## Facts

- A group of investors contracted to purchase a vacant commercial parcel in Nederland, Texas (“Tract 2”), adjacent to an existing Wal-Mart store.
- The investors negotiated with a grocery chain to lease Tract 2, which would benefit from proximity to Wal-Mart.
- Wal-Mart sought to acquire Tract 2 for its own expansion or reconfiguration plans.
- The investors alleged Wal-Mart communicated to the grocery chain that Wal-Mart wanted the tract and might relocate its store if it did not obtain it.
- The grocery chain ended negotiations with the investors, allegedly because it did not want to locate next to a store that might move.
- The investors claimed Wal-Mart’s statements caused the loss of a prospective business relationship.

## Issues

1. Whether liability for tortious interference with a prospective contractual or business relationship may rest on generalized findings of “wrongful” or “improper” interference.
2. Whether a plaintiff must prove the defendant’s conduct was independently tortious or unlawful to recover for interference with prospective business relations.
3. Whether the evidence supported liability against Wal-Mart under the proper legal standard.

## Decision

- The Supreme Court of Texas reversed the court of appeals and rendered judgment that the investors take nothing.
- The court held that interference with a prospective contractual or business relationship requires proof that the defendant’s conduct was independently tortious or unlawful.
- Applying that rule, the court concluded the complained-of communications and competitive conduct were not independently tortious or unlawful.
- The jury charge, which permitted liability based on “wrongful” interference and “justification” concepts without the independently tortious/unlawful requirement, did not reflect the controlling standard.
- Because the record did not show independently tortious or unlawful conduct, the court rendered judgment rather than remanding for a new trial.

## Legal Principles

- Interference with a prospective contractual or business relationship requires proof of:
  - a reasonable probability the plaintiff would have entered a business relationship,
  - independently tortious or unlawful conduct by the defendant that prevented the relationship,
  - proximate causation, and
  - actual damages.
- “Independently tortious” conduct means conduct that would violate a separate, recognized tort duty.
- Lawful competition for business, even if it disadvantages a rival or is motivated by self-interest, is not actionable absent an independent legal wrong.
- Vague standards such as “wrongful,” “malicious,” or “improper” interference are insufficient to define liability without tying the defendant’s conduct to an independent tort or statutory violation.

## Conclusion

The Texas Supreme Court narrowed interference-with-prospective-relations liability by requiring proof that the defendant prevented the relationship through conduct that was independently tortious or unlawful, and it rendered a take-nothing judgment because the challenged competitive communications did not meet that standard.


Wal-Mart Stores, Inc. v. Sturges, 52 S.W.3d 711 (Tex. 2001)