Relaxed Equitable Restrictions

Courts of equity let a stakeholder interplead only when four conditions were met, and Rule 22(a)(1) discards three of them while saying nothing about the fourth. The Rule allows persons whose claims may expose the plaintiff to double or multiple liability to be joined and required to interplead. It adds that joinder is proper even though the claimants' claims, or the titles on which those claims depend, "lack a common origin or are adverse and independent rather than identical," and even though the plaintiff "denies liability in whole or in part to any or all of the claimants."¹

Pomeroy described four restrictions that together defined the strict bill of interpleader:²

The same thing, debt, or duty had to be claimed by all the parties against whom relief was demanded.
Their adverse titles or claims all had to depend on, or derive from, a common source.
The stakeholder had to have no interest in the subject matter and to claim none.
The stakeholder had to have incurred no independent liability to either claimant.

A plaintiff who was not disinterested, and who had some special ground for equitable relief beyond the assertion of multiple claims, could still seek a bill in the nature of a bill of interpleader.³

The Rule and the interpleader statute abolish the first two conditions in express terms. The Rule abolishes the third in express terms, and the statute does so by fair implication, so a stakeholder that is not disinterested may interplead on the danger of multiple vexation alone.⁴ Rule 22(a)(1) does not mention the fourth condition.

The reform follows from what interpleader is for. Under both the statute and the Rule, the purpose is to protect against double vexation in respect to a single liability, not to prevent double liability as such.⁵ The pedigree of the claims, and the stakeholder's own stance toward them, reveal little about that vexation. Modern interpleader provisions have accordingly abandoned the last two conditions in large part, and only multiple vexation still needs to be shown.⁶

Relaxing the equitable conditions leaves the jurisdictional requirements in place. Rule interpleader remains subject to the usual limits of subject-matter jurisdiction, territorial jurisdiction, and venue. If it rests on diversity, there must be complete diversity between the stakeholder on one side and the claimants on the other, and the stake must exceed $75,000.⁷ The statute solved a different problem: before it existed, there was no effective procedure for suing rival claimants of diverse citizenship and residence in any one federal district. The Rule supplements the statute.⁸

Identity and Common Origin

Clause (A) removes the first two conditions in a single phrase: joinder is proper even though "the claims of the several claimants, or the titles on which their claims depend, lack a common origin or are adverse and independent rather than identical."⁹ Under the strict bill, rival claimants had to claim the same thing and trace their rights to one source. Under the Rule and the statute, they need do neither.¹⁰

Both conditions tested the pedigree of the claims. Identity asks whether two demands are really one demand, and common source asks whether two claimants' rights share an ancestor. The stakeholder's trouble turns on neither question. It turns on whether paying one rival leaves the stakeholder answerable to another for the same liability, and a claimant who was not a party to an earlier suit is not bound by its result. A claimant demanding under a contract and another demanding under a statute, both seeking the same payment, expose the stakeholder to double vexation just as surely as two claimants who trace title to a single document. The Rule therefore follows the exposure and ignores the claimants' lineage.

Hapag-Lloyd applied this logic. It arose under 28 U.S.C. § 1335, so it illustrates the Rule by analogy and is not a Rule 22 holding. A shipping line owed payment for fuel bunkers, and the claimants were parties demanding payment under an interlocking chain of contracts together with a supplier, USOT, that held a maritime lien. The court found that every claim concerned the same enrichment to the shipping line, namely the value of the bunkers, payment for which all parties claimed, so the claims were "inextricably interrelated." The claims might have different legal origins, and interpleader claims need not arise out of a common source of right.¹¹ The amounts demanded differed slightly because the contract prices along the chain seemed to include some profit. That did not matter, because the statute reaches claims that are "not identical."¹² The court drew support from an earlier case in which a town interpleaded a supplier asserting unjust enrichment and a contractor's assignee asserting a contract claim. Judge Friendly wrote there that "nothing could be more palpably unjust than to permit two recoveries against [the interpleader plaintiff] for the same enrichment."¹³

USOT tried to distinguish its entitlement by arguing that payment under the contracts would not discharge its lien. The court allowed that this might be true, but it pointed out that interpleader does not abrogate a claimant's right to be paid. It requires the claimant to litigate in the same proceeding as the competing claimants, so that the district court can minimize or eliminate the risk of double payment to the extent the governing law permits.¹⁴ The claims were independent in source and adverse in their effect on one stakeholder.

What survives the abolition of the pedigree tests is the question whether the claims compete for the same liability. A stem that gives two claimants rights from different sources is therefore not asking whether interpleader is barred, since the Rule removes that objection. It is asking whether one obligation stands behind both demands.

The lumber and roofing claims also rest on different documents, so source cannot be what separates this scene from the fuel case. What separates them is the number of obligations behind the demands. Every fuel claimant sought payment for the same fuel, while the supplier and the roofer sought payment for different work. Clause (A) lifts the identity and common-origin conditions, but the Rule still reaches only claims that may expose the plaintiff to double or multiple liability.¹⁵ Claims that are independent in source are adverse in the relevant sense when satisfying one leaves the stakeholder answerable to another for the same stake.¹⁶

The Stakeholder Denying Liability

Clause (B) makes joinder proper even when "the plaintiff denies liability in whole or in part to any or all of the claimants."¹⁸ It answers the third equity condition, disinterest. A stakeholder with a position of its own was shut out of the strict bill and could seek only a bill in the nature of interpleader, and only on some special ground for relief beyond the assertion of multiple claims.¹⁹ Because the Rule abolishes the disinterest condition, a stakeholder that is not disinterested may interplead on the danger of multiple vexation alone.²⁰ What the stakeholder believes it owes falls outside the inquiry.

The old condition would have put an insurer convinced that its policy never covered the loss to a bad choice. It could concede liability to someone and surrender its defense, or it could keep the defense, forgo the device, and face a separate suit from each claimant. A claimant who was not a party to an earlier case is not bound by it, so even an insurer that is right about its defense might have to prove it repeatedly. The vexation of competing claims exists whether or not the stakeholder thinks it owes the money. Clause (B) therefore separates two questions the old test ran together: whether the claimants may be required to proceed in one action, and whether the stakeholder owes anything at all. The stakeholder may litigate the second question in the same proceeding that settles the first.

Tashire shows both positions in a single complaint. It, too, arose under 28 U.S.C. § 1335, so it illustrates the Rule's text by analogy. The insurer had deposited $20,000 with the court. Alternatively, it stated its conviction that the policy excluded accidents resulting from the insured's operation of a truck that belonged to another and was being used in the business of another, asked for a decree that it owed no duty and was not liable on the policy, and asked for a refund of the deposit.²¹ A stakeholder that puts a fund before the court while denying that it owes anything is the combination clause (B) permits. An insurer with limited liability is also the typical beneficiary. Interpleader will lie even when the claims are unliquidated tort claims, if an insurer with limited liability seeks it, because the claims are then adverse.²²

Clause (B) covers partial denials as well as complete ones. A stakeholder may contest everything, may admit that it owes something while disputing how much, or may resist one claimant while conceding that another has a case. The text reaches each situation because it speaks of denying liability "in whole or in part" to "any or all" of the claimants.²³ At the far end of that range, the stakeholder may contend that no claimant is entitled to the fund.²⁴

That a stakeholder denying liability may interplead does not mean it may leave the case once interpleader is allowed. Availability of the device and discharge from the action are separate questions. A stakeholder that concedes one of the claimants is entitled to the fund can ordinarily be discharged at the end of the first stage, but a stakeholder that contends no claimant is entitled must remain in the case to litigate that contention.²⁵ The denial is a live dispute between the stakeholder and every claimant, and only the stakeholder can litigate it. Releasing the stakeholder at the threshold would strip it of the very defense the Rule let it keep.

A stem that shows an insurer insisting it owes nothing, and then asks whether interpleader is barred, is testing clause (B), and the denial does not bar it. The stem must still supply what the earlier requirements demand, which is more than one person whose claim may expose the stakeholder to multiple liability.²⁶

Clause (B) removed the barrier created by the stakeholder's own position. It did not remove the need for rival claimants.

Independent Liability

Rule 22(a)(1) lists what no longer blocks joinder: claims that lack a common origin, claims that are adverse and independent rather than identical, and a plaintiff that denies liability.²⁸ It says nothing about the fourth equity condition, which required that the stakeholder have incurred no independent liability to either claimant.²⁹ The word "independent" appears in clause (A), but there it describes the claims, which may be independent of one another. Independent liability is a different matter. It is a debt the stakeholder owes a claimant on some ground apart from the rival claims.

The first three conditions were removed in express terms, and the fourth was not, so the question is whether it survives. Federal decisions have divided. Courts that still apply the condition try the facts about independent liability before allowing interpleader. They order interpleader if none is found and deny it if the stakeholder does owe a claimant on another basis.³⁰ The idea behind that approach is that interpleader shields a stakeholder who faces rivals for one obligation, and a stakeholder that owes a claimant separately remains answerable to that claimant however the rivalry ends. The cost is a preliminary trial that comes before the claimants' dispute is reached and can end the stakeholder's access to the device.

The modern trend treats the condition as no longer a bar. Interpleader provisions today have largely abandoned both the disinterest and the independent-liability conditions, and multiple vexation is the showing that matters.³¹ On that view, a separate debt to one claimant does not dissolve the stakeholder's exposure to rival demands on the contested fund. A court taking the modern view lets interpleader go forward on the competing claims to the account on the same facts, and it does not make the bank first disprove Harbor Supply's separate claim.