Ann Adkisson Lackey v. Linda Templeton, Individually and as Trustee in the Will of Doyle Wade Templeton ( 2018 )

In The
Court of Appeals
Ninth District of Texas at Beaumont
____________________
NO. 09-17-00183-CV
____________________
ANN ADKISSON LACKEY, ET AL, Appellants
V.
LINDA TEMPLETON, INDIVIDUALLY AND AS TRUSTEE IN THE
WILL OF DOYLE WADE TEMPLETON, ET AL, Appellees
__________________________________________________________________
On Appeal from the 1A District Court
Jasper County, Texas
Trial Cause No. 34173
__________________________________________________________________
MEMORANDUM OPINION
In this appeal, we consider whether the trial court properly granted partial
motions for summary judgment in favor of the appellees, who failed to plead a
trespass-to-try-title action in a case concerning a dispute over the ownership of
mineral estates to two tracts of land. Appellees Linda Templeton, Individually and
as Trustee in the Will of Doyle Wade Templeton (“Templeton”), sued for a
declaratory judgment that she owned the mineral estates to two tracts of land located
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in Jasper County, Texas. Appellee Lee Ellen Kahla (“Kahla”) intervened and sought
a declaratory judgment that she owned part of the mineral estate to one of the tracts
of land. The appellants Ann Adkisson Lackey, Charles Albert Adkisson, Margaret
Adkisson Messinger, Richard Thorpe, Nathan Clay Carpenter, Carol Carpenter
Wood (collectively “the Adkisson Defendants”); Marjorie Hoyt Monts, Stewart R.
Hoyt, Jean F. Beal, Sally Bennet, William C. Hoyt (collectively “the Hoyt
Defendants”); BBX Operating, LLC, Border to Border Exploration, LLC, Kodiak
Resources, Inc. (collectively “the Kodiak Defendants”); Barry Coates-Roberts and
George L. Stieren, as Trustees of Coates Energy Trust, Jenny Roberts Schimpff
Trust, Catherine G. Roberts Trust, Barry Coates-Roberts Trust, Lisa Stieren
Hardeman Trust, George L. Stieren Trust, Wendy Stieren Wirth Trust, Kelly Stieren
Daniell Trust, Amy E. Stieren Trust, Orange River Royalties, LLP (collectively “the
Coates Defendants”); Kathryn Williams [Chauveaux] and N.D. (Doug) Williams,
individually and as Co-Executors of the Estate of Elta Smith Williams, Deceased,
and as Co-Trustees of the N.D. Williams Trust and Elta Smith Williams Trust
(collectively “the Williams Defendants”); and BP America Production Company
(“BP”)1 filed special exceptions complaining that Templeton and Kahla had brought
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We will refer to the appellants collectively as “the defendants.”
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the wrong cause of action to obtain a determination of title and needed to replead the
case as a trespass-to-try-title action.
The trial court denied the defendants’ special exceptions, granted Templeton’s
and Kahla’s motions for partial summary judgment seeking a declaration that they
owned the mineral estates, and denied the defendants’ motions for summary
judgment. Because Templeton and Kahla failed to plead and prove a claim for
trespass to try title, we reverse the trial court’s order denying the defendant’s special
exceptions, reverse the trial court’s partial summary judgments in favor of
Templeton and Kahla, reverse the trial court’s orders denying the defendants’
motions for summary judgment, and render a judgment that Templeton and Kahla
take nothing under their actions for declaratory judgment.
PROCEDURAL BACKGROUND
In Templeton’s petition, Templeton sought a declaration that she owns 100%
of the minerals to a 98.785 acre tract (“Tract 1”) and to a 50 acre tract (“Tract 2”) in
Jasper County, Texas, and that the Williams Defendants and their predecessors own
none of the minerals. A 1992 deed shows that the Williams Defendants conveyed
Tract 1 to Templeton and John Michael Smith Sr. (“Smith”) conveyed Tract 2 to
Templeton. The record shows that in 1991, the Williams Defendants conveyed the
surface only of Tract 2 to Smith. The record further shows that on the same day that
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the Williams Defendants conveyed Tract 1 to Templeton, Templeton executed a
deed conveying 48.875 acres out of Tract 1 to Kahla. Templeton sought a declaration
that the 1992 deed conveyed Templeton 100% of the minerals to Tracts 1 and 2, and
that the language of the 1992 deed shows that the Williams Defendants and their
predecessors failed to reserve any of the mineral estates. Templeton sought damages
from the Kodiak Defendants for trespassing on the property and producing minerals
from Templeton’s mineral estates without permission. Templeton also sought to
recover attorney’s fees.
Kahla filed a petition in intervention in which she sought a declaration that
she owns the mineral interests to the 48.875 acres out of Tract 1 that Templeton had
conveyed to her and that the Williams Defendants own none of the minerals. In her
amended petition, Templeton alternatively sought a declaration that she owns 100%
of the minerals to 50 acres of Tract 1 and 100% of the minerals of Tract 2. Templeton
also sought a declaration and accounting as to the minerals and royalties taken under
invalid instruments and sought to recover wrongfully paid royalties.
The Kodiak, Adkisson, Coates, and Hoyt Defendants and BP filed an answer
and special exceptions complaining that Templeton and Kahla had brought the
wrong cause of action to obtain a determination of title, and that Templeton needed
to replead the case as a trespass-to-try-title action. The Kodiak, Coates, and Hoyt
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Defendants also argued that Templeton was not entitled to recover attorney’s fees
under the statute governing trespass-to-try-title actions, and that repleading a claim
as a declaratory judgment solely to obtain attorney’s fees is prohibited under Texas
law. According to the Kodiak Defendants, if Templeton failed to replead the case as
a trespass-to-try-title action, her case must be dismissed. The Kodiak, Coates, and
Hoyt Defendants and BP raised affirmative defenses, including estoppel by deed and
statute of limitations.
The Williams Defendants also filed an answer and special exceptions
requesting that Templeton replead her case as a trespass-to-try-title action and join
all necessary parties. According to the Williams Defendants, the 1992 deed from the
Williams Defendants to Templeton is derived from an original deed for a 407.5 acre
tract which was recorded by W.P. Smith in 1915, and Templeton claims that a
portion of her mineral interests derive from a 1932 mineral deed from W.P. Smith
to Interstate Royalty Corporation (“Interstate”). The Williams Defendants
maintained that the 1932 mineral deed from W.P. Smith to Interstate was filed after
W.P. Smith executed a deed of trust to The Federal Land Bank (“Federal”) in 1919
to secure a note on the 407.5 acre tract, which Federal then assigned to N.D.
Williams.
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According to the Williams Defendants, N.D. Williams foreclosed on the deed
of trust and acquired the 407.5 acre tract in a substitute trustee’s deed in 1945, and
then made eight conveyances in which he specifically recognized the 1932 mineral
deed to Interstate and acknowledged that Interstate owned one-half of the minerals
under the eight individual tracts. The Williams Defendants argued that estoppel by
deed renders the foreclosure moot to the extent it would have wiped out W.P.
Smith’s mineral deed to Interstate. The Williams Defendants affirmatively pleaded
that the 1992 deed from the Williams Defendants to Templeton is ambiguous and
that any discrepancy in the 1992 deed relating to the reservation of the entire mineral
interest is the result of a mutual mistake or scrivener’s error and requested
reformation, and also pleaded statute of limitations.
In Templeton’s response in opposition to the Kodiak Defendants’ special
exceptions, Templeton argued that the Kodiak Defendants claim ownership and title
to one-half of the mineral estates of Tracts 1 and 2 by virtue of the 1932 mineral
deed from W.P. Smith to Interstate, which was subordinated to the 1919 deed of trust
that was wiped out upon the 1945 foreclosure. Templeton argued that the trial court
would have to determine whether W.P. Smith’s 1932 mineral deed, as well as N.D.
Williams’s subsequent conveyances, are valid in light of the 1945 foreclosure.
Templeton requested that the trial court cancel all of the instruments pursuant to
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which the Kodiak Defendants claim title because they constitute an impermissible
cloud on Templeton’s title, and declare that Templeton owns 100% of the mineral
estates of Tracts 1 and 2. Templeton also requested that the trial court overrule the
Kodiak Defendants’ special exceptions, arguing that because her pleadings satisfy
the pleading requirements for a trespass-to-try-title action under Texas Rule of Civil
Procedure 783, her declaratory judgment action should proceed as a trespass-to-try-
title action. See Tex. R. Civ. P. 783.
Templeton filed a motion for partial summary judgment seeking a declaration
that all mineral interests purporting to originate from the 1932 mineral deed are void
and unenforceable. According to Templeton, the Adkisson, Coates, Hoyt, and
Kodiak Defendants claim ownership and title to one-half of the mineral interests
owned by Templeton pursuant to the 1932 mineral deed, and Templeton argues that
she is entitled to summary judgment canceling the mineral interests of these
defendants because the 1932 mineral deed was wiped out by foreclosure. Templeton
also argued that the defendants’ estoppel by deed argument fails as a matter of law
because it cannot be used to contravene the superior rights created by the 1919 deed
of trust and the extinguishment of all subordinate interests created by the 1932
mineral deed as a result of the foreclosure.
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Attached to Templeton’s partial motion for summary judgment are copies of
the 1992 deed conveying Tracts 1 and 2 to Templeton; the 1932 mineral deed from
W.P. Smith to Interstate; several oil and gas leases in favor of the Kodiak Defendants
and covering and affecting those certain mineral interests in and under the 407.5
acres in Jasper County, Texas, owned by the Coates, Adkisson, and Hoyt Defendants
as a result of the 1932 mineral deed to Interstate; a partially illegible copy of the
1919 deed of trust from W.P. Smith to Federal covering the 407.5 acres in Jasper
County, Texas; a partially illegible copy of the 1945 assignment of W.P. Smith’s
debt and lien from Federal to N.D. Williams; the 1945 trustee’s deed to N.D.
Williams; and the 1991 deed from the Williams Defendants to Smith conveying the
surface only of Tract 2.
Templeton also filed a motion for partial summary judgment seeking a
declaration that (1) she was conveyed 100% of the minerals of Tracts 1 and 2 and
that the Williams Defendants failed to reserve any minerals in the 1992 deed; (2) she
owns 100% of the minerals to 50 acres of Tract 1, subject to a mineral lease
Templeton granted to a third party, and 100% of the minerals of Tract 2; (3) Kahla
owns minerals to 48.785 acres of Tract 1; and (4) all documents to which the
Williams Defendants and their lessees claim title to the mineral estates of Tracts 1
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and 2 are cancelled as constituting impermissible clouds on Templeton’s title. Kahla
adopted Templeton’s motion for partial summary judgment.
Templeton also filed a motion for partial summary judgment seeking
dismissal with prejudice of the Williams Defendants’ request for reformation of the
1992 deed based on mistake. Templeton argued that the Williams Defendants’
reformation claim is barred by the statute of limitations as a matter of law because
plainly obvious material omissions in an unambiguous deed charge the parties with
irrefutable notice from the date of the deed’s execution for limitations purposes.
According to Templeton, because the Williams Defendants’ reformation claim is
untimely, the trial court should dismiss the claim with prejudice and render partial
summary judgment in her favor. Templeton attached as summary judgment evidence
the 1991 and 1992 deeds, the Williams Defendants’ responses to Templeton’s
request for disclosure, the 1919 deed of trust, the 1945 assignment, and the 1945
trustee’s deed.
The Kodiak Defendants filed a motion for summary judgment arguing that
Templeton does not own 100% of the minerals. The Coates Defendants joined in the
Kodiak Defendants’ motion for summary judgment. The Kodiak Defendants argued
that after the 1945 foreclosure sale, N.D. Williams acknowledged that Interstate
owned one-half of the mineral estate of the 407.5 acre tract pursuant to the 1932
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mineral deed, and that N.D. Williams acknowledged Interstate’s interest in
subsequent deeds that are recorded in the Jasper County land records. According to
the Kodiak Defendants, N.D. Williams observed the equitable doctrine of inverse
order of alienation by acknowledging that he had only purchased one-half of the
mineral estate at the foreclosure sale, and since 1932, numerous leases and
conveyances had been made with respect to Interstate’s interest. The Kodiak
Defendants maintained that estoppel by deed prevents Templeton from seeking title
to Interstate’s one-half interest in the mineral estate in derogation of the 1932 mineral
deed.
The Kodiak Defendants argued that Templeton did not own any mineral rights
to Tract 1 because the Williams Defendants reserved the mineral rights in the 1992
deed, which contains explicit language reserving the minerals. The Kodiak
Defendants further argued that Templeton could not claim any rights to the mineral
estate of Tract 2 because Smith only owned the surface estate when he sold the
property to Templeton. According to the Kodiak Defendants, Templeton had
improperly pleaded a declaratory action to obtain attorney’s fees and seek a
determination of title; therefore, they are entitled to summary judgment because
Templeton had failed to state a claim upon which relief may be granted. The Kodiak
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Defendants further argued that Templeton had failed to meet her burden of showing
that she had standing to bring a case for trespass damages.
The Kodiak Defendants also filed amended motions for summary judgment
against Templeton and Kahla concerning their claims of trespass and unjust
enrichment, and BP joined in the Kodiak Defendants’ amended motions. The Hoyt
and Williams Defendants also joined in the Kodiak Defendants’ amended motions
for summary judgment against Templeton and Kahla.
The trial court granted Templeton’s partial motion for summary judgment
seeking dismissal with prejudice of the Williams Defendants’ request for
reformation. The trial court granted Templeton’s partial motion for summary
judgment seeking a declaration that all mineral interests purporting to originate from
the 1932 mineral deed from W.P. Smith to Interstate are void and unenforceable.
The trial court declared that any interest claimed by any defendant in this case based
on the 1932 mineral deed was extinguished by the 1945 foreclosure, including oil
and gas mineral leases concerning the Kodiak, Hoyt, Coates, and Adkisson
Defendants.
The trial court also granted Templeton’s motion for partial summary judgment
seeking a declaration of mineral ownership to Tracts 1 and 2, declaring that (1) the
Williams Defendants and Smith did not reserve minerals in the 1992 deed conveying
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Tracts 1 and 2 to Templeton; (2) 100% of the minerals to Tracts 1 and 2 were
conveyed to Templeton; (3) Templeton did not reserve minerals in the 1992 deed
conveying 48.785 acres to Kahla; (4) Templeton owns 100% of the minerals to 50
acres of Tract 1, subject to a lease; (5) Kahla owns 100% of the minerals to 48.785
acres in Tract 1; and (6) Templeton owns 100% of the minerals to the 50 acres in
Tract 2. The trial court ordered that all mineral leases executed by the Williams
Defendants purporting to convey mineral rights to Tracts 1 and 2 are cancelled as
constituting a cloud on title to the mineral ownership vested in Templeton and Kahla.
The trial court overruled the defendants’ special exceptions and denied the
defendants’ motions for summary judgment. The Coates and Hoyt Defendants filed
a motion for reconsideration and motion for new trial. The Kodiak Defendants filed
a motion to sever Templeton’s claims that are independent of Templeton’s claims
regarding ownership of the mineral estates and to hold those claims in abeyance
pending the resolution of the title issues made the basis of the trial court’s orders
granting partial summary judgment in favor of Templeton and Kahla. The trial court
severed Templeton’s and Kahla’s claims for damages and attorney’s fees and abated
the severed cause during the pendency of this appeal “to render final for purposes of
appeal all previous orders signed by the Court in this case[.]” The trial court denied
BP’s motion to withdraw the severance.
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The defendants appealed the trial court’s orders overruling the defendants’
special exceptions, sustaining Templeton’s and Kahla’s objection to defendants’
summary judgment evidence, granting partial summary judgment in favor of
Templeton and Kahla, denying the defendants’ motions for summary judgment,
severing and abating Templeton’s other causes of action, and denying to withdraw
the severance order.
STANDARD OF REVIEW
We review a trial court’s ruling on a traditional motion for summary judgment
using a de novo standard of review. See Provident Life & Accident Ins. Co. v. Knott,
128 S.W.3d 211, 215 (Tex. 2003). The party moving for summary judgment must
demonstrate to the trial court that no genuine issue of material fact existed and show
that it was entitled to judgment as a matter of law. Tex. R. Civ. P. 166a(c); see also
Knott, 128 S.W.3d at 216. On appeal, we review the summary-judgment record “in
the light most favorable to the nonmovant, indulging every reasonable inference and
resolving any doubts against the motion.” City of Keller v. Wilson, 168 S.W.3d 802,
824 (Tex. 2005). We credit evidence that is favorable to the losing party if reasonable
jurors could, and we disregard evidence that contradicts the losing party’s evidence
unless the evidence cannot reasonably be disregarded. Id. at 827. Evidence is
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conclusive only if the trial court could have reached only one conclusion from the
summary-judgment evidence that was before it. See id. at 816.
With respect to the defendants’ motions for summary judgment, defendants
were required to either conclusively negate at least one essential element of each of
the plaintiffs’ causes of action, or, through the defendants own summary-judgment
evidence, to conclusively establish each of the elements of an affirmative defense.
See Sci. Spectrum, Inc. v. Martinez, 941 S.W.2d 910, 911 (Tex. 1997). When both
the plaintiffs and defendants move for summary judgment and the trial court grants
one motion and denies the other, all of the summary-judgment evidence before the
trial court is reviewed in the appeal to determine the questions that are presented by
the competing motions. Mann Frankfort Stein & Lipp Advisors, Inc. v. Fielding, 289
S.W.3d 844, 848 (Tex. 2009). When possible, in cases involving cross-motions for
summary judgment, the appellate court must render the judgment the trial court
should have rendered in the case. Id.
Applicable Law
The Declaratory Judgments Act (“DJA”) provides that “a person interested
under a deed . . . or whose rights, status, or other legal relations are affected by a . .
. contract . . . may have determined any question of construction or validity arising
under the instrument . . . and obtain a declaration of rights, status, or other legal
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relations thereunder.” Tex. Civ. Prac. & Rem. Code Ann. § 37.004(a) (West 2015).
A declaratory judgment action “provides an efficient vehicle for parties to seek a
declaration of rights under certain instruments[.]” Martin v. Amerman, 133 S.W.3d
262, 265 (Tex. 2004). The pleading and proof requirements under the DJA differ
from those required under the Texas Property Code, and only the DJA allows a party
to recover attorney’s fees. See id. at 265-67.
The Texas Property Code states that a “trespass to try title action is the method
of determining title to lands, tenements, and other real property.” Tex. Prop. Code
Ann. § 22.001(a) (West 2014). A trespass-to-try-title action is the exclusive remedy
by which to resolve competing claims to property. Lile v. Smith, 291 S.W.3d 75, 77
(Tex. App.—Texarkana 2009, no pet.). Actions under the Property Code involve
detailed pleading and proof requirements. Martin, 133 S.W.3d at 265 (citing Tex. R.
Civ. P. 783-809). “To prevail in a trespass-to-try-title action, a plaintiff must usually
(1) prove a regular chain of conveyances from the sovereign, (2) establish superior
title out of a common source, (3) prove title by limitations, or (4) prove title by prior
possession coupled with proof that possession was not abandoned.” Id.
Although the issue of whether a claimant must seek relief related to property
issues through a trespass-to-try-title action, as opposed to a declaratory judgment
action, has been the source of some confusion, the Texas Supreme Court recently
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noted that the Texas Property Code states that a trespass-to-try-title action is the
method of determining title to land and that the trespass-to-try-title statute only
applies when the claimant is seeking to establish the claimant’s ownership of the real
property at issue. Lance v. Robinson, 543 S.W.3d 723, 735-36 (Tex. 2018); see Tex.
Prop. Code Ann. § 22.001(a). A dispute involving a claim of superior title must be
brought as a trespass-to-try-title action. See Coinmach Corp. v. Aspenwood
Apartment Corp., 417 S.W.3d 909, 926 (Tex. 2013). A dispute based on a claim of
superior title is a trespass-to-try-title action, and the underlying nature of the suit is
not changed by a litigant couching its requested relief in terms of declaratory relief.
Jinkins v. Jinkins, 522 S.W.3d 771, 786 (Tex. App.—Houston [1st Dist.] 2017, no
pet.) (citing Tex. Parks & Wildlife Dept. v. Sawyer Trust, 354 S.W.3d 384, 388 (Tex.
2011)).
When a case involves rival claims to a mineral estate, and every substantive
issue is resolved when the trial court determines who owns the mineral estate, the
case involves a title determination that must be brought as a trespass-to-try-title
action. See Wolfe v. Devon Energy Prod. Co., LP, 382 S.W.3d 434, 460-61 (Tex.
App.—Waco 2012, pet. denied); Teon Mgmt., LLC v. Turquoise Bay Corp., 357
S.W.3d 719, 727 (Tex. App.—Eastland 2011, pet. denied). When a plaintiff fails to
establish superior title to a mineral estate in a trespass-to-try-title action, the proper
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procedure is for the trial court to enter a take-nothing judgment. See XTO Energy,
Inc. v. EOG Res., Inc., No. 04-17-00046-CV, 2018 WL 1610940, at *3 (Tex. App.—
San Antonio April 4, 2018, no pet. h.).
ANALYSIS
On appeal, the defendants argue, among other things, that the trial court erred
by granting two partial summary judgments in favor of Templeton and Kahla and by
denying the defendants’ competing motions for summary judgment, because
Templeton and Kahla pursued a declaratory judgment action rather than a trespass-
to-try-title action. According to the defendants, because a trespass-to-try-title action
is the sole method of determining title to land or real property, the trial court erred
by denying the defendants’ special exceptions complaining that Templeton’s and
Kahla’s suits seeking to adjudicate title to mineral estates were improperly brought
under the DJA.
Templeton and Kahla pleaded and sought summary judgment on their claims
regarding the ownership of mineral estates under the DJA. Although the resolution
of Templeton’s and Kahla’s claims concerns the construction of deeds and other
legal instruments, the fact that the DJA might otherwise cover their claims does not
mean that the claims may be brought under the DJA if they must be brought as
trespass-to-try-title actions. See Martin, 133 S.W.3d at 267; Jinkins, 522 S.W.3d at
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786. The trial court declared that Templeton and Kahla owned certain portions of
the mineral estates and that the defendants did not own any mineral interests.
Additionally, when the trial court declared that the 1932 mineral deed was invalid,
the trial court made a title determination. See Teon Mgmt., LLC, 357 S.W.3d at 724.
Because Templeton’s and Kahla’s claims under the DJA sought title to disputed
mineral estates, their claims fall within the category of claims required to be brought
as trespass-to-try-title actions. See Coinmach Corp., 417 S.W.3d at 926; Wolfe, 382
S.W.3d at 460-61; Teon Mgmt., LLC, 357 S.W.3d at 727.
We conclude that Templeton and Kahla were required to plead and prove a
trespass-to-try-title action because their pleadings and motions for partial summary
judgment sought to adjudicate title to mineral estates. We further conclude that
because Templeton and Kahla failed to plead a trespass-to-try-title action, the trial
court erred in denying the defendants’ special exceptions, granting Templeton’s and
Kahla’s motions for partial summary judgment, and denying the defendants’
motions for summary judgment. We sustain the Adkisson Defendants’ issues one,
two, and three; the Coates Defendants’ issues one, two, three, and four; the Kodiak,
Hoyts, and Williams Defendants’ first issue; and BP’s third issue. Accordingly, we
reverse the trial court’s order denying the defendants’ special exceptions, reverse the
trial court’s partial summary judgments in favor of Templeton and Kahla, reverse
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the trial court’s orders denying the defendants’ motions for summary judgment, and
render judgment that Templeton and Kahla take nothing under their actions for
declaratory judgment, without prejudice to any trespass to try title claims. Having
reversed the trial court’s partial summary judgments in favor of Templeton and
Kahla and rendered a take-nothing judgment, we need not consider the defendants’
remaining issues because they would not result in greater relief. See Tex. R. App. P.
47.1.
REVERSED AND RENDERED.
______________________________
STEVE McKEITHEN
Chief Justice
Submitted on March 1, 2018
Opinion Delivered July 12, 2018
Before McKeithen, C.J., Kreger and Johnson, JJ.
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