Plain Meaning Rule

A legal rule in statute or contract interpretation: When the language is clear and unambiguous on the surface, the meaning of the statute or contract must be determined from the language of the statute or contract and not from extrinsic evidence. 1 This rule allows a judge, after finding unambiguous language (plain meaning) in a written contract, to refuse to look at other evidence of that language’s meaning.

The rule is severely criticized by legal scholars and practitioners – to the point of asserting that plain meaning is impossible. Hence, students in American law schools are often taught that contractual language cannot have a plain meaning. In casebooks and contract law literature, this claim often rests on two premises. The first represents assertions by judges “that plain meaning could only be found by reading a document if words had inherent meaning, or absolute and constant referents” – which they do not, according to court opinions in contract cases. Second, judges in many opinions claim “that the meaning of words is actually the thoughts and intentions of the speaker, or perhaps the speaker and hearer.” Since “no written contract could ever adequately reveal these, which appear at most only in a larger context, plain meaning is therefore impossible.” 2

Some legal scholars find these claims exaggerated, however, explaining that plain meaning is possible because it rests “on our unreflective, public, conventional practice of language use,” and, moreover, that “most meaning is plain.” [[Op. cit., p. 2.]]

  1. Merriam-Webster’s Dictionary of Law, 1996.
  2. “The Possibility of Plain Meaning: Wittgenstein and the Contract Precedents,” by Val D. Ricks, p. 1. An unpublished paper in: Selected works of Val D. Ricks,