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Baker v. Warner/Chappell Music, Inc.

United States District Court, S.D. Florida, Miami Division

March 29, 2018

GARFIELD BAKER, et al., Plaintiffs,
v.
WARNER/CHAPPELL MUSIC, INC., et al., Defendants.

          ORDER ON COLORADO RIVER ABSTENTION MOTION

          Jonathan Goodman UNITED STATES MAGISTRATE JUDGE

         Defendants Robert Crane, Pandisc Music Corp., and Whooping Crane Music, Inc., referred to here as the “Crane Defendants, ” move to stay this action pending the resolution of a state court action. [ECF No. 243]. The Crane Defendants invoke the so-called Colorado River[1] abstention doctrine and this Court's inherent authority.[2] Plaintiffs Garfield Baker and Byron Smith and Intervenor Plaintiffs Music Specialists, Inc. and Sherman Nealy filed an omnibus opposition response. [ECF No. 252]. The Crane Defendants filed a reply. [ECF No. 262].

         For the reasons outlined below, the Court grants the abstention motion. This case is stayed pending resolution of the state court action titled Pandisc Music Corp., et al. v. Butler, et al., Case No. 06-07709, filed in the Eleventh Judicial Circuit in and for Miami-Dade County, Florida.

         I. Background

         This lawsuit is but one of several concerning the rights to certain musical works. The prior lawsuits include: (1) Pandisc Music Corp., et al. v. Butler, et al., Case No. 06-07709, in the Eleventh Judicial Circuit in and for Miami Dade County; (2) Pandisc Music Corp., et al., v. Warner/Chappell, et al., No. 09-CV-20505, in the U.S. District Court for the Southern District of Florida; (3) Pandisc Music Corp., et al., v. Tony Butler, et al., Case No. 10-59481, in the Eleventh Judicial Circuit in and for Miami Dade County; and (4) Garfield Baker, et al., v. Warner/Chappell, et al., Case No. 14-019088 in the Eleventh Circuit in and for Miami-Dade County.[3] The following is a brief history of the parties, their disputes, and the lawsuits they spawned:

         In 1983, Nealy founded Music Specialists, a company that engaged several music artists, including Baker and Smith, who performed under the stage name “Freestyle, ” and Defendant Robert Butler, [4] whose stage name was “Pretty Tony.” Between 1984 and 1987, Baker, Smith, Butler, and Nealy authored or co-authored some or all of the 14 musical works at issue in this case. Music Specialists claims that it was the first party to record, publish, and distribute those works. And in fact, Music Specialists filed the original copyright registrations for many of the songs.

         Music Specialists was administratively dissolved in 1986. Around the same time, Music Specialists' founder, Nealy, was incarcerated, and he remained so until 2008. Between 1989 and 1992, the Crane Defendants entered into several licensing agreements with Butler and two of his companies: Captain Productions, Inc. and C-Tan Music. According to the Crane Defendants, the agreements granted Pandisc and Whooping Crane exclusive licensing rights to a plethora of musical works, including the 14 works implicated in this case. The Crane Defendants claim that, before entering into those agreements, Butler had represented that he had acquired all rights to the songs from Music Specialists.

         At some point, the Crane Defendants became convinced that Butler, Captain Productions, and C-Tan Music were telling third parties that Pandisc and Whooping Crane did not have any licensing rights to the subject works. The Crane Defendants believed these statements to be false and sought to enjoin them. So in 2006, the Crane Defendants sued Butler, Captain Productions, and C-Tan Music in Florida state court, under the lawsuit titled Pandisc Music Corp., et al. v. Butler, et al., Case No. 06-07709. This is the pending state court case for which the Crane Defendants seek an abstention order.

         In 2008, Butler, through a newly-created company named 321 Music, entered into a different licensing agreement with Defendants Artist Publishing Group, LLC or Warner/Chappell Music, Inc., or both. The Crane Defendants claim that the 2008 agreement purports to license the same songs that Pandisc and Whooping Crane have exclusive rights over under their earlier agreements with Butler, Captain Productions, and C-Tan. So in 2009, Pandisc and Whooping Crane sued 321 Music, Warner/Chappell Music, Artist Publishing Group, and Atlantic Recording Corporation in federal court, under the case titled Pandisc Music Corp., et al., v. Warner/Chappell, et al., No. 09-CV-20505. Smith and Baker intervened in that case, claiming to be the rightful owners of the musical works' copyrights.

         The parties to the 2009 federal case entered into a mediated settlement agreement. The agreement covered, among other things, what royalties Baker and Smith would each receive for the musical works. United States District Judge Federico Moreno dismissed the 2009 federal case with prejudice, agreeing to retain jurisdiction to enforce the agreement if the parties filed the agreement of record by a certain time. The parties did not do so, but nonetheless later moved to compel enforcement of the settlement agreement.

         All parties, except Baker and Smith, would come to withdraw their motions to compel after entering into an amendment to the settlement agreement. Baker and Smith were not signatories to the amendment, a situation which has since grown into a hot- button issue. Judge Moreno ultimately denied all motions to enforce, finding that he lacked subject matter jurisdiction to resolve the post-settlement contractual disputes.

         After that, the Crane Defendants supposedly learned that Butler had committed fraud concerning the mediated settlement agreement. So in 2010, Pandisc and Whooping Crane sued Butler and 321 Music for fraud in Florida state court, under the lawsuit titled Pandisc Music Corp., et al., v. Tony Butler, et al., Case No. 10-59481. Pandisc and Whooping Crane obtained judgments in that case against Butler and 321 Music, and the judgments were affirmed on appeal.

         In 2014, Baker and Smith, acting pro se, filed this action, raising several copyright infringement claims, among others. [ECF No. 1]. Judge Lenard dismissed the original complaint and the amended complaint due to several pleading deficiencies. [ECF Nos. 89; 119]. After that, the parties consented to full magistrate-judge jurisdiction, and Judge Lenard referred the case to me. [ECF Nos. 135; 140-41]. Following Plaintiffs' second amended complaint, the Court dismissed with prejudice the four non-copyright infringement counts and dismissed without prejudice the copyright infringement counts. [ECF No. 175].

         In November 2016, Plaintiffs, still acting pro se, filed the currently-operative third amended complaint. In the third amended complaint, Plaintiffs allege that they are the “copyright owners” or “co-owners” of the works at issue. [ECF No. 182, ¶¶ 1, 4, 18, 26, 30, 52, 58]. But in response to the dismissal motions that followed, Plaintiffs, now with the benefit of counsel, clarified that they are the “beneficial owners” of the works at issue and “assigned their rights to Music Specialist[s] in exchange for royalties.” [ECF No. 197, pp. 4-5 (emphasis added)].

         In June 2017, Nealy and Music Specialists moved to intervene in this case. [ECF No. 212]. Nealy claimed that he is the sole owner of Music Specialists, which, together with another affiliated company, “have been the owner, exclusive publisher and administrator of copyrights” for the works at issue. [ECF No. 212-1, pp. 2-3]. Nealy also claimed that his companies never assigned the rights to those works.

         The Crane Defendants, as well as Warner/Chappell Music and Artist Publishing Group, who are both referred to here as the “Warner Defendants, ” moved to dismiss the third amended complaint. [ECF Nos. 188-89]. In September 2017, the Court largely denied the motions to dismiss, and the Crane Defendants and the Warner Defendants have since filed their answers. [ECF Nos. 230; 241-42]. The Court also granted Music Specialists and Nealy leave to intervene. [ECF No. 234].

         II. Standard

         “Generally, as between state and federal courts, the rule is that the pendency of an action in the state court is no bar to proceedings concerning the same matter in the [f]ederal court having jurisdiction.” Willson v. Bank of Am., N.A., 684 F. App'x 897, 899 (11th Cir. 2017) (quoting Colorado River, 424 U.S. at 817). Federal courts have a “virtually unflagging” obligation to exercise the jurisdiction given to them. Id. (quoting Colorado River, supra). So “Colorado River abstention is particularly rare” and only proper “when the circumstances are exceptional.” Willson, 684 F. App'x at ...


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