Ehmann v. Wells Fargo Bank, N.A.

IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF ALASKA
LINDA EHMANN,
Plaintiff,
vs.
WELLS FARGO BANK, N.A.,
Defendant.
Case No. 3:22-cv-00154-JMK
ORDER
I. 	MOTION PRESENTED
Before the Court at Docket 5 is a motion to dismiss or, in the alternative, a
motion for a more definite statement filed by Defendant Wells Fargo Bank, N.A. (“Wells
Fargo”). Plaintiff Linda Ehmann (“Plaintiff”) responded at Docket 13. Wells Fargo replied
at Docket 15. Oral argument was requested, but, upon review of the parties’ briefing, the
Court concludes that argument would not be of additional assistance.
II. 	BACKGROUND
In May 2022, Plaintiff filed a seven-paragraph complaint against Wells Fargo
in the Superior Court for the State of Alaska. 	The complaint alleges that on or about
June 30, 2016, she and a co-lessee entered into a contract with Wells Fargo “for the keeping
and security of valuable items” in safe deposit box # 603 at Well Fargo’s Palmer, Alaska,
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Ehmann v. Wells Fargo Bank, N.A. 	Case No. 3:22-cv-00154-JMK
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location, and that the value of the items she placed in the box exceeded $300,000.1 	The
complaint 	alleges 	that 	“with 	absolute, 	inexcusable 	and 	abject 	malfeasance, 	if 	not
intentional abuse and neglect, [Wells Fargo] gave [the] property away.”2 	It then claims
that Wells Fargo’s actions constitute “unfair trade practice, [a] violation of [Plaintiff’s]
rights and expectations as a consumer, breach of . . . contract, negligence, discrimination,
and [an] egregious wrong” warranting an award of punitive damages.3 	Wells Fargo
removed the case to this Court pursuant to 28 U.S.C. § 1332(a)(1) based on diversity
jurisdiction.
Wells Fargo now moves the Court to dismiss the complaint in its entirety
pursuant to Federal Rule of Civil Procedure 12(b)(6) for failure to state a claim upon which
relief can be granted. 	It argues that Plaintiff cannot bring any claim against Wells Fargo
that does not sound in contract and that any remaining contract claim must be dismissed
because the complaint fails to plausibly allege that it has been brought within the one-year
deadline set by the parties’ agreement. It also contends that the agreement precludes most
of the damages Plaintiff seeks. Alternatively, Wells Fargo argues that the complaint does
not contain sufficient factual allegations to establish any plausible and cognizable claims,
requiring dismissal or an amended complaint that provides a more definitive statement to
support each claim Plaintiff intends to raise.
1 Docket 1-1 at ¶¶ 4–5.
2 Id. at ¶ 6.
3 Id. at ¶ 7.
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Ehmann v. Wells Fargo Bank, N.A. 	Case No. 3:22-cv-00154-JMK
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III. 	LEGAL STANDARDS
Rule 12(b)(6) tests the legal sufficiency of the plaintiff’s claims. 	In
reviewing such a motion, all allegations of fact in the complaint are accepted as true and
construed in the light most favorable to the plaintiff.4 To be assumed true, the allegations
“may not simply recite the elements of a cause of action, but must contain sufficient . . .
underlying facts to give fair notice and to enable the opposing party to defend itself
effectively.”5 	That is to say, conclusory allegations of law are insufficient.6 	The
allegations assumed to be true must then plausibly suggest entitlement to relief.7 A claim
is plausible “when the plaintiff pleads factual content that allows the court to draw the
reasonable inference that the defendant is liable for the misconduct alleged.”8
Dismissal under Rule 12(b)(6) is warranted when the plaintiff fails to present
a cognizable legal theory or fails to allege facts sufficient to support a cognizable legal
theory.9 	A court may dismiss a complaint under Rule 12(b)(6) based on an affirmative
defense when the defense is apparent on the face of the complaint and raises no disputed
issues of fact.10
In deciding whether to dismiss a claim under Rule 12(b)(6), a court generally
is limited to a review of the complaint itself. However, a court may review materials that
4 Daniels-Hall v. Nat’l Educ. Ass’n, 629 F.3d 992, 998 (9th Cir. 2010).
5 Starr v. Baca, 652 F.3d 1202, 1216 (9th Cir. 2011).
6 Lee v. City of Los Angeles, 250 F.3d 668, 679 (9th Cir. 2001).
7 Starr, 652 F.3d at 1216.
8 Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009).
9 Navarro v. Block, 250 F.3d 729, 732 (9th Cir. 2001).
10 See Orkin v. Taylor, 487 F.3d 734, 741–42 (9th Cir. 2007) (affirming dismissal based
on an affirmative defense because the defense was apparent from the face of the complaint).
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are properly submitted as part of the complaint and may take judicial notice of undisputed
matters of public record.11 Furthermore, a court can consider materials that form the basis
of the plaintiff’s claims or are incorporated into the complaint by reference, and a court can
assume the truthfulness of these materials for purposes of deciding the motion.12
IV. 	DISCUSSION
Plaintiff’s complaint is less than two pages in length and contains only seven
paragraphs. 	The facts set forth in the complaint are sparse. 	It simply is alleged that
Plaintiff, along with a “joint lessee,” entered into a contract with Wells Fargo on June 30,
2016, “for the keeping and security of” items with “enormous and special value” in excess
of $300,000 in safe deposit box #603.13 	She alleges that Wells Fargo acted “[w]ith
absolute, inexcusable and abject malfeasance, if not intentional abuse and neglect” when it
“gave [the property] away.”14 The only plausible claim stemming from these limited facts
would be breach of contract. Plaintiff alleges she had a contract with Wells Fargo for the
use of a safe deposit box which obligated Wells Fargo to secure the valuable items placed
inside the box. She alleges that Wells Fargo failed to meet that obligation. Any claim for
negligence or other tort Plaintiff intends to raise would be subsumed by the contract claim
11 Lee, 250 F.3d at 688–89.
12 J.K.J. v. City of San Diego, 42 F.4th 990, 997–98 (9th Cir. 2021); Khoja v. Orexigen
Therapeutics, Inc., 899 F.3d 988, 1002–03 (9th Cir. 2018).
13 Docket 1-1 at ¶¶ 4–5.
14 Id. at ¶ 6.
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under Alaska law.15 There simply is no allegation to support a tort theory of liability apart
from the contract.16
Plaintiff attempts to raise additional claims by baldly asserting Wells Fargo’s
conduct also constitutes “unfair trade practices,” a “violation of [consumer] rights and
expectations,” “discrimination,” and an “egregious wrong” warranting a punitive damages
remedy.17 These claims are mentioned without any indication as to what state or federal
statute or alternative theory of liability Plaintiff intends to rely on in bringing such claims.
There are no facts set forth to distinguish these claims from Plaintiff’s breach of contract
claim or otherwise define and support a distinct cause of action. 	That is to say, the
complaint fails to recite the elements of whatever additional claims are being asserted, let
alone provide enough basic factual allegations from which the Court can draw the
necessary inferences to find Wells Fargo plausibly liable for these additional claims.
Moreover, Rule 8(a) requires that the factual elements of a cause of action be organized
15 See, e.g., State v. Transamerica Premier Ins. Co., 856 P.2d 766, 772 (Alaska 1993)
(finding that the plaintiff could not use a tort action to enforce a duty that stemmed solely from a
contractual promise); K&K Recycling, Inc. v. Alaska Gold Co., 80 P.3d 702, 717 (Alaska 2003)
(acknowledging that promises set forth in a contract must be enforced through a breach of contract
claim rather than a tort claim).
16 See Alaska Pacific Assurance Co. v. Collins, 794 P.2d 936, 946 (Alaska 1990) (“Only
where the duty breached is one imposed by law, such as a traditional tort law duty furthering social
policy, may an action between contracting parties sound in tort.”); Galipeau v. Bixby, 476 P.3d
1129, 1137–39 (Alaska 2020) (noting that “[a]n independent tort, by definition, is one that would
exist even if there were no contract” and finding that the defendant owed no duty to the plaintiffs
apart from the contractual duties imposed on it and therefore the plaintiffs could not be awarded
punitive damages based on a tort theory of liability).
17 Docket 1-1 at ¶ 7.
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into a short and plain statement for each particular claim,18 but here the complaint groups
all claims together in one sentence.
Plaintiff argues that regardless of any deficiency her complaint should be
allowed to proceed as it is written because Wells Fargo has adequate notice of its own
wrongdoing and her claims. 	She asserts that no inferential leap is needed to understand
her complaint because the parties had been “working toward resolution” before Wells
Fargo ultimately denied her compensation and because Wells Fargo possesses evidence to
better explain what happened to the contents of her box.19 This argument is wholly without
merit. 	Federal pleading standards do not provide any leeway for a “you-should-know-
what-you-did” complaint. Rule 8 requires Plaintiff to give Wells Fargo notice of the claims
being litigated and of how its alleged conduct violates the elements of each cause of action.
This is not to say that Rule 8 requires detailed factual allegations tantamount to proof, “but
it demands more than an unadorned, the-defendant-unlawfully-harmed-me accusation.”20
Plaintiff must produce a complaint with sufficient factual allegations to give notice as to
what specific causes of action she intends to litigate and to show the Court that each claim
is plausible taking all allegations as true.21 	Only then is discovery warranted so that
Plaintiff can prove her allegations.22
18 See Williams v. Nevada, No. 3:20-cv-00223-MMD-WGC, 2020 WL 1876220, at *3 (D.
Nevada Apr. 15, 2020) (“If the factual elements of a cause of action are not organized into a short
and plain statement of the particular claim, dismissal for failure to satisfy Rule 8(a) is proper.”).
19 Docket 13 at 8.
20 Iqbal, 556 U.S. at 678.
21 Starr, 652 F.3d at 1216.
22 See Whitaker v. Tesla Motors, Inc., 985 F.3d 1173, 1177 (9th Cir. 2021) (“Our case law
does not permit plaintiffs to rely on anticipated discovery to satisfy Rules 8 and 12(b)(6); rather,
pleadings must assert well-pleaded factual allegations to advance to discovery.”); Torio v. Wells
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Ehmann v. Wells Fargo Bank, N.A. 	Case No. 3:22-cv-00154-JMK
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Plaintiff attempts to remedy her complaint through the filing of an affidavit
containing facts she believes serve as a more definitive statement of her claims. 	The
introduction of outside evidence to avoid dismissal under Rule 12(b)(6) is improper.
Plaintiff cannot avoid her obligation under Rule 8(a) to file a complaint that sets forth
factual allegations plausibly suggesting entitlement to relief. 	As noted by Wells Fargo,
“[i]t is entirely unclear how Wells Fargo would be able to file an answer to a combination
of Plaintiff’s deficient [c]omplaint and an affidavit submitted as an exhibit to a responsive
brief.”23 Moreover, the affidavit does not remedy the complaint’s failure to provide a short
and plain factual statement for each particular claim.
Typically, 	dismissal 	for 	failure 	to 	adequately 	plead 	a 	claim 	under
Rule 12(b)(6) is tempered by an opportunity to amend, but Wells Fargo argues that
amendment would be futile here given the terms of the applicable contract, which it
contends contains a one-year time limit for filing suit and limits damages to $10,000. Wells
Fargo argues that these same terms bar any remaining contract claim Plaintiff has against
it. A court may properly consider documents outside of a complaint if the documents are
central to the plaintiff’s claims, as the June 30, 2016, lease agreement between Plaintiff
and Wells Fargo is, but only if no party questions the document’s authenticity. Here, there
is some question as to the applicable lease terms. 	Wells Fargo provided a copy of the
parties’ agreement, which consists of a two-page form entitled “Safe Deposit Box Lease
Fargo Bank, N.A., 5:16-cv-00704-HRL, 2016 WL 2344243, at *5 (N.D. Cal. May 4, 2016)
(“[D]iscovery cannot be used as a fishing expedition for evidence of claims that have not been
properly pled.”).
23 Docket 15 at 5.
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Agreement” that was signed and dated by Plaintiff on June 30, 2016, but the specific
contract terms are not included within that particular form. 	Instead, the applicable lease
terms are set forth in a standardized Wells Fargo document that is referenced in the form,
but, as noted by Plaintiff, the version Wells Fargo provided here has an effective date of
October 15, 2021, years after Plaintiff’s agreement with Wells Fargo. It is unclear whether
these terms were applicable during the relevant timeframe. Based on this discrepancy, the
court cannot rely on these lease terms to bar any amendment as futile or dismiss Plaintiff’s
contract claim.
Even assuming the applicable lease terms include a one-year limitations
period, there is a dispute between the parties about when that period began accruing. Wells
Fargo relies on Plaintiff’s affidavit to show that Plaintiff’s inquiry notice date was
February 22, 2021—when she was informed that the contents of the safe deposit box were
removed by an unauthorized individual—which is more than a year before Plaintiff filed
suit. 	The affidavit, however, is not material that can be considered in a Rule 12(b)(6)
motion to dismiss, and the Court declines to convert the motion to one for summary
judgment here given the other deficiencies with the complaint that Plaintiff must have the
opportunity to remedy. Moreover, Plaintiff contends that the limitations period did not run
during her attempts to investigate, negotiate, and arbitrate outside of court. 	This issue of
tolling has not been adequately briefed and requires the Court to consider facts not properly
before the Court on this Rule 12(b)(6) motion.
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IV. 	CONCLUSION
Based on the preceding discussion, the motion at docket 5 is GRANTED IN
PART. The complaint is dismissed to the extent it seeks to raise any cause of action apart
from a breach of contract claim. If Plaintiff wishes to remedy the deficiencies noted herein
and file an amended complaint, she must do so on or before December 30, 2022. 	If no
amended complaint is filed by that date, the litigation will continue as to the remaining
breach of contract claim.
IT IS SO ORDERED this 29th day of November, 2022, at Anchorage,
Alaska.
/s/ Joshua M. Kindred
JOSHUA M. KINDRED
United States District Judge
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