## Facts

- Otto and Frank Mattuschek owned a ranch of about 3,540 acres in Fergus County, Montana.
- The Mattuscheks signed a written “Appointment of Agent” giving broker E.F. Carnell the exclusive right to sell the ranch on specified terms.
- The writing identified the property, set a $30,000 price, required cash to the sellers, set possession for Dec. 1, 1953, reserved a 5% landowner royalty to sellers, required sellers to pay 1953 taxes, and required transfer of lease land to the buyer; it also provided for delivery of an abstract and a warranty deed.
- Carnell located E.E. Ward as a buyer; Ward agreed to buy on the stated terms and tendered a $2,500 binder check to Carnell and signed a related writing reflecting his agreement to purchase.
- After a meeting between Ward and the Mattuscheks, the Mattuscheks refused to convey the ranch.
- Ward sued for specific performance; the trial court denied relief on statute-of-frauds grounds, concluding there was no sufficient signed memorandum of a sale to Ward.

## Issues

1. Whether the seller-signed “Appointment of Agent,” containing property, price, and sale terms, could satisfy the statute of frauds as a memorandum supporting specific performance by a buyer procured by the agent.
2. Whether the absence of the buyer’s signature on the seller-signed writing defeated enforceability for lack of mutuality.
3. Whether multiple writings and related acts (including the binder check and buyer’s signed acceptance) could be read together to satisfy the statute of frauds.

## Decision

- The Montana Supreme Court reversed the trial court’s judgment.
- The Court held the writings satisfied the statute of frauds and supported enforcement against the Mattuscheks.
- The Court directed entry of judgment granting specific performance requiring conveyance to Ward on the stated terms.

## Legal Principles

- For a land-sale contract, the statute of frauds is satisfied if the memorandum is signed by the party to be charged; the opposing party’s signature is not required for enforcement against the signer.
- A statute-of-frauds memorandum must state the essential terms (including identification of the property and the agreed price and terms) with sufficient certainty, though general terms may suffice if the essentials appear.
- The required memorandum may be made up of multiple writings that evidence the same transaction when construed together.
- A contract signed by one party may become binding when the other party accepts and acts on it; mutuality does not require both parties to sign the same instrument.
- Written instruments are construed as a whole to determine intent; isolated words do not control over the document’s overall language and purpose.

## Conclusion

The Court ordered specific performance because the Mattuscheks’ signed exclusive authorization to sell, stating the essential sale terms, coupled with Ward’s acceptance and tender of a binder, supplied a sufficient statute-of-frauds memorandum and formed an enforceable agreement to convey the ranch.


Ward v. Mattuschek, 330 P.2d 971 (Mont. 1958)