Two years after a racial discrimination charge under Title VII
of the Civil Rights Act of 1964 had been filed against petitioner
company, respondent, the Equal Employment Opportunity Commission
(EEOC), notified the complainant that its conciliation efforts had
failed and that she had the right to sue the company, which she did
not do. Almost two years later, § 14 of the 1972 amendments to
Title VII authorized the EEOC to sue in its own name on charges
"pending" with the EEOC on the effective date of the amendments.
The EEOC then sued petitioner on complainant's charge, and the
District Court granted petitioner's motion for summary judgment on
the ground that the charge had not been "pending" at the time of
the 1972 amendments. The company then petitioned for the allowance
of attorney's fees against the EEOC pursuant to § 706(k) of Title
VII, which authorizes a district court, in its discretion, to allow
the prevailing party a reasonable attorney's fee. Finding that the
EEOC's action in bringing the suit was not "unreasonable or
meritless," and that its statutory interpretation of § 14 was not
"frivolous," the District Court ruled that an award to petitioner
of attorney's fees was not justified. The Court of Appeals
affirmed.
Held:
1. Although a prevailing plaintiff in a Title VII proceeding is
ordinarily to be awarded attorney's fees by the district court in
all but special circumstances, a prevailing defendant is to be
awarded such fees only when the court, in the exercise of its
discretion, has found that the plaintiff's action was frivolous,
unreasonable, or without foundation. Pp.
434 U. S.
415-422.
(a) There are at least two strong equitable considerations
favoring an attorney's fee award to a prevailing Title VII
plaintiff that are wholly absent in the case of a Title VII
defendant,
viz., the plaintiff is Congress' chosen
instrument to vindicate "a policy that Congress considered of the
highest priority,"
Newman v. Piggie Park Enterprises,
390 U. S. 400,
390 U. S. 402,
and when a district court awards counsel fees to a prevailing
plaintiff, it is awarding them against a violator of federal law.
Pp.
434 U. S.
418-419.
Page 434 U. S. 413
(b) No statutory provision would have been necessary had an
award of attorney's fees to a prevailing defendant been based only
on the plaintiff's bad faith in bringing the action, for even under
the American common law rule (which ordinarily dos not allow
attorney's fees to the prevailing party), such fees can be awarded
against a party who has proceeded in bad faith. P.
434 U. S.
419.
2. The District Court properly applied the foregoing standards,
and did not abuse its discretion in concluding that an award to
petitioner of attorney's fees was not justified. Pp.
434 U. S.
423-424
550 F.2d 949, affirmed.
STEWART, J., delivered the opinion of the Court, in which all
other Members joined except BLACKMUN, J., who took no part in the
consideration or decision of the case.
MR. JUSTICE STEWART delivered the opinion of the Court.
Section 706(k) of Title VII of the Civil Rights Act of 1964
provides:
"In any action or proceeding under this title the court,
Page 434 U. S. 414
in its discretion, may allow the prevailing party . . . a
reasonable attorney's fee. . . . [
Footnote 1]"
The question in this case is under what circumstances an
attorney's fee should be allowed when the defendant is the
prevailing party in a Title VII action -- a question about which
the federal courts have expressed divergent views.
I
Two years after Rosa Helm had filed a Title VII charge of racial
discrimination against the petitioner Christiansburg Garment Co.
(company), the Equal Employment Opportunity Commission notified her
that its conciliation efforts had failed and that she had the right
to sue the company in federal court. She did not do so. Almost two
years later, in 1972, Congress enacted amendments to Title VII.
[
Footnote 2] Section 14 of
these amendments authorized the Commission to sue in its own name
to prosecute "charges pending with the Commission" on the effective
date of the amendments. Proceeding under this section, the
Commission sued the company, alleging that it had engaged in
unlawful employment practices in violation of the amended Act. The
company moved for summary judgment on the ground,
inter
alia, that the Rosa Helm charge had not been "pending" before
the Commission when the 1972 amendments took effect. The District
Court agreed, and granted summary judgment in favor of the company.
376 F.
Supp. 1067 (WD Va). [
Footnote
3]
Page 434 U. S. 415
The company then petitioned for the allowance of attorney's fees
against the Commission pursuant to § 706(k) of Title VII. Finding
that "the Commission's action in bringing the suit cannot be
characterized as unreasonable or meritless," the District Court
concluded that "an award of attorney's fees to petitioner is not
justified in this case." [
Footnote
4] A divided Court of Appeals affirmed, 550 F.2d 949 (CA4), and
we granted certiorari to consider an important question of federal
law, 432 U.S. 905.
II
It is the general rule in the United States that, in the absence
of legislation providing otherwise, litigants must pay their own
attorney's fees.
Alyeska Pipeline Co. v. Wilderness
Society, 421 U. S. 240.
Congress has provided only limited exceptions to this rule "under
selected statutes granting or protecting various federal rights."
Id. at
421 U. S. 260.
Some of these statutes make fee awards mandatory for prevailing
plaintiffs; [
Footnote 5] others
make awards permissive but limit them to certain parties,
Page 434 U. S. 416
usually prevailing plaintiffs. [
Footnote 6] But many of the statutes are more flexible,
authorizing the award of attorney's fees to either plaintiffs or
defendants, and entrusting the effectuation of the statutory policy
to the discretion of the district courts. [
Footnote 7] Section 76(k) of Title VII of the Civil
Rights Act of 1964 falls into this last category, providing as it
does that a district court may in its discretion allow an
attorney's fee to the prevailing party.
In
Newman v. Piggie Park Enterprises, 390 U.
S. 400, the Court considered a substantially identical
statute authorizing the award of attorney's fees under Title II of
the Civil Rights Act of 1964. [
Footnote 8] In that case, the plaintiffs had prevailed,
and the Court of Appeals had held that they should be awarded their
attorney's fees "only to the extent that the respondents' defenses
had been advanced
for purposes of delay and not in good
faith.'" Id. at 390 U. S. 401.
We ruled that this "subjective standard" did not properly
effectuate the purposes of the counsel fee provision of Title II.
Relying primarily on the intent of Congress to cast a Title II
plaintiff in the role of "a `private attorney general,' vindicating
a policy that Congress considered of the highest priority," we held
that a prevailing plaintiff under Title II "should ordinarily
recover an attorney's fee unless special circumstances would render
such an award
Page 434 U. S. 417
unjust."
Id. at
390 U. S. 402.
We noted in passing that, if the objective of Congress had been to
permit the award of attorney's fees only against defendants who had
acted in bad faith, "no new statutory provision would have been
necessary," since even the American common law rule allows the
award of attorney's fees in those exceptional circumstances.
Id. at
434 U. S. 402
n. 4. [
Footnote 9]
In
Albemarle Paper Co. v. Moody, 422 U.
S. 405, the Court made clear that the
Piggie
Park standard of awarding attorney's fees to a successful
plaintiff is equally applicable in an action under Title VII of the
Civil Rights Act. 422 U.S. at
422 U. S. 415.
See also Northcross v. Memphis Board of Education,
412 U. S. 427,
412 U. S. 428.
It can thus be taken as established, as the parties in this case
both acknowledge, that under § 706(k) of Title VII a prevailing
plaintiff ordinarily is to be awarded attorney's fees in
all but special circumstances. [
Footnote 10]
III
The question in the case before us is what standard should
inform a district court's discretion in deciding whether to award
attorney's fees to a successful defendant in a Title VII action.
Not surprisingly, the parties in addressing the question in their
briefs and oral arguments have taken almost diametrically opposite
positions. [
Footnote 11]
The company contends that the
Piggie Park criterion for
a successful plaintiff should apply equally as a guide to the
Page 434 U. S. 418
award of attorney's fees to a successful defendant. Its
submission, in short, is that every prevailing defendant in a Title
VII action should receive an allowance' of attorney's fees "unless
special circumstances would render such an award unjust." [
Footnote 12] The respondent
Commission, by contrast, argues that the prevailing defendant
should receive an award of attorney's fees only when it is found
that the plaintiff's action was brought in bad faith. We have
concluded that neither of these positions is correct.
A
Relying on what it terms "the plain meaning of the statute," the
company argues that the language of § 706(k) admits of only one
interpretation: "A prevailing defendant is entitled to an award of
attorney's fees on the same basis as a prevailing plaintiff." But
the permissive and discretionary language of the statute does not
even invite, let alone require, such a mechanical construction. The
terms of § 706(k) provide no indication whatever of the
circumstances under which either a plaintiff or a defendant should
be entitled to attorney's fees. And a moment's reflection reveals
that there are at least two strong equitable considerations
counseling an attorney's fee award to a prevailing Title VII
plaintiff that are wholly absent in the case of a prevailing Title
VII defendant.
First, as emphasized so forcefully in
Piggie Park, the
plaintiff is the chosen instrument of Congress to vindicate "a
policy that Congress considered of the highest priority." 390 U.S.
at
390 U. S. 402.
Second, when a district court awards counsel fees to a prevailing
plaintiff, it is awarding them against a violator of federal law.
As the Court of Appeals clearly perceived,
"these policy considerations which support the award of fees to
a
Page 434 U. S. 419
prevailing plaintiff are not present in the case of a prevailing
defendant."
550 F.2d at 951. A successful defendant seeking counsel fees
under § 706(k) must rely on quite different equitable
considerations.
But if the company's position is untenable, the Commission's
argument also misses the mark. It seems clear, in short, that, in
enacting § 706(k) Congress did not intend to permit the award of
attorney's fees to a prevailing defendant only in a situation where
the plaintiff was motivated by bad faith in bringing the action. As
pointed out in
Piggie Park, if that had been the intent of
Congress, no statutory provision would have been necessary, for it
has long been established that even under the American common law
rule attorney's fees may be awarded against a party who has
proceeded in bad faith. [
Footnote 13]
Furthermore, while it was certainly the policy of Congress that
Title VII plaintiffs should vindicate "a policy that Congress
considered of the highest priority,"
Piggie Park, 390 U.S.
at
390 U. S. 402,
it is equally certain that Congress entrusted the ultimate
effectuation of that policy to the adversary judicial process,
Occidental Life Ins. Co. v. EEOC, 432 U.
S. 355. A fair adversary process presupposes both a
vigorous prosecution and a vigorous defense. It cannot be lightly
assumed that, in enacting § 706(k), Congress intended to distort
that process by giving the private plaintiff substantial incentives
to sue, while foreclosing to the defendant the! possibility of
recovering his expenses in resisting even a groundless action
unless he can show that it was brought in bad faith.
Page 434 U. S. 420
B
The sparse legislative history of § 706(k) reveals little more
than the barest outlines of a proper accommodation of the competing
considerations we have discussed. The only specific reference to §
706(k) in the legislative debates indicates that the fee provision
was included to "make it easier for a plaintiff of limited means to
bring a meritorious suit." [
Footnote 14] During the Senate floor discussions of the
almost identical attorney's fee provision of Title II, however,
several Senators explained that its allowance of awards to
defendants would serve "to deter the bringing of lawsuits without
foundation," [
Footnote 15]
"to discourage frivolous suits," [
Footnote 16] and "to diminish the likelihood of
unjustified suits being brought." [
Footnote 17] If anything can be gleaned from these
fragments of legislative history, it is that while Congress wanted
to clear the way for suits to be brought under the Act, it also
wanted to protect defendants from burdensome litigation having no
legal or factual basis. The Court of Appeals for the District of
Columbia Circuit seems to have drawn the maximum significance from
the Senate debates when it concluded:
"[From these debates] two purposes for § 706(k) emerge. First,
Congress desired to 'make it easier for a plaintiff of limited
means to bring a meritorious suit.' . . . But second, and equally
important, Congress intended to 'deter the bringing of lawsuits
without foundation' by providing that the 'prevailing party' -- be
it plaintiff or defendant -- could obtain legal fees."
Grubbs v. Butz, 179 U.S.App.D.C. 18, 20, 548 F.2d 973,
975.
The first federal appellate court to consider what criteria
should govern the award of attorney's fees to a prevailing
Page 434 U. S. 421
Title VII defendant was the Court of Appeals for the Third
Circuit in
United States Steel Corp. v. United States, 519
F.2d 359. There a District Court had denied a fee award to a
defendant that had successfully resisted a Commission demand for
documents, the court finding that the Commission's action had not
been "
unfounded, meritless, frivolous or vexatiously brought.'"
Id. at 363. The Court of Appeals concluded that the
District Court had not abused its discretion in denying the award.
Id. at 365. A similar standard was adopted by the Court of
Appeals for the Second Circuit in Carrion v. Yeshiva
University, 535 F.2d 722. In upholding an attorney's fee award
to a successful defendant, that court stated that such awards
should be permitted
"not routinely, not simply because he succeeds, but only where
the action brought is found to be unreasonable, frivolous,
meritless or vexatious."
Id. at 727. [
Footnote 18]
To the extent that abstract words can deal with concrete cases,
we think that the concept embodied in the language adopted by these
two Courts of Appeals is correct. We would qualify their words only
by pointing out that the term "meritless" is to be understood as
meaning groundless or without foundation, rather than simply that
the plaintiff has ultimately lost his case, and that the term
"vexatious" in no way implies that the plaintiff's subjective bad
faith is a necessary prerequisite to a fee award against him. In
sum, a district court may, in its discretion, award attorney's fees
to a prevailing defendant in a Title VII case upon a finding that
the plaintiff's action was frivolous, unreasonable, or without
foundation, even though not brought in subjective bad faith.
In applying these criteria., it is important that a district
court resist the understandable temptation to engage in
post
Page 434 U. S. 422
hoc reasoning by concluding that, because a plaintiff
did not ultimately prevail, his action must have been unreasonable
or without foundation. This kind of hindsight logic could
discourage all but the most airtight claims, for seldom can a
prospective plaintiff be sure of ultimate success. No matter how
honest one's belief that he has been the victim of discrimination,
no matter how meritorious one's claim may appear at the outset, the
course of litigation is rarely predictable. Decisive facts may not
emerge until discovery or trial. The law may change or clarify in
the midst of litigation. Even when the law or the facts appear
questionable or unfavorable at the outset, a party may have an
entirely reasonable ground for bringing suit.
That § 706(k) allows fee awards only to prevailing private
plaintiffs should assure that this statutory provision will not, in
itself, operate as an incentive to the bringing of claims that have
little chance of success. [
Footnote 19] To take the further step of assessing
attorney's fees against plaintiffs simply because they do not
finally prevail would substantially add to the risks inhering in
most litigation and would undercut the efforts of Congress to
promote the vigorous enforcement of the provisions of Title VII.
Hence, a plaintiff should not be assessed his opponent's attorney's
fees unless a court finds that his claim was frivolous,
unreasonable, or groundless, or that the plaintiff continued to
litigate after it clearly became so. And, needless to say, if a
plaintiff is found to have brought or continued such a claim in
bad faith, there will be an even stronger basis for
charging him with the attorney's fees incurred by the defense.
[
Footnote 20]
Page 434 U. S. 423
IV
In denying attorney's fees to the company in this case, the
District Court focused on the standards we have discussed. The
court found that "the Commission's action in bringing the suit
cannot be characterized as unreasonable or meritless" because "the
basis upon which petitioner prevailed was an
Page 434 U. S. 424
issue of first impression requiring judicial resolution" and
because the "Commission's statutory interpretation of § 14 of the
1972 amendments was not frivolous." The court thus exercised its
discretion squarely within the permissible bounds of § 706(k).
Accordingly, the judgment of the Court of Appeals upholding the
decision of the District Court is affirmed.
It is so ordered.
MR. JUSTICE BLACKMUN took no part in the consideration or
decision of this case.
[
Footnote 1]
Section 706(k) provides in full:
"In any action or proceeding under this title the court, in its
discretion, may allow the prevailing party, other than the
Commission or the United States, a reasonable attorney's fee as
part of the costs, and the Commission and the United States shall
be liable for costs the same as a private person."
78 Stat. 261, 42 U.S.C. § 2000e-5(k).
[
Footnote 2]
Equal Employment Opportunity Act of 1972, Pub.L. 92-261, 86
Stat. 103.
[
Footnote 3]
The Commission argued that charges as to which no private suit
had been brought as of the effective date of the amendments
remained "pending" before the Commission so long as the complaint
had not been dismissed and the dispute had not been resolved
through conciliation. The Commission supported its construction of
§ 14 with references to the legislative history of the 1972
amendments.
The District Court concluded that, when Rosa Helm was notified
in 1970 that conciliation had failed and that she had a right to
sue the company, the Commission had no further action legally open
to it, and its authority over the case terminated on that date.
Section 14's reference to "pending" cases was held "to be limited
to charges still in the process of negotiation and conciliation" on
the effective date of the 1972 amendments.
376
F. Supp. at 1074.
The District Court rejected on the merits two additional grounds
advanced by the company in support of its motion for summary
judgment.
[
Footnote 4]
The opinion of the District Court dealing with the motion for
attorney's fees is reported at 12 FEP Cases 533.
[
Footnote 5]
See, e.g., Clayton Act, 38 Stat. 731, 15 U.S.C. § 15;
Fair Labor Standards Act of 1938, 52 Stat. 1069, as amended, 29
U.S.C. § 216(b);
Packers and Stockyards Act, 42 Stat. 165,
7 U.S.C. § 210(f); Truth in Lending Act, 82 Stat. 157, 15 U.S.C. §
1640(a); and Merchant Marine Act, 1936, 49 Stat. 2015, 46 U.S.C. §
1227.
[
Footnote 6]
See, e.g., Privacy Act of 1974, 88 Stat. 1897, 5 U.S.C.
§ 552a(g)(2)(B) (1976 ed.); Fair Housing Act of 1968, 82 Stat. 88,
42 U.S.C. § 3612(c).
[
Footnote 7]
See, e.g., Trust Indenture Act of 1939, 53 Stat. 1171,
15 U.S.C. § 77
ooo(e); Securities Exchange Act of 1934, 48
Stat. 889, 897, 15 U.S.C. §§ 78i(e), 78r(a); Federal Water
Pollution Control Act, 86 Stat. 889, 33 U.S.C. § 1365(d) (1970 ed.,
Supp. V); Clean Air Act, 84 Stat. 1706, 42 U.S.C. § 1857h-2(d);
Noise Control Act of 1972, 86 Stat. 1244, 42 U.S.C. § 4911(d) (1970
ed., Supp. V).
[
Footnote 8]
"In any action commenced pursuant to this subchapter, the court,
in its discretion, may allow the prevailing party, other than the
United States, a reasonable attorney's fee as part of the costs,
and the United States shall be liable for costs the same as a
private person."
42 U.S.C. § 2000a-3(b).
[
Footnote 9]
The propriety under the American common law rule of awarding
attorney's fees against a losing party who has acted in bad faith
was expressly reaffirmed in
Alyeska Pipeline Co. v. Wilderness
Society, 421 U. S. 240,
421 U. S.
258-259.
[
Footnote 10]
Chastang v. Flynn & Emrich Co., 541 F.2d 1040, 1045
(CA4) (finding "special circumstances" justifying no award to
prevailing plaintiff);
Carrion v. Yeshiva Univ., 535 F.2d
722, 727 (CA2);
Johnson v. Georgia Highway Express, Inc.,
488 F.2d 714, 716 (CA5);
Parham v. Southwestern Bell Telephone
Co., 433 F.2d 421, 429-430 (CA8).
[
Footnote 11]
Briefs by
amici have also been filed in support of each
party.
[
Footnote 12]
This was the view taken by Judge Widener, dissenting in the
Court of Appeals, 550 F.2d 949, 952 (CA4). At least two other
federal courts have expressed the same view.
EEOC v. Bailey
Co., 563 F.2d 439, 456 (CA6);
United States v.
Allegheny-Ludlum Industries, 558 F.2d 742, 744 (CA5)
[
Footnote 13]
See n 9,
supra. Had Congress provided for attorney's fee awards
only to successful plaintiffs, an argument could have been made
that the congressional action had preempted the common law rule,
and that, therefore, a successful defendant could not recover
attorney's fees even against a plaintiff who had proceeded in bad
faith.
G. Byram Concretanks, Inc. v. Warren Concrete Products
Co. of New Jersey, 374 F.2d 649, 651 (CA3). But there is no
indication whatever that the purpose of Congress in enacting §
706(k) in the form that it did was simply to foreclose such an
argument.
[
Footnote 14]
Remarks of Senator Humphrey, 110 Cong.Rec. 12724 (1964).
[
Footnote 15]
Remarks of Senator Lausche,
id. at 13668.
[
Footnote 16]
Remarks of Senator Pastore,
id. at 14214.
[
Footnote 17]
Remarks of Senator Humphrey,
id. at 6534.
[
Footnote 18]
At least three other Circuits are in general agreement.
See
Bolton v. Murray Envelope Corp., 553 F.2d 881, 884 n. 2 (CA5);
Grubbs v. Butz, 179 U.S.App.D.C. 18, 20-21, 548 F.2d 973,
975 976;
Wright v. Stone Container Corp., 524 F.2d 1058,
1063-1064 (CA8).
[
Footnote 19]
See remarks of Senator Miller, 110 Cong.Rec. 14214
(1964), with reference to the parallel attorney's fee provision in
Title II.
[
Footnote 20]
Initially, the Commission argued that the "costs" assessable
against the Government under § 706(k) did not include attorney's
fees.
See, e.g., United States Steel Corp. v. United
States, 519 F.2d 359, 362 (CA3);
Van Hoomissen v. Xerox
Corp., 503 F.2d 1131, 1132-1133 (CA9). But the Courts of
Appeals rejected this position and, during the course of appealing
this case, the Commission abandoned its contention that it was
legally immune to adverse fee awards under § 706(k). 550 F.2d at
951.
It has been urged that fee awards against the Commission should
rest on a standard different from that governing fee awards against
private plaintiffs. One
amicus stresses that the
Commission, unlike private litigants, needs no inducement to
enforce Title VII, since it is required by statute to do so. But
this distinction between the Commission and private plaintiffs
merely explains why Congerss drafted § 706(k) to preclude the
recovery of attorney's fees by the Commission; it does not support
a difference in treatment among private and Government plaintiffs
when a prevailing defendant seeks to recover his attorney's fees.
Several courts and commentators have also deemed significant the
Government's greater ability to pay adverse fee awards compared to
a private litigant.
See, e.g., United States Steel Corp. v.
United States, supra at 364 n. 24; Heinsz, Attorney's Fees for
Prevailing Title VII Defendants: Toward a Workable Standard, 8
U.Toledo L.Rev. 259, 290 (1977); Comment, Title VII, Civil Rights
Act of 1964: Standards for Award of Attorney's Fees to Prevailing
Defendants, 1976 Wis.L.Rev. 207, 228. We are informed, however,
that such awards must be paid from the Commission's litigation
budget, so that every attorney's fee assessment against the
Commission will inevitably divert resources from the agency's
enforcement of Title VII.
See 46 Comp.Gen. 98, 100 (1966);
38 Comp.Gen. 343, 344-345 (1958). The other side of this coin is
the fact that many defendants in Title VII claims are small- and
moderate-size employers for whom the expense of defending even a
frivolous claim may become a strong disincentive to the exercise of
their legal rights. In short, there are equitable considerations on
both sides of this question. Yet § 706(k) explicitly provides that
"the Commission and the United States shall be liable for costs the
same as a private person." Hence, although a district court may
consider distinctions between the Commission and private plaintiffs
in determining the reasonableness of the Commission's litigation
efforts, we find no grounds for applying a different general
standard whenever the Commission is the losing plaintiff.