IN THE COURT OF APPEALS OF TENNESSEE

AT NASHVILLE

February 15, 2002 Session

SOUTHWEST WILLIAMSON COUNTY COMMUNITY ASSOCIATION,

ET AL. v. J. BRUCE SALTSMAN, SR., 

 Appeal from the Chancery Court for Davidson County

No. 99-2368-I Irvin H. Kilcrease, Jr., Chancellor

No. M2001-00654-COA-R3-CV - Filed May 16, 2002

A group of Williamson County residents whose property was threatened by highway construction

filed a Petition for a Declaratory Order against the Tennessee Department of Transportation. They

argued that the Department violated the statute that authorized the project by not complying with the

environmental standards for construction of an interstate highway. The Administrative Law Judge

denied the petition, and the trial court affirmed the ALJ. We affirm the trial court.

Tenn. R. App. P. 3 Appeal as of Right; Judgment of the Chancery Court 

Affirmed and Remanded

BEN H.CANTRELL, P.J., M.S., delivered the opinion of the court, in which WILLIAM B.CAIN,J. and

JEFFREY F. STEWART, SP. J., joined.

David E. Lemke, Nashville, Tennessee, for the appellants, Southwest Williamson County

Community Association, William B. Caldwell, and Micaro Properties.

Paul G. Summers, Attorney General and Reporter; Michael E. Moore, Solicitor General; Michael

W. Catalano, Associate Solicitor General, for the appellee, J. Bruce Saltsman, Sr., Commissioner,

Tennessee Department of Transportation.

OPINION

I. A CONTROVERSIAL HIGHWAY

The chain of events that led to this dispute arose from the 1986 Tax Act, which among other

things, raised the tax on all gasoline sold, stored or distributed in Tennessee, in order to fund a

number of transportation projects. A part of the Act, Tenn. Code. Ann. § 67-3-2003, listed specific

highway projects that were to benefit from the gasoline tax increases, and included the following:
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The projects listed in the memorandum dated April 1, 1986 from

Commissioner Dale Kelley to Senator Henry, Senator Darnell, Representative Bragg

and Representative Robinson shall constitute and comprise the projects to be

completed no later than the end of the 1998-1999 fiscal year, and the provisions of

such memorandum are hereby incorporated by reference. No project shall be deleted

or changed from such memorandum without the approval of the speaker of the house

of representatives and the speaker of the senate. 

Tenn. Code. Ann. § 67-3-2003(b)(1)(A). 

The memorandum in question was in the form of a letter to the four legislative Chairmen,

stating that the increase in the gas tax would “fund a program containing six interstate-type parkways

and fifteen priority projects.” An addendum to the letter listed six different roads, including one

referred to as both Interstate 840 and I-840, with a length of 77 miles and an estimated cost of

$351,000,000, and described as follows: “Middle Tennessee Parkway from I-40 West of Nashville,

Extending South of Nashville to I-40 East of Nashville (Construct 4-Lane Divided Highway).”

The label attached to the road is central to the current dispute. The petitioners insist that by

calling it I-840, both the legislature and the transportation commissioner bound themselves to

construct it as an interstate highway, while the Department argues that it was entitled to designate

the road as a state highway if it so chose. At some point, the Department began to refer to the

uncompleted highway as State Route 840. These designations have more than a semantic

significance, for the federal government imposes environmental requirements on the construction

of interstate highways, which do not apply to state highways. In this opinion, we will refer to the

disputed highway as Route 840. 

The Tennessee Department of Transportation (TDOT) began work on Route 840 soon after

enactment of the 1986 Tax Act, including planning, design, right-of-way acquisition, financing, and

construction for the four-lane access controlled highway. In November of 1991, the Commissioner

submitted an application to the United States Secretary of Transportation to designate Route 840 as

an interstate highway, but he subsequently withdrew the application. 

II. A CHALLENGE TO THE DEPARTMENT OF TRANSPORTATION

The plans for Route 840 called for the road to cross the counties of Dickson, Hickman,

Williamson, Rutherford and Wilson, with almost half of its length located within the borders of

Williamson County. A group of landowners in Southwest Williamson County were alarmed by the

impact that work on the highway was having on their property and on their communities, and in 1997

they formed a non-profit association to deal with the environmental questions raised by Route 840,

and with other issues of importance to their communities. The pleadings in this case recite that the
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members of the Southwest Williamson County Community Association are individuals who reside

and/or own property in the communities of Bending Chestnut, Bingham, Boston, Burwood,

Craigfield, Fernvale, Greenbriar, Hillboro/Leiper’s Fork, Kingfield, Peach Hollow, Southhall, and

West Harpeth.

On June 8, 1998, the Association, individual landowner William B. Caldwell, and a

Tennessee partnership managed by Mr. Caldwell filed a Petition for Declaratory Order with the

Department of Transportation. The petitioners asked for (1) a declaration that TDOT’s construction

of the disputed highway was in violation of Tenn. Code. Ann. § 67-3-2003(b)(1)(A), and (2) an order

halting construction on the road until the Department could demonstrate that it had complied with

all federal statutes and regulations applicable to interstate highways.

On March 23, 1999, the TDOT Commissioner entered an order directing Administrative Law

Judge (ALJ) James A. Hornsby to hear the matter. The hearing was conducted on May 7, 1999, and

involved a technical record of fifteen volumes and over 2,000 pages. The ALJ issued an Initial Order

denying the petition on June 11, 1999. The order became final on June 21, 1999. The petitioners

filed a Petition for Judicial Review in the Chancery Court of Davidson County on August 20, 1999,

pursuant to Tenn. Code. Ann. § 4-5-225. The court affirmed the final order of the ALJ on February

1, 2001. This appeal followed.

III. RULES OF STATUTORY CONSTRUCTION

The primary argument on appeal is the same one that was presented to, and rejected, by the

ALJ and the chancery court: that by building Route 840 as a state highway rather than as an

interstate, the Department of Transportation was acting in violation of the statute that authorized its

construction. We note that although the road in question is referred to in the Commissioner’s

memorandum as I-840 and Interstate 840, in the same document it is also referred to as one of six

“interstate-type parkways.” The statute itself (as opposed to the memorandum incorporated by

reference into it) did not otherwise make reference to the interstate highway system. 

The most fundamental rule of statutory construction is to ascertain and give effect to the

intention or purpose of the legislature as expressed in the statute. Memphis Pub. Co. v. Tennessee

Petroleum Underground Storage Tank Bd., 975 S.W.2d 303 (Tenn. 1998); Westinghouse Electric

Corp. v. King, 678 S.W.2d 19 (Tenn. 1984). The appellants quote from Steele v. Industrial

Development Board, 950 S.W.2d 345 (Tenn. 1997), to argue that the inclusion of the words “I-840"

and “Interstate 840" in the memorandum, and the adoption of the memorandum by the General

Assembly demonstrates a legislative intention to build the road in accordance with all of the rules

and regulations applicable to interstate highways:

“legislative intent is to be ascertained from the ordinary and natural meaning of the

language used in the statute, without any forced or subtle construction that would

extend or limit its meaning. The statute must be construed in its entirety, and it
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should be assumed that the legislature used each word purposely and that those words

convey some intent and have a meaning and a purpose.”

950 S.W.2d at 348.

Appellee quotes the language from Steele that immediatelyfollows the above, and argues that

a broader reading of the statute than is advocated by the appellants is necessary in order to ascertain

the true intentions of the legislature: 

“The background, purpose, and general circumstances under which words are

used in a statute must be considered, and it is improper to take a word or a few words

from its context and, with them isolated, attempt to determine their meaning.”

Ibid.

Appellee notes that the caption and body of the 1986 Tax Act indicates a purpose only to

amend the Tax Code, in order to increase state revenues for highways. He argues that the appellant

has seized upon the words “Interstate 840" in isolation to reach a conclusion that is unsupported by

any other language in the statute: namely that the legislature intended to bind the Department of

Transportation to seek federal funding, to plan, and to construct Route 840 as a federal aid highway,

thereby subjecting the entire project to all the federal statutes, regulations and approvals that apply

to such projects.

Both parties urge us to look at some related statutes, in accordance with another rule of

statutory construction, that statutes relating to the same subject matter and forming a single scheme

should be construed together to promote consistency and uniformity. State ex rel. Witcher v. Bilbrey,

878 S.W.2d 567 (Tenn. Ct. App. 1994); Westinghouse Electric v. King, 678 S.W.2d 19 (Tenn. 1984).

Appellants direct our attention to some subsequent enactments, including Acts 1997, ch. 316,

§ 1, which added another subsection to Tenn. Code. Ann. § 67-3-2003, and which states in pertinent

part, “[t]he commissioner of transportation may consider a northern route to complement the

Bicentennial Parkway project known as Interstate 840.” Tenn. Code. Ann. § 67-3-2003(e).

Appellants also point out that both before and after the Commissioner withdrew the application to

have the road designated as an interstate highway, numerous planning documents, press releases, and

other documents emanating from the Department of Transportation, have referred to the disputed

road as I-840.

Appellee directs us to Tenn. Code. Ann. § 54-1-105, which describes the rather extensive

authority of the Commissioner of Transportation over the “construction, repair, and maintenance of

all roads . . . .” He argues that the Commissioner’s authority includes the power to seek whatever

designation of Route 840 that in his judgment best serves the needs of the people of Tennessee, and

that there is nothing in the 1986 Tax Act expressly stating or necessarily implying an intent to

modify or limit his authority. 
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Appellee also argues that we must give deference to the interpretation of statute followed by

the administrative agency charged with its enforcement or execution. Consumer Advocate Division

v. Greer, 967 S.W.2d 759 (Tenn. 1998); Riggs v. Burson, 941 S.W.2d 44 (Tenn. 1997). This wellestablished rule perhaps carries additional weight here, because the letter and memorandum from

which this case arose was drafted not by the legislature, but by the Commissioner of the agency with

the primary responsibility for roads in this state. 

Both parties have ably presented arguments in support of their respective positions, and if

we considered Tenn. Code. Ann. § 67-3-2003 in isolation, this case might present a closer question.

It appears to us, however, that to correctly interpret the Tennessee statute, we must also consider the

effect of the federal statute that sets out the process for making additions to the interstate highway

system. 

IV. THE INTERSTATE HIGHWAY SYSTEM

As the Commissioner points out, neither he nor the legislature of this state nor its courts have

the power to designate a road as part of the interstate highway system. That power is vested solely

in the United States Secretary of Transportation, who may grant such a designation upon the

application of the state. See 23 U.S.C. § 103(c). 

The federal statute provides two ways whereby a road becomes a part of the interstate system.

If a road has not yet been built or not yet built to interstate standards, and the Secretary determines

that such a route would provide “a logical addition or connection to the Interstate System,” then upon

the recommendation of the state in which the highway is located, the Secretary may designate it as

a route on the system. The Secretary’s designation is conditional upon the state entering into a

written agreement to meet all the interstate standards, apparently including compliance with all

applicable federal rules, including the preparation of environmental impact statements prior to

beginning construction. 23 U.S.C. §103(c)(4)(B).

A highway may also be added to the federal interstate system after it has been completed.

23 U.S.C. 103(c)(4)(A). As in Subsection (B), supra, the Secretary must first determine that the

highway would be a logical addition or connection to the interstate highway system, and the state

must recommend its inclusion. The completed highway must also meet all the standards of

construction required for interstate highways, but it seems unlikely that this would include a

backward look to determine if the proper environmental studies were done prior to construction. 

The appellants are not arguing thattheDepartment must eventually apply for interstate status.

They argue rather, that because of the use of the words “I-840" and “Interstate 840" in the

commissioner’s memorandum, the only acceptable interpretation of Tenn. Code. Ann. § 67-3-2003

is that the State was required to seek designation of the road as an interstate prior to beginning

construction, and/or to comply with all the environmental regulations that accompany that process.
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We cannot fault the petitioners for seeking to protect their land and their communities. It

appears to us, however, that their reading of Tenn. Code. Ann. § 67-3-2003 would impermissibly

stretch and distort the limits of statutory interpretation. Even if we agreed that Tenn. Code. Ann. §

67-3-2003 requires the Department to seek interstate status for Route 840, we cannot find anything

in the statute to indicate that it is required to seek such status under Subsection (B) of 23 U.S.C. §

103(c)(4), rather than under Subsection (A). We therefore must reject the petitioners’ argument. 

 

V. OTHER ISSUES

a. THE TIME FOR COMPLETION OF ROUTE 840

The second issue raised by the Association involves the Department’s failure to complete

Route 840 before the end of the 1998-1999 fiscal year, as Tenn. Code. Ann. § 67-3-2003(b)(1)(A)

states that it is to do. The appellants argue that the 1998-1999 fiscal year-end is a mandatory

deadline for completion of this (and other) projects, and that it therefore must abandon all such

projects unless and until the General Assembly decides to extend the time for TDOT to complete

them. The trial court held, however, that the schedule in the statute was not mandatory, but directory

only. The trial court’s holding is consistent with the general rule that “statutory provisions relating

to the mode or time of doing an act to which the statute applies are ordinarily held to be directory

rather than mandatory.” See Trapp v. McCormick, 130 S.W.2d 122 (Tenn. 1939); Presley v. Bennett,

860 S.W.2d 857 (Tenn. 1993). 

The appellee points out that the 1986 Tax Act states that the new gasoline tax was intended,

among other things, to generate funding for new construction on the primary system of state

highways over the period from 1986 to 1999, Tenn. Code. Ann. § 67-3-2001(f)(1)(C), and that the

projected completion dates were designed to match this goal. The appellee argues that the

Department’s ability to meet this schedule depends on sufficient tax revenues being generated each

year, and sufficient funds being appropriated each year by the General Assembly so these and other

projects can be completed on time. The appellee argues, in short, that the Department’s ability to

meet the schedule set out by the General Assembly is at least partly beyond its control, and partly

within the control of the General Assembly itself. He has not argued, however, that the delay in the

completion of the road was actually due to inadequacy of funding.

It is of greater importance for the appellee’s argument that there is nothing in the 1986 Tax

Act or in any subsequent enactment by the legislature that would repeal its authorization of Route

840, or to establish any other penalty or legal consequence if TDOT does not finish the project on

schedule. Given the legislature’s silence on a matter that would be indispensable if it intended to

compel the Department to meet the schedule it set out, we must conclude that the trial court was

correct in holding that the 1999 completion date should be considered to be directory rather than

mandatory. 
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b. AUTHORIZATION BY THE LEGISLATIVE SPEAKERS

Appellants’ final argument is that the Commissioner violated the terms of Tenn. Code. Ann.

§ 67-3-2003(b)(1)(A) by not obtaining the approval of the Speaker of the House of Representatives

and the Speaker of the Senate before changing Route 840 from an interstate highway to a state

highway. While a change in the path of the road or in its configuration as a four-lane highway might

require the assent of the two speakers, we have already held that the legislature did not intend to bind

the Department of Transportation to build Route 840 as an interstate highway. The Commissioner

was therefore not required to get permission before designating Route 840 as a state highway. 

 VI.

The order of the trial court is affirmed. Remand this cause to the Chancery Court of

Davidson County for further proceedings consistent with this opinion. Tax the costs on appeal to

the appellants, Southwest Williamson County Community Association, William B. Caldwell and

Micaro Properties. 

_________________________________________ 

BEN H. CANTRELL, PRESIDING JUDGE, M.S.