The opinion of the court was delivered by: Decker, District Judge.
This action was instituted by the Trustees of the
McCormick-Patterson Trust for a declaratory judgment against two
non-resident beneficiaries. The basis of jurisdiction alleged in
the complaint is diversity of citizenship. Service on the
defendants was made outside the State of Illinois. Ill.Rev.Stat.
ch. 110, § 16; F.R.Civ.P. 4(d), (e).
Pursuant to Rule 12(b)(2) of the Federal Rules of Civil
Procedure, the defendants have moved to dismiss for lack of
personal jurisdiction. Since a federal court sitting in diversity
must apply the law of the state in which it is located, the
question here is whether this court has acquired in personam
jurisdiction over the defendants pursuant to the Illinois "long
arm" statute. O'Hare Int'l Bank v. Hampton, 437 F.2d 1173,
1175 (7th Cir. 1971); Arrowsmith v. United Press Int'l,
320 F.2d 219 (2d Cir. 1963); Ill.Rev.Stat. ch. 110, § 17.
Section 17 provides, in pertinent part, that:
"(1) Any person, whether or not a citizen or
resident of this State, who in person or through an
agent does any of the acts hereinafter enumerated,
thereby submits such person, and, if an individual,
his personal representative, to the jurisdiction of
the courts of this State as to any cause of action
arising from the doing of any such acts:
(a) The transaction of any business within this
"(3) Only causes of action arising from acts
enumerated herein may be asserted against a defendant
in an action in which jurisdiction over him is based
upon this Section."
The essential facts, taken from the motions, memoranda and
affidavits submitted to the court, are substantially without
dispute. The McCormick-Patterson Trust was created in Illinois in
1932; the Trust res consists entirely of shares of stock of the
Tribune Company,*fn1 which stock, together with the Trust's
books and records, are located in Illinois. The Tribune Company's
headquarters and principal place of business are in Illinois. All
stock dividend checks to the beneficiaries are either delivered
in or mailed from Illinois.
Defendant Josephine Albright, at present a resident and citizen
of Vermont, is a former resident and citizen of Illinois, but
maintains a bank account in Chicago, Illinois, and has received
dividend checks from the Trust since 1941. These checks are sent
directly to her Illinois bank where they are deposited to her
Defendant Joseph Albright is a citizen of the District of
Columbia and has received Trust dividend checks, mailed from
Chicago, since 1967. In 1971, upon the death of one of the
Trustees, Mr. Albright campaigned to succeed the decedent as
Trustee. At least twice during this campaign, the defendant
traveled to Illinois to meet with a number of the Trustees and
beneficiaries and to solicit their support for his
candidacy.*fn2 He also made numerous telephone calls and sent
telegrams to Trustees and beneficiaries residing in Illinois for
the same purpose. Although this campaign was unsuccessful, Mr.
Albright continued to demonstrate an interest in the Trust by
making telephone calls to one of the Trustees in Illinois
concerning matters relating to the Trust.
On or about March 12, 1973, a notice of annual meeting of
stockholders, to be held in Chicago, Illinois, on April 12, 1973,
with a proxy statement and proxy were sent to each stockholder of
the Tribune Company. The statement contained proposed amendments
to the Company's certificate of incorporation and by-laws, which
had been proposed by the plaintiffs as Trustees of the Trust and
as directors of the Tribune Company. On or about the same date,
plaintiffs also sent a letter to all beneficiaries of the Trust,
informing them of the proposals and of the Trustees' intention to
vote all of the Trust's shares of stock in favor thereof. On
March 30, 1973, defendants wrote to plaintiffs in Illinois,
outlining their objections to the proposals and the Trustees'
intention to vote all of the Trust's stock in favor of the
proposed amendments. Their letter to the Trustees' received in
Illinois, contained these assertions:
On April 3, 1973, Mr. Albright telephoned one of the plaintiffs
in Illinois, informed him of the letter, and specifically
inquired as to the proposed amendments. Mr. Albright had
previously sought to reach this Trustee in Illinois on March
The letter from the Albrights was received by the Trustees in
Illinois and was construed as a precursor of a law-suit by the
beneficiaries to prevent the Trustees from voting in favor of the
amendments. Accordingly, the plaintiffs filed the instant
declaratory judgment action, which seeks a ruling, inter alia,
that the plaintiffs are legally empowered to vote the shares in
favor of the amendments and that such action does not ...