In the Matter of a Mail Dispute Between:

WILLIAM G. EHLMAN
and
MARTHA W. MELTON

P.S. Docket No. MD-126

09/19/91

Grant, Quentin E., Chief Administrative Law Judge

APPEARANCE FOR DISPUTANT WILLIAM G. EHLMAN: William G. Ehlman, Pro Se,
4508B Mack Avenue, Frederick, MD 21701-7158

APPEARANCE FOR DISPUTANT MARTHA W. MELTON: John McDonald King, Esq.,
Churchill Executive Park, 13228 Executive Park Terrace,
Germantown, MD 20874-2640

INITIAL DECISION

The Office of Field Legal Services, United States Postal Service, Philadelphia, PA has forwarded this mail dispute for resolution pursuant to Domestic Mail Manual § 153.72 and 39 C.F.R. Part 965.

Both parties have filed submittals required by § 965.5 of the Rules of Practice. They have not filed comments as permitted by § 965.6. The following findings of fact are based on the documents included in the submittals and those forwarded by the Office of Field Counsel.

In a conference call with Disputant Ehlman and John McDonald King, Esq., on August 29, I understood that the parties would attempt to arrive at an agreement resolving the dispute. To date such an agreement has not been filed.

FINDINGS OF FACT

1. The disputants are William G. Ehlman, 4508B Mack Avenue, Frederick, MD 21701 and Martha W. Melton, 9808 Dr. Perry Road, Ijamsville, MD 21754.

2. The mail in dispute is that addressed to Melton & Associates, Inc., 9808 Dr. Perry Road, Ijamsville, MD 21754.

3. Martha W. Melton is president of Melton & Associates, Inc. ("Melton"), a Maryland corporation. William G. Ehlman is president of Reidal, Inc. ("Reidal") a Virginia corporation.

4. On March 12, 1990, Melton and Reidal entered into an asset purchase agreement and several ancillary agreements. Pursuant to the asset purchase agreement, on March 14, 1990, Melton, as seller, acting by disputant Martha W. Melton, its president, executed a bill of sale to Reidal, as purchaser, conveying and transferring certain inventory, tangible property, catalogs, records, intellectual property rights and "the exclusive right to conduct the business of [Melton] and all of [Melton's] right, title and interest in the name 'Melton & Associates' ***". The bill of sale was one of the agreements ancillary to the asset purchase agreement the purpose of which, as expressed therein, was to enable Reidal "to operate the business now being operated by [Melton] known as 'Melton & Associates', located at 9808 Dr. Perry Road, Ijamsville, Maryland 21754."

5. In paragraph 16.2 of the asset purchase agreement, Melton agreed that after the closing it would not do business under or involving the name "Melton & Associates." However, in the same paragraph, it was agreed that Melton would not be prohibited from using its corporate name in the payment of creditors and the collection of accounts and that it would file articles of dissolution by January 2, 1991 and complete the liquidation of the corporation by June 1, 1990.

6. There has been some delay in dissolving and liquidating the corporation.

7. There has been no transfer of stock in the corporation from Melton's shareholders to Reidal or disputant Ehlman. Reidal has not purchased Melton & Associates, Inc. as a corporation.

8. On or about July 18, 1991, this mail dispute arose between Reidal, represented by disputant Ehlmann, and Melton & Associates, Inc., represented by disputant Melton, as to the right to direct the delivery of mail addressed to Melton & Associates, Inc., 9808 Dr. Perry Road, Ijamsville, MD 21754.

DISCUSSION

Disputant Ehlman's claim to delivery of the disputed mail assumes that as a result of the transaction of March, 1990 (findings 4 & 5, above) Reidal is entitled to receive all mail with "Melton & Associates" in the address, with or without "Inc." as part thereof. Disputant Melton argues that although Reidal has the right to delivery of all mail addressed to "Melton & Associates," it has no right to mail addressed to "Melton & Associates, Inc." because only the name "Melton & Associates," not the corporation itself, was sold to Reidal. Ms. Melton agrees to forward to Reidal any mail belonging to Reidal as a result of the March 1990 transaction and to indorse over to the Reidal any checks belonging to it.

CONCLUSIONS OF LAW

In a mail dispute proceeding under 39 C.F.R. Part 965, only the right to delivery of the mail, not the ownership thereof, is determined.

Disputant Melton's position is correct. Neither the corporation nor its name, Melton & Associates, Inc., was sold to Reidal. Therefore, mail addressed to the corporation at 9808 Dr. Perry Road, Ijamsville, MD 21754, is to be delivered as addressed or in accordance with the direction of Martha W. Melton, president of the corporation. Domestic Mail Manual $S153.51. n1

n1 153.51 Mail addressed to corporations is delivered as addressed or to an authorized agent. Where disagreement arises among corporate officers and others connected with the company, the mail is delivered in accordance with the order of the president of the corporation.

Disputant Melton is responsible for forwarding to Reidal, Inc., any mail received by her belonging to Reidal.