¶ THE LAW STUDENTS

By Law Students. For Law Students.

The cold call,
before the cold call.

Socratic drills on real cases. Reason beyond the rule.

Mike asks.

Lucy v. Zehmer · 196 Va. 493 (1954) · Contracts

Illustrative transcript

MIKE

Mike asks.

MIKE

State the holding in Lucy v. Zehmer. Why didn’t Zehmer’s undisclosed intention to joke defeat the agreement?

You answer.

YOU

Assent turns on reasonable outward manifestations, not secret intent. Forty minutes of negotiation, a revised writing, and both signatures made this a serious agreement.

Mike changes the facts.

MIKE

Suppose Lucy knew Zehmer was joking. Same result?

You find out where you stand.

MIKE

Clean rule. You lost the thread when the facts changed.

01 · THE DIFFERENCE

Your professor.
Not the casebook.

Bring your class notes. Practice the questions your professor keeps coming back to.

THE CASEBOOK

What is the objective theory of contracts?

THE COLD CALL

Which facts make Lucy’s reliance reasonable—and what changes if he knows it’s a joke?

02 · BEFORE CLASS

Brief it yourself. Mike checks every line.

Write your brief, and Mike checks it against the opinion: what you got right, what you missed, and the exact passage that proves it.

CONTRACTS · OBJECTIVE ASSENT

Lucy v. Zehmer

Supreme Court of Appeals of Virginia · 1954

Check my briefDrill this case

PROPERTY · TAKINGS

Kelo v. City of New London

Supreme Court of the United States · 2005

Check my briefDrill this case

CONTRACTS · DEFINITENESS

Academy Chicago Publishers v. Cheever

Supreme Court of Illinois · 1991

Check my briefDrill this case

TORTS · CHARITABLE IMMUNITY

Abernathy v. Sisters of St. Mary's

Supreme Court of Missouri, En Banc · 1969

Check my briefDrill this case
Open all case briefs

03 · SOURCE TRACING

The rule. And the record behind it.

Every line traces to a verified excerpt from the opinion. No invented citations.

RAW OPINION

Lucy v. Zehmer

196 Va. 493, 84 S.E.2d 516 (1954)

November 22, 1954 · Buchanan, J.

Read the full published opinion
1.The appearance of the contract, the fact that it was under discussion for forty minutes or more before it was signed; Lucy's objection to the first draft because it was written in the singular, and he wanted Mrs. Zehmer to sign it also; the rewriting to meet that objection and the signing by Mrs. Zehmer; the discussion of what was to be included in the sale, the provision for the examination of the title, the completeness of the instrument that was executed, the taking possession of it by Lucy with no request or suggestion by either of the defendants that he give it back, are facts which furnish persuasive evidence that the execution of the contract was a serious business transaction rather than a casual, jesting matter as defendants now contend.
2.The mental assent of the parties is not requisite for the formation of a contract. If the words or other acts of one of the parties have but one reasonable meaning, his undisclosed intention is immaterial except when an unreasonable meaning which he attaches to his manifestations is known to the other party.
SOURCE-TRACED BRIEF

Posture

The Lucys appealed the dismissal of their bill for specific performance. The court reversed and remanded for a decree requiring performance.

Full opinion reviewed · 196 Va. 493, 495, 504

Holding

When a party’s words or acts have only one reasonable meaning, then undisclosed intent does not defeat assent—unless the other party knows the contrary meaning attached to those manifestations. The signed farm-sale agreement was binding.

Span traced · 196 Va. 493, 503 · excerpt 2

Rationale

The extended discussion, revised writing, both signatures, agreed sale details, and Lucy’s possession of the writing supported a serious transaction, not a communicated joke.

Span traced · 196 Va. 493, 501 · excerpt 1

Concurrences & dissents

No separate opinions are reported in the full published opinion.

Full opinion reviewed · 196 Va. 493

04 · AFTER THE CALL

The cold call tests the exam. Practice the exam.

/

Fact pattern · Contracts

Late one night at a bar, Dana tells her friend Eli she'd sell him her lake cabin for $40,000. Eli laughs, writes the terms on a napkin, and both sign. Twenty minutes later Eli texts his brother: 'She's obviously kidding, but I'm keeping the napkin.' The next week Eli tenders $40,000 and demands the deed. Dana refuses.

THE FOUNDING COHORT

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