Beck Oil Co. v. Texaco Refining & Marketing, Inc.

25 F.3d 559, 1994 WL 234537
CourtCourt of Appeals for the Seventh Circuit
DecidedJune 1, 1994
DocketNo. 93-2574
StatusPublished
Cited by7 cases

This text of 25 F.3d 559 (Beck Oil Co. v. Texaco Refining & Marketing, Inc.) is published on Counsel Stack Legal Research, covering Court of Appeals for the Seventh Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Beck Oil Co. v. Texaco Refining & Marketing, Inc., 25 F.3d 559, 1994 WL 234537 (7th Cir. 1994).

Opinion

BAUER, Circuit Judge.

In 1985, Texaco Refining and Marketing, Inc. (TRMI), decided to withdraw from marketing motor fuels at retail in a contiguous area spanning Illinois, Wisconsin, [560]*560Indiana, and Kentucky. In furtherance of this decision, TRMI terminated all franchise agreements with franchisees whose marketing premises were located within this contiguous area. Five former franchisees, all of whom operated in Illinois, filed this action claiming that the termination of their franchises violated the Petroleum Marketing Practices Act (PMPA). The parties stipulated that the only issues turned on an interpretation of § 2802(b)(2)(E) of the PMPA. The district court granted TRMI’s motion for summary judgment, and we affirm.

This saga begins with Texaco’s 1984 purchase of Getty Oil Company, in which Texaco obtained the rights to market, in certain areas, gasoline and other petroleum products under the “Getty” brand name. Texaco subsequently reorganized and, in 1985, formed TRMI as a wholly-owned subsidiary to perform the refining and marketing operations, wholesale and retail, associated with the Texaco brand of motor fuels and other petroleum products.

TRMI’s first item of business was to evaluate its operations across the United States. In January 1985, TRMI made the decision to withdraw its marketing at retail through service stations and at wholesale to distributors within the aforementioned contiguous area. It reached this decision for several reasons. The primary reason was that its Lawrence-ville, Illinois refinery had significantly decreased in cost efficiency. The refinery was technologically outdated. In addition, the local source of crude oil for the refinery, the Salem, Illinois oil fields, experienced a.severe diminution of production; without a local source of crude oil, the cost of crude oil refined at Lawrenceville included a large component for transportation. Cumulatively, these factors caused the average cost per barrel of finished gasoline produced by the Lawrenceville refinery to exceed by $2 the average market price for finished gasoline. TRMI determined that the refinery was no longer cost competitive within the industry and must be closed.

The other reasons for TRMI’s decision to withdraw are related. First, with the Law-renceville refinery closed, TRMI required a different method of supplying refined petroleum products. It discovered that other methods of supplying refined petroleum products to that area were prohibitively expensive; simply put, it cost too much to transport refined products from geographically distant refineries to the contiguous area. In addition, TRMI determined that Getty’s method of supplying this area was also economically infeasible. Even if Getty’s method was acceptable, it was only responsible for ten percent of the products required for distribution. Thus, TRMI decided that it must withdraw its marketing efforts from the contiguous area in sixty-nine counties in Illinois, forty-seven counties in Wisconsin, eighty-eight counties in Kentucky, and seventy-four counties in Indiana.

In March, TRMI notified the Governors of the four states of its withdrawal. Later that month, it sent written notices of termination to all of its franchisees whose marketing premises were' located in the withdrawal area.1 The termination was effective in September, 1985.

The former franchisees originally filed suit against Texaco, Inc. in 1985. TRMI was subsequently substituted for Texaco, Inc. as the real party in interest. By agreement, the district court dismissed this case in 1989, but permitted the franchisees to refile within six months. The franchisees refiled and, during the course of the litigation, the parties stipulated that the sole issue in the ease concerned TRMI’s liability pursuant to the PMPA. The parties agreed to conduct discovery relevant to liability only and file cross-motions for summary judgment. This was done, and the district court granted summary judgment to TRMI and denied it to the former franchisees.

We review de novo a district court’s grant of summary judgment. Doe v. Allied-Signal Inc., 925 F.2d 1007, 1008 (7th Cir.1991). We “must view the record and all inferences drawn from it in the light most favorable to the party opposing the motion.” Griffin v. Thomas, 929 F.2d 1210, 1212 (7th Cir.1991) [561]*561(citations omitted). If the moving party initially shows the court that there is an absence of a question of fact, the nonmoving party has the burden of establishing that a genuine issue as to any material fact actually does exist. Matsushita Elec. Indus. Co., Ltd. v. Zenith Radio Corp., 475 U.S. 574, 587, 106 S.Ct. 1348, 1356, 89 L.Ed.2d 538 (1986). A fact is material only if it might affect the outcome of the ease under the governing law.

In support of its motion for summary judgment, TRMI filed a twenty-four page statement of uncontested facts, which was supported by affidavits of TRMI officers and employees and other exhibits. The former franchisees failed to file a response to TRMI’s statement of uncontested facts, but moved to strike or suppress the statement. This course of action violated ■ Local Rule 2.9(D) of the Central District of Illinois which provides:

Any party opposing a motion for summary judgment on ground that material facts are in issue shall serve and file with the responsive memorandum of law, a concise “Statement of Genuine Issues,” setting forth all material facts contended to be in issue with citation to discovery material or affidavit that supports the contention.

The district court brought this rule to the attention of the former franchisees and then denied them leave to file a Rule 2.9(D) statement. Not to be deterred, the former franchisees argued, first to the district court in their memorandum in support of their motion for summary judgment and then in their brief to this court, the existence of genuine issues of material facts. These facts either do not refute the statement of uncontested facts or are not at all relevant to the disposition of this case. Thus, we must determine whether TRMI is entitled to judgment as a matter of law under the PMPA.

Congress enacted the PMPA in response to the vast disparity in bargaining power between major oil companies and their franchisees and designed the PMPA to level the playing field between the franchisors and the franchisees. See S.Rep. No. 731, 95th Cong., 2d Sess. 17 (1978), reprinted in 1978 U.S.C.C.A.N. 873, 874 (“Senate Report”). Specifically, “Congress enacted the PMPA in an effort to protect ‘franchisees from arbitrary or discriminatory termination or non-renewal of their franchises.’” Brach v. Amoco Oil Co., 677 F.2d 1213, 1216 (7th Cir.1982) (quoting Senate Report, at 15). The PMPA, then, permits an oil company to terminate a franchise only on certain groun ds. Id. at 1220. “While most of the grounds relate to serious franchisee misconduct,' others reflect an intent to permit the franchisor to exercise reasonable business judgment” in terminating a franchise. Id.

With this background in mind, we turn to the specific issues in this case.

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Bluebook (online)
25 F.3d 559, 1994 WL 234537, Counsel Stack Legal Research, https://law.counselstack.com/opinion/beck-oil-co-v-texaco-refining-marketing-inc-ca7-1994.