The opinion of the court was delivered by: McCLURE, District Judge.
This action involves a dispute over the rights and
liabilities of the parties relating to the ownership of land
within the Wallenpaupack Preserve, Greene Township, Pike
County, Pennsylvania. Plaintiff Patrick J. McCormick II
initiated this action by filing a complaint on August 5, 1988.
By Order dated September 7, 1988, the Honorable William J.
Nealon granted plaintiff's request for a temporary restraining
order restraining the defendants from "prohibiting access to
plaintiff to cross over, use, and enjoy the roads and lanes and
other common areas in and about the Wallenpaupack Preserve". On
December 29, 1989, defendants Camp Pocono Ridge, Inc. II (Camp
II) and Thomas Santay filed an amended answer and counterclaim
to McCormick's complaint.
The defendants filed a motion for partial summary judgment on
November 21, 1990. On that same date, the plaintiff filed a
motion seeking summary judgment on the defendants' amended
counterclaim. On April 11, 1991, this court issued an order
granting partial summary judgment in favor of the defendants
and against the plaintiff with respect to the intentional
infliction of emotional distress claim asserted in Count V of
the complaint. 760 F. Supp. 1113. That order also stayed this
action, because on the record before the court, plaintiff was
not clearly established as the legal title-holder to Lot No. 6
and, therefore, may have lacked standing to bring claims
related to the property. Plaintiff was given ninety days to
establish legal ownership of the property. On July 11, 1991,
plaintiff submitted to this court documentation which
evidenced, to the court's satisfaction, plaintiff's legal
ownership to Lot No. 6. The court will now consider the
remaining issues of the parties' motions for summary judgment.
William H. Hough, Jr. established the Wallenpaupack Preserve
in the 1920's. Hough and his wife Helen were the common
grantors of all lands within the Preserve, including Lot No. 6,
which was purchased by the plaintiff's family in 1936.*fn1 The
chain of title to Lot No. 6, as set forth in plaintiff's brief
in support of his motion for summary judgment,*fn2 is as
1. August 31, 1927 — William H. Hough, Jr. and
Helen E. Hough, his wife, to Charles D.
2. December 9, 1930 — Bartholomew to Robert E.
3. November 13, 1936 — Lamberton to L.W. and
Elizabeth F. McCormick, plaintiff's parents.
4. November 24, 1964 — L.W. and Elizabeth F.
McCormick to Patrick J. McCormick.
5. January 19, 1967 — Patrick J. and Joan R.
McCormick to Elizabeth F. McCormick.
6. September 1, 1967 — Elizabeth F. and L.W.
McCormick to E.L.P. Corporation.
E.L.P. Corporation ("E.L.P.") was a closed corporation and its
four shares of issued and outstanding stock were owned by the
plaintiff, his brother Leo McCormick and his mother Elizabeth
McCormick.*fn3 Plaintiff's mother died on November 9, 1975 and
E.L.P.'s corporate charter became void and inoperative on March
1, 1981 due to non-payment of franchise taxes.*fn4 On January
1, 1981, plaintiff acquired any and all interest his brother
held in E.L.P.
In approximately 1935 or 1936, Russell Low purchased Henry
and Helen Hough's remaining interest in the Wallenpaupack
Preserve. Lots within the Preserve that were individually
owned, including Lot No. 6, were not affected by this transfer
of ownership. In 1957, Samuel Santay, the father of defendant
Thomas Santay, and Yale Newman acquired Low's interest in the
Preserve and converted the property into a youth summer camp.
Santay and Newman conveyed their interest in the property to
Camp Pocono Ridge, Inc. on October 8, 1965. Twenty-two years
later, on October 6, 1987, Camp Pocono Ridge, Inc. conveyed its
interest in the Preserve to Camp II. The shares of Camp II are
owned exclusively by the defendant Thomas Santay, his wife
Edna, and Mel and Jane Wolynez.
The original Hough to Bartholomew deed contains the following
UNDER AND SUBJECT to the following restrictions
and limitations which are hereby agreed to and
accepted by the said grantee, for himself, his
heirs and assigns, as covenants running with the
land . . .
FIFTH: That if at any time in the future said
grantee shall desire to sell said property or any
portion thereof, he shall first give to the said
grantors, their heirs and assigns, an option to
purchase the same at its full market value, and
only in the event of the failure or refusal of the
said grantors, their heirs and assigns, to
exercise said option within a reasonable time
after notice of such intended sale and the name
and address of the intended purchasers, have been
given to him or them, shall any conveyance or sale
be made to any third person.
SIXTH: That said restrictions and limitations are
intended for the benefit and protection of all the
purchasers of any parts or portions of the land
conveyed to the said William H. Hough, Jr., by
said Homer L. Gilpin and wife as hereinabove
recited, and they are made solely for the
preservation of said land for ...