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January 30, 2003


The opinion of the court was delivered by: Laura Taylor Swain, United States District Judge


Spainerman Gallery, Profit Sharing Plan ("Plaintiff" or "Spainerman"), commenced this action against Mary Merritt ("Defendant"), asserting common law tort damages claims, including claims for fraud and negligence, and seeking a declaratory judgment for good title to a painting pursuant to section 2-403 of the Uniform Commercial Code ("U.C.C.") or common law. Defendant moved for an order dismissing the complaint for lack of personal jurisdiction, and/or improper venue; alternatively, Defendant contended that this court should abstain from adjudicating the dispute, in light of the pendency of related state litigation. Plaintiff cross-moved for summary judgment, pursuant to Rule 56 of the Federal Rules of Civil Procedure, with respect to Plaintiff's claim seeking declaratory judgment for good title to the painting pursuant to U.C.C. section 2-403. At a pre-trial conference held on May 24, 2002, Defendant withdrew her motion to dismiss insofar as it asserted lack of personal jurisdiction and sought abstention. In supplemental briefing following the pre-trial conference, Defendant argued that Plaintiff's action should be dismissed, pursuant to the Rooker-Feldman doctrine, in light of a judgment rendered in the related state court litigation.

The Court has jurisdiction of this matter, based on complete diversity of citizenship of the parties, pursuant to 28 U.S.C. § 1332 (West 2002). The amount in controversy is greater than $75,000.

The Court has considered thoroughly all submissions related to these motions. For the reasons stated below, Defendant's motion to dismiss is denied. Plaintiff's motion for partial summary judgment with respect to its claim seeking declaratory judgment for good title to the painting pursuant to U.C.C. section 2-403 is also denied.


In its complaint, Plaintiff asserts that Defendant sold a valuable painting by the American artist Arthur Wesley Dow, entitled "Grand Canyon" (the "painting"), to an individual, Timothy Fagan ("Fagan"), a merchant who regularly deals in artwork, furniture, antiques, china, paintings and prints and is part owner of an antique store in Connecticut. (Compl. ¶¶ 7-8.) Plaintiff asserts that it is the legal Owner of the painting by virtue of Defendant's alleged sale of the painting to Fagan and Plaintiff's subsequent purchase from Fagan. (Id. ¶ 8.) Alternatively, Plaintiff alleges that Defendant entrusted the possession of the painting to Fagan, and that Plaintiff believed that Fagan dealt in goods of the same kind. (Id. ¶ 9.)

Plaintiff alleges that, on or about February 16, 1998, Fagan visited Craftsman Auctions to discuss the painting with the owner of that establishment, Jerry Cohen ("Cohen"). (Id. ¶ 14.) Fagan gave the painting to Cohen in order to have it appraised for a possible public auction. Cohen advised Fagan that a national advertising campaign would precede the auction of the painting. (Id. ¶ 18.) Fagan agreed with the course of action and national publicity campaign. (Id.) Cohen placed an advertisement for the auction in Maine Antiques Digest magazine. (Id. ¶ 19.)

According to the complaint, in or about March 1998, Fagan returned to Defendant and offered her an additional sum of money in recognition of the value of the painting. (Id. ¶ 21.) Defendant refused to accept any further payments for the sale of the painting. (Id.) On or about May 19, 1998, Plaintiff purchased the painting at the Fontaine's auction gallery in Massachusetts for $165,000.00 (Id. ¶ 22.) Defendant's niece Katra Showah ("Showah") subsequently saw an advertisement for the auction of the painting and learned that the painting had been sold at auction for a significant sum. (Id. ¶ 23.) Defendant thereafter claimed that she had originally transferred the painting to Fagan for appraisal purposes only and that Fagan had breached the contract and converted the painting. (Id.) On November 15, 1999, Defendant commenced a lawsuit against Fagan in Connecticut state court, seeking damages for breach of contract and conversion. (Id. ¶ 27.)

The complaint further asserts that, after filing the lawsuit against Fagan, Defendant complained to the United States Attorney's Office that Fagan had converted the painting. (Id. ¶ 28.) Pursuant to Defendant's complaint, an investigation into the circumstances surrounding the sale of the painting was commenced and a subpoena was subsequently issued which called for the production of the painting. (Id. ¶¶ 29-30.)

The painting is currently in the possession of the Government of the United States, which has commenced an interpleader action to determine the appropriate disposition of the painting (United States v. Spainerman Gallery PSP and Mary Merritt, no. 02 civ. 1082 (LTS)). The interpleader action has been consolidated with the instant action.

Fagan defaulted in the liability phase of the Connecticut litigation and on May 17, 2002, following proceedings relating to the determination of damages, the Superior Court for the judicial District of Danbury, Connecticut entered its Memorandum of Decision in Defendant Merritt's action against Timothy Fagan. That court found, among other things, that Fagan had converted the painting in question, and awarded Merritt over $395,000 in damages, interest and counsel fees. Mary Merritt v. Timothy Fagan,No. Cv99-033 78 66 S, slip op. (Conn. Super. Ct. May 17, 2002). This judgment apparently remains unsatisfied and Fagan's appeal of the decision remains pending.


Subject Matter Jurisdiction: Rooker-Feldman Doctrine

Defendant contends that the Rooker-Feldman doctrine deprives this Court of subject matter jurisdiction of Plaintiff's claims, which are premised largely on contentions that Fagan acquired the painting from Plaintiff legitimately, in light of the Connecticut state court's decision in Defendant's favor on her conversion and related claims against Fagan. The Rooker-Feldman doctrine holds that the lower federal courts lack power to review state court judgments, to consider issues which are "inextricably intertwined" with such judgments, and to entertain claims seeking relief that, if granted, would modify state court decisions. District of Columbia Court of Appeals v. Feldman, 460 U.S. 462, 482-84 and n. 16 (1983). The doctrine precludes federal district court jurisdiction of matters that are in effect collateral attacks on state court judgments. The only relevant permissible avenues for review of such judgments are the state superior ...

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