American Nat. Red Cross v. S. G., 505 U.S. 247, 11 (1992)

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Cite as: 505 U. S. 247 (1992)

Opinion of the Court

it closer to the former.9 Finally, in D'Oench, Duhme we based our finding of jurisdiction on the "sue and be sued" provision of the FDIC charter, which mentioned the federal courts in general, but not a particular federal court.

The rule established in these cases makes it clear that the Red Cross Charter's "sue and be sued" provision should be read to confer jurisdiction. In expressly authorizing the organization to sue and be sued in federal courts, using language resulting in a "sue and be sued" provision in all relevant respects identical to one on which we based a holding of federal jurisdiction just five years before, the provision extends beyond a mere grant of general corporate capacity to sue, and suffices to confer federal jurisdiction.

IV

Respondents offer several arguments against this conclusion, none of which we find availing.

9 The dissent is playful in manufacturing a conflict between our synthesis of the cases and the opinion in Bankers Trust Co. v. Texas and Pacific R. Co., 241 U. S. 295 (1916). See post, at 272. The dissent first quotes the Court's construction in the Bankers Trust opinion, that the clause at issue there implied no jurisdictional grant, but simply rendered the corporation " 'capable of suing and being sued by its corporate name in any court of law or equity—Federal, state or territorial—whose jurisdiction as otherwise competently defined was adequate to the occasion.' " Post, at 272 (emphasis omitted) (quoting 241 U. S., at 303). The dissent then concludes that "[t]hat paraphrasing of the railroad charter, in terms that would spell jurisdiction under the key the Court adopts today, belies any notion that Bankers Trust was using the same code book." Post, at 273. The dissent thus attempts to set up a conflict between our analysis and the result in Bankers Trust, by suggesting that that Court's interpretation of the provision (i. e., to confer capacity to sue in courts including federal ones) should itself be subject to a second-order interpretation, which under our analysis might require a holding of jurisdiction, the conclusion rejected by the Bankers Trust Court. This "interpretation of an interpretation" methodology is simply illegitimate, originating not in our opinion but in the dissent's whimsy. Like our predecessors, we are construing a charter, not a paraphrase.

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