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Main Line Pictures, Inc. v.

Kim Basinger
Court of Appeal, Second District, Division 5, California
1994, WL 814244

Case Facts
On December 28, 1990, Main Line offered Basinger through agent Intertalent $500,000
plus additional compensation for Basinger to star in Boxing Helena. On January 11,
1991, Barbara Dreyfus, Mighty Winds (Basingers loan-out company) director of
development and assistant to Basinger, Jennifer Lynch, director and Basinger met;
Basinger expressed interest in the film. On January 24, 1991, Basinger met with
Intertalent and agreed to do the film. A deal memo, or an oral and unsigned agreement
between the two parties, was created through Basinger and Main Lines attorneys.
These types of agreements are frequent within the film industry. Soon following, foreign
distribution company Republic Pictures began presales for Boxing Helena, using
Basingers photo as promotion, amounting $6.8 million. In April 1991, Main Line began
preproduction. In the same month, Basinger switched from Intertalent to International
Creative Management (ICM). The attorneys drafted an Acting Service Agreement, a
Producers Standard Terms and Conditions for an Actor/Actress Loan Out, and an
Inducement. The Acting Service Agreement was never executed. The Producers
Standard Terms and Conditions included no signature lines in the document. The
Inducement has no record of being sent out. In May 1991, Lynch heard a rumor
about Basinger withdrawing from the film. Basinger denied these rumors. On May 6,

1991, Basinger expressed reservations about her character in the script. On June 10,
1991, Main Line was notified that Basinger was no longer acting in the film.
Procedural History
On June 21, 1991, Main Line filed a complaint against Basinger and Mighty Wind,
claiming that both were guilty of breach of oral and written contract. For the purpose of
the case, Basinger and Mighty Wind held no distinction. In the trial court, the jury
concluded that Basinger and Mighty Wind were in breach of a valid oral and written
contract, causing damages amounting to $7,421,694. Furthermore, their denial of this
contract amounts to an additional $1.5 million. Basinger appealed, claiming that Mighty
Wind was indeed a separate entity due to it being a corporation; The appellate court
accepted this distinction, concluding that Main Line only entered into a contract with
Mighty Wind.
Issues
The first issue was breach of contract, and extending this issue, which party/parties
have breached this contract, if any exist. Ultimately, the issue at hand was the party
responsible should Basinger fail to perform.
Holding, Rationale
The appellate court concluded that only Mighty Wind had entered into a contract with
Main Line, since a signature line was never provided for Basinger as an individual. They
also concluded that the deal memo only indicated an intent to enter into a contract.
The record included the Inducement, which Basinger supposedly signed individually;
however, there is no testimony concerning the Inducement.

Final Disposition
The case was reversed. Main Line was subjected to bear costs of defendants on
appeal.
Other Opinions
Other opinions include Main Line entering into a contract with only Basinger, since
Basinger was personally involved in discussing the project with Lynch. Basinger also
gave approval for her agents to enter into a contract with Main Line. Main Line could
also have entered into a contract with both Basinger and Mighty Wind, considering the
fact that Basingers participation was made both on her own behalf and on behalf of
the corporation.