## Facts

- River J. Phoenix entered “actor loan-out” agreements through a corporation he co-owned with his mother, under which he was to perform acting services for two films: *Dark Blood* (Scala Productions) and *Interview with the Vampire* (Geffen Pictures and related entities).
- The agreements imposed general obligations not to act in a manner that would deprive the other contracting parties of the expected benefit of Phoenix’s performance.
- CNA International Reinsurance Co., Ltd. and American Casualty Co. issued insurance policies covering production losses associated with Phoenix’s services on the films.
- Phoenix died in 1993 from an overdose of illegal drugs before completing his roles; one film was abandoned and the other was completed using a substitute actor.
- The insurers paid claims under their policies and, as subrogees of the production-related entities, sued Phoenix’s estate for breach of the actor loan-out agreements, alleging Phoenix’s drug use caused his death and thus caused the production losses.

## Issues

1. Whether impossibility or impracticability based on death discharges duties under a personal-services contract when the death is allegedly caused by the performer’s wrongful conduct.
2. Whether the trial court erred in determining that certain policy effective dates began after Phoenix’s death rather than earlier.

## Decision

- The appellate court affirmed dismissal of the breach-of-contract complaints against the estate.
- The court held that Phoenix’s death rendered performance of the personal-services obligations impossible or impracticable, discharging the contractual duties despite allegations that Phoenix’s conduct caused his death.
- The appellate court reversed the trial court’s rulings on the insurance policies’ effective dates, concluding the documentary record reflected earlier effective dates than those found by the trial court.
- The case was remanded for further proceedings on the effective-date issue.

## Legal Principles

- A personal-services contract is discharged when performance depends on a particular person and that person dies, absent an express contractual allocation of the risk.
- Impossibility or impracticability based on death applies even when the opposing party alleges the death resulted from the performer’s wrongful conduct, where the contract does not expressly assign that risk.
- Restatement (Second) of Contracts §§ 261–262 support discharge for supervening impracticability and for death or incapacity of a necessary person.
- Courts will not create a fault-based exception to discharge-by-death principles without supporting authority or explicit contractual terms addressing the conduct and risk.

## Conclusion

The court held that an actor’s death discharged performance under personal-services loan-out agreements, defeating subrogated breach claims against the estate despite allegations of fault, while separately reversing and remanding because the trial court misstated the insurance policies’ effective dates.


CNA Int’l Reinsurance Co. v. Phoenix, 678 So. 2d 378 (Fla. Dist. Ct. App. 1st Dist. 1996)