COURT OF APPEALS OF VIRGINIA

Present: Judges Fulton, Friedman and Chaney

Argued by videoconference

LINDA F. GREEN

MEMORANDUM OPINION* BY

v. Record No. 1535-22-1 JUDGE VERNIDA R. CHANEY

APRIL 23, 2024

BRI’ANNE SHERVONNE GREEN

FROM THE CIRCUIT COURT OF THE CITY OF VIRGINIA BEACH

A. Bonwill Shockley, Judge

Steven G. Owen (Courthouse Law Group, on briefs), for appellant.

John P. O’Herron (Vanessa Macias Stillman; Alison R. Zizzo;

ThompsonMcMullan, P.C.; Midgett Preti Olansen PC, on brief), for 

appellee.

Linda F. Green and her late husband, Jimmy Jerome Green, signed a deed of gift to convey 

realty to Jimmy’s daughter, Bri’Anne Shervonne Green. But the deed’s granting clause included 

two separate parcels, Y-1, and Linda and Jimmy’s home, X-1. After Jimmy’s death, Linda asserted 

that parcel X-1 should not have been included in the deed of gift and requested that Bri’Anne

correct the deed. When Bri’Anne refused to correct the deed, Linda sued for reformation. Bri’Anne 

moved for summary judgment, arguing the deed is unambiguous and, therefore, parol evidence is 

inadmissible to prove Linda’s intent in making the conveyance. Linda contends the circuit court 

erred by entering summary judgment in Bri’Anne’s favor. She argues that the circuit court erred in 

finding no material facts in dispute, as the deed of gift’s description of the conveyed property is 

ambiguous. This Court agrees and reverses the circuit court’s judgment. 

* This opinion is not designated for publication. See Code § 17.1-413(A).

UNPUBLISHED
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BACKGROUND

This Court reviews the facts from the pleadings, orders, and admissions below. Rule 3:20. 

We recite those facts in the light most favorable to the party, Linda, whose complaint was dismissed 

on summary judgment. Klaiber v. Freemason Assocs., 266 Va. 478, 481-82 (2003). 

I. Linda and Jimmy signed a deed of gift that is unclear on the property conveyed to Bri’Anne.

Linda and Jimmy were married on December 22, 2000. Linda and Jimmy owned two 

parcels of land in Virginia Beach, 4744 First Court Road, known as Lot Y-1 (parcel number 1479 

45 7204 0000), and 4737 Hook Lane, known as Lot X-1 in a plat recorded in the Virginia Beach 

Circuit Court Clerk’s Office as Instrument No. 20180809000655420.

On July 20, 2007, Jimmy conveyed Lot X-1, Hook Lane, to himself and Linda as tenants by 

the entireties with the right of survivorship. Then, Jimmy and Linda built and occupied a home on 

the property. In Spring 2020, Jimmy learned that he had cancer and informed his daughter 

Bri’Anne that he wished to give her the First Court Road parcel, Lot Y-1. Jimmy directed Bri’Anne 

to hire an attorney to prepare the necessary documents. Bri’Anne’s attorney drafted a deed of gift to 

convey Lot Y-1, First Court Road, to Bri’Anne. 

On August 28, 2020, the attorney’s employee visited Jimmy and Linda to have them sign 

the deed. The first page of the deed of gift describes the property subject to the intended conveyed

gift as: “Map/Parcel Numbers.: Lot Y-1 170 45 7204 000 known as: 4744 First Court Rd, Virginia 

Beach, VA.” (Emphasis added). Meanwhile, the second page describes the property as:

ALL that certain lot, piece or parcel of land, with the buildings and 

appurtenances thereunto belonging, lying, being and situated in the 

City of Virginia Beach, Virginia, known, numbered and designated 

as Lots X-1 and Y-1 on the plat of the Subdivision of Lot X and Lot

Y . . . .

(Emphases added).
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Jimmy and Linda occupied their Hook Lane parcel, X-1, until Jimmy’s death on March 31, 

2021. Linda thereafter continued to occupy and make payments on the property. That July, she was 

informed by the mortgage holder for Hook Lane, Lot X-1, that the parcel had been conveyed to a 

new owner—Bri’Anne. Linda contacted Bri’Anne to demand that she correct the deed to reflect the 

parties’ intention to convey only the First Court Road parcel, Y-1. Bri’Anne refused.

II. Linda sued for reformation of the deed; the circuit court granted Bri’Anne summary judgment

 and dismissed Linda’s complaint.

Linda filed a complaint seeking reformation of the deed of gift “to conform to the original 

intent of the Grantors therein, to convey only lot Y-1 to Brianne.” Bri’Anne moved for summary 

judgment, asserting the deed unambiguously conveyed both properties and the parol evidence rule 

prevented the introduction of extrinsic evidence. At a hearing before the circuit court, Linda argued 

the deed was ambiguous and contradictory “on its face” because the first page only identified Lot 

Y-1 whereas the second page conveyed both lots. Linda contended, therefore, that there was a 

mistake and that the court had the power to reform the deed.

The circuit court entered summary judgment for Bri’Anne. Additionally, finding no 

material fact in dispute, the circuit court dismissed Linda’s complaint with prejudice. This appeal 

followed. 

ANALYSIS

I. Standard of Review

“Summary judgment may not be entered if any material fact is genuinely in dispute.” Stahl

v. Stitt, 301 Va. 1, 8 (2022) (quoting Rule 3:20). Summary judgment is a drastic remedy and should 

be granted only in the rare times no material facts are disputed. See, e.g., Neal v. Sec’y of Dep’t of 

Veterans Affairs, 79 Va. App. 1, 10 n.2 (2023) (If “evidence is conflicting on a material point or if 

reasonable persons may draw different conclusions from the evidence, summary judgment is not 
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appropriate.” (citation omitted)). A fact is “material” if it can affect the outcome of a case. 

Brizzolara v. Sherwood Mem’l Park, Inc., 274 Va. 164, 188 (2007). 

“We review de novo a circuit court’s interpretation of words in a deed.” Marble Techs., Inc. 

v. Mallon, 290 Va. 27, 33 (2015). Deeds are contracts; therefore, this Court applies the same rules 

of construction to a deed as it does to a contract. See, e.g., Wetlands Am. Trust, Inc. v. White Cloud 

Nine Ventures, L.P., 291 Va. 153, 160 (2016) (“[L]ike other contracts, we review a trial court’s 

construction of a deed of easement de novo.”). “The question whether the language of a contract is 

ambiguous is a question of law which we review de novo.” Robinson-Huntley v. George 

Washington Carver Mut. Homes Ass’n, 287 Va. 425, 429 (2014) (quoting Eure v. Norfolk 

Shipbuilding & Drydock Corp., 263 Va. 624, 631 (2002)). Summary judgment is inappropriate if 

the party seeking it has failed to offer a construction of the relevant contractual provisions “that 

could be deemed so clear that it unambiguously excludes the explanation offered by the opponent.” 

Cascades N. Venture Ltd. P’Ship v. PRC Inc., 249 Va. 574, 582 (1995). 

II. The deed of gift is facially ambiguous. Extrinsic evidence is therefore admissible to prove its 

meaning.

Bri’Anne contends that the parol evidence rule bars extrinsic evidence proving that the 

intended gift was the First Court Road parcel, Y-1, because Linda’s complaint does not allege that 

the deed is ambiguous. Bri’Anne argues, alternatively, that the deed is unambiguous. This Court 

disagrees. 

Linda sufficiently pleaded ambiguity. Although her complaint did not expressly allege the

deed is ambiguous, she alleged that the deed refers to the conveyed gift in contradictory ways—that 

the first page lists only one property, Lot Y-1, and the second page apparently conveys two, Lots 

Y-1 and X-1. A deed is ambiguous where it can be understood “more than one way or when it 

refers to two or more things at the same time.” Video Zone, Inc. v. KF&F Props., L.C., 267 Va. 

621, 625 (2004) (citation omitted); see Renner Plumbing v. Renner, 225 Va. 508, 515 (1983); see 
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also Allen v. Green, 229 Va. 588, 593 (1985) (“[T]he words [describing the property conveyed] 

admit of two different meanings and are thus ambiguous.”); id. (“Here, the ambiguity consisted in 

uncertainty concerning the subject matter to which the language was intended to apply.”). 

Likewise, here, the deed of gift describes potentially two different intended conveyances—a 

conveyance of only one property, or a conveyance of two. Both cannot be true. On the face of this 

deed, however, both are plausible readings. It follows that Linda’s allegation that the deed describes 

the conveyed gift in more than one way is an allegation that the deed is ambiguous.

Generally, extrinsic evidence is not admissible to vary the terms of an unambiguous written 

instrument. Camp v. Camp, 220 Va. 595, 597-98 (1979); Vanover v. Hollyfield, 151 Va. 287, 292

(1928). Extrinsic evidence can be introduced, however, to explain the meaning of an ambiguous

written instrument. See, e.g., Georgiades v. Biggs, 197 Va. 630, 634 (1956) (“If a written contract is 

so ambiguous or obscure in its terms that all contractual intention of the parties cannot be 

understood from a mere inspection of the instrument, extrinsic evidence . . . may be received to 

enable the court to make a proper interpretation of the instrument.” (quoting 20 Am. Jur., Evidence

§ 1160, p. 1014)); see also Dempsey v. Dempsey, No. 0913-20-4, slip op. at 6, 2021 Va. App.

LEXIS 63, at *8 (Apr. 20, 2021) (“When the language of a contract is ambiguous, parol evidence is 

admissible, not to contradict or vary contract terms, but to establish the real contract between the 

parties . . . [and] to determine the intention of the parties.” (alteration in original) (citation 

omitted)).

1

“An ambiguity exists when language is of doubtful import, admits of being understood in 

more than one way, admits of two or more meanings, or refers to two or more things at the same 

1 While not binding, unpublished cases may be cited as persuasive authority. E.g., Rule 

5A:1(f); Smith v. Commonwealth, 78 Va. App. 371, 383 n.4 (2023). 
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time.” Allen, 229 Va. at 592. The deed here can be understood in more than one way and is

therefore ambiguous.

On the deed’s first page, the only property parcel listed in the recording recital is the First 

Court Road parcel. Thus, the recording recital implies that the only parcel to be conveyed is the 

First Court Road parcel. The second page of the deed, however, has a granting clause apparently 

conveying both the First Court Road, Lot Y-1, and the Hook Lane, Lot X-1, parcels. And the 

granting clause variously refers to the conveyed property as a “lot,” two “lots,” and “a Lot and a 

Lot,” adding to the ambiguity. Thus, the conveyed property is identified and described in 

contradictory ways. 

But, Bri’Anne argues, the deed’s recording recital is irrelevant and prefatory. Therefore, she 

continues, the variance between the first and second pages cannot create an ambiguity “as a matter 

of law.” Virginia has long recognized that inconsistent preambles and granting clauses can present 

ambiguities. See, e.g., Goodson v. Capehart, 232 Va. 232, 236 (1986) (finding a deed ambiguous 

because its “preamble appears to express an intention to create a life estate with a remainder over, 

and a granting clause which purports to convey a fee simple absolute”). The law discourages 

drafting gift deeds as this one was drafted—describing the conveyance of property two ways across 

two pages. See Code § 17.1-252 (requiring that parcel identification numbers of affected properties 

be placed on the “first page” of the deed). 

The varying identifications of the property conveyed in the deed of gift makes the intended 

conveyance susceptible to two meanings, making the deed of gift ambiguous. Because the deed is 

ambiguous, extrinsic evidence is admissible to explain its intended meaning.2 The circuit court 

2 We do not address Bri’Anne’s arguments concerning parol evidence. Likewise, we do 

not hold that Linda has sufficiently established mutual mistake to justify reformation. We hold 

only that the deed is ambiguous such that Linda should have been allowed to introduce extrinsic

evidence of its meaning. See, e.g., Verizon Va. LLC v. State Corp. Comm’n, ___ Va. ___, ___

n.4 (Nov. 30, 2023) (we are to resolve cases on the best and narrowest grounds available). 
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erred by excluding that evidence. This issue of the deed’s meaning creates a dispute about an 

outcome-determinative—and therefore material—fact, making summary judgment inappropriate. 

See, e.g., Fultz v. Delhaize Am., Inc., 278 Va. 84, 88 (2009) (finding that the circuit court 

“incorrectly . . . short-circuited litigation pretrial and has decided the dispute without permitting the 

parties to reach a trial on the merits”); Cascades N. Venture Ltd. P’ship, 249 Va. at 582 (“Because 

the meaning of the disputed lease provisions is unclear, the intention of the parties is a material issue 

in dispute, so that summary judgment was improper.”). 

CONCLUSION

For these reasons, this Court reverses the circuit court’s judgment and remands to the circuit 

court for further proceedings consistent with this opinion. 

Reversed and remanded.