to settle the lawsuit, Martin agreed to sell all of his property in Lafourche Parish (with certain specified exceptions) to Downman for $100,000.
- On November 5, 1900, Martin executed a notarial act that specifically described 19 parcels of land being sold to Downman.
- The same deed also included a clause stating it was Martin's 'true intent and purpose to sell to the purchaser herein all the property owned by him in the Parish of Lafourche,' except for two specifically reserved properties not at issue.
- The property in controversy was owned by Martin but was not among the 19 parcels specifically described in the deed.
- Downman subsequently transferred his land holdings, including the property acquired from Martin, to the defendant corporation.
- Years later, Martin's descendants (plaintiffs) asserted ownership over the tract of land that had not been specifically described in the 1900 deed.
Procedural Posture:
- The descendants of Francis Martin (plaintiffs) filed suit in a Louisiana trial court against the defendant corporation to establish their title to a tract of real estate.
- The defendant resisted, claiming ownership through a 1900 deed from Martin to its predecessor, Robert H. Downman.
- The parties stipulated the facts before the trial court.
- The trial judge sustained the defendant's contentions and dismissed the plaintiffs' suit.
- The plaintiffs appealed the trial court's judgment to the Supreme Court of Louisiana.
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Issue:
Does a deed containing an omnibus clause, which purports to convey all of a vendor's property within a specific parish but does not specifically describe every tract, validly transfer title to an undescribed tract as between the vendor's heirs and the vendee's successor?
Opinions:
Majority - McCaleb, Justice
Yes, a deed containing an omnibus clause validly transfers title to an undescribed tract as between the original parties and their successors. The court reasoned that under Louisiana law, a contract of sale is perfected when the three essential elements—the thing, the price, and consent—concur. In this case, the 'thing' was all of Martin's property in Lafourche Parish, the price was $100,000, and both parties consented. The deed's explicit language expressing Martin's intent to convey everything he owned is controlling between the parties. The precedents cited by the plaintiffs, which invalidated omnibus descriptions, were distinguished because they involved the rights of third persons who require specific descriptions for public notice. Between the immediate parties and their heirs, who stand in the shoes of the original party, the clear intent expressed in the contract is sufficient to transfer title.
Analysis:
This decision solidifies the important distinction between the requirements for a valid conveyance between parties (inter partes) and the requirements for a conveyance to be effective against third parties. The ruling confirms that under Louisiana's civil law tradition, the expressed intent of the contracting parties is paramount in disputes between them or their privies. While the public records doctrine requires specificity to protect innocent third-party purchasers, a lack of such specificity does not invalidate the underlying transfer of title between the original buyer and seller. This case clarifies that an omnibus description is not a defective title, but rather an unperfected one with respect to the public, and heirs of the seller cannot use the public notice requirement as a sword to invalidate a sale their ancestor clearly intended to make.
