Ford Motor Credit Company v. Dennis L. Mierkowski

580 F.3d 740
CourtCourt of Appeals for the Eighth Circuit
DecidedSeptember 8, 2009
Docket08-3866
StatusPublished

This text of 580 F.3d 740 (Ford Motor Credit Company v. Dennis L. Mierkowski) is published on Counsel Stack Legal Research, covering Court of Appeals for the Eighth Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Ford Motor Credit Company v. Dennis L. Mierkowski, 580 F.3d 740 (8th Cir. 2009).

Opinions

BENTON, Circuit Judge.

Rebecca J. Mierkowski and Dennis L. Mierkowski filed a Chapter 13 petition under the Bankruptcy Code. In their plan; the Mierkowskis proposed to bifurcate Ford Motor Credit Company’s claim. Ford Credit objected to the plan, and the bankruptcy court overruled the objection. Ford Credit appeals. Having jurisdiction under 28 U.S.C. § 158(d)(2), this court reverses and remands.

I.

In August 2006, the Mierkowskis purchased a new vehicle for the cash-sale price of $22,444. The Mierkowskis and the dealer agreed to a trade-in allowance of $13,750, but $21,820.65 was still owed on the trade-in vehicle. The difference between the amount still owed on a vehicle and its value is termed “negative equity.” The negative equity in the trade-in, $8,070.65, was included in the “amount financed” (which equaled the “total sale price”). The transaction was memorialized by a Missouri Simple Interest Vehicle Retail Installment Contract, which provided for 0 percent interest and 72 monthly payments. The dealer assigned the contract to Ford Credit.

The Mierkowskis filed for Chapter 13 relief 682 days after purchasing the vehicle. In their plan, the Mierkowskis proposed to bifurcate Ford Credit’s claim into two components: a secured component equal to the fair-market value of the new vehicle, and an unsecured claim for the balance. Ford Credit objected, arguing its claim could not be bifurcated due to the “hanging paragraph” of the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 (BAPCPA).1 The bankruptcy court ruled that the debt attributable to the cash-sale price of the new vehicle was secured, but the debt attributable to the negative equity in the trade-in was unsecured.

II.

Generally, a Chapter 13 debtor may retain a vehicle and modify the rights of a secured creditor that has a purchase-money security interest (PMSI) in the vehicle, by bifurcating the creditor’s claim into se[742]*742cured and unsecured parts based on the vehicle’s value. See 11 U.S.C. §§ 506(a)(1), 1325(a)(5). The creditor has a secured claim to the extent of the value of the vehicle, and an unsecured claim for the remainder of the debt. See 11 U.S.C. § 506(a)(1).

Under BAPCPA, the hanging paragraph prohibits bifurcation under § 506 if “the creditor has a purchase-money security interest securing the debt that is the subject of the claim,” the debt was incurred within the 910 days preceding the filing of the petition, and the collateral is a motor vehicle for the debtor’s personal use. At issue is whether Ford Credit has a PMSI securing its entire claim, including the amount financed to pay off the negative equity in the trade-in vehicle. This question of law is subject to de novo review. See Drewes v. Vote (In re Vote), 276 F.3d 1024, 1026 (8th Cir.2002).

PMSI is not defined in the Bankruptcy Code. In BAPCPA, Congress incorporated the state-law definition of PMSI from Article 9 of the Uniform Commercial Code. See In re Price, 562 F.3d 618, 624 (4th Cir. 2009); Reiber v. GMAC, LLC (In re Peaslee), 547 F.3d 177, 184 (2d Cir.2008). Article 9 states:

(a) In this section:
(1) “Purchase-money collateral” means goods or software that secures a purchase-money obligation incurred with respect to that collateral; and
(2) “Purchase-money obligation” means an obligation of an obligor incurred as all or part of the price of the collateral or for value given to enable the debtor to acquire rights in or the use of the collateral if the value is in fact so used.
(b) A security interest in goods is a purchase-money security interest:
(1) To the extent that the goods are purchase-money collateral with respect to that security interest;

Mo.Rev.Stat. § 400.9-103. The Official Comment 3 to Article 9 states:

As used in subsection (a)(2), the definition of “purchase-money obligation,” the “price” of collateral or the “value given to enable” includes obligations for expenses incurred in connection with acquiring rights in the collateral, sales taxes, duties, finance charges, interest, freight charges, costs of storage in transit, dumurrage, administrative charges, expenses of collection and enforcement, attorney’s fees, and other similar obligations.
The concept of “purchase-money security interest” requires a close nexus between the acquisition of collateral and the secured obligation....

Mo. Ann. Stat. § 9-103, Official Comment 3 (emphasis added). See In re Nocita, 914 S.W.2d 358, 359 (Mo. banc 1996) (When construing uniform and model acts enacted by the General Assembly, it is assumed the legislature enacted them with the intention of adopting the accompanying interpretations.).

Comment 3 lists a wide range of obligations that can be part of a vehicle’s “price,” indicating that “price” should be broadly interpreted. The Mierkowskis’ negative-equity obligation is sufficiently similar to those listed in Comment 3, so as to be within the “other similar obligations” part of the definition of “price.” See Reiber v. GMAC, LLC (In re Peaslee), 13 N.Y.3d 75, 82-83, 885 N.Y.S.2d 1, 5, 913 N.E.2d 387, 390, No. 109, 2009 WL 1766000, at *4 (N.Y. June 24, 2009). Since the parties here agreed to include the negative equity as part of the total sale price of the new vehicle, the negative equity was “an integral part of’ and “inextricably intertwined” with the sales transaction. Graupner v. Nuvell Credit Corp. (In re Graupner), 537 F.3d 1295, 1302 (11th Cir. [743]*7432008). The negative-equity financing of the trade-in and the new-ear purchase were a “package deal.” Id. Therefore, there was “a close nexus” between the acquisition of the new vehicle and the negative-equity financing. See Price, 562 F.3d at 627.

The amount financed to pay off the negative equity in the trade-in is “part of the price” of the new car, so it is a purchase-money obligation. See Mo.Rev.Stat. § 400.9 — 103(a)(2). The new car is purchase-money collateral securing the purchase-money obligation. See § 400.9-103(a)(1). Thus, Ford Credit has a PMSI securing the negative-equity financing. See § 400.9-103(b)(l).

This interpretation is consistent with the Missouri Motor Vehicle Time Sales Act (MVTSA), Mo.Rev.Stat. § § 365.010-365.160, which regulates installment sales of motor vehicles. Under Missouri law, courts take into consideration statutes involving similar or related subject matter to shed light upon the meaning of the statute at issue. Lane v. Lensmeyer

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Related

In Re Graupner
537 F.3d 1295 (Eleventh Circuit, 2008)
Ford v. Ford Motor Credit Corp.
574 F.3d 1279 (Tenth Circuit, 2009)
In Re Miller
276 F.3d 424 (Eighth Circuit, 2002)
In Re Price
562 F.3d 618 (Fourth Circuit, 2009)
In Re Peaslee
547 F.3d 177 (Second Circuit, 2008)
Lane v. Lensmeyer
158 S.W.3d 218 (Supreme Court of Missouri, 2005)
Trejos v. VW Credit, Inc. (In Re Trejos)
374 B.R. 210 (Ninth Circuit, 2007)
Matter of Nocita
914 S.W.2d 358 (Supreme Court of Missouri, 1996)
In Re Westfall
365 B.R. 755 (N.D. Ohio, 2007)
In Re Weiser
381 B.R. 263 (W.D. Missouri, 2007)
Reiber v. GMAC, LLC
913 N.E.2d 387 (New York Court of Appeals, 2009)
Graupner v. Nuvell Credit Corp.
537 F.3d 1295 (Eleventh Circuit, 2008)
Peaslee v. GMAC, LLC
547 F.3d 177 (Second Circuit, 2008)

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Bluebook (online)
580 F.3d 740, Counsel Stack Legal Research, https://law.counselstack.com/opinion/ford-motor-credit-company-v-dennis-l-mierkowski-ca8-2009.