Summit National Life Ins. v. Cargill, Inc.

MEMORANDUM

O’NEILL, District Judge.

I. INTRODUCTION

This is a diversity action. Defendant Cargill, formerly the sole shareholder of plaintiff Summit, sold all of the issued and outstanding stock of Summit to SNL (formerly Virick Limited II) in 1988. Summit *364brought this action against defendant alleging the breach of a Tax Allocation Agreement that had been entered into by Summit and Cargill on or about July 13, 1983. Cargill moved for summary judgment on the grounds that (1) plaintiffs action was barred by Bangor Punta Operations, Inc. v. Bangor & Aroostook Railroad Co., 417 U.S. 703, 94 S.Ct.…