IN THE SUPREME COURT, STATE OF WYOMING

2017 WY 47

 APRIL TERM, A.D. 2017

May 3, 2017

MARK BROCK and DELLA BROCK, 

Appellants

(Plaintiffs),

v.

STATE OF WYOMING, ex rel., WYOMING 

WORKFORCE SERVICES, UNEMPLOYMENT 

INSURANCE DIVISION, 

Appellee

(Defendant).

S-16-0189

W.R.A.P. 11 Certified Question

from the United States District Court for the District of Wyoming

The Honorable Scott W. Skavdahl, Judge

Representing Appellants:

Jonathon I. Aimone, Lemich Law Center, Rock Springs, Wyoming.

Representing Appellee:

Peter K. Michael, Attorney General; Daniel E. White, Deputy Attorney General; 

Michael J. Finn, Senior Assistant Attorney General; Benjamin E. Fischer, 

Assistant Attorney General; Charlotte M. Powers, Assistant Attorney General. 

Argument by Ms. Powers.

Before BURKE, C.J., and HILL, DAVIS, FOX, and KAUTZ, JJ.

NOTICE: This opinion is subject to formal revision before publication in Pacific Reporter Third. Readers 

are requested to notify the Clerk of the Supreme Court, Supreme Court Building, Cheyenne, Wyoming 

82002, of any typographical or other formal errors so that correction may be made before final publication in 

the permanent volume.
1

BURKE, Chief Justice.

[¶1] The United States District Court for the District of Wyoming certified a question 

to this Court concerning the relative priority of liens against real property. This question 

asks us to determine whether a lien created by a certificate of purchase for delinquent 

taxes held by Appellants, Mark and Della Brock, is superior to a lien held by the State of 

Wyoming, Department of Workforce Services, for unpaid contributions to the 

unemployment compensation fund. We answer the certified question in the affirmative.

CERTIFIED QUESTION

[¶2] Is a lien against real property created by a certificate of purchase for delinquent 

taxes pursuant to Wyo. Stat. Ann. § 39-13-108(d)(ii) superior to any lien held by the State 

of Wyoming, Department of Workforce Services under Wyo. Stat. Ann. § 27-3-511(b) 

for unpaid contributions and interest to the unemployment compensation fund?

FACTS

[¶3] The federal district court’s certification order contains a statement of facts 

pertinent to the certified question. According to that order, this case concerns real estate

in Uinta County and encumbrances against the property arising from the failure of 

Sagebrush Broadcasting Company, Inc. to satisfy various financial obligations. Claims 

against the property have been asserted by the Brocks, the Department of Workforce 

Services, the United States Internal Revenue Service, and others. The Brocks paid past 

due taxes on the property in 2010 and obtained a “Certificate of Purchase of Real Estate 

for Taxes” relating to the property. They also paid taxes on the property through October 

2014. They claim they are entitled to approximately $22,000 in satisfaction of the taxes 

(including interest), costs, and attorneys’ fees incurred in perfecting their title to the 

property.

[¶4] The Department has also filed liens against the property for delinquent 

unemployment insurance contributions, interest, and fees. The Department filed its first 

lien on August 23, 2006, and subsequently filed an additional 14 liens against the 

property. As of May 2016, the delinquent contributions, plus interest, totaled $19,683.47.

The Internal Revenue Service filed its lien in 2009 for unpaid federal tax liabilities 

assessed against Sagebrush. The IRS’s lien is in the principal amount of $74,983.24.

[¶5] This litigation began in January 2015, when the Brocks filed suit in state district 

court seeking foreclosure of their lien and a declaration that their lien is superior to all 

other encumbrances against the property. The Brocks named the Department and the IRS 
2

as defendants.

1

The IRS removed the case to federal district court and has conceded that

both the Brocks’ and the Department’s liens have priority over its federal tax liens.

[¶6] The federal district court certified the issue to this Court to determine the relative 

priority of the interests held by the Department and the Brocks in the Sagebrush property.

We agreed to answer the certified question.2

STANDARD OF REVIEW

[¶7] The certified question presents an issue of statutory interpretation. We review 

questions of statutory interpretation de novo. Yager v. State, 2015 WY 139, ¶ 7, 362 P.3d 

777, 779 (Wyo. 2015).

DISCUSSION

[¶8] In answering the certified question, we apply our usual rules of statutory 

interpretation: “Our paramount consideration is the legislature’s intent as reflected in the 

plain and ordinary meaning of the words used in the statute. Initially, we determine 

whether the statute is clear or ambiguous.” Spreeman v. State, 2012 WY 88, ¶ 10, 278 

P.3d 1159, 1162 (Wyo. 2012).

A statute is unambiguous if its wording is such that 

reasonable persons are able to agree as to its meaning with 

consistency and predictability. Unless another meaning is 

clearly intended, words and phrases shall be taken in their 

ordinary and usual sense. Conversely, a statute is ambiguous 

only if it is found to be vague or uncertain and subject to 

varying interpretations. In determining whether a statute is 

ambiguous we begin by making an inquiry respecting the 

ordinary and obvious meaning of the words employed 

according to their arrangement and connection. We construe 

the statute as a whole, giving effect to every word, clause, and 

sentence, and we construe all parts of the statute in pari 

 

1

Sagebrush, Radio Management Associates, Inc. and Millcreek Broadcasting, LLC were also named as 

defendants, but they defaulted. Their interests are not at issue in this proceeding.

2 The Brocks’ reply brief in this matter included an appendix containing the United States’ Response to

Cross Motions for Summary Judgment, filed in the federal district court. The Brocks contend the 

argument presented by the United States in that pleading supports its interpretation of the relevant 

statutes. The Department moved to strike the appendix and we took the matter under advisement. The 

position espoused in the United States’ pleading is ultimately not an appropriate source of authority in our 

analysis of the certified question, and it has no bearing on our decision in this case.
3

materia. When a statute is sufficiently clear and 

unambiguous, we give effect to the plain and ordinary 

meaning of the words and do not resort to the rules of 

statutory construction.

Jones v. State, 2011 WY 115, ¶ 11, 256 P.3d 536, 541 (Wyo. 2011).

[¶9] The Brocks claim their lien is superior to that held by the Department pursuant to 

Wyo. Stat. Ann. § 39-13-108(d)(ii) (LexisNexis 2015). That statute provides:

(d) Liens. The following shall apply:

(i) Taxes upon real property are a perpetual lien 

thereon against all persons excluding the United States 

and the state of Wyoming. . . .

(ii) Any person, county, municipality or political 

subdivision holding a certificate of purchase or tax deed 

issued for delinquent taxes has a lien against the real 

property which is subject to the certificate of purchase or 

tax deed to the extent of taxes, costs and penalties 

accrued plus interest, accruing penalties and the value of 

improvements placed on the real property by the 

lienholder or his assigns while lawfully in possession of 

the premises. The lien is superior to all other liens 

except those created by junior tax sales or payment of 

subsequent taxes by another person.

(Emphasis added.) The Brocks claim the statute unambiguously makes their lien superior 

to the lien held by the Department because the Department’s lien is not a lien “created by 

junior tax sales or payment of subsequent taxes by another person.”

[¶10] The Department claims a lien against the property under Wyo. Stat. Ann. § 27-3-

511(b), which provides in pertinent part: “The amount of contributions and interest due 

the department is a lien upon all real . . . property . . . owned or acquired by the 

employer.” That statute authorizes the filing of a lien for unpaid contributions but does 

not contain any provision pertaining to the priority of any lien filed under the statute. 

The Department relies upon Wyo. Stat. Ann. § 27-3-512 in support of its claim that its 

lien has priority. The statute provides:

§ 27-3-512. Priority over other claims under receivership.

If an employer’s assets are distributed by court order under 
4

receivership, assignment, adjudicated insolvency or other 

proceeding, contributions under this act [§§ 27-3-101 through 

27-3-704] shall have priority over all claims except taxes and 

claims for wages of not more than two hundred fifty dollars 

($250.00) per claimant and earned within six (6) months 

before the proceeding. Priority of contributions in cases 

adjudicated under 11 U.S.C. § 101 et seq. shall be as provided 

by 11 U.S.C. § 507(a).

(Emphasis added.) Relying on the priority language in the statute, the Department asserts 

that the Brocks’ lien is not a claim for “taxes” under Wyo. Stat. Ann. § 27-3-512. 

Consequently, the Department contends that Wyo. Stat. Ann. § 27-3-512 gives their lien 

priority, and that the statute is in “irreconcilable conflict” with Wyo. Stat. Ann. § 39-13-

108(d)(ii).3 The Department claims that “conflict” between the statutes creates an 

ambiguity which must be resolved by this Court. According to the Department:

[T]he Brocks do not have a lien for taxes. Instead, the Brocks 

have, by virtue of their “certificate of purchase,” a “lien 

against the real property . . . to the extent of taxes, costs, and 

penalties accrued plus . . . the value of improvements placed 

on the real property by the lienholder.” Wyo. Stat. Ann. § 39-

13-108(d)(iii). The Brocks’ proposed construction fails and 

does not solve the ambiguity between the two statutes when 

they are construed together.

The Department claims that the ambiguity should be resolved in its favor, and that its lien 

should be found to have priority over the Brocks’ lien. We do not agree. 

[¶11] We rejected a similar argument in Barlow v. Lonabaugh, 61 Wyo. 118, 156 P.2d 

289 (1945). In that case, the owners of property in Sheridan County failed to pay the 

 

3 Both the Department and the Brocks have proceeded under the assumption that the priority language in 

Wyo. Stat. Ann. § 27-3-512 applies in this case. As noted above, Wyo. Stat. Ann. § 27-3-512 is entitled 

“Priority over other claims under receivership.” The first sentence of the statute indicates that it is 

applicable only “If an employer’s assets are distributed by court order under receivership, assignment, 

adjudicated insolvency or other proceeding ... .” There is nothing in the facts provided by the district 

court to indicate that this legal action falls within any of the situations identified in the statute other than 

possibly as an “other proceeding.” Stated differently, there is no indication that the employer, Sagebrush,

is in receivership or other similar proceeding. It is not immediately apparent that the instant case involves 

a situation where Sagebrush’s “assets are distributed by court order.” Fortunately, it is not necessary for

us to resolve this question in order to answer the certified question. We will proceed with our analysis by 

assuming, but not deciding, that the priority language of Wyo. Stat. Ann. § 27-3-512 applies to this case.
5

assessed property taxes. The property was subsequently sold to the county. When the 

owners failed to redeem, the county treasurer issued a tax deed to the county for the 

property.4 Id., 61 Wyo. at 125, 156 P.2d at 291. The county subsequently sold the 

property to a private purchaser. The litigation was initiated by the holder of special 

assessment bonds issued for a paving assessment that were in default. Id., 61 Wyo. at 

124, 156 P.2d at 290. The bondholders claimed that their interest in the property was

superior to the rights of the current owners because the tax lien had been extinguished 

when the current owner purchased the property from the county. The position espoused 

by the bondholders in Barlow was similar to the one taken by the Department here: 

defendants do not have nor assert a tax lien, and are not 

attempting to foreclose one. They merely have a quit claim 

deed from the county, and the county in turn acquired its title 

by deed from the owner and not through a completed tax sale. 

. . . In purchasing a quit claim of the property from the 

county, the county’s claim or lien for general county and state 

taxes was discharged. From then on the defendants had the 

property as any private purchaser. When the county’s prior 

lien for general taxes was paid and satisfied, the county no 

longer had a lien, and there was no question remaining as to 

priorities of liens as only one lien remained, namely the 

special assessment liens. 

Id., 61 Wyo. at 127, 156 P.2d at 291-92. We rejected that contention and, in doing so, 

noted our agreement with other jurisdictions that had considered the issue:

The case of White v. Thomas, 91 Minn. 395, 98 N.W. 101, 

dealt with this situation. The court said:

“It is further claimed by respondent that the lien of the 

state for general taxes, after it has become the subject 

of private ownership, is subordinate to the liens of the 

city for local assessments. If this means, as we 

understand that it does, that the purchaser of the lien of 

the state takes it subject to all then existing liens of the 

city for local assessments, the claim is clearly wrong. 

Such a rule would practically emasculate the law 

 

4 Title to two parcels of property was at issue in Barlow. The owners of one parcel advised the county 

that they did not intend to redeem and quitclaimed the property to the county. The county treasurer 

executed a tax deed to the county for the other parcel after the time for redemption had expired. Id., 61 

Wyo. at 125-26, 156 P.2d at 291.
6

giving to the state a paramount lien, for the only way 

the state can realize on its lien is to sell, subject to 

redemption, the land upon which the lien rests, to 

private parties. Now, if the state could not on such a 

sale vest in the purchaser its priority of lien over then 

existing local assessments, it would be of little 

practical value to the state, for, in cases where the 

amount of the local assessment liens approximately 

equaled the value of the land on which they rested, no 

one would buy the state’s claim. We hold, then, that a 

purchaser of the lien of the state takes it with its right 

of priority over all the then existing liens of the city for 

local assessments, without reference to the time when 

the state lien attached.”

Id., 61 Wyo. at 128, 156 P.2d at 292. 

[¶12] In Barlow, we recognized that our decision was dependent upon the absence of 

specific statutory language establishing the priority of special assessments: “We held in 

Board of County Commissioners v. Bench Canal Drainage District, 56 Wyo. 260, 108 

P.2d 590 [(1940)], where the question was discussed at length, that a lien for general 

taxes is superior to the lien of a special assessment unless the statute specifically provides

[to] the contrary.” Id., 61 Wyo. at 126, 156 P.2d at 291. Indeed, in Bench Canal, 56 

Wyo. at 272-73, 108 P.2d at 593-94, we stated:

[I]t is a general rule, supported, it seems, by the great weight 

of authority, that a lien for general taxes is superior to the lien 

of a special assessment, such as, or similar to that involved in 

the case at bar, unless the statute specifically provides [to] the 

contrary. . . .

. . . .

We must test the statute in question in the light of the 

foregoing rule, which seems to have a sound basis, and no 

good reason has been pointed out why we should not adhere 

to it. It will be noted at once, that if the legislature intended to 

place a lien for drainage assessments and the lien for general 

taxes on an equal footing, it did not use very happy language. 

It would have been easy to have stated that they should be of 

equal dignity. In Waltom v. City of Portales, 42 N.M. 433, 81 

P.2d 58, it appears that the statute of New Mexico provides 

that a special improvement lien “shall be on a parity with the 
7

tax lien of general taxes, and no sale of such property to 

enforce any general tax or other lien shall extinguish the 

perpetual lien of such assessment.” Here we find clear and 

explicit language, and the court held, of course, that the liens 

were on a parity. Counsel for the drainage district want us to 

construe the statute involved in the case at bar, as the New 

Mexico court construed its statute, though the difference is 

that between day and night.

Since the decisions in Barlow and Bench Canal, our statutes have been amended and now 

provide that “The holder of the certificate of purchase takes subject to any special 

assessments for local or public improvements.” 1981 Wyo. Sess. Laws ch. 160, § 1 (now 

codified at Wyo. Stat. Ann. § 39-13-108(e)(iii)(E)).

[¶13] In this case, the Brocks are the holders of a certificate of purchase on the property. 

They obtained that certificate of purchase by purchasing the property for the delinquent 

taxes assessed against the property. No statute similar to Wyo. Stat. Ann. § 39-13-

108(e)(iii)(E) is applicable here that would provide priority to the lien asserted by the 

Department. The statute upon which the Department relies specifically subordinates its 

lien to a “claim” for “taxes.” The Brocks’ lien is predicated upon the certificate of 

purchase that it obtained pursuant to the statutory procedure established for the collection 

of taxes. That procedure allows the county treasurer to “[C]ollect delinquent taxes by 

sale of real property.” Wyo. Stat. Ann. § 39-13-108(e)(ii)(A). A purchaser who pays the 

applicable taxes, interest, and fees receives a certificate of purchase. Wyo. Stat. Ann. § 

39-13-108(e)(iii)(C). After passage of the required time, “Holders of certificates of 

purchase of real property sold for delinquent taxes” may apply for a tax deed. Wyo. Stat. 

Ann. § 39-13-108(e)(v)(B). The Brocks’ lien is a “claim” for “taxes.”

5

 There is no 

ambiguity between Wyo. Stat. Ann. § 39-13-108(d)(ii) and Wyo. Stat. Ann. § 27-3-512

in need of reconciliation. The plain language of both statutes indicates that a lien for 

taxes is superior to a claim for contributions to the unemployment compensation fund.

6

[¶14] The Department also asserts that our decision in Alamo Drainage Dist. v. Board of 

 

5

Further support for this conclusion is found in Alamo Drainage Dist. v. Board of County Comm’rs, 60 

Wyo. 177, 182, 148 P.2d 229, 230 (1944), where we described the county’s certificate of purchase for

taxes as a “general tax lien.”

6 We would reach the same result following a determination that Wyo. Stat. Ann. § 27-3-512 does not 

apply to the current proceedings. The legislature clearly indicated its intent to establish the priority of 

liens for unpaid unemployment compensation contributions in some circumstances. If the legislature 

intended that those liens were to have priority in the situation presented here, it could have easily done so 

in a manner similar to Wyo. Stat. Ann. § 39-13-108(e)(iii)(E). The fact that it has not indicates that the 

holder of a certificate of purchase for taxes has priority over such claims.
8

County Comm’rs, 60 Wyo. 177, 148 P.2d 229 (1944) indicates that its lien has priority 

over the Brocks’ certificate of purchase. That case, however, is distinguishable. In

Alamo, the Alamo Drainage District issued bonds to finance installation of a drainage 

system in Big Horn County. The state purchased the bonds in 1924 with money from 

“the permanent school funds of the State.” Id., 60 Wyo. at 185, 148 P.2d at 231. In 

1934, after the District failed to pay taxes assessed on the land, the county treasurer of 

Big Horn County sold the land at a tax sale and issued the certificate of purchase to Big 

Horn County, the purchaser at the sale. Id., 60 Wyo. at 184, 148 P.2d at 231. The Board 

of County Commissioners of Big Horn County subsequently brought suit against the 

District in an attempt to foreclose its tax lien. Id., 60 Wyo. at 182, 148 P.2d at 230. The 

district court found that the county’s lien for general taxes was superior to the state’s 

bonds. Id.

[¶15] On appeal, this Court held that the bonds had priority over the county’s certificate 

of purchase for taxes. In analyzing the relative priority of the liens, the Court turned to 

two statutes: Section 115-2303, Rev. St. 1931 and the “Legislative Act of 1935,” 1935 

Wyo. Sess. Laws ch. 84, § 1. The 1931 law provided, similar to Wyo. Stat. Ann. § 39-

13-108(d)(i), that “taxes upon real estate are hereby made a perpetual lien thereon against 

all persons or corporations except the United States and this state.” The Legislative Act 

of 1935, in turn, provided, in terms substantially similar to current Wyo. Stat. Ann. § 39-

13-108(d)(ii), that the holder of a certificate of purchase for taxes has a lien which “shall 

be superior to any other lien, except that of junior tax sales or subsequent taxes[.]” The 

Court determined that, because the 1935 Act did not include the state directly or by 

necessary implication, the Act did not give the county’s certificate of purchase priority 

over the bonds held by the state. Id., 60 Wyo. at 188-91, 148 P.2d at 232-34. The Court 

then conducted an extensive review of the constitutional provisions indicating the 

importance of the state school fund before reiterating its conclusion that the 1935 Act did 

not apply to the drainage bonds held by the state because the state was not mentioned 

expressly or by implication in the 1935 Act:

We shall not, in our conclusions herein, go further than 

necessary. The contention made herein by the Drainage 

District is that the lien of the State under its bonds is superior 

to the lien of the general taxes. With that contention we agree. 

We do so upon the theory that the State is not mentioned in 

the Legislative Act of 1935, as amended, nor does that Act 

contain any provision which, under the rule of law heretofore 

stated, includes the state by necessary implication. The 

paramount lien of the state above mentioned is, accordingly, 

unaffected by the statute of 1935 as amended and that 

superiority must be given effect in a foreclosure proceeding. 
9

Id., 60 Wyo. at 200, 148 P.2d at 238. The Court, however, stopped short of deciding that 

the 1935 Act, was wholly inapplicable to the state:

It is not necessary herein to hold that the Legislative Act of 

1935 as amended is wholly ineffectual so far as the state is 

concerned. No such contention is made herein. The policy of 

the State is, and should be, to place the land which for so 

many years has paid neither the general taxes nor the drainage 

taxes, again upon the tax roll. Ledegar v. Bockoven, 77 Okla. 

58, 185 P. 1097, 1100. See Brewer v. Feigenbaum, 47 Cal. 

App. 2d 171, 117 P.2d 737; South San Joaquin Irr. Dist. v. 

Hornbeck, 2 Cal. 2d 485, 490, 42 P.2d 64, 66. In fact it has 

been held that the economic interests of the State may justify 

the exercise of its continuing and dominant protective power 

notwithstanding interference with contracts. Keefe v. Drain 

Com’r., 306 Mich. 503, 11 N.W.2d 220, and cases cited; 16 

C.J.S. 702, note. Whether the Legislative Act of 1935, as 

amended, should, under the proper facts, not in the record 

before us now, be held to be wholly inapplicable to the State 

need not now be decided, though it might be well for all 

interested parties to re-examine the statute in the light of all 

the various facts which might arise, and take such steps as 

may be deemed proper or necessary, if any. We need go no 

further in this case than to hold that under the fact[s], or lack 

of facts, as disclosed in the record, and under the 

constitutional and statutory provisions applicable, the State’s 

lien heretofore mentioned is paramount to the lien of plaintiff, 

and the judgment of the trial court should be modified 

accordingly. It is so ordered.

Id., 60 Wyo. at 200-01, 148 P.2d at 238.

[¶16] Alamo is distinguishable from the present case. In this case, there is no concern 

for appropriation of the permanent school fund and, further, no potential conflict between 

the relevant statutes and the Wyoming Constitution. Additionally, when considering 

liens of the state for delinquent unemployment compensation contributions, there is a 

specific statute, Wyo. Stat. Ann. § 27-3-512, addressing the priority of a state lien arising 

from the failure to make required contributions to the unemployment compensation fund.

No similar statute or expression of legislative intent was at issue in Alamo. Further, in 

light of the subsequent addition of Wyo. Stat. Ann. § 39-13-108(e)(iii)(E), there appears 

to be little doubt that the holder of a certificate of purchase would take subject to the

claim for assessments similar to those at issue in Alamo. Again, however, there is no 

similar expression of legislative intent with respect to the Department’s assessments for 
10

contributions to the unemployment compensation fund. Accordingly, the decision in 

Alamo is not controlling in the present case.

CONCLUSION

[¶17] For the foregoing reasons, we answer the certified question in the affirmative: A

lien against real property created by a certificate of purchase for delinquent taxes 

pursuant to Wyo. Stat. Ann. § 39-13-108(d)(ii) is superior to any lien held by the 

Department of Workforce Services under Wyo. Stat. Ann. § 27-3-511(b) for unpaid 

contributions and interest to the unemployment compensation fund.