In re the Estate of: Sylvia Ann Mourning, Deceased.

1
This opinion is nonprecedential except as provided by
Minn. R. Civ. App. P. 136.01, subd. 1(c).

STATE OF MINNESOTA
IN COURT OF APPEALS
A21-1241

In re the Estate of: Sylvia Ann Mourning, Deceased.

Filed April 18, 2022
Reversed and remanded
Reyes, Judge

Scott County District Court
File No. 70-PR-18-12182

D. Clay Taylor, Taylor Fricton, P.L.L.C., Edina, Minnesota (for appellant Michael
Mourning)

Court J. Anderson, Benjamin J. Hamborg, Henson & Efron, P.A., Minneapolis, Minnesota
(for respondent Elizabeth Ann Bakker)

Considered and decided by Johnson, Presiding Judge; Reyes, Judge; and Cochran,
Judge.
NONPRECEDENTIAL OPINION
REYES, Judge
Appellant, acting as personal representative of decedent’s estate, challenges the
district court’s denial of his attorney-fee request. We reverse and remand.
FACTS
Sylvia Mourning (de cedent) died intestate in June 2017. Decedent had three
children who became her heirs: appellant Michael Mourning (M ichael), Dana Mourning
2
(Dana), and respondent Elizabeth Bakker ( Elizabeth).1 Michael was appointed personal
representative of decedent’s estate. Decedent’s assets included a house in St. Louis Park
(the house). Elizabeth purchased the house in 1998, but it went into foreclosure after she
defaulted on the mortgage in 2008. Decedent then bought the house from the bank for
$153,000. Elizabeth continued living in the h ouse and was living there when decedent
died. From 2008 until decedent’s death in 2017 , Elizabeth made only minor, sporadic
payments to help pay for the line of cre dit decedent had taken out to purchase the house,
and she did not contribute to decedent’s payments for real -estate taxes and home owner’s
insurance.
Elizabeth disagreed with Michael on how the estate should handle the disposition
of the house. In May 2018, Michael told Elizabeth that the county estimated the market
value of the house at $266,200, and she could either buy it for $275,000 or be evicted.
Elizabeth rejected the offer. She claimed that, when decedent purchased the house in 2008,
decedent had promised to retitle it in Elizabeth’s name once Elizabeth paid decedent back
for the post-foreclosure purchase. Elizabeth therefore argued that she should only pay
$153,058 to the estate for the house to account for the mortgage and re al-estate taxes she
owed decedent. In June 2018, Elizabeth filed a petition to determine title to the house,
claiming that the district court should impose a constructive trust on the property in her
favor. Michael as the personal representative opposed the petition, arguing that the house

1 Because this dispute involves family members with the same last name , we refer to the
parties by their full first names to avoid confusion.
3
should remain part of the estate. The district court scheduled a petition hearing for March
2019.
On February 12, 2019 , Elizabeth told M ichael that she had agreed to purchase
Dana’s interest in the estate for $80,000. The agreement contained a mutual release
whereby Elizabeth and Dana agreed t o release each other from all liability related to the
estate. After that agreement, Elizabeth would inherit two-thirds of the estate, with Michael
inheriting the other third. On that same day, Michael offered to sell his interest in the estate
to Elizabeth for $100,000, with the same release that she negotiated with Dana. Elizabeth
declined his offer, stating that she did not have enough information on Michael’s estate
administration to take over as the personal representative or to grant a release. Elizabeth
repeated her initial $153,000 offer and asked Michael to translate his buyout proposal into
a sale price for the house so the parties could negotiate. Michael did not do so.
The parties proceeded to the hearing on Elizabeth’s petition. On April 26, 2019, the
district court denied Elizabeth’s constructive -trust claim, determining that she provided
insufficient evidence that decedent intended her to obtain title to the ho use and that she
would be unjustly enriched at the expense of the estate if it imposed a constructive trust in
her favor. The district court ordered Michael to proceed with the disposition of the ho use
as the personal representative of decedent’s estate.
On May 7, 2019, Elizabeth offered to purchase the house for $250,000. In a May
8, 2019 letter, Michael instead offered to sell it for $285,000, plus $35,25 0 in back rent.
His offer also required Elizabeth “to fully release any claim she has or may have against
4
the Personal Representative related to his administration of the estate.” Elizabeth
counteroffered $270,000 without a release. Michael rejected that offer.
Elizabeth’s friend G .F. offered to purchase the house on Elizabeth’s behalf for
$270,000 or $285,000 in cash, depending on whether the estate had already hired a real -
estate agent. Michael told Elizabeth that he was proceeding with the sale of the house and
that he would consider any offers once the house was on the market.
Elizabeth then filed a petition to remove Michael as personal representative, arguing
that Michael had breached the fiduciary duties he owed to the estate by requiring a release
for any liability related to his estate administration before he would sell the house to
Elizabeth. The district court directed Michael to list and sell the house. Michael retained
a real-estate agent who listed the house for sale. Shortly after, the real -estate agent
suggested the estate sell the house to Elizabeth for $290,000. The parties agreed and closed
the cash sale of the house in September 2019.
Elizabeth continued to dispute Michael’s estate administration. In December 2019,
as part of the winding up of the estate administration, Michael provided a draft of the final
accounting to Elizabeth. Among other things, Elizabeth objected to Michael’s request for
attorney fees incurred by the Taylor Fricton, PLLC, firm after February 12, 2019, arguing
that those fees were not incurred in good faith. 2 Michael rejected Elizabeth’s prehearing
settlement proposals. M ichael also served discovery requests seeking information about

2 Michael retained the Taylor Fricton firm to handle litigation over the house. Michael
retained a different firm to prepare the inventory and final accounting. Elizabeth did not
challenge Michael’s request for reimbursement for attorney fees incurred by that firm.
5
Elizabeth’s relationship with G.F. and her buyout of Dana’s interest. The district court
denied Michael’s discovery requests and instructed him to submit evidence supporting his
attorney-fee requests.
The district court issued its findings of fact, conclusions of law, and order on
Elizabeth’s objections to M ichael’s final accounting. The district court determined that
Michael acted for his personal benefit when he began demanding a release and refused to
negotiate with Elizabeth in good faith over the house sale and her final-accounting
objections. The district court found that the challenged fees “could have been avoided had
[Michael] simply negotiated in good faith ” over the house sale instead of “demanding” a
release. The district court also stated that, after the sale, Michael “continued to take actions
that drove up the estate’s litigation costs without offering any benefit to the estate .”
(Emphasis added). The district court allowed Michael to recover fees that the Taylor
Fricton firm incurred before February 12, 2019, but denied his request for any fees incurred
by the firm after that date.
Michael moved for amended findings or a new trial, contesting the district court’s
order regarding the attorney-fee issue. The district court denied his motion. 3 This appeal
follows.

3 To support her objection to Michael’s attorney -fee requests, Elizabeth submitted to the
district court communications between the parties ’ attorneys regarding the disposition of
the house and Elizabeth’s objections to the final accounting. Michael argued at the district
court that those communications should not be admitted because they were settlemen t
discussions and were accordingly inadmissible under Minn. R. Evid. 408. The district
court, relying on our nonprecedential and nonbinding opinion in Buetow v. Buetow, Nos.
C6-01-1314, C9-01-1677, 2002 WL 453098, at *8 (Minn. App. Mar. 26, 2002), rejected
Michael’s argument and admitted the communications into evidence. On appeal, Michael
6
DECISION
The district court abused its discretion by denying reimbursement of all
attorney fees incurred by the Taylor Fricton firm after February 12, 2019.

Michael argues that the district court misapplied Minn. Stat. § 524.3-720 (2020) and
that its denial of all attorney fees incurred after February 12, 2019, was overly broad. We
agree and discuss each issue in turn.
We review the district court’s denial of attorney fees for an abuse of discretion. In
re Est. of Martignacco, 689 N.W.2d 262, 271 (Minn. App. 2004), rev. denied (Minn. Jan.
26, 2005). “A district court abuses its discretion when its decision is based on an erroneous
view of the law or is inconsistent with the facts in the record. ” In re Stisser Grantor Tr. ,
818 N.W.2d 495, 508 (Minn. 2012).
A. The district court misapplied section 524.3-720 by requiring Michael to
show that his actions actually benefitted the estate.

Michael, in his capacity as personal representative, sought reimbursement for
attorney fees under the first sentence of section 524.3-720. Under the first sentence of
section 524.3-720, “Any personal representative . . . who defends or prosecutes any
proceeding in good faith, whether successful or not . . . is entitled to receive from the estate
necessary expenses and disbursements including reasonable attorneys’ fees incur red.” A
personal representative is not required to show that his actions actually benefitted the estate

does not challenge the district court’s decision on that issue, so we do not consider here
whether the challenged communications should have been excluded under Rule 408. See
State v. Robinette , 964 N.W.2d 143, 147 n.6 (Minn. 2021) (noting that parties forfeit
appellate review by failing to argue an issue on appeal).
7
to recover attorney fees under the first sentence of section 524.3-720. In re Est. of Evenson,
505 N.W.2d 90, 92 (Minn. App. 1993).
In denying attorney fees to M ichael, the district court first stated that, for the
personal representative to receive attorney fees from the estate under section 524.3-720,
“the Court must determine that the services for which the fees are sought actually benefitted
the estate.” It proceeded to analyze Michael’s fee request under that standard, determining
that he was not entitled to fees incurred after February 12 because his actions taken after
that date did not benefit the estate. And in denying Michael’s motion for amended findings,
the district court again stated that it had “applied the appropriate legal test when
determining whether the [personal representative] had acted in bad faith . . . . in applying
this standard, the Court sought to determine whe ther the [personal representative]’s
behavior actually benefitted the estate . . .”
This was error. The district court cited In re Estate of Opsahl, 448 N.W.2d 96, 102-
03 (Minn. App. 1989), for the actual-benefit requirement. In Opsahl, we confirmed that a
party seeking attorney fees under a different statute, Minn. Stat. § 525.515, must show that
the services for which fees are sought actually benefitted the estate. We expressly held in
Evenson that the actual-benefit requirement does not apply to fees sought by a personal
representative under the first sentence of section 524.3 -720. 505 N.W.2d at 92. We
acknowledge that benefit to the estate may be relevant if an interested person seeks attorney
fees under the second sentence of section 524.3-720 in certain situations, but none of those
situations is present in this appeal. The district court therefore misapplied the law by
analyzing Michael’s section 524.3-270 fee request under an actual-benefit standard.
8
B. The district court misapplied s ection 524.3-720 by basing its bad -faith
finding solely on Michael’s conduct in settlement negotiations.

The district court al so misapplied the law by basing its bad -faith finding solely on
Michael’s conduct in negotiations with Elizabeth over the house sale. Michael argues that
the district court erred as a matter of law by failing to articulate its standard for “good
faith.” The district court did not have to, as a matter of law, articulate its good -faith
standard. We do, however, agree that the district court failed to properly evaluate good
faith under section 524.3-720.
“Good faith ” is the legal standard a factfinder applies to a set of facts . See
Reimringer v. Anderson, 960 N.W.2d 684, 690 (Minn. 2021). Defining good faith in the
context of section 524.3-720 is therefore a legal question that we review de novo. See id.
Minnesota’s probate statutes do not expressly define good faith. See Minn. Stat.
§ 524.1-108 (providing general definitions for terms in chapter 524). Minnesota courts
have also not expressly defined good faith in the context of section 524.3 -720. But the
Minnesota Supreme Court’s interpretation of a prior version of the attorney -fee statute
equated “good faith” with “honest belief.” See In re Est. of Healy, 76 N.W.2d 677, 680-
81, 680 n.5 (Minn. 1956) (concluding that only reasonable interpretation of “good faith
and with just cause” related to will executor’s honest belief in validity of will and noting

9
that “[g]ood faith or honest belief in a case such as this is inca pable of precise definition”
(emphasis added)).4
The dictionary definition also supports our conclusion that “good faith” means
“honesty in belief or purpose.” See Black’s Law Dictionary 836 (11th ed. 2019);
Gilbertson v. Williams Dingmann, LLC , 894 N.W.2d 148, 152 (Minn. 2017) (noting that,
absent statutory definition, courts turn to plain meaning of statutory phrase as determined
by dictionary definitions); cf. Reimringer, 960 N.W.2d at 690 (“At a high level, bad faith
can be understood as dishonesty of belief, purpose, or motive.” (quotations and citations
omitted)).
In accordance with that definition, the few Minnesota cases addressing the “good
faith” requirement of section 524.3-720 have generally focused on whether a party asserted
a claim in good faith as it related to the merits of the claim. In other words, the focus is on
whether the party asserted the claim with an honest belief in its validity and a foundation
in law and fact. See Healy, 76 N.W.2d at 680 (interpreting prior version of statute requiring

4 The version of Minnesota’s probate code analyzed in Healy included this provision:

When any person named as executor in a will or codicil
defends or prosecutes any proceedings in good faith and with
just cause, for the purpose of having it admitted to probate,
whether successful or not . . . he sh all be allowed out of the
estate his necessary expenses and disbursements in such
proceedings together with such compensation for his services
and those of his attorneys as the court shall deem just and
proper.

Minn. Stat. § 525.49 (1956). Minnesota has since adopted the Uniform Probate Code, and
attorney fees for personal representatives are now governed by sections 524.3 -720 and
525.515.
10
“good faith” as pertaining to fee -seeker’s honest, though mistaken, belief that will was
valid); Evenson, 505 N.W.2d at 91-92 (affirming good -faith finding of personal
representative named in will who defended will ultimately deemed invalid); Martignacco,
689 N.W.2d at 271 (affirming district court’s denial of attorney fees incurred challenging
respondent-heir’s claim after personal representative received credible information that
respondent was decedent’s biological issue).
We therefore conclude that, based on the plain language of section 524.3 -270, the
district court should identify the proceedings for which a party seeks attorney fees, then
determine whether that party’s claim or position regarding that proceeding is grounded in
an honest belief as to its merits.
The district court failed to do that here. It simply determined that Michael acted in
bad faith by failing to negotiate without seeking a liability release starting on February 12,
2019, and then denied his request for any fees incurred by the Taylor Fricton firm after that
date. By focusing entirely on Michael’s alleged bad fait h in settlement negotiations, the
district court did not distinguish between Michael’s actions as to his personal offer to sell
his interest in the estate to Elizabeth; his successful defense of Elizabeth’s constructive-
trust claim; his actions regarding the sale of the house; his May 8, 2019 sale offer in his
capacity as personal representative which included a release for any liability related to his
estate administration; and his actions during the final accounting and post-sale litigation.
Finally, Michael encourages us to adopt a presumption of good faith when a
personal representative successfully defends or prosecutes a proceeding and argues that he
is entitled to tha t presumption. Michael notes that he successfully defended against
11
Elizabeth’s petition and that the house ultimately sold for more than Elizabeth’s offers.
The plain language of the statute establishes no such presumption , and we will not read
one into it. But because we agree that the district court analyzed his claims under the wrong
standard, we reverse and remand to the district court to reconsider his attorney-fee request.
C. The district court’s attorney-fee denial was overly broad.
We also note that the district court’s original denial was overly broad , even under
its own bad-faith findings. The district court issued a blanket denial of fees for the Taylor
Fricton firm after February 12, 2019, determining that M ichael’s bad -faith failure to
negotiate led to litigation over the house that could have been avoided. But some fees ,
such as those incurred for drafting and negotiating the purchase agreement or for time spent
closing the sale, may have been incurred even if M ichael had initially negotiated a sale
with Elizabeth. As to those instances, the district court abused its discretion by basing its
denial on when the fees were incurred rather than focusing on whether M ichael’s alleged
lack of good faith affected the fee amount.
On remand, the district court should identify the particular proceedings for which
Michael sought attorney fees and then determine whether Michael’s claim or position
regarding that proceeding was based on his honest belief in its validity and a legitimate
foundation in law and fact. We offer no opinion on whether Michael acted in good faith
in any proceeding.
Reversed and remanded.