## Facts

- John Della Penna, an automobile wholesaler, bought Lexus vehicles from U.S. Lexus dealers and resold them, including for export.
- Toyota Motor Sales, U.S.A., Inc. (TMS) distributed Toyota and Lexus vehicles in the United States and sought to prevent exports of U.S.-sold Lexus vehicles.
- TMS included export restrictions in Lexus dealer agreements, limiting sales to U.S.-located customers and barring sales for resale or use outside the United States.
- TMS compiled an internal list of suspected export “offenders” and circulated it to Lexus dealers.
- TMS warned dealers that continuing to sell to listed entities could result in dealer discipline, including reduced vehicle allocations and potential franchise consequences.
- Della Penna was included on the list; after dissemination, his access to Lexus supply declined and his business allegedly suffered.
- Della Penna sued for, among other claims, intentional interference with prospective economic advantage based on TMS’s pressure on dealers.

## Issues

1. Whether a plaintiff alleging intentional interference with prospective economic advantage must plead and prove that the defendant’s conduct was wrongful by a legal measure independent of the interference itself.
2. Whether proof of such “wrongfulness” is part of the plaintiff’s prima facie case or an affirmative defense.

## Decision

- The California Supreme Court held that the plaintiff must plead and prove that the defendant’s interference was wrongful by some legal measure other than the fact of interference itself.
- The Court held that the burden to prove wrongful conduct rests with the plaintiff as part of the prima facie case.
- The Court reversed the Court of Appeal and upheld the trial court’s use of an instruction requiring the jury to find Toyota’s interference “wrongful” (beyond legitimate business dealings).
- The Court limited its decision to the elements and burden of proof for the tort and did not decide whether Toyota’s specific conduct satisfied any more specific definition of wrongfulness.

## Legal Principles

- Intentional interference with prospective economic advantage requires proof of independently wrongful conduct; intentional interference and resulting harm, without more, are insufficient.
- “Wrongfulness” must be shown by a legal measure other than the interference itself; it is not presumed from intent to interfere.
- The plaintiff bears the burden of pleading and proving wrongful conduct as part of the prima facie case, rather than shifting the issue to the defendant as an affirmative defense.
- The Court left open future clarification of what qualifies as “wrongful” (e.g., independently tortious acts, statutory violations, or other legally proscribed conduct).

## Conclusion

California requires a plaintiff alleging intentional interference with prospective economic advantage to prove that the defendant’s conduct was independently wrongful and places that burden on the plaintiff, thereby limiting liability for conduct that may reflect ordinary competitive behavior rather than a legally prohibited act.


Della Penna v. Toyota Motor Sales, U.S.A., Inc., 11 Cal. 4th 376 (1995)