FOR PUBLICATION

UNITED STATES COURT OF APPEALS

FOR THE NINTH CIRCUIT

MATTEL, INC., 

No. 05-55696 Plaintiff-Appellant,

D.C. No.

v.  CV-04-09059-

CARTER BRYANT, AN INDIVIDUAL, ET NMM/RNB

AL.; MGA ENTERTAINMENT, INC., OPINION Defendants-Appellees. 

Appeal from the United States District Court

for the Central District of California

Nora M. Manella, District Judge, Presiding

Argued and Submitted

February 13, 2006—Pasadena, California

Filed May 2, 2006

Before: William C. Canby, Jr., John T. Noonan, and

Marsha S. Berzon, Circuit Judges.

Opinion by Judge Noonan

5009
COUNSEL

Daniel P. Collins, Ailsa W. Chang, Los Angeles, California,

for the plaintiff-appellant. 

Keith A. Jacoby, Dale M. Cendali, Los Angeles, California,

for the defendants-appellees.

OPINION

NOONAN, Circuit Judge: 

Mattel, Inc., a Delaware corporation with headquarters in

California, appeals the order of the district court denying Mattel’s motion to remand this action to state court in which Mattel had begun this suit against Carter Bryant, a resident of

Missouri and a product designer formerly in its employ. Holding that diversity jurisdiction is not defeated by the intervention of MGA Entertainment, Inc., a California corporation not

an indispensable party, we conclude that the district court

properly retained jurisdiction. 

MATTEL, INC. v. BRYANT 5011
PROCEEDINGS

On April 27, 2004, Mattel filed a complaint against Bryant

in Los Angeles County Superior Court alleging breach of contract and various torts. On May 14, 2004, Bryant removed the

case to federal court, but the court held that the monetary

requirement for diversity jurisdiction had not been satisfied.

After discovery, Bryant again removed the case, and Mattel

again moved to remand. On December 7, 2004, MGA Entertainment, Inc. (MGA) intervened as a defendant to protect its

rights to Bratz dolls. On March 4, 2005, the district court held

that diversity jurisdiction existed. Mattel was a Delaware corporation with headquarters in California, Bryant was a resident of Missouri, and the amount in controversy was over

$75,000. The district court held that the intervention of MGA,

a California corporation unmentioned in Mattel’s complaint,

did not destroy the diversity because MGA was not an indispensable party. The district court certified its order for interlocutory review under 28 U.S.C. § 1292(b). On May 12, 2005,

a motions panel of this court granted Mattel permission to

appeal. 

ANALYSIS

[1] An Indispensable Intervenor? Diversity jurisdiction

exists in the controversy between Mattel and Bryant unless

destroyed by MGA’s intervention as a defendant. Intervention

destroys diversity if the intervening party is indispensable.

Takeda v. Northeastern Nat’l Life Ins. Co., 765 F.2d 815, 819

(9th Cir. 1985). We review a district court’s indispensability

determination for abuse of discretion. ABKCO Music, Inc. v.

LaVere, 217 F.3d 684, 687 (9th Cir. 2000). Mattel argues that

MGA is indispensable to the case, explaining its failure to

name MGA as a defendant by ignorance dispelled only by

discovery that rights to Bratz were at stake. There is, therefore, Mattel argues, “a significant risk of prejudice” to MGA

if the ownership of rights to intellectual property, i.e., the

Bratz creations, were decided in the absence of MGA. This

5012 MATTEL, INC. v. BRYANT
significant risk of prejudice is sufficient, Mattel concludes, to

make MGA indispensable and so defeats diversity. In opposition, MGA in the joint brief it has filed with Bryant denies

that its presence is essential to deciding the controversy

between Mattel and Bryant; declares that Mattel can obtain

complete relief on all the claims it asserts against Bryant without the presence of MGA; notes that Mattel seeks no relief

from MGA; and maintains that, in short, MGA is not an indispensable party. 

[2] Mattel’s solicitude for the rights of MGA appears to be

driven by its desire to have the litigation proceed in a California court. The standard for determining whether a party is

indispensable is set by the rule which requires the determination to be made “in equity and good conscience.” Fed. R. Civ.

P. 19(b). MGA disavows its indispensability. When, as in this

case, collusion with the plaintiff is manifestly absent, a defendant intervenor’s declaration that it is not indispensable satisfies any concern that a decision in its absence would have

prejudiced it. MGA does not need Mattel to tell it what its

risks were. Undoubtedly, MGA’s posture is as much driven

by its desire to be in federal court as Mattel’s posture is driven

by the desire to be in state court. Acknowledging MGA’s

jurisdictional motive, we accept its disavowal. MGA is not

indispensable. The diversity required by 28 U.S.C. § 1332 is

satisfied together with the judge-made rule of complete diversity and the judge-made exception for a non-indispensable

defendant-intervenor. Strawbridge v. Curtiss, 7 U.S. 267,

267-68 (1806) (establishing the complete diversity rule);

Freeport-McMoRan, Inc. v. KN Energy, Inc., 498 U.S. 426,

428-29 (1991) (per curiam) (confirming the rule, established

in Wichita Railroad & Light Co. v. Public Utilities Commission, 260 U.S. 48, 54 (1922), that the presence of a nondiverse

and not indispensable defendant intervenor does not destroy

complete diversity). 

[3] The Effect of Section 1367. Mattel relies more heavily

on a second objection to diversity jurisdiction, 28 U.S.C.

§ 1367(b), which reads: 

MATTEL, INC. v. BRYANT 5013
In any civil action of which the district courts have

original jurisdiction founded solely on section 1332

of this title, the district courts shall not have supplemental jurisdiction under subsection (a) over claims

by plaintiffs against persons made parties under Rule

14, 19, 20, or 24 of the Federal Rules of Civil Procedure, or over claims by persons proposed to be

joined as plaintiffs under Rule 19 of such rules, or

seeking to intervene as plaintiffs under Rule 24 of

such rules, when exercising supplemental jurisdiction over such claims would be inconsistent with the

jurisdictional requirements of section 1332. 

MGA has been made a party under Rule 24. In becoming a

party, MGA answered Mattel’s claims. Therefore, Mattel

maintains, § 1367(b)’s prohibition against supplemental jurisdiction over claims made by parties under Rule 24 is violated.

[4] Mattel’s argument overlooks the final clause of

§ 1367(b): the prohibition applies only “when exercising supplemental jurisdiction over such claims would be inconsistent

with the jurisdictional requirements of section 1332.” This

final clause makes the diversity statute, § 1332, decisive. If

that statute is not offended, the prohibition of § 1367(b) does

not apply. We have already determined that the intervention

of MGA does not offend § 1332. Mattel is mistaken in believing that § 1367(b) trumps § 1332. Neither § 1332 nor § 1367

upset the long-established judge-made rule that the presence

of a nondiverse and not indispensable defendant intervenor

does not destroy complete diversity. The addition of MGA

does not destroy diversity jurisdiction.

Conclusion. For the foregoing reasons, the order of the district court is AFFIRMED. 

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