Present: All the Justices 

MANASSAS AUTOCARS, INC., 

T/A MANASSAS CHRYSLER 

v. Record No. 061458 OPINION BY JUSTICE ELIZABETH B. LACY 

 June 8, 2007 

DANIEL T. COUCH, ET AL. 

FROM THE CIRCUIT COURT OF PRINCE WILLIAM COUNTY 

Rossie D. Alston, Jr., Judge 

 In this appeal we consider whether the trial court erred 

in interpreting a regulation promulgated pursuant to Code 

§ 46.2-1581(12)(a), and in submitting to the jury claims under 

the Virginia Consumer Protection Act, Code § 59.1-196 et seq. 

(the VCPA) and the revocation of acceptance statute, Code 

§ 8.2-608. 

 Manassas Autocars, Inc., t/a Manassas Chrysler (Manassas) 

is an automobile dealer licensed by the Virginia Motor Vehicle 

Board. In February 2004, Daniel T. and Crystal L. Couch (the 

Couches) went to Manassas' showroom in response to a newspaper 

advertisement for a Chrysler Town & Country Touring minivan. 

The advertisement contained a picture of the minivan and 

listed a stock number, the principal equipment of the vehicle, 

and the sales price. Upon arriving at the dealership, the 

Couches were told that the minivan in the advertisement was 

not available because it had already been sold. The Manassas 

salesperson offered the Couches a Town & Country LX model 

minivan for a price slightly higher than the Touring model 
2

featured in the advertisement. The Couches ultimately agreed 

to purchase a new red LX model minivan. Manassas did not have 

a red LX model in stock but arranged to have one delivered 

from another dealership that day.

The Couches returned to the dealership a few hours later 

to pick up the LX model. While waiting for the vehicle to be 

cleaned, they filled out the purchase and financing agreements 

and made a $2,000 down payment. When the Couches saw the 

minivan, they noticed a grey circular "splotch" approximately 

seven to eight inches in diameter with a "drip" mark streaking 

three to four inches down to the wheel well of the passenger 

side rear panel. The Manassas salesperson told the Couches to 

make an appointment to bring the vehicle back and Manassas' 

detailer would remove the stain. The Couches made the 

appointment and drove the vehicle home. 

Over the next few weeks, Manassas tried unsuccessfully to 

remove the stain. Ultimately Manassas repainted the area 

affected by the stain without telling the Couches or getting 

their permission to do so. The Couches subsequently attempted 

to return the vehicle to Manassas, stating that they had 

purchased a new vehicle, not a repainted vehicle. Manassas 

refused to accept the repainted vehicle on the ground that 

title to the vehicle had passed.
3

 The Couches subsequently notified Manassas by letter that 

they were revoking acceptance of the vehicle, and returned the 

vehicle to Manassas, but Manassas had it towed back to the 

Couches' residence.1 At that point, the vehicle had been 

driven approximately 1,100 miles. 

 The Couches filed an amended motion for judgment against 

Manassas claiming that they properly revoked acceptance of the 

vehicle under Code § 8.2-608, and had suffered monetary 

damages as a result of the revocation. They also claimed that 

the use of the stock number in the advertisement of the Town & 

Country Touring vehicle, without any indication of limited 

availability, was a deceptive practice under Code § 46.2-

1581(12)(a) and, because the advertisement related to a 

consumer transaction, it violated Code § 59.1-200(A)(8) of the 

VCPA.2

 Manassas responded to the Couches' VCPA claim by citing a 

regulation adopted by the Motor Vehicle Board, 24 VAC § 22-30-

30(L), ("the regulation") which, according to Manassas, 

permits an advertisement for new vehicles to list such 

vehicles by stock number as "one means of satisfactorily 

 1

 The Couches also notified Suntrust Bank (Suntrust), the 

lender for the purchase, of the revocation. Suntrust 

eventually repossessed the vehicle.

2

 The amended motion for judgment contained additional 

claims which are not at issue in this appeal, including claims 

against Suntrust, which was eventually dismissed as a party. 
4

disclosing a limitation of availability." Manassas argued that 

the advertisement complied with the regulation and, because 

acts "authorized under laws or regulations of this 

Commonwealth" are excluded from the VCPA under Code § 59.1-

199(A), the Couches could not pursue a claim under the VCPA 

based on the advertisement. 

 At trial, Manassas sought to introduce the regulation as 

evidence that the advertisement containing the stock number 

was permissible. The trial court refused to admit the 

regulation, ruling that it was inconsistent with Code § 46.2-

1581(12)(a), and that statutes prevail over regulations in the 

event of a conflict. The jury returned a verdict in favor of 

the Couches, awarding damages of $3,993 on the revocation 

claim and $2,375 on the VCPA claim. The VCPA damages were 

increased to $7,125 because the jury found the violation 

"willful" under Code § 59.1-204(A). Manassas appeals. 

DISCUSSION 

I. The VCPA claim 

Manassas seeks reversal of the trial court's ruling that 

the regulation was inconsistent with Code § 46.2-1581(12)(a), 

and that Manassas therefore could not introduce the regulation 

or argue that compliance with the regulation was a defense to 

the Couches' claim of deceptive advertising. Manassas also 

complains that the trial court erred in allowing the Couches 
5

to maintain an action under the VCPA based on a violation of 

Code § 46.2-1581(12)(a). 

 As a preliminary matter, we agree with Manassas' 

statements that regulations of state agencies such as the 

Motor Vehicle Board have the force of law, Sargent Electric 

Co. v. Woodall, 228 Va. 419, 424, 323 S.E.2d 102, 105 (1984), 

and that an agency's interpretation of its governing statutes, 

as reflected in its regulations, is entitled to great weight. 

Commonwealth v. American Radiator & Standard Sanitary, 202 

Va. 13, 19, 116 S.E.2d 44, 48 (1960). Regulations, however, 

may not conflict with the authorizing statute. Judicial 

Inquiry & Review Comm'n v. Elliott, 272 Va. 97, 115, 630 

S.E.2d 485, 494 (2006). Whether a regulation is inconsistent 

with its enabling legislation is properly a subject of 

judicial review. See, e.g., General Motors Corp. v. Dep't of 

Taxation, 268 Va. 289, 292-95, 602 S.E.2d 123, 125-26 

(2004)(holding regulation promulgated by Department of 

Taxation was inconsistent with statute); Virginia Department 

of Taxation v. Blanks Oil Co., 255 Va. 242, 246-47, 498 S.E.2d 

914, 916 (1998)(holding regulation promulgated by Department 

of Taxation was not inconsistent with statute); WTAR Radio-TV 

Corp. v. Commonwealth, 217 Va. 877, 879-80, 234 S.E.2d 245, 

246-47 (1977)(holding regulation promulgated by the 
6

Commissioner of the Revenue was not "unwarranted extension" of 

statute). 

Code § 46.2-1581(12)(a) prohibits a motor vehicle dealer 

from advertising for sale a vehicle which the dealer has no 

intention to sell at the price or terms advertised. That 

section states: 

If a specific vehicle is advertised, the seller 

shall be in possession of a reasonable supply of 

said vehicles, and they shall be available at the 

advertised price. If the advertised vehicle is 

available only in limited numbers or only by 

order, that shall be stated in the advertisement. 

For purposes of this subdivision, the listing of 

a vehicle by stock number or vehicle 

identification number in the advertisement for a 

used vehicle is one means of satisfactorily 

disclosing a limitation of availability. Stock 

numbers or vehicle identification numbers shall 

not be used in advertising a new vehicle unless 

the advertisement clearly and conspicuously 

discloses that it relates to only one vehicle. 

Code § 46.2-1581(12)(a). The regulation promulgated by the 

Motor Vehicle Board pursuant to this statute states in 

relevant part: 

If the advertised vehicle is available only in 

limited numbers or only by order, that shall be 

stated in the advertisement. The listing of 

vehicles by stock numbers or vehicle 

identification numbers is permissible and is 

one means of satisfactorily disclosing a 

limitation of availability, provided a separate 

number is used for each vehicle. 

24 VAC § 22-30-30(L). Manassas argues that Code § 46.2-

1581(12)(a) specifically allows the use of stock numbers in 
7

advertising new vehicles "as long as the advertisement clearly 

and conspicuously discloses that the stock number used in the 

ad relates to only one vehicle." The regulation, according to 

Manassas, is consistent with the statute because the 

regulation states that, if a separate stock number is used for 

each car in the advertisement, the stock number satisfactorily 

discloses limitation of availability. 

Manassas' interpretation ignores the prohibition in Code 

§ 46.2-1581(12)(a) against using a stock number in the 

advertisement of new cars to indicate limited availability 

"unless the advertisement clearly and conspicuously discloses 

that it relates to only one vehicle." The plain meaning of 

this section is that, for new car advertisements, the stock 

number alone is insufficient to show limited availability and 

that something in the advertisement, in addition to the stock 

number, must clearly and conspicuously indicate that only one 

vehicle is available. The regulation, however, specifically 

allows the use of the stock number alone in an advertisement 

for a new car to serve as an indication of limited 

availability. Therefore, the regulation and the statute are 

in conflict and the trial court correctly concluded that the 

statute prevailed. See General Motors, 268 Va. at 293, 602 

S.E.2d at 125 ("It is equally well established, however, that 

if the language of a statute is clear and unambiguous, a 
8

regulatory interpretation . . . that is in conflict with the 

plain language of the statute cannot be sustained."). 

Accordingly, the trial court did not err in refusing to allow 

Manassas to introduce the regulation or argue as a defense 

that the advertisement at issue complied with the regulation.3

 

 Manassas also asserts the trial court erred in allowing 

the Couches to "maintain a VCPA claim based on their 

allegations that a violation of Code § 46.2-1581.12(a) was a 

fraudulent act or practice under the VCPA." While this 

assignment of error appears straightforward, Manassas' 

arguments at trial, and on brief and in oral argument in this 

Court encompass different legal issues. At oral argument 

Manassas addressed this assignment of error by arguing that 

the trial court did not have "subject matter jurisdiction" to 

consider a violation of Code § 46.2-1581 under the VCPA. 

Manassas based this position on the fact that Code § 46.2-1581 

is not included among the sections of Title 46.2 which are set 

forth in Code § 59.1-200 as possible violations of the VCPA. 

In other words, according to Manassas, the failure to include 

Code § 46.2-1581 in Code § 59.1-200 vested enforcement of that 

 3

 On brief and at oral argument before this Court, 

Manassas argued that the introduction of the regulation should 

have been allowed to rebut the Couches' allegation that the 

advertisement was a willful violation of the VCPA. However, 

Manassas never raised that argument as a grounds for admission 
9

section solely in the Motor Vehicle Board. Manassas did not 

make this argument in the trial court, however, and we 

therefore do not consider it. Rule 5:25. 

Manassas did argue on brief and at the trial court, 

however, that the Couches had no claim under the VCPA because 

of the provision in Code § 59.1-199(A) that the VCPA does not 

apply to "[a]ny aspect of a consumer transaction which aspect 

is authorized under laws or regulations of this Commonwealth. 

. . ." Manassas construes this language to mean that any 

aspect of a consumer transaction that is regulated by Title 

46.2, or by regulations adopted pursuant to that Title, 

becomes an "authorized" aspect of the transaction and is 

therefore exempt from the VCPA. Applying this logic to the 

case before us, Manassas argues that the advertisement at 

issue was exempt from a claim under the VCPA because it was 

"an aspect of the consumer transaction" between Manassas and 

the Couches, and dealer advertising is regulated and therefore 

"authorized" by Code § 46.2-1581 and the regulation. 

Manassas' construction of Code § 59.1-199(A) equates the 

word "authorized" with "regulated." This interpretation, if 

correct, would provide an exemption from the VCPA to all motor 

vehicle dealer advertising regardless of content, since such 

 

of the regulation before the trial court and we therefore do 

not consider it here. Rule 5:25. 
10

advertising is regulated pursuant to Title 46.2. Section 

59.1-199(A), however, exempts only those aspects of a consumer 

transaction that are "authorized." Authorized actions are 

those sanctioned by statute or regulation. Manassas was not 

entitled to exemption from a VCPA claim on the sole ground 

that motor vehicle dealer advertising is regulated by other 

statutory provisions and regulations. Accordingly, we find no 

error in the trial court's ruling that the Couches could 

pursue a claim under the VCPA in this case. 

II. Revocation of Acceptance 

 Code § 8.2-608 allows a buyer to revoke acceptance of 

goods if the goods contain a non-conformity that 

"substantially impairs its value to him" and if the buyer 

accepted the goods on the assumption that the nonconformity 

would be cured. Code § 8.2-608. The revocation must occur 

within a reasonable time after the nonconformity was 

discovered by the buyer and before there is any substantial 

change in the condition of the goods purchased. The buyer may 

recover damages incurred as a result of the revocation. Id.

 Manassas claims that the trial court erred in denying its 

motions to strike the Couches' revocation claim because the 

evidence did not establish that the nonconformity 

substantially impaired the vehicle's value to the Couches. 

Specifically, Manassas argues that under Gasque v. Mooers 
11

Motor Car Co., 227 Va. 154, 313 S.E.2d 384 (1984), the measure 

of substantial impairment of value to the buyer is not 

diminution in the value of the goods on the open market; 

rather, unless the evidence establishes otherwise, the usual 

and customary purpose of the goods ― in this case, 

transportation ― is presumed to be the reason for the purchase 

and the measure by which the value of the goods is determined. 

Considering this purpose, Manassas points out that there was 

no evidence that the nonconformity adversely affected the 

vehicle's "drivability." The only evidence offered at trial 

regarding value was the Couches' expert witness who testified 

that the repainting diminished the value of the vehicle by 20 

percent. Manassas contends that the Couches therefore failed 

to carry their burden of proof on their revocation claim and 

the trial court erred in submitting this issue to the jury. 

We disagree with Manassas' proposed application of Gasque. 

The plaintiffs in Gasque sought to revoke their 

acceptance of a new 1979 Fiat vehicle based on a number of 

problems such as a water leak, heater malfunction, inoperative 

clock and interior light, automatic choke problems, excessive 

oil consumption, loud vibrations, and other noises and 

rattles. The plaintiffs had driven the vehicle with these 

various defects for at least 4,500 miles prior to revocation, 

and the vehicle had been driven over 8,000 miles at the time 
12

of trial. The trial court struck the plaintiffs' evidence and 

entered judgment for the defendant dealer, holding that, under 

a "driveability" test, there was no substantial diminution in 

the value of the vehicle to the plaintiffs and the plaintiffs 

did not notify the dealer of the revocation within a 

reasonable time. 

On appeal to this Court, one issue was whether the 

"driveability" test used by the trial court was correct. The 

plaintiffs argued that the appropriate test was a subjective 

test, "under which the buyers need only persuade the factfinder that their 'faith has been shaken' in the product." 

227 Va. at 160, 313 S.E.2d at 389. We rejected this argument, 

holding that while a "driveability" test "would not be of 

universal application," the application of the test in that 

case was not erroneous "where the buyers failed to prove any 

need for the car beyond ordinary transportation." Id. at 161, 

313 S.E.2d at 389. 

The record in this case shows that Mr. Couch testified he 

wanted to purchase a new vehicle, not a repainted vehicle, and 

that the repainted vehicle was not the vehicle they purchased. 

Mrs. Couch testified that, if she had been told that Manassas 

intended to cure the defect in the vehicle by repainting it, 

she would not have given permission because she "purchased a 

vehicle at new car standards and if you paint it, then, it is 
13

no longer a new car." The Couches' expert witness then 

testified that the vehicle lost 20 percent of its value in its 

repainted condition. 

This record thus demonstrates that the Couches intended 

to buy not only a means of transportation but a new vehicle. 

When the nonconforming condition was repaired by repainting, 

the value of the vehicle to the Couches ― as a new vehicle ―

was impaired. The expert's testimony that the repainting 

caused a 20 percent decrease in value supports a determination 

that the impairment was substantial. Therefore the trial 

court did not err in submitting the Couches' revocation of 

acceptance claim to the jury. 

For the reasons stated above, we will affirm the judgment 

of the trial court. 

Affirmed.