dissenting:
I respectfully dissent from the majority’s holding remanding the case to the district court because it “did not weigh the factors contained in section 767 of the Restatement and made no finding that the interference by Westfield or the other petitioners was improper.” Maj. op. at 1118. In my opinion the district court’s order indicates that it considered Westfield’s interference to be improper. I also disagree with the majority’s holding that the district court failed to determine whether Westfield had a qualified privilege to interfere. Maj. op. at 1118. The district court’s findings demonstrate that Westfield did not honestly believe it had a legally protected interest, and did not assert its claimed interest in good faith by proper means.
I.
Edward Clabaugh is the sole general partner of, and a limited partner of, a limited partnership known as Rifle Investment Associates (RIA). RIA owned a tract of land of approximately 149 acres which was located northeast of the city of Rifle. During 1980 Clabaugh attempted on behalf of RIA to sell the land to either Westfield Development Company (Westfield) or Occidental Land Incorporated (Occidental). In July of 1980, Clabaugh was exchanging draft contract forms with both Westfield and Occidental. On July 22, Clabaugh sent a draft contract to Kenneth Wasmann, Executive Vice-President of Occidental. On July 28, Clabaugh received a draft contract prepared by James 0. Thorvilson, an attorney for Westfield. The draft contract was unsigned and contained the following provision:
IN WITNESS WHEREOF, the Purchaser [Westfield] has executed this contract as of the _ day of July, 1980. Upon Seller's [RIA’s] acceptance of this Contract as noted by Seller’s [RIA’s] execution on this page of the Addendum, this agreement shall constitute a binding contract between the parties hereto in accordance with the terms hereof.
On July 28, Clabaugh returned an unsigned modified version of the contract to West-field. The modified version of the contract also contained a provision specifying that the agreement would become a binding contract upon RIA’s execution of the agreement. At the trial on Westfield’s complaint in 1981 the district court found that it was the intent of both parties, as expressed in the modified contract returned to Westfield by Clabaugh, that there would be no contract between RIA and Westfield until the contract was signed by both parties.
On July 28, 1980, James Rodgers, the President of Westfield,1 signed the modified version of the contract and gave it to a Westfield attorney for delivery to Cla-baugh. On the morning of July 29, 1980, Louis Conter,2 an officer of Westfield, called Clabaugh to suggest several changes in the draft of the agreement Clabaugh had sent to Westfield. Clabaugh told Conter he could not agree to Conter’s suggestions, and that he would have to think them over. Conter did not tell Clabaugh that Rodgers had signed the modified version of the agreement the night before.
*1124Later on July 29, 1980, Clabaugh received from Occidental a deposit check for $25,000 and a letter signed by Kenneth Wasmann purporting to accept RIA’s July 23 offer to sell the land. In response, Clabaugh sent a telegram to Westfield revoking any offer it may have made for sale of the property. On the afternoon of July 29, 1980, Charles Unsworth, an attorney for Westfield, called Clabaugh. Clabaugh informed Unsworth of the contents of the telegram Clabaugh had sent to Westfield earlier that day. Unsworth said that West-field would like to buy the property, but he did not contend that there was a contract between RIA and Westfield. Westfield received Clabaugh’s telegram at 5:15 p.m. on July 29, 1980.
On August 7, 1980, RIA and Occidental entered into a contract for the sale of the property. Rodgers then made the decision to commence the present action. Rodgers and Conter failed to fully and timely disclose to Westfield’s attorneys that the agreement would not be binding without the signatures of both parties. Rodgers and Conter also failed to fully and timely disclose to Westfield’s attorneys the communications between Westfield and Cla-baugh on July 29. As part of the action Westfield recorded a lis pendens with the clerk and recorder of Garfield County, Colorado. RIA received the summons and complaint in this action on October 15, 1980. The district court found that Conter had the ability to have the lawsuit dismissed and the lis pendens released.
II.
The majority holds that a party has only a qualified privilege to interfere with an existing contract by means of initiating litigation and filing pleadings and notice of a lis pendens. Maj. op. at 1117. The majority reasons that the privilege does not apply to an intentional interference with contract, maj. op. at 1117, but does apply where a litigant asserts a bona fide claim. Maj. op. at 1118. The majority holds that the district court’s findings of fact and conclusions of law are inadequate to support its judgment that Westfield is liable for intentional interference with contractual relations. Maj. op. at 1118. In my opinion the district court’s findings of fact and conclusions of law were sufficient to support a judgment against Westfield for intentional interference with contractual relations. The majority also holds that a litigant has a qualified privilege to file notice of a lis pendens when (1) the interferer has, or honestly believes he has, a legally protected interest; (2) the interferer in good faith asserts or threatens to assert it; and (3) the assertion or threat is by proper means. Maj. op. at 1118. I would hold that the qualified privilege to file a notice of lis pendens did not apply to Westfield’s filing of a notice of lis pendens against RIA.
In this case Westfield’s recording of the notice of the lis pendens made it impossible for RIA to timely perform its side of its contract with Occidental, because RIA could not deliver merchantable title to the property to Occidental. Thus the trial court did not find that Occidental “breached” its contract with RIA, but properly found that Occidental “terminated” its contract with RIA. RIA counterclaimed against Westfield for intentional interference with contractual relations. Interference which constitutes the tort of intentional interference with contract must be both intentional and improper. See Restatement (Second) of Torts § 766A (1979).
The district court found that Westfield’s conduct was intentional. The district court cited Restatement (Second) of Torts § 766 comment j for the proposition that “[t]he requirement for intent is satisfied if the actor does not act for the purpose of interfering with the contract but knows that the interference is certain or substantially certain to occur as a result of his action.” The district court found that Westfield’s conduct satisfied this definition of intent because Westfield “knew that by recording the lis pendens [it was] rendering title un-merchantable, which would prevent the performance of the contract between the RIA and [Occidental].”
*1125The majority holds that the district court’s order is inadequate because it does not weigh the factors contained in section 767 of the Restatement (Second) of Torts,3 and does not conclude on the basis of those factors that Westfield’s interference was improper. In my opinion the district court’s order clearly indicates that the district court considered Westfield’s conduct to be improper. The only effect of the majority opinion will be to require the district court to employ the language of section 767 of the Restatement in reaching the same result it has already announced. I believe we should affirm the district court order.
The district court’s findings of fact and conclusions of law are adequate to support its judgment that Westfield’s interference was improper, and therefore Westfield is liable for intentional interference with contractual relations. The district court’s findings of fact noted that RIA’s and West-field’s contract forms required both parties to sign the agreement before it could become a binding contract. Thus, Rodgers knew that his act of signing Clabaugh’s modified version of the agreement did not create a contract between Westfield and RIA. The court also noted that although Clabaugh communicated RIA’s revocation of its offer to several Westfield agents on July 29, none of those agents asserted that RIA and Westfield had a contract. Charles Unsworth, an attorney at Westfield who spoke to Clabaugh on July 29, merely said that Westfield would still like to buy the property.
The district court also found that the decision to commence this action and file the lis pendens was made by Rodgers, who knew that no contract existed between RIA and Westfield. Furthermore, the district court found that Rodgers failed to disclose to Westfield’s attorneys that the agreement could only become a binding contract with the signatures of both parties. The district court also found that Rodgers failed to disclose to Westfield’s attorneys the July 29 conversations between Cla-baugh and Westfield’s agents. In other words, the district court found that Rodgers concealed from his attorneys material information regarding the existence of a contract between Westfield and RIA.
The district court also found that Confer failed to disclose to Westfield’s attorneys the dual-signature requirement in the agreement forms, as well as Westfield’s communications to Clabaugh on July 29. The district court found that although Confer had the authority to have the lawsuit dismissed and the lis pendens released, he “ratified the maintenance of the lawsuit and lis pendens and actively participated in the maintenance of the lis pendens.”
The district court found that all of West-field’s actions “were in wanton and reckless disregard of RIA’s rights and feelings,” and awarded exemplary damages against Westfield. The district court also found that the “[t]he only ground identified by Occidental for termination was the filing of this lis pendens by Westfield,” and that “[t]he existence of the lis pendens was the causation of the termination of the contract by Occidental.” RIA’s attorney notified Westfield that its action had caused Occidental to terminate its contract with RIA, demanded the dismissal of the suit, and notified Westfield that it would hold Westfield responsible for damages resulting from its behavior.
The district court’s conclusions of law also indicate that Westfield’s actions were *1126improper. The district court, relying on Restatement (Second) of Torts section 766 comment j, stated that interference is intentional if it is incidental to the actor’s independent purpose, but known to him to be a necessary consequence of his action. The district court then concluded that “Westfield ... knew that by recording the lis pendens [it was] rendering title unmer-chantable, which would prevent the performance of the contract between RIA and [Occidental].”
The district court’s order, which contained sixty-four findings of fact and nine conclusions of law, taken as a whole supports the court’s finding that Westfield is liable for intentional interference with contractual relations. The district court’s order contains sufficient findings of fact and conclusions of law to support the conclusion that Westfield intentionally and improperly interfered with the contract between RIA and Occidental.
III.
The majority also contends that because the district court did not consider whether Westfield had a qualified privilege to interfere, the case must be remanded for new findings of fact and conclusions of law. Maj. op. at 1118. I disagree for the same reasons which lead me to conclude that the district court issued sufficient findings to conclude that Westfield is liable for intentional interference with contractual relations. The district court’s findings of fact and conclusions of law sufficiently support the conclusion that Westfield’s principals could not have honestly believed they had a legally protected interest, did not assert their interest in good faith, and did not do so by proper means. McReynolds v. Short, 115 Ariz. 166, 171, 564 P.2d 389, 394 (Ct.App.1977).
I would affirm the court of appeals unpublished opinion.
I am authorized to say that Justice KIRSHBAUM joins in this dissent.
. The record reflects that, at the time these events took place, Rodgers had over twenty years of experience in the real estate business.
. The record reflects that Conter became a licensed real estate broker in 1946, and that negotiating real estate contracts had been a fairly continuous part of his job from 1946 until the date of this action. Clabaugh testified that all of his contacts and dealings concerning Westfield's desire to buy the property were with Conter.
. As the majority notes, the Restatement identifies the following factors as relevant to a determination of whether an actor’s interference is improper:
(a) the nature of the actor’s conduct,
(b) the actor's motive,
(c) the interests of the other with which the actor’s conduct interferes,
(d) the interests sought to be advanced by the actor,
(e) the social interests in protecting the freedom of action of the actor and the contractual interests of the other,
(f) the proximity or remoteness of the actor’s conduct to the interference and
(g) the relations between the parties.
Restatement (Second) of Torts § 767 (1979).