## Facts

- Apple Films, Ltd. (LTD), an English corporation, owned rights to the film *Let It Be*.
- LTD granted Apple Films, Inc. (INC), a New York corporation, a license to promote the film.
- Under the licensing contract, INC agreed to pay LTD 80% of net profits INC received from promotion of the film.
- INC separately entered a distribution contract with United Artists, entitling INC to a share of distribution receipts.
- LTD allegedly defaulted on a loan owed to ABKCO Industries, Inc. (ABKCO).
- ABKCO could not obtain personal jurisdiction over LTD in New York and sought to proceed by attaching LTD’s interest in the licensing contract as the res for quasi-in-rem jurisdiction.
- The trial court issued an attachment order; the Appellate Division affirmed; INC appealed.

## Issues

1. Whether LTD’s rights under the licensing contract with INC constituted attachable “debt or property” in New York under CPLR 6202 and 5201, despite being contingent and potentially offset.
2. Whether lawful attachment of that contract interest permitted New York courts to exercise quasi-in-rem jurisdiction over LTD.

## Decision

- The Court of Appeals affirmed.
- LTD’s interest in the licensing contract was attachable intangible property under CPLR 5201(b) and thus reachable by attachment under CPLR 6202.
- The contingency of future profits and possible offsets affected value, not the existence of an attachable property interest.
- The relevant res was LTD’s contract interest with INC; the separate INC–United Artists distribution agreement did not control the attachment analysis.
- Because INC was a New York obligor and performance was tied to New York, the contract interest had a New York situs for attachment purposes.
- The attachment supplied a sufficient basis for quasi-in-rem jurisdiction over LTD.

## Legal Principles

- CPLR 5201 distinguishes between (a) enforceable “debts” and (b) “property which could be assigned or transferred”; assignable contract rights constitute attachable property under CPLR 5201(b).
- A contingent or uncertain right to payment under a contract may still be attached when the debtor holds an assignable contract interest; uncertainty bears on valuation, not attachability.
- For intangible contract rights, situs for attachment may be found where the obligor is located and subject to the court’s jurisdiction, particularly when performance is owed by a resident obligor.
- Attachment of an absent defendant’s in-state property interest may support quasi-in-rem jurisdiction even when personal jurisdiction is unavailable.

## Conclusion

The court held that an absent debtor’s assignable interest in a contract with a New York corporation is attachable property in New York, and that attaching that interest can ground quasi-in-rem jurisdiction notwithstanding that payment to the debtor is contingent or disputed.


ABKCO Indus., Inc. v. Apple Films, Inc., 39 N.Y.2d 670, 350 N.E.2d 899 (1976)