Wood v. Boynton

64 Wis. 265, 25 N.W. 42 (1885)

Supreme Court of Wisconsin · 1885

Rule

Mutual mistake as to the value, but not the identity, of the subject matter does not justify rescission. A sale stands when both parties were ignorant of the true nature of the thing and neither bore a duty to investigate.

Learning outcomes

By the end of working with this case, you can:

Facts

A young woman, Wood, possessed a small stone she had found and believed to be a topaz or some other low-value mineral. She showed it to Boynton, a jeweler. Boynton offered her a dollar for it; she accepted. The stone turned out to be an uncut diamond worth roughly seven hundred dollars. Wood sought to rescind the sale on grounds of mistake.

Holding

The Wisconsin Supreme Court refused rescission. Both parties had been ignorant of the stone’s true nature, neither had misled the other, and the buyer had no duty to disclose what he did not know. The mistake went to value, not to identity, and did not warrant unwinding the sale.

Reasoning

The court treated the stone as the subject matter that both parties bargained over. They each knew it was a stone of uncertain composition and value; they bargained on that footing. The fact that subsequent assay revealed the stone to be much more valuable than supposed was a misjudgment about value, not a mistake about what was being sold. A sale will not be undone simply because one party turned out to have made a bad deal.

Why it matters

Wood v. Boynton is the classical “value” side of the mistake doctrine. Read against Sherwood v. Walker, the chapter draws the celebrated, contested line between mistakes that go to “substance” or “nature” (rescindable) and mistakes that go to mere “value” or “quality” (not rescindable). Modern law has moved to the Restatement (Second) § 152 framework around basic assumptions, but the Wood/Sherwood pair remains the canvas on which the modern test is taught.

The trap

Treating Wood as inconsistent with Sherwood. The cases look identical at first glance: both involve mutual mistake about an undervalued item. The substance/quality test cannot reliably distinguish them. The modern R2d § 152 + § 154 framework does the work: in Wood, the seller bore the risk by conscious ignorance (she chose to sell a stone she had not investigated). The doctrine is risk allocation, not metaphysics.

The operational intuition the case is designed to break. Naming the trap is what the Socratic exchange is for.

Socratic ladder

The professor's scaffold for the in-class exchange. Each rung is a stage; the questions are scripted prompts, not the punchline.

Surfacing · 45 sec

Q. A young woman finds a small yellow stone. She believes it may be a topaz, possibly worthless. She shows it to a jeweler, who offers her one dollar. She accepts. The stone turns out to be an uncut diamond worth $700. Operationally, should she get the stone back?

Look for: Most students say yes, instinctively. The disparity feels unfair. Bait.

Holding · 45 sec

Q. What did the Wisconsin Supreme Court do with her claim for rescission?

Look for: Refused rescission. The sale stood. Neither party knew the stone's true nature, neither misled the other, and the buyer had no duty to disclose what he did not know. The mistake went to value, not identity.

Reasoning · 120 sec

Q. Both parties were wrong. Both shared the same false belief about the stone. Why doesn't shared mistake unwind the sale?

Trap: Students grab the substance/quality distinction and try to apply it as a freestanding test. The distinction does not stand on its own. Every mistake about a valuable fact can be re-described either way. The modern doctrine asks something different: who bore the risk?

Board: R2d § 154(b): conscious ignorance = risk allocation = no rescission

Push back: What did Wood know about the stone? What did she choose not to learn? When you sell something you have not examined, what are you saying about who should bear the risk if you guessed wrong?

Push to: R2d § 154(b). Conscious ignorance. A party who knows she has only limited knowledge of the relevant facts but treats that knowledge as sufficient is treated as bearing the risk of mistake. Wood sold a stone of unknown composition. She accepted the dollar. The risk allocation followed.

Hypothetical · 90 sec

Vary. Vary one fact. Wood is a professional gemologist. She knows the stone might be valuable, has the equipment to test it in her shop, and chooses not to. She sells it for one dollar. Same result?

Point: The variation tightens the conscious-ignorance argument. Expertise plus the means to investigate plus the choice not to investigate strengthens the § 154(b) risk allocation. The fact doing the work is what Wood could have learned and chose not to.

Integration · 60 sec

Q. You have sold something at a yard sale, on eBay, in a casual transaction. Did you investigate what it was worth? If it turned out to be valuable, would the law let you take it back?

Land: R2d §§ 152, 154. Wood is the conscious-ignorance side of the mutual-mistake doctrine. Read against Sherwood, the pair frames the modern question: a shared false assumption may rescind the contract, but only when neither party bore the risk. *Mishpat*: the rule has a stated purpose, distributing the cost of uncertainty to the party who could most cheaply have resolved it.

Wood v. Boynton, 64 Wis. 265, 25 N.W. 42 (1885).