In the Matter of Zondel Katz, Etc., Bankrupt. Gulf Nat'l Bank v. Paul M. Franke, Jr., 563 F.2d 766 (5th Cir. 1977). · Go Syfert
In the Matter of Zondel Katz, Etc., Bankrupt. Gulf Nat'l Bank v. Paul M. Franke, Jr., 563 F.2d 766 (5th Cir. 1977). Cases Citing This Book View Copy Cite
21 citation events (3 in the last 25 years) across 16 distinct courts.
Strongest positive: Textron Financial Corp. v. Rebel Rents, Inc. (In Re Rebel Rents, Inc.) (cacb, 2004-02-20)
Treatment trajectory · 1980 → 2026 · click a year to view as-of
1980 2003 2026
Top citers, strongest first. 10 distinct citers. How cited ↗
discussed Cited as authority (rule) Textron Financial Corp. v. Rebel Rents, Inc. (In Re Rebel Rents, Inc.)
Bankr. C.D. Cal. · 2004 · confidence medium
See Northwest Acceptance Corp. v. Lynnwood Equip., Inc., 841 F.2d 918 , 921 (9th Cir.1988); In re Door Supply Ctr., Inc., 3 B.R. 103, 105 (Bankr.D.Idaho 1980); In re Katz, 563 F.2d 766, 768-69 (5th Cir.1977). 51 .
discussed Cited as authority (rule) Farm Credit Services of Mid America, ACA v. Rudy, Inc.
Ohio Ct. App. · 1996 · confidence medium
See Thorp Commercial Corp., 654 F.2d at 1252 (‘The financing statement would not provide notice where the description of collateral is misleading, for example, if the description were simply wrong or if the description seemingly would not cover the collateral but contained coverage under some hidden ambiguity that could not be considered reasonable notice.’); In re Copper King Inn, Inc., 918 F.2d 1404, 1408 (9th Cir.1990) (financing statement insufficient where hypothetical creditor could have been led astray); In re Katz, 563 F.2d 766, 767 (5th Cir.1977) (where the language of financing s…
discussed Cited as authority (rule) First Bank v. Eastern Livestock Co.
S.D. Miss. · 1993 · confidence medium
See Thorp Commercial Corp., 654 F.2d at 1252 (“The financing statement would not provide notice where the description of collateral is misleading, for example, if the description were simply wrong or if the description seemingly would not cover the collateral but contained coverage under some hidden ambiguity that could not be considered reasonable notice.”); In re Copper King Inn, Inc., 918 F.2d 1404, 1408 (9th Cir.1990) (financing statement insufficient where hypothetical creditor could have been led astray); In re Katz, 563 F.2d 766, 767 (5th Cir.1977) (where language of financing state…
cited Cited as authority (rule) I.A. Durbin, Inc. v. Jefferson National Bank (In Re I.A. Durbin, Inc.)
Bankr. S.D. Florida · 1985 · confidence medium
Matter of Katz, 563 F.2d 766, 768 (5th Cir.1977); In re Laminated Veneers Co., Inc., 471 F.2d 1124 (2d Cir.1973).
cited Cited as authority (rule) Ford Motor Credit Company v. Robert L. Weaver, John C. Weaver and Sons and Weaver Farms, Defendants
6th Cir. · 1982 · confidence medium
In Matter of Katz, 563 F.2d 766, 768 (5th Cir. 1977), a case applying Mississippi’s version of the U.C.C., the Court held that a partnership is a legal entity.
cited Cited "see" Blalock v. United States
N.D. Miss. · 1988 · signal: see · confidence high
See In re Katz, 563 F.2d 766, 768 (5th Cir.1977).
cited Cited "see" United States v. Southeast Mississippi Livestock Farmers Association Etc., United States of America v. James A. Rester, Pine Burr Packing Company, a Division of Merchants Company, and Southeast Mississippi Livestock Farmers Association
5th Cir. · 1980 · signal: see · confidence high
See, In re Katz, 563 F.2d 766 (5th Cir. 1977); United States v. Smith, 22 U.C.C.Rep. 502 (N.D.Miss.1977); In re Malzac, 14 U.C.C.Rep. 1223 (D.Vt., B.J., 1974).
cited Cited "see" United States v. Southeast Mississippi Livestock Farmers Ass'n
5th Cir. · 1980 · signal: see · confidence high
See, In re Katz, 563 F.2d 766 (5th Cir. 1977); United States v. Smith, 22 U.C.C.Rep. 502 (N.D.Miss.1977); In re Malzac, 14 U.C.C.
cited Cited "see" Sweney v. Cardinal Doors, Inc. (In Re Door Supply Center, Inc.)
Bankr. D. Idaho · 1980 · signal: see · confidence high
See Gulf National Bank v. Franke, 563 F.2d 766 ; Idaho Code § 28-9-402 (1) (1967).
cited Cited "see, e.g." In Re the Holladay House, Inc.
Bankr. E.D. Va. · 2008 · signal: see also · confidence medium
Inc., 841 F.2d 918 , 921 (9th Cir.1988); see also Gulf Nat’l Bank v. Franke (In re Katz), 563 F.2d 766, 768-69 (5th Cir.1977).
Retrieving the full opinion text from the archive…
In the Matter of Zondel KATZ, Etc., Bankrupt. GULF NATIONAL BANK, Appellant,
v.
Paul M. FRANKE, Jr., Appellee
77-1708.
Court of Appeals for the Fifth Circuit.
Nov 23, 1977.
563 F.2d 766
1977 U.S. App. LEXIS 5915
Henry F. Laird, Jr., Gulfport, Miss., for appellant., Richard P. Salloum, Gulfport, Miss., for appellee.
Goldberg, Clark, Fay.
Cited by 16 opinions  |  Published
PER CURIAM:

On July 31,1974, Zondel Katz, an individual, filed a voluntary petition in bankruptcy, styled “Zondel Katz d/b/a Zondel Gardner, a General Partnership.” [1] Gulf National Bank (Bank), claiming to. be a secured creditor, filed a reclamation petition in which it asserted a right to the bankrupt’s inventory as well as to any of the bankrupt’s accounts. The bankruptcy judge denied the petition and the district court affirmed.

The Trustee’s first, and most general contention, is that under Mississippi law a Uniform Commercial Code (UCC) financing statement which names a partnership as the debtor is insufficient to create a perfected security interest. In particular, the issue is whether the financing statement complied with § 9-402(1) of the UCC (Mississippi Code Ann. § 75-9-402(1) (1972)), which reads:

A financing statement is sufficient if it is signed by the debtor and the secured party, gives an address of the secured party from which information concerning the security interest may be obtained, gives a mailing address of the debtor and contains a statement indicating the types, or describing the items, of collateral. [2]

The issue arises because the financing statement was signed “ZONDEL GARDNER, by Zondel Katz, Partner.” In the space labeled “Debtor” the Bank entered “ZONDEL GARDNER, A PARTNERSHIP.” The Trustee argues that such a financing statement is so misleading that it cannot create a perfected security interest.[*768] The Trustee’s premise is that anyone looking for a security interest filed against Zon-del Katz would look under the letter “K” in the appropriate files and find nothing because this statement was filed under the letter “Z.” Thus, the Trustee would require creditors of partnerships to file financing statements under the name of each partner. To buttress his argument, the Trustee points to Mississippi cases which hold that a partnership is not a separate legal entity. [3]

Assuming that was the law in Mississippi for most purposes, it was changed for purposes of this case by Mississippi’s adoption of the UCC. Under the UCC, a partnership is a legal entity. See Loucks v. Albuquerque National Bank, 76 N.M. 735, 418 P.2d 191, 196 (1966). Moreover, under the UCC a partnership may be a debtor. Section 9-105(l)(d) defines a debtor as “the person who owes payment or other performance of the obligation secured.” Section 1-201(30) defines “person” to include “an individual or an organization.” And § 1-201(28) defines “organization” to include a partnership. See In re Lockwood, 16 UCC Reporting Service 195, 203-04 (D.Conn.1974); In re Humphrey, 12 UCC Reporting Service 986, 989 (E.D.Tenn. 1973); In re Holmes, 9 UCC Reporting Service 1160, 1162 (W.D.Mich.1971); In re Uptown Variety, 6 UCC Reporting Service 221, 227 (D.Ore.1969). Since a partnership may be a debtor under the UCC, and since Katz signed the financing statement in his capacity as a partner, the Bank fulfilled the requisites of § 9-402 when it filed the financing statements.

The cases that the Trustee cites in support of his position are all cases involving a trade name. In those cases an entity had chosen to operate under another name. But only the original entity is the true debtor. Thus, courts have held that filing under a fictitious or trade name rather than under the actual name of the debtor may be misleading to other creditors who might search the records. In the case of a partnership, however, the UCC permits the partnership to establish its status as a separate entity and to create debts of its own. To require filing as to those debts other than under the name of the partnership would be misleading since subsequent creditors of the partnership could not discover claims against the assets of the partnership.’ Furthermore, to require creditors of partnerships to file financing statements under the names of each partner would overly burden the filing system. See In re Lockwood, supra; In re Humphrey, supra.

The Bank complied with § 9-402(1) in recording the name of the debtor. Since the Bank also listed accounts as one type of collateral, its security interest in the bankrupt’s accounts was perfected.

The Bank, however, also claims a security interest in the bankrupt’s inventory. [4] The second issue before this court then is whether the description of the collateral in the financing statement was sufficient to perfect a security interest in the inventory. [5] Section 9-402(1) provides that the financing statement is sufficient if it “contains a statement indicating the types, or describing the items, of collateral.” In the financing statement filed by the Bank the collateral covered was described as “all accounts and contracts owned by the Debtor or arising from the sale of inventory or performance.” On the security agreement itself the Bank had checked the appropriate boxes to acquire a security interest in inventory as well as contract rights and accounts. Nevertheless, the Bank could perfect a security interest only in those types of collateral listed on the financing statement. See In re Levine, 6 UCC Reporting Service 238,[*769] 240-41, 244 (D.Conn.1969). Neither “accounts” nor “contracts” (or “contract rights” in UCC terminology) includes inventory. Section 9-106 of the UCC defines “account” as “any right to payment for goods sold or leased or for services rendered which is not evidenced by an instrument or chattel paper.” The same section of the UCC defined “contract right” as “any right to payment under a contract not yet earned by performance and not evidenced by an instrument or chattel paper.” [6] That neither term includes inventory is apparent from the inclusion of inventory within the general category of “goods” in § 9-109. “Goods” is defined in § 9-105(l)(f) as including “all things which are movable at the time the security interest attaches or which are fixtures” and excluding “accounts . . . contract rights and other things in action.” In short, inventory is tangible collateral while accounts are intangible. See UCC § 9-105, Official Comment 3. Thus, when the Bank listed the types of collateral on the financing statement, it did not include inventory. A subsequent potential secured party who looked at the financing statement could reasonably have concluded that the Bank was financing accounts receivable and that the inventory was unencumbered. The financing statement would not have alerted him to the need for additional inquiry. The Bank’s security interest in inventory was therefore unperfeeted.

AFFIRMED IN PART and IN PART REVERSED.

1

. The partnership name had apparently been derived by combining the first name of the bankrupt with the surname of his partner, Theodore Gardner. On September 12, 1974, Mr. Gardner voluntarily entered his appearance in the bankruptcy.

2

. A recent amendment to the Mississippi UCC will resolve the difficulty presented in this case for the future. The new § 75-9-402(7) provides:

A financing statement sufficiently shows the name of the debtor if it gives the individual, partnership or corporate name of the debtor, whether or not it adds other trade names or the names of the parties.

Advance Sheet General Acts, No. 8 (1977) (emphasis added). Mississippi has also adopted the Uniform Partnership Law. Miss.Code Ann. §§ 79-12-1 et seq. (Supp.1977).

3

. E. g., Scott Company of California v. Enco Construction Co., 264 So.2d 409, 411 (Miss. 1972).

4

. By stipulation the parties have agreed to sell the inventory. Our conclusion is intended to affect only the disposition of the proceeds from that sale.

5

. Because the district judge agreed with the first contention of the Trustee, he did not reach the issue of adequacy of description of the collateral. This presents solely a question of law as to which fact determinations are not prerequisite.

6

. By adopting the 1972 amendments to the UCC, Mississippi has eliminated the term “contract right.” The single term “account” is now used instead. See § 75-9-106, Advance Sheet General Acts, No. 8 (1977).