IN THE UNITED STATES COURT OF FEDERAL CLAIMS

 

KLAMATH IRRIGATION DISTRICT et al.,             )

)

Plaintiffs,                                                        )

)

v.                                                                     )           No. 01-591 L

)           Judge Diane Gilbert Sypolt       

UNITED STATES OF AMERICA ,                           )

)

            Defendant.                                                     )

______________________________________)          

 

PLAINTIFFS’ MEMORANDUM SUPPORTING THEIR MOTION

FOR LEAVE TO  AMEND COMPLAINT

 

            Plaintiffs, Klamath Irrigation District et al., move this Court for leave to amend their original Complaint, filed October 11, 2001, to add a third claim for relief for breach of contract.  See RCFC 15(a).  Plaintiffs have not previously sought leave to amend their complaint.       

  

Procedural Background

            This is an action to recover damages for defendant’s failure to deliver Klamath Project water to approximately 1,400 farmers in the Klamath Basin .  The complaint, filed October 11, 2001 , states two causes of action:  (1) taking of plaintiffs’ water rights without just compensation in violation of the Fifth Amendment, and (2) unlawful interference with plaintiffs’ water rights in violation of the Klamath Basin Compact.   Defendant filed its answer December 10, 2001 .  The parties filed a Joint Preliminary Status Report on February 4, 2002 , and a status conference with the Court was held on April 9, 2002 .  At that time defendant stated its intention to move for a stay, and asked that all discovery in the case be stayed.  Thereafter, defendant filed a motion to stay this action pending completion by the State of Oregon of the Klamath Basin water rights adjudication and motion for partial dismissal, which is presently pending before this Court.   There has been no discovery (other than the initial Rule 26 disclosures), no dispositive motions, no briefing schedule set, and no hearings in this case since April 9, 2002 . 

ARGUMENT

I.  Standard for Granting Motion to Amend Complaint

 

    The Rules of this Court set a permissive standard for amending a Complaint.  Rule 15(a) provides that “a party may amend the party’s pleading only by leave of court . . . and leave shall be freely given when justice so requires.”  RCFC 15(a); see also Mitsui Foods, Inc. v. United States , 867 F.2d 1401, 1403 (Fed. Cir. 1989) (holding that the grant or denial of an opportunity to amend pleadings should be exercised liberally to permit such amendments).  Moreover, this Court has generally stated that “[i]f the underlying facts or circumstances relied upon by a [party] may be a proper subject of relief, he ought to be afforded an opportunity to test his claim on the merits.”  Principal Mutual Life Insurance Co. v. United States, 26 Cl. Ct. 616, 623 (1992), reconsideration granted in part by 29 Fed. Cl. 157 (1993), aff’d, 50 F. 3d 1021 (Fed. Cir. 1995) (quoting Foman v. Davis, 371 U.S. 178, 182 (1962)).  

    This Court has identified four factors to consider in ruling on a motion to amend: “undue delay, bad faith or dilatory motive on the part of the movant, repeated failure to cure deficiencies by amendments previously allowed, undue prejudice to the opposing party by virtue of allowance of the amendment, [and] futility of amendment . . . .Id; see also Hickman v. United States, 43 Fed. Cl. 424, 439 (1999), aff’d, 232 F.3d 906 (Fed. Cir. 2000) (citing Te-Moak Bands of Western Shoshone Indians v. United States, 948 F.2d 1258, 1260 n.4 (Fed. Cir. 1991)).  Missing from this list of factors is an evaluation of the merits of the allegations.  See Scott Timber Co. v. United States , 44 Fed. Cl. 170 (1999) (“[A]bsent a claim or defense that is frivolous or patently insufficient, its substantive merits or lack thereof are not considered on a motion for leave to amend.”).  Finally, defendants have the burden of showing that the amendment is sought in bad faith, that it is futile, or that it would cause substantial prejudice, undue delay or injustice.  See Scott Timber Co., 44 Fed. Cl. at 182  (“In demonstrating that it will be prejudiced by a proposed amendment, the non-movant has the burden of showing that ‘it will be severely disadvantaged or incapable of presenting facts or evidence’ on the new issue.”); see also Croskey v United States, 24 Cl. Ct. 420, 422 (1999) (“[I]t is clear that the burden for obtaining the denial of a motion to amend rests upon the non-movant, in that “the party must demonstrate that it will be severely disadvantaged or incapable of presenting facts or evidence with regard to the issues at hand.”).

 

        A.  No Bad Faith or Undue Delay.

 

    This amendment is timely because this case is at its incipient stage.  Indeed, at defendants’ request, all discovery has been stayed since April 9, 2002 —as have all other proceedings in the case.  Since the facts giving rise to the claim occurred in calendar 2001, and are fully known to defendant, the assertion of this third cause of action for breach of contract gives rise to no claim of undue delay.  Similarly, there can be no assertion of dilatory motive or bad faith, since no previous amendments of the complaint have been sought.

 

        B.  No Prejudice to Defendant

    Of the four factors, this Court has noted that the U.S. Supreme Court, in interpreting Fed. R. Civ. P. 15(a), “has placed a particular emphasis on the element of prejudice to the opposing party.”  Siemens Aktiengesellschaft v.United States, 26 Cl. Ct. 312, 313 (1992) (citing United States v. Hougham, 364 U.S. 310, 316 (1960) (“Rule 15 of the Federal Rules of Civil Procedure . . . was designed to facilitate the amendment of pleadings except where prejudice to the opposing party would result.”)); see also Evans Products Co. v. West Am. Ins. Co., 736 F.2d 920 (3d Cir. 1984) (“Primary consideration in determining whether leave to amend would be granted under this rule is prejudice to the opposing party; principal test for prejudice in such situations is whether the opposing party was denied a fair opportunity to defend and to offer additional evidence on that different theory.”). See generally 6 Charles Alan Wright et al., Federal Practice and Procedure § 1476 (1991) (“If no prejudice is found, then leave normally will be granted.”). 

 

    In Scott Timber Co. v. United States , 44 Fed. Cl. 170 (1999), the court explained that the mere fact that another cause of action is added to a complaint does not in itself prejudice the other side:

Although defendant contends that it “clearly would be unfairly prejudiced by the allowance of the proposed amendments,” defendant has failed to identify any disadvantage or other specific harm that it will suffer as a result of plaintiff's amendments. Defendant will face no significant burden in responding to plaintiff's amended complaint, as it adds only an additional theory of recovery and is based on the same operative facts as plaintiff's breach of contract claims. That defendant will be inconvenienced by the need to brief plaintiff's additional claims is not the equivalent of prejudice.

 

Scott Timber Co., 44 Fed. Cl. at 182; see also Teft v. Seward, 689 F.2d 637, 369 (6th Cir. 1982 (Where “the facts as set forth in the original complaint would support [the amended] cause of action,” the amended complaint is “not so different as to cause prejudice to the defendants.”); Buder v. Merrill Lynch, Pierce, Fenner & Smith, 644 F.2d 690, 694 (8th Cir. 1981) (“Where the facts on which a previously unasserted claim is  based are all known or available to all parties, there is no prejudice in allowing an amended complaint.”). 

 

    Here, defendant has been on notice of the facts supporting plaintiffs’ breach of contract claim from the outset of this case.  Plaintiffs’ claim arises from defendant’s decision not to deliver water to plaintiffs for irrigation of their crops, but rather to use that water for the benefit of two endangered fish.  While plaintiffs have claimed that this non-delivery of water took or interfered with their water rights, defendant has responded that in its opinion plaintiffs’ claim must be for breach of contract.  As counsel for defendant stated to the Court at the April 9, 2002 hearing:

 

In both the State adjudication and in this case, it’s our position that the Plaintiff’s rights are solely through their contracts with the Bureau of Reclamation, or even subcontracts through the water districts, which are essentially a middleman.  So those contracts really define and limit their right to water.

 

Tr. at 12, line 9-14 ( Apr. 9, 2002 ).  Thus, defendant is not prejudiced by being required to defend, what it has always believed to be, plaintiffs’ contract claim.

 

            C.  The Contract Claim is Not Futile

            Although the Court does not examine the merits of the proposed amendment in determining whether to allow it, an amendment may be disallowed on the ground that it is clearly futile. See Mitsu Foods, Inc. v. United States , 867 F.2d 1401, 1403-04 (Fed. Cir. 1989) (“[A]pparent futility” can be a basis for denying leave to amend.); Tabb Lakes, Inc. v. United States, 26  Fed. Cl. 1334, 1356 (1992), aff’d, 10 F.3d 796 (Fed. Cir. 1993) (holding that allowing plaintiff to amend its complaint to reflect a cause of action for a temporary taking over a two-year period would be futile because given the record in the instant case no such taking could have occurred).  Here plaintiffs’ contract claims are far from futile.  As defendant itself pointed out to this Court, in defendant’s view those contracts define plaintiffs’ right to the delivery of water.  See Tr. at 12, line 13-14.  (Ms. Tardiff:  “So those contracts really define and limit their right to water.”).    

 

            In a brief recently filed with the Tenth Circuit, defendant seeks to dissolve an injunction requiring release of water for the benefit of an endangered silvery minnow and southwestern willow flycatcher to the detriment of water users with contracts similar to those of the plaintiffs in this case.  The government there argues that the water delivery contracts create a legal obligation for the government to deliver the water to the users, and that the Endangered Species Act (ESA) creates no legal authority to divert or retain that water for the benefit of the fish.  The defendant’s brief states in part:

 

Contrary to the district court’s ruling, Reclamation does not have discretion under the terms of its SJC [San Juan-Chama Project] and MRG [Middle Rio Grande] Project water delivery contracts to reduce deliveries that it is required to make under the contracts and reallocate that water instead as part of an RPA [reasonable and prudent alternative] in order to avoid jeopardy to the minnow.  The ESA requires agencies to consider taking actions “in which there is discretionary federal involvement or control” in order to avoid jeopardy.  50 C.F.R. 402.03, 402.02.  Because Reclamation did not retain the discretion under the contracts to deliver less water if doing so would be beneficial to endangered species, reducing the amount of contract deliveries is not an “action” that can be an RPA under the ESA’s implementing regulations.  Reducing contract deliveries also runs afoul of the ESA’s implementing regulations defining RPAs as actions within the agency's legal authority.  50 C.F.R. 402.02.  Neither the ESA nor any other statute gives Reclamation legal authority to short contract deliveries out of storage at the SJC and MRG Projects and use Project water for instream flows for purposes of benefiting the minnow.

 

Brief for Federal Appellants at 16-17, Rio Grande Silvery Minnow v. John W. Keys, III, Nos. 02-2254, 02-2255, 02-2267, 02-2295, 02-2304 (Sept. 23, 2002).  

 

CONCLUSION

            Accordingly, plaintiffs request leave to file the Amended Complaint attached hereto as Exhibit A.  Plaintiffs’ further request oral argument on their motion for leave to amend complaint.

 

Respectfully submitted,  

 

____________________________

Roger J. Marzulla

Nancie G. Marzulla

MARZULLA & MARZULLA

1350 Connecticut Avenue NW, Suite 410

Washington , DC   20036

202-822-6760

202-822-6774 (fax)

 

Counsel for Plaintiffs

Dated: January___, 2003

 

 

 

 

 

 

 

 

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