author: CERCONE, President Judge:

text:
    450 A.2d 740
    Martin J. BRENNAN, Larry L. Murphy and Frederick H. Stierheim, Appellants, v. REED, SMITH, SHAW & McCLAY.
    Superior Court of Pennsylvania.
    Argued Feb. 10, 1981.
    Decided July 2, 1982.

      C. William Berger, Pittsburgh, for appellants.
    Frederick N. Egler, Pittsburgh, for appellees.
    Before CERCONE, President Judge, and JOHNSON and SHERTZ, JJ.
   CERCONE, President Judge:

This is an appeal from a judgment of compulsory non-suit entered in favor of defendant, Reed, Smith, Shaw & McClay, at the close of the plaintiffs’ case. The plaintiffs, Brennan, Murphy and Stierheim, filed a timely motion to remove or take off the non-suit which was denied and this appeal followed. Appellants contend that the non-suit was improperly granted because their suit in trespass and assumpsit against their former attorney for alleged malpractice in causing or failing to prevent their violation of the Pennsylvania Securities Act is a valid and proper action at law.

In reviewing the entry of a compulsory non-suit, it is well established that the non-moving party is entitled to a favorable view of the evidence and all reasonable inferences arising therefrom. That party is to receive the beneficial resolution of any conflicts which may exist in the evidence and a non-suit should be awarded only in clear cases. Scott v. Purcell, 490 Pa. 109, 415 A.2d 56 (1980), Kardibin v. Associated Hardware, 284 Pa. Superior Ct. 586, 426 A.2d 649 (1981); Rutter v. Northeastern Beaver County School Dist., 283 Pa. Superior Ct. 155, 423 A.2d 1035 (1980) rev’d on other grounds, 496 Pa. 590, 437 A.2d 1198 (1981). This will be kept in mind as we recount the evidence in the present case.

The record indicates that appellants Brennan and Murphy obtained lease options on oil and gas properties in Bradford Field during the spring of 1972 for the purpose of engaging in the exploration and production of oil and gas. They intended to finance drilling on these leases by selling one-eighth interests in individual wells to limited partners, and to form a general partnership to conduct the drilling operations. To implement their desires, they met with attorney William H. Powderly, III, a partner in the law firm of Reed, Smith, Shaw & McClay, in May of 1972. Attorney Powderly represented himself as being knowledgeable in this area of the law. He agreed to represent Brennan and Murphy as general counsel and to prepare the necessary documents for forming their partnership. Also at that initial meeting, attorney Powderly was given a limited partnership agreement form which Brennan and Murphy had copied from an oil and gas journal. They instructed attorney Powderly to review the agreement form to determine whether it was suitable to effectuate the desired business purpose, to make whatever changes he saw fit, and to make sure he kept them “out of trouble with the Securities Commission.”

Later that month, Brennan and Murphy returned to attorney Powderly’s office and executed the general partnership agreement that Powderly had prepared in the name of Kaylar Development. At that meeting, the limited partnership agreement form that had been submitted to attorney Powderly was returned to Murphy and Brennan. Attorney Powderly told them that the agreement form, with the changes he had made, would adequately fulfill their needs. At that time, attorney Powderly was informed that Brennan was going right out to sell wells, and the first one-eighth limited partnership interest was in fact sold on June 10, 1972.

Attorney Powderly continued to represent Brennan and Murphy, trading as Kaylar Development Company, throughout the remainder of 1972, and Reed, Smith, Shaw and McClay billed that partnership for his legal services. Numerous fractional interests in several wells were sold to limited partners during this period. Also around this time, attorney Powderly attended a dinner meeting of a large group of then present and prospective investors in these limited partnerships and addressed the group on the tax advantage of their participation.

In January, 1973, attorney Powderly incorporated Kaylar Development and arranged for the transfer of the partnership’s assets to the corporation. Appellant Stierheim, who had previously helped in the sale of the limited partnership interests, now became a stockholder in the newly formed corporation. Through this corporation, all three appellants, Brennan, Murphy and Stierheim, continued selling limited partnership interests in new wells. Attorney Powderly was kept advised of the corporation’s activities and continued to act as its counsel and bill the corporation for his services. He was, therefore, aware that the limited partnership agreements were still being used.

In 1974, Kayler ran into financial difficulties and entered into bankruptcy. At that time, several purchasers of fractional interests in the oil and gas wells brought suit against appellants on the ground that those sales were in violation of Federal Securities Laws. Additionally, the Commonwealth of Pennsylvania issued a rule against appellants to show cause why they should not be held in violation of the Pennsylvania Securities Act. After a hearing, the Pennsylvania Securities Commission issued Findings of Fact and Conclusions of Law which read as follows:

1. In offering and selling the limited partnership interests named in the transcript prior to December 31,1972, Respondents violated Section 3(a) of the 1941 Act in that they offered and sold securities in the Commonwealth of Pennsylvania without registering as a dealer and no exemption from registration was available under the 1941 Act.
2. In offering and selling the above-described securities prior to December 31, 1972, Respondents violated Section 13(c) of the 1941 Act in that they failed to file with the Commission a notice to sell the above-described securities.
3. Respondent, Frederick H. Stierheim, violated Regulation 1510 of the Commission promulgated under the 1941 Act in that he offered and sold the above-described securities without being registered as a salesman in connection therewith.
4. In offering and selling the limited partnership interests named in the transcript on and after January 1, 1973, in the Commonwealth of Pennsylvania, Respondents violated Section 201 of the 1972 Act in that the securities were not registered under the 1972 Act nor were the securities or the transactions involving their offer and sale exempt from such registration.
5. In offering and selling the above-described securities on and after January 1, 1973, Respondents violated Section 401 of the 1972 Act in that they offered and sold securities in the Commonwealth of Pennsylvania without disclosing the following material facts to offerees and purchasers of said securities.
a. That the securities were being offered and sold in violation of the registration provisions of the 1972 Act.
b. That there were substantial material transactions with management.
c. The financial condition of Kaylar Development Corporation (formerly Kaylar Development Company), the general partner in all of [the] limited partnership interests offered and sold.

Pursuant to these findings of fact and conclusions of law, the Commission entered the following order:

1. The Respondents are neither directly nor indirectly to participate in the securities industry in any manner whatsoever for a period of three (3) years from the date of this Order. However, this sanction will be in effect only until December 1, 1979 provided that affidavits are received by the Commission from the Respondents stating that they have not engaged in the offer or sale of any securities during the period December 1, 1976 through December 1, 1978.
2. Kaylar and the Respondents are jointly and severally liable for the costs of the investigation conducted in this matter in the amount of $5,077.36.

This suit was subsequently commenced by appellants to recover damages for the alleged legal malpractice of attorney Powderly in causing them to violate the Securities laws thereby subjecting them to liability to their investors and sanctions by the Securities Commission. After the appellants presented their case on liability to the jury, the appellee law firm made a motion for compulsory non-suit. After hearing argument on the motion, the lower court entered a judgment of compulsory non-suit because it held that appellants’ claim was in reality one for indemnity and restitution which is prohibited by both the Pennsylvania and Federal Securities Acts. This decision to enter the judgment of non-suit was made despite the lower court’s finding that “[t]he evidence of the plaintiffs and their expert supports a finding that Powderly did not advise the plaintiffs that the limited partnership agreements which were being used to obtain money from investors were securities and subject, (1) in Pennsylvania to the sellers of securities under the Pennsylvania Securities Act of 1941 to become registered either as brokers or salesmen of securities or the exemptions from registration; (2) in Pennsylvania under the Pennsylvania Securities Act of 1972, the necessity of registration of the limited partnerships and requisite disclosures or the exemptions from registration; (3) under the Federal Securities Act, the necessity of registration of the limited partnerships and disclosures or the exemptions from registration.” This appeal followed.

In their brief, appellants quite aptly argue that the Securities laws and their underlying policies in no way preclude the instant suit for legal malpractice. Indeed, the simple fact that this is a legal malpractice action brought against an allegedly negligent attorney helps greatly in reaching the core of this controversy. The appellee law firm, however, contends that this is in reality a suit for indemnity, in which case recovery would be denied because appellants have already been held to have violated the anti-fraud provisions of the Pennsylvania Securities Act. 70 Pa.P.S. §§ 1-101 to 1-704 (Purdons Supp., 1981). In support of this position, the appellee law firm is quick to note that it is the expressed intent of the legislature that the Pennsylvania Act “shall be so construed as to effectuate its general purpose to make uniform the law of those states which enact the ‘Uniform Securities Act’ and to coordinate the interpretation and administration of this act with related Federal regulation.” Id. at § l-703(a). Their line of argument is concluded with citation of a long list of federal cases which deny indemnity to those parties who are at least as culpable as the party from whom indemnity is sought. See, e.g., Globus v. Law Research Service, Inc., 418 F.2d 1276 (2nd Cir. 1969), cert. denied, 397 U.S. 913, 90 S.Ct. 913, 25 L.Ed.2d 93 (1970); Heizer Corp. v. Ross, 601 F.2d 330 (7th Cir. 1979); Herzfeld v. Laventhol, Krekstein, Horwath & Horwath, 378 F.Supp. 112 (S.D.N.Y.1974), aff’d. in part, 540 F.2d 27 (2nd Cir. 1976); Marrero, IV v. Abraham, 473 F.Supp. 1271 (E.D.La.1979); Wassel v. Eglowsky, 399 F.Supp. 1330, 1365-1366 (D.Md.1975), aff’d., 542 F.2d 1235 (4th Cir. 1976); McLean v. Alexander, 449 F.Supp. 1251 (D.Del.1978); Odette v. Shearson, Hammill & Co., Inc., 394 F.Supp. 946 (S.D.N.Y.1975); Gould v. American-Hawaiian Steamship Co., 387 F.Supp. 163 (D.Del.1974), vacated on other grounds, 535 F.2d 761 (3d Cir. 1976); Alexander & Baldwin, Inc. v. Peat, Marwick, Mitchell & Co., 385 F.Supp. 230 (S.D.N.Y.1974).

While it is true that these federal court cases do not allow indemnity to those in pari delicto, the right of contribution has been routinely applied in such situations. Id. See also Laventhol, Krekstein, Horwath & Horwath v. Horwitch, 637 F.2d 672 (9th Cir. 1980). The rationale for this difference being that the federal policy of deterring violations of the Securities Act is not offended by the right of contribution, as it is by indemnity. As one court explains:

Contribution distributes the amount of damage sustained by the victim of a tort among the tortfeasors by requiring each to contribute proportionately to the total damages assessed. Indemnity shifts the entire loss from one tortfeasor to another who, by express or implied contract, is deemed responsible for making the full payment. 1 Dooley, Modern Tort Law § 26.01, at 538 (1977).
The policy underlying the securities laws is reinforced by applying contribution. By apportioning the loss among joint wrongdoers the deterrent effect of the judgment is felt by all culpable parties and the protected investor class has available to it a broader source of reimbursement.

Heizer Corp. v. Ross, 601 F.2d at 331-32.

Although the appellee law firm recognizes that contribution can be recovered by one in pari delicto, it persists with its contention that contribution should not be allowed instantly because the appellants did not ask for that form of relief in their complaint, and further because they should not now be allowed .to change their cause of action. In Odette v. Shearson, Hammill & Co., Inc., 394 F.Supp. 946, 958 n. 16 (S.D.N.Y.1975), however, the brokerage company’s third party complaint asked only for indemnity, but the court, pursuant to Fed.R.Civ.P. 54(c), awarded the appropriate relief of contribution even though it had not been requested in the pleadings. Thus, in the interest of uniformity, we do not find appellee’s argument to be at all convincing in this regard. See Pa.R.Civ.P. 1528.

Although appellants contend in their brief that at the very least they are entitled to recover contribution if this court should deem their cause of action to be one in the nature of indemnity and contribution, we need not fully address this issue except as it tangentially effects our discussion of appellants’ main contention concerning their characterization of this cause of action. The appellants’ complaint asks for neither indemnity nor contribution, but rather it seeks damages at law for the tort of legal malpractice. In framing their complaint in this manner, the appellants are absolutely correct. The federal cases regarding contribution and indemnity have all concerned individuals who are jointly and severally liable to the original plaintiff for violating the securities acts. See Stowell v. Ted S. Finkel Inv. Services, Inc., 641 F.2d 323, 325 (5th Cir., 1981); Messing v. FDI, Inc., 439 F.Supp. 776, 780 (D.C.N.J.1977); deHaas v. Empire Petroleum Company, 286 F.Supp. 809, 815 (D.Colo.1968), aff’d in part and rev’d in part on other grounds, 435 F.2d 1223 (10th Cir. 1970). In Lasprogata v. Qualls, 263 Pa. Superior Ct. 174, 397 A.2d 803 (1979), this Court stated that:

A joint tortfeasor is defined as, ‘... two or more persons jointly or severally liable in tort for the same injury to persons or property, whether or not judgment has been recovered against all or some of them.’ 12 P.S. § 2082. In Black’s Law Dictionary, to be a joint tortfeasor, ‘the parties must either act together in committing the wrong, or their acts, if independent of each other, must unite in causing a single injury.’ 4th Ed. (1968) page 1661. A joint tort is defined as ‘where two or more persons owe to another the same duty and by their common neglect such other is injured... ’ Id. at 973.

Id., 263 Pa.Superior Ct. at 179 n. 4, 397 A.2d at 805 n. 4. See also Wade v. S.J. Groves & Sons Co., 283 Pa.Superior Ct. 464, 475 n. 8, 424 A.2d 902, 907 n. 8 (1981).

Thus, there must be some action in concert or breach of a common duty which forms a causal link with a single injury to the original plaintiff. See generally R. Mallen & V. Levit, Legal Malpractice, 162 & 421-23 (1981). More specifically in our situation, the duty and consequent liability must arise by virtue of the provisions of the applicable securities laws.

For example, in Stowell v. Ted S. Finkel Inv. Services, Inc., supra, Beck, the defendant issuer, unsuccessfully attempted to get either indemnity or contribution from Beye, one of the plaintiff investors. Beye undertook in writing to act as an expert representative of all the investors on the basis of his knowledge and expertise in tax and business matters. In affirming the dismissal of Beck’s counterclaim, the Seventh Circuit stated:

Beck seeks indemnity but fails to show the existence of any express or implied contract for indemnity or any duty imposed by law giving rise to a basis for indemnity. He does not show what duty Beye owed him, how it was breached, and most importantly, how a breach of the duty injured him. Even if Beye did breach some duty, it was a duty owed to the plaintiffs and not to Beck. Moreover, Beye’s alleged failure to perform his duty as Offeree’s Representative is simply not related to the acts for which Beck is being sued—fraud and failure to register under applicable securities laws. ...
Beck also seeks contribution in the event he is found liable. Contribution is available from joint securities tortfeasors under the federal securities laws for securities violations, Heizer, supra, and Odette v. Shearson, Hammill & Co., Inc., 394 F.Supp. 946, 958 (S.D.N.Y.1975). Three sections of the Securities Acts so provide. 1933 Act § 11(f), 15 U.S.C.A. 77k(f), 1934 Act §§ 9(e) and 18(b), 15 U.S.C.A. § 78i(e) and 78r(b). However, under the facts alleged by Beck it is clear that Beye was not a joint securities act wrongdoer with Beck in Beck’s alleged violations of the securities laws. It is not even suggested that Beye violated any securities law. Beye’s alleged negligence, if any, had no causal connection with Beck’s alleged violations, and occurred subsequent in time.

641 F.2d at 325.

This type of analysis has been utilized in Pennsylvania cases which have held that an action against a negligent attorney is separate, distinct and independent from the underlying cause of action on which he was retained to act in his client’s behalf. These cases have, therefore, held that the underlying cause of action is not the proper subject matter for a third party complaint brought by the negligent attorney who was originally sued by his client. See Schladensky v. Ellis, 442 Pa. 471, 275 A.2d 663 (1971); American Metal Fabricators Co. v. Goldman, 227 Pa. Superior Ct. 284, 323 A.2d 891 (1974). See also Mallen & Levit, supra at 421-23. In Schladensky, the Supreme Court of Pennsylvania held that “the actions of the plaintiffs against [their attorney] are based on his failure to exercise reasonable care and diligence in the use of his skill as an attorney, and in the application of his knowledge to his client’s cause. [The attorney] does not assert that the additional defendants were responsible for his failures in this regard, or that they in any way hindered or impeded his timely prosecution of the plaintiffs’ case against [them]. The negligent conduct asserted by [the attorney] against the additional defendants cannot be equated with that which the plaintiffs assert against him.” 442 Pa. at 475, 275 A.2d at 665.

Our Pennsylvania Securities Act itself further elucidates the requirement that there be a common duty or liability arising by virtue of violation of the act before the principles of contribution and/or indemnity become applicable. It has a specific section entitled “Joint and several liability; contribution; corporation’s right of indemnification” which provides:

(a) Every affiliate of a person liable under section 501 [among other things, providing liability for misstatements or omissions to state a material fact] or 502, [providing liability of issuers to investors for violating the registration requirements] every partner, principal executive officer or director of such person, every person occupying a similar status or performing similar functions, every employe of such person who materially aids in the act or transaction constituting the violation, and every broker-dealer or agent who materially aids in the act or transaction constituting the violation, are also liable jointly and severally with and to the same extent as such person, unless the person liable hereunder proves that he did not know, and in the exercise of reasonable care could not have known, of the existence of the facts by reason of which the liability is alleged to exist.
(b) A corporation which is liable under this act shall have a right of indemnification against any of its affiliates whose wilful violation of any provision of this act gave rise to such liability. All persons civilly liable under this act shall have a right of contribution against all other persons similarly liable, based upon each person’s proportionate share of the total liability, except that no person whose wilful violation of any provision of this act has given rise to any civil liability shall have any right of contribution against any other person guilty merely of a negligent violation.

70 Pa.P.S, § 1-503.

Moreover, in a “Limitation of liability” section, the act states:

Except as explicitly provided in this act, no civil liability in favor of any private party shall arise against any person by implication from or as a result of the violation of any provision of this act or any rule or order hereunder. Nothing in this act shall limit any liability which might exist by virtue of any other statute or under common law if this act were not in effect.

Id. at § 1-506.

The act, therefore, provides for joint and several liability among those primarily and/or secondarily liable under the act, and for the right of contribution between them. The act, however, does not interfere with any independent rights of action that might exist at common law such as a suit for legal malpractice.

Thus, consistent with our statutory scheme, there are at least two ways in which an attorney can be held liable for his involvement in a securities deal: he can be liable to his client under common law professional malpractice principles and he can be held liable to an investor as a violator of the Securities Act itself. See generally Mallen & Levit, supra at 162 & 538-584; D. Stern, An Attorney’s Guide to Malpractice Liability, 247-306 (1977); Ruder, Multiple Defendants in Securities Law Fraud Cases: Aiding and Abetting, Conspiracy, In Pari Delicto, Indemnification, and Contribution, 120 U.Pa.L.Rev. 597 (1972). When an attorney is sued in such matters, therefore, it is necessary to precisely delineate the legal theory or theories upon which the alleged liability is based.

There is a marked difference between the bases of liability of an attorney to an investor, as opposed to his client, for a securities law violation. The liability to the investor is predicated upon the provisions of the securities laws. The liability to the client is predicated upon legal malpractice in the context of the rules developed concerning professional negligence. In the absence of a statutory provision, contribution, or indemnity, the client must proceed upon the normal tort theories.

Mallen & Levit, supra, at 581-82.

In the present case, the underlying theory of liability which was asserted in the pleadings and supported by the evidence was one of legal malpractice, and as such, this case should be decided upon common law negligence theories.

In support of the lower court’s contrary conclusion, the appellee law firm keys upon the loosely worded characterization of this action as one for indemnity which was made by appellants’ counsel in his opening statement to the jury. We do not, however, attach any great significance to this isolated misnomer, but rather we must view the record as a whole in making such an important determination. When we do so, all indications point to the fact that appellants were suing their counsel for his failure to advise them in a legal capacity of the requirement that they register and make the requisite disclosures. This was so despite their explicit instructions that Powderly was to “keep them out of trouble with the Securities Commission.” Nowhere in the record is there any allegation or attempt to prove that the appellee law firm was either primarily or secondarily liable for violating any provision of the securities act. This case, therefore, clearly involves an attorney’s execution of his professional duties owed to his client and not his conduct as a principal, “affiliate”, “controlling person”, “aider and abettor,” or “material participant” in the failure to register and make the requisite disclosures. As such, professional malpractice principles should solely govern this controversy, and we can perceive no reason why public policy should require otherwise.

In fact, when presented with a similar situation, the Supreme Court of Oregon came to the same conclusion. See Collins v. Fitzwater, 277 Or. 401, 560 P.2d 1074 (1977). In that case, the corporate attorney-director was sued for failing to advise the issuers that they were required to register under the applicable securities law. The court held that the complaint adequately stated a cause of action for both indemnity and for legal malpractice. As a controlling director, the attorney could be liable as a principal under the act and by virtue of his expertise and knowledge, he was deemed the more culpable party than the non-culpable director who reasonably relied on his attorney’s advice. In a professional capacity, the attorney had a duty to provide sound and accurate legal advice or suffer liability for his negligent failure to do so. The Collins court, therefore, concluded that:

As a matter of necessity, laymen who act as corporate directors must often rely upon the expertise and diligence of corporate counsel when intricate legal questions are . at issue. When a corporate attorney errs in the performance of his legal duties, we can think of no reason why the layman rather than the attorney should bear the ultimate burden of the error. Therefore, we conclude that public policy does not prohibit a nonculpable director from seeking indemnification from a culpable corporate attorney through a suit for legal malpractice, or otherwise.

Id. at 408, 560 P.2d at 1078.

Since Oregon is one of the states which, along with Pennsylvania, has adopted the Uniform Securities Act, we see no reason to differ with the holding in Collins.

In conclusion, because all of the requisite elements of a prima facie case of legal malpractice have been shown in the instant case, we reverse the lower court’s order refusing to take off a compulsory non-suit and award appellants a new trial. See Schenkel v. Monheit, 266 Pa.Superior Ct. 396, 405 A.2d 493 (1979).

Reversed and remanded for further proceedings consistent with this opinion.

SHERTZ, J., did not participate in the consideration or decision of this case.

      . Appellants aver in their complaint that these four federal court actions were settled for a specific sum. The only evidence admitted at trial in this regard, however, is simply that the suits were filed.

      . This argument is based on the notion that “one cannot insure himself against his own reckless, wilful or criminal conduct.” Globus v. Law Research Service, Inc., 418 F.2d at 1288-89. Thus, it must be shown that the person seeking indemnification was not guilty of a knowing and wilful violation of the act, and when there are multiple violations “our problem is to determine whether liability under each and every one of these provisions [violated] presupposes a finding of knowing misrepresentation or reckless disregard for the truth.” Odette v. Shearson, Hammill & Co., Inc., 394 F.Supp. at 955. Under our Pennsylvania act, it is envisioned that contribution be allowed unless a wilful violator is seeking it from one merely guilty of a negligent violation. 70 Pa.P.S. § l-503(b). Applying this to a multiple violation situation, the requisite wilfull-negligent relationship must be present with respect to each and every one of the violations. See Odette, supra. In the present case, the main violation for which appellants were sued and prosecuted (i.e. failure to register) does not necessarily involve wilful or reckless conduct. See 70 Pa.P.S. § 1-201. This the appellee law firm disregards in an attempt to emphasize the violation of the failure to disclose provisions which involve proof of scienter. See 70 Pa.P.S. § 1—401. What the appellee further overlooks here is that if the attorney was jointly liable with appellants under this provision requiring proof of scienter, then the attorney and his firm cannot be deemed merely negligent violators which is required if they are to successfully defend against the appellants’ asserted right of contribution. Thus, our Pennsylvania Securities Act allows for the right of contribution among joint violators of either of these provisions.

      . The record discloses that the plaintiff appellants put in their case on liability first with damages to be ascertained at a later point in time. And since this case involves a single cause of action for malpractice with many different facets of damages, we are not inclined to hold, as did the lower court, that the prima facie element of harm or damage was not shown with respect to that part of the damages arising out of the private causes of action which appellant settled. Instead, we view this matter as one which would and should have been decided in the separate damages portion of the case because the general element of harm on this single cause of action has been shown. In fact, when this question arose and appellants sought to reopen their case to admit the complaint and settlement documents in these cases, the lower court refused the motion because he said the entire federal court docket in those cases should have been introduced. Therefore, on remand, the appellants will not be precluded from proving damages with respect to the four federal court suits which they settled.


source: Caselaw Access Project

author: WIEAND, Judge:

license: Public Domain

text:
    450 A.2d 749
    John E. BOLAND v. Donald MULLEN, Appellant.
    Superior Court of Pennsylvania.
    Argued Nov. 30, 1981.
    Filed Aug. 27, 1982.

      Bernadette Barattini, Harrisburg, for appellant.
    Jerome T. Foerster, Harrisburg, for appellee.
    Before BROSKY, WIEAND and MONTEMURO, JJ.
   WIEAND, Judge:

John E. Boland was an unlicensed real estate salesman. Although he had once held a real estate salesman’s license, he was not employed by a licensed real estate broker. Boland’s license, therefore, had been cancelled, and he was unauthorized to engage in the' business of selling, exchanging, purchasing, or renting of real estate. Donald Mullen was a licensed real estate salesman employed by Pennsylvania Commercial Properties, a licensed broker. In August, 1974, one Val Assotto was attracted by Boland’s “Real Estate and Insurance” sign and inquired of Boland concerning the purchase of a warehouse on behalf of a client. Because Boland was not authorized to negotiate a purchase for Assotto, he referred Assotto to Mullen, extracting from Mullen, however, a promise to divide commissions realized as a result of the transaction. After the purchase of a warehouse had been negotiated by Mullen and consummated, Boland commenced an action in assumpsit to recover his portion of the commissions from Mullen and Pennsylvania Commercial Properties. A jury found that Boland was entitled to recover $10,500.00 from Mullen, and the trial court denied a motion for judgment n.o.v. Mullen appealed from the judgment entered on the verdict. His contention is that a contract to divide real estate commissions is illegal and that recovery thereon is barred by the Real Estate Brokers License Act of May 1,1929, P.L. 1216, 63 P.S. § 431 et seq. We agree.

Section 12(a) of the Real Estate Brokers License Act of May 1, 1929, P.L. 1216, as amended, 63 P.S. § 442(a), as existing in 1974, prohibited any person, not licensed under the Act, from engaging in the business or acting in the capacity of a real estate broker or salesman. The Act defined “real estate broker” as “all persons, copartnerships, associations, and corporations, foreign and domestic, who, for another and for a fee, commission, or other valuable consideration, shall sell, exchange, purchase, or rent, or shall negotiate the sale, exchange, purchase or rental, or shall offer or attempt to negotiate the sale, exchange, purchase, or rental ...” of real estate. Real Estate Brokers License Act, supra, § 2(a), as amended, 63 P.S. § 432(a).

Appellee argues, as he did in the court below, that he did not do an act or perform a service prohibited by the Act, that he did not participate in “buying, selling, exchanging ... real estate,” that he did not negotiate the purchase agreement, and that his claim is for a “finder’s fee” which is not prohibited by the statute. A similar argument was made and rejected, albeit under different circumstances, in Alford v. Raschiatore, 163 Pa.Super. 635, 63 A.2d 366 (1949). See also: Verona v. Schenley Farms Co., 312 Pa. 57, 167 A. 317 (1933); Burke v. Israel, 264 Pa.Super. 286, 399 A.2d 779 (1979); Harrison v. Softer, 221 Pa.Super. 275, 289 A.2d 752 (1972); Annotation, Validity, Construction, and Enforcement of Business Opportunities or “Finder’s Fee” Contract, 24 A.L.R.3d 1160 (1969).

Appellee’s involvement as a salesman in the instant transaction and the nature of his claim are best illustrated by his own trial testimony. There he testified:

“I told Don Mullen that I have a buyer, that I am an agent representing a buyer who is in turn an agent for Mr. Roland and Roland’s firm and they were looking for warehouse space. He said T don’t have anything but I can find something,’ and I said, T will want a commission for it.’ ” Record, p. 32a.

He also testified:

Q Now in connection with this deal did you make some other phone calls or was your only call the initial one to Mr. Mullen?
A No, I called Mr. Mullen, as I testified earlier today, numerous times to get abreast of the transaction.
Q Did you have any further discussions with Mr. Val Assotto or anyone else?
A Well, I called Mr. Val Assotto, as I testified earlier too, to be sure that Mr. Mullen was on top of it so that I wouldn’t lose the transaction.
Q So you were actively trying to make sure that the deal was consummated?
A That’s correct.
Q Now tell me how does that differ from what you did as an agent for which you’d have a commission, how was that different from what this finder’s fee is that you are talking about?
A Well, the activities involved are no different, you know it’s just the terminology of the finder’s fee or the word commission.
Q So that you agree the activities were no different. What you did then was that you took or what you are claiming now is that you knew that the law prohibited splitting of fees or commissions and so instead of calling it a commission for the same activity you are saying it was a finder’s fee?
A I said that, yes, that’s correct, because I was aware that brokers do it continuously .. .. ”

Record, pp. 34a, 35a.

To allow recovery of prohibited commissions under the guise of a “finder’s fee” would be blatantly to circumvent and ignore the legislative intent expressed in the Real Estate Brokers License Act.

The agreement which appellee sought to enforce in this action was expressly prohibited by Section 445(a) of the Act, which provided: “[i]t shall be unlawful for any licensed real estate broker, or real estate salesman, to pay any compensation, in money or other valuable thing, to any person other than a real estate broker or real estate salesman licensed under the provisions of this act .. . for the rendering of any service, or the doing of any of the acts by this act forbidden to be rendered or performed by other than licensees.” It follows that an agreement by Mullen to divide his commission with appellee was illegal.

The Real Estate Brokers License Act prohibited appellee from participating in the negotiations for the sale of the real estate and prohibited Mullen from agreeing to divide his commission with appellee. Appellee’s suit to enforce the contract was, therefore, barred by the Act which provided that:

“[n]o action or suit shall be instituted, nor recovery therein be had, in any court of this Commonwealth by any person, copartnership, association or corporation for compensation for any act done or service rendered, the doing or rendering of which is prohibited under the provisions of this act to others than licensed real estate brokers, unless such person . . . was duly licensed hereunder as real estate broker at the time of doing such act or the rendering of such service.”

To permit appellant to recover a “finder’s fee” would overrule to a large extent those licensing restrictions and supervisory controls which the legislature enacted for the purpose of regulating real estate salesmen and brokers; it would legitimatize that which the legislature declared illegal; and it would allow appellee to recover that which the legislature said he cannot recover. The courts will not lend themselves to the achievement of such a result.

Reversed and remanded for the entry of judgment in favor of appellant.

      . “The term ‘real estate salesman’ shall mean and include any person employed by a licensed real estate broker to list for sale, sell or offer for sale, to by or offer to buy, or to negotiate the purchase or sale or exchange of real estate .... ” Real Estate Brokers License Act of May 1, 1929, P.L. 1216, § 2(b), as amended, 63 P.S. § 432(b).

      . Section 9(b) of the Real Estate Brokers License Act, 63 P.S. § 439(b) provided, in pertinent part, as follows: “... All licenses issued to real estate salesmen shall designate the employer of such salesmen by name. Prompt notice in writing, within ten (10) days, shall be given to the department by the real estate salesmen of any change of employer, and of the name of the new employer into whose service such salesman is about to enter or has entered, and a new license shall thereupon be issued, for a fee of two dollars and fifty cents ($2.50), by the department to such salesmen, for the unexpired term of the original license: Provided, That such new employer shall be a duly licensed real estate broker. The change of employer or employment by any licensed real estate salesman, without notice to the department as aforesaid, shall automatically cancel the license to him theretofore issued, and it shall be the duty of the employer named in such license to notify the department promptly of any such change of employer or employment.

      . The Real Estate Brokers License Act has been repealed and replaced by the Real Estate Licensing Act of February 19,1980, P.L. 15, No. 9, 63 P.S. § 455.101 et seq.

      . Real Estate Brokers License Act of May 1, 1929, P.L. 1216, § 16, as amended, 63 P.S. § 446. A similar prohibition is contained in Section 455.302 of the Real Estate Licensing Act of February 19, 1980, P.L. 15, No. 9, § 302, 63 P.S. § 455.302.


author: JOHNSON, Judge:

text:
    450 A.2d 751
    Toyoka LaROCCA, Sam LaRocca and Toyoka LaRocca, as Administratrix of the Estate of Scott Anthony LaRocca, Deceased, Appellants v. AETNA LIFE AND CASUALTY COMPANY, INC., a corporation.
    Superior Court of Pennsylvania.
    Argued March 17, 1982.
    Decided Sept. 17, 1982.
    Vacated and remanded Dec. 31, 1982.
    See 455 A.2d 107.

      Karl W. Wiedt, Pittsburgh, for appellants.
    James F. Manley, Pittsburgh, for appellee.
    Before SPAETH, JOHNSON and HOFFMAN, JJ.
   JOHNSON, Judge:

Appellants have appealed from the Order of the lower court dated June 29, 1981, which (1) granted judgment in favor of Aetna Life and Casualty Company, Inc. (Aetna) on Appellants’ claims for work loss and survivor’s loss benefits under the No-fault Motor Vehicle Insurance Act, (2) dismissed Appellants’ claims for those benefits as untimely and, (3) overruled Aetna’s Motion for Judgment on the Pleadings with respect to Appellants’ claims for allowable expense limits related to funeral and burial expenses.

Appellants entered suit by Writ of Summons on July 23, 1980 against Aetna, following the death on August 13, 1978 of their son, who died as a result of injuries suffered in an automobile accident. The decedent was a passenger in the vehicle of Christine Leo, who was insured by Aetna. Appellants and decedent were not covered by any motor vehicle insurance. Appellants’ Complaint in Assumpsit requested payment of (1) $15,000 in work loss benefits, (2) $5,000 in survivor’s loss benefits, (3) $3,402.00 as reimbursement for funeral expenses, and (4) interest, costs and attorney’s fees. The Complaint further alleged that demands for these sums had been refused by Aetna.

Aetna’s Answer and New Matter alleged that Appellants were not entitled to any benefits and further, that Appellants’ cause of action was barred by the statute of limitations of the No-fault Act, 40 P.S. 1009.106(c)(2).

Appellants argue on appeal that the lower court erred in determining that the appropriate statute of limitations concerning recovery of work loss benefits claimed on behalf of a deceased victim under the No-fault Act (hereinafter the Act) was one year.

We have previously stated that post-mortem work loss benefits are recoverable by the survivors of the deceased victim, but are not considered survivor’s benefits under the Act. Sachritz v. Pennsylvania National Mutual Casualty Insurance Company, 293 Pa.Super. 483, 439 A.2d 678 (1981), citing Allstate Insurance Company v. Heffner, 491 Pa. 447, 421 A.2d 629 (1980); Daniels v. State Farm Mutual Automo bile Insurance Company, 283 Pa.Super. 336, 423 A.2d 1284, 12 A.L.R. 4th 968 (1980).

The issue now before us has recently been decided in Guiton v. Pennsylvania National Mutual Casualty Insurance Company, 301 Pa.Super. 146, 447 A.2d 284 (1982). This court in Guitón held that the proper statute of limitations for recovery of work loss benefits involving a deceased victim where no previous work loss benefits have been paid is the six year limitation period for general contract actions.

Therefore, the Order of June 29, 1981 is reversed as to the granting of judgment in favor of Appellee and as to the dismissal of Appellant’s claim for work loss benefits and the case remanded for further proceedings not inconsistent with this opinion.

      . Act of July 19, 1974, P.L. 489, No. 176, eff. in 12 months, 40 P.S. §§ 1009.101 et seq.

      . It is undisputed that no benefits had been paid to Appellants or the deceased at the time this appeal was filed.

      . At the time this appeal was docketed, it would appear that the appeal was interlocutory, as Appellants’ claim for funeral and burial expenses was still before the lower court. It is clear that an order dismissing some, but not all, counts of a multi-count complaint is interlocutory, as appellant has not been put out of court. Bracken v. Bracken, 294 Pa.Super. 371, 439 A.2d 1247 (1982).
      However, since the docketing of the appeal in the instant case, counsel for Appellants has notified the court by letter dated April 12, 1982 that the claim for funeral and burial expenses had been paid in the amount of $1,500 by Appellee and that Appellants wished to withdraw their appeal concerning their claim for survivor’s benefits. Therefore, as only the issue remaining is the claim for work loss benefits, which the lower court dismissed, we will consider this issue of appealability of the instant case as moot.

      . In Freeze v. Donegal Mutual Insurance Company, 301 Pa.Super. 344, 447 A.2d 999 (1982) we held that the estate of a deceased victim is entitled to recover work loss benefits under the No-fault Act, as well as a “survivor” or “victim”, as defined by the Act.

      . In Allstate v. Heffner, the supreme court affirmed the determination of this court in Heffner v. Allstate Insurance Company, 265 Pa.Super. 181, 401 A.2d 1160 (1979).


text:
    450 A.2d 984
    James L. MARTIN, Appellant, v. LITTLE, BROWN AND COMPANY.
    Superior Court of Pennsylvania.
    Argued May 26, 1981.
    Filed Sept. 4, 1981.
    Reargument Denied Oct. 12, 1982.
    Petition for Allowance of Appeal Denied Dec. 22, 1982.

      James L. Martin, appellant, in pro. per.
    Joseph F. Roda, Lancaster, for appellee.
    Before WICKERSHAM, McEWEN and WIEAND, JJ.
   WIEAND, Judge:

This appeal was taken from an order sustaining preliminary objections in the nature of a demurrer to appellant’s pro se complaint in assumpsit. The trial court held that a contract had not been made and that there could be no recovery on quantum meruit where appellant had volunteered information which enabled appellee, a publisher of books, to effect a recovery against a third person for copyright infringement. We agree and, accordingly, affirm.

The averments of the complaint disclose that on September 28, 1976, the appellant, James L. Martin, directed a letter to Bantam Books, Inc. in which he advised the addressee that portions of a paperback publication entitled “How to Buy Stocks” had been plagiarized by the authors of a later book entitled “Planning Your Financial Future.” Appellant’s letter offered to provide a copy of the book, in which appellant had highlighted the plagiarized passages, with marginal references to the pages and paragraphs of the book from which the passages had been copied. By letter dated October 21, 1976 and signed by Robin Paris, Editorial Assistant, the appellee, Little, Brown and Company, Inc., invited appellant to send his copy of “Planning Your Financial Future.” This was done, and appellee acknowledged receipt thereof in writing. Thereafter, appellant made inquiries about appellee’s investigation but received no response. Appellant was persistent, however, and upon learning that appellee had agreed with his assertions and was pursuing a claim of copyright infringement, he demanded compensation for his services. Appellee denied that it had contracted with appellant or was otherwise obligated to compensate appellant for his work or for his calling the infringement to the publisher’s attention. Nevertheless, appellee offered an honorarium in the form of a check for two hundred dollars, which appellant retained but did not cash. Instead, he filed suit to recover one-third of the recovery effected by appellee.

These facts and all reasonable inferences therefrom have been admitted by appellee’s demurrer. Gekas v. Shapp, 469 Pa. 1, 5, 364 A.2d 691, 693 (1976); Buchanan v. Brentwood Federal Savings & Loan Association, 457 Pa. 135, 139, 320 A.2d 117, 120 (1974). In determining whether they are sufficient to state a cause of action we are guided by the rule that a demurrer may be sustained only in clear cases, and all doubts must be resolved in favor of the sufficiency of the complaint. Gekas v. Shapp, supra, 469 Pa. at 6, 364 A.2d at 693; Clevenstein v. Rizzuto, 439 Pa. 397, 401, 266 A.2d 623, 625 (1970).

The facts alleged in the complaint are insufficient to establish a contractual relationship between appellant and appellee. Appellant’s initial letter did not expressly or by implication suggest a desire to negotiate. Neither did appellee’s letter of October 21, 1976, which invited appellant to send his copy of the offending publication, constitute an offer to enter a unilateral contract. It was no more than a response to an initial letter by appellant in which he notified appellee of a copyright infringement and expressed a willingness to forward a copy of the infringing work in which he had highlighted copied portions and cited pages of appellee’s work which had been copied. Appellant’s letter did not suggest that he intended to be paid, and appellee’s response did not contain an offer to pay appellant if he forwarded his copy of the infringing work. In brief, payment to appellant was not discussed in any of the correspondance which preceded the forwarding of appellant’s work to appellee.

“A contract, implied in fact, is an actual contract which arises where the parties agree upon the obligations to be incurred, but their intention, instead of being expressed in words, is inferred from their acts in the light of the surrounding circumstances. Cameron v. Eynon, 332 Pa. 529, 3 A.2d 423 (1939).” Home Protection Building & Loan Association Case, 143 Pa.Super. 96, 98, 17 A.2d 755, 756 (1941). An implied contract is an agreement which legitimately can be inferred from the intention of the parties as evidenced by the circumstances and “the ordinary course of dealing and the common understanding of men.” Hertzog v. Hertzog, 29 Pa. 465, 468 (1857). “Generally, there is an implication of a promise to pay for valuable services rendered with the knowledge and approval of the recipient, in the absence of a showing to the contrary. A promise to pay the reasonable value of the service is implied where one performs for another, with the other’s knowledge, a useful service of a character that is usually charged for, and the latter expresses no dissent or avails himself of the service. A promise to pay for services can, however, only be implied when they are rendered in such circumstances as authorized the party performing to entertain a reasonable expectation of their payment by the party benefited. The service or other benefit must not be given as a gratuity or without expectation of payment, and the person benefited must do something from which his promise to pay may be fairly inferred.” Home Protection Building & Loan Association Case, supra, 143 Pa. at 98-99, 17 A.2d at 756-57, citing 12 AmJur., Contracts, § 5. See also: Irvine Estate, 372 Pa. 110, 92 A.2d 544 (1952); Gibb’s Estate, 266 Pa. 485, 110 A. 236 (1920). When a person requests another to perform services, it is ordinarily inferred that he intends to pay for them, unless the circumstances indicate otherwise. Restatement Restitution § 107(2) (1937). However, where the circumstances evidence that one’s work effort has been voluntarily given to another, an intention to pay therefor cannot be inferred. In the instant case, the facts alleged in the complaint disclose a submission of information from appellant to appellee without any discussion pertaining to appellee’s payment therefor. Clearly, there was no basis upon which to infer the existence of a unilateral contract.

Similarly, there is no factual premise to support a finding that appellee is entitled to recover in quasi-contract for the information supplied by appellant. Where one person has been unjustly enriched at the expense of another he or she must make restitution to the other. DeGasperi v. Valicenti, 198 Pa.Super. 455, 457, 181 A.2d 862, 864 (1962). However, unjust enrichment is the key to an action for restitution. Myers-Macomber Engineers v. M.L.W. Construction Corp., et al., 271 Pa. Super. 484, 414 A.2d 357, 360 (1979). The vehicle for achieving restitution is a quasi-contract, or contract implied in law. “Unlike true contracts, quasi-contracts are not based on the apparent intention of the parties to undertake the performances in question, nor are they promises. They are obligations created by law for reasons of justice.” Schott v. Westinghouse Electric Corporation, 436 Pa. 279, 290, 259 A.2d 443, 449 (1969), quoting Restatement (Second) of Contracts, § 5, comment b. at 24. “Quasi-contracts may be found in the absence of any expression of assent by the party to be charged and may indeed be found in spite of the party’s contrary intention.” Schott v. Westinghouse Electric Corporation, supra, 436 Pa. at 290-91, 259 A.2d at 449. To sustain a claim of unjust enrichment, it must be shown by the facts pleaded that a person wrongly secured or passively received a benefit that it would be unconscionable to retain. Brereton Estate, 388 Pa. 206, 212, 130 A.2d 453, 457 (1957); Crossgates Realty, Inc. v. Moore, 479 Pa.Super. 247, 420 A.2d 1125, 1127-8 (1980); Roman Mosaic & Tile Co., Inc. v. Vollrath, 226 Pa.Super. 215, 218, 313 A.2d 305, 307 (1973).

As a general rule, volunteers have no right to restitution. Reiver v. Safeguard Precision Products, Inc., 240 Pa.Super. 572, 576, 361 A.2d 371, 373 (1976); Gaul v. McLaughlin, 207 Pa.Super. 434, 436, 217 A.2d 757, 758 (1966); Restatement, Restitution § 1, comment (c). Appellant was a volunteer. It was he who made the unsolicited suggestion that he would be willing to submit to appellee his copy of “Planning Your Financial Future” with notations to show which portions had been purloined from “How to Buy Stocks.” His offer to do so was not conditioned upon payment of any kind. He did not suggest, either expressly or by implication, that he expected to be paid for this information or for time spent in reducing the same to writing. Thus, the facts averred in the complaint establish that he was purely a volunteer and cannot properly be reimbursed for unjust enrichment.

Finally, appellant’s complaint contains a count in trespass for intentional infliction of mental distress. The basis of this claim is an alleged statement by appellee’s counsel that if appellant instituted suit, a counterclaim would be filed for abuse of process.

The Restatement (Second) of Torts, in section 46, provides: “One who by extreme and outrageous conduct intentionally or recklessly causes severe emotional distress to another is subject to liability for such emotional distress, .. . . ” Under this rule, “[liability has been found only where the conduct has been so outrageous in character, and so extreme in degree, as to go beyond all possible bounds of decency, and to be regarded as atrocious, and utterly intolerable in a civilized community. Generally, the case is one in which the recitation of the facts to an average member of the community would arouse his resentment against the actor, and lead him to exclaim, ‘Outrageous.’ ” Jones v. Nissenbaum, Rudolph & Seidner, 244 Pa.Super. 377, 383, 368 A.2d 770, 773 (1976), quoting Restatement (Second) of Torts, § 46, comment d. See also: Papieves v. Kelly, 437 Pa. 373, 263 A.2d 118 (1970); Forster v. Manchester, 410 Pa. 192, 189 A.2d 147 (1963).

The mere threat of a legal counterclaim, even if entirely lacking in merit, will not generally satisfy the strict standard required to make out a case of outrageous conduct. The adversary nature of litigation invariably involves a turbulent contest of wills. Appellant, a law student who threatened to avail himself of the judicial process to assert a claim, cannot properly complain when his adversary threatens to file a counterclaim. This did not give rise to an action for the emotional distress, if any, which appellant suffered when he learned that a new dimension would be added to the litigation. The claim was properly dismissed.

Order affirmed.

      . Appellant failed to attach to his complaint copies of correspondence upon which he relied to establish a cause of action, as required by Pa.R.C.P. No. 1019(h). Although such copies were subsequently attached to the brief which appellant filed in the trial court, they were not a part of the complaint and not entitled to be considered in determining the sufficiency thereof. We have examined them solely for the purpose of determining whether appellant should be granted leave to file an amended complaint.

      . The parties have not briefed and our decision makes it unnecessary that we consider the damages which appellant would otherwise be entitled to recover. It is clear, however, that such damages are measured by the reasonable value of services rendered and not by a percentage of the recovery achieved by appellee as a result of the copyright infringement first observed by appellant. See: Pulli v.

        Warren National Bank, 488 Pa. 194, 412 A.2d 464 (1979); Lach v. Fleth, 361 Pa. 340, 64 A.2d 821 (1949).


author: CIRILLO, Judge:

text:
    450 A.2d 989
    COMMONWEALTH of Pennsylvania, Appellant, v. Ronald GEASE.
    Superior Court of Pennsylvania.
    Argued Feb. 9, 1982.
    Filed May 21, 1982.
    Reargument Denied May 21, 1982.
    Petition for Allowance of Appeal Denied Jan. 7, 1983.

      Dara A. DeCourcy, Assistant District Attorney, Pittsburgh, for Commonwealth, appellant.
    Paul R. Gettleman, Zelienople, for appellee.
    Before BROSKY, CIRILLO and POPOVICH, JJ.
   CIRILLO, Judge:

This is an appeal from an Order of the Court of Common Pleas of Allegheny County, granting the appellee’s Motion to suppress the evidence.

At approximately 12:45 P.M. on December 19, 1980, Lieutenant Albert Petrauskas of the Pittsburgh Police Department was stopped by a man wearing a white apron over a red shirt. The man informed the officer that he was chasing an individual who had just stolen a woman’s purse. He also told the officer that the individual was sitting in a jitney directly behind the officer’s car. The jitney was occupied by only one other man who was seated on the driver’s side. As the officer exited his car, the appellee, Ronald Gease, left the jitney and ran. After failing in his attempt to apprehend the appellee, Lieutenant Petrauskas put out a description of the appellee over the police radio. A short time later, police spotted the appellee, approached him, and a scuffle ensued. The appellee was subdued and placed under arrest, at which time he made an inculpatory statement.

The appellee was subsequently charged with the crime of Robbery. The appellee filed a Motion to suppress all oral statements which he -made immediately after his arrest. The Motion alleged that the arrest of the appellee was illegal because it was made without a warrant and without probable cause due to the unreliability of an anonymous tip. A hearing in this matter was held on March 16, 1981 before the Honorable Maurice Louik. After the submission of briefs by the parties, Judge Louik granted the Motion to suppress the evidence and on March 27, 1981 a supporting Opinion was filed. This appeal now follows.

The Commonwealth contends that the lower court erred in granting the Motion to suppress the evidence. Because we agree with the Commonwealth’s, argument that the arrest of the appellee was predicated on sufficient probable cause, we reverse and remand for trial.

The Court below held that Lieutenant Petrauskas was not justified in acting on the information supplied by the informant because the requirements of the Aguilar—Spinelli test were not satisfied. That well-settled rule requires that:

[W]here probable cause is based upon information received from an unidentified informant, the following requirements must be met: (1) the arresting officer must know some of the underlying circumstances from which the informant concluded that the suspect participated in criminal activity, and (2) the officer must have some reasonable basis for concluding that the informant was credible or his information reliable.

Commonwealth v. Waters, 276 Pa.Super. 584, 419 A.2d 612 (1980). However, in this instance, probable cause for arrest was not based solely on the tip received from the unidentified informant, but rather was based on all the events which occurred prior to the appellee’s arrest.

Evidence of flight is permissible to establish guilty knowledge. Commonwealth v. Rough, 275 Pa.Super. 50, 418 A.2d 605 (1980). Justice Nix stated in Commonwealth v. Jones, 457 Pa. 563, 319 A.2d 142 (1974), certiorari denied Jones v. Pennsylvania, 419 U.S. 1000, 95 S.Ct. 316, 42 L.Ed.2d 274, that the essence of this doctrine is based upon a premise that the person who flees does so in recognition of his wrongdoing and is seeking to avoid punishment for that conduct. Id. 457 Pa. at 576, 319 A.2d 142. Even though flight alone is not sufficient to establish probable cause to arrest, flight may be coupled with additional facts which point to the suspect’s guilt and establish probable cause to make an arrest. Commonwealth v. Legg, 258 Pa.Super. 294, 392 A.2d 801 (1978). See also: Commonwealth v. Favors, 227 Pa.Super. 120, 323 A.2d 85 (1974). Furthermore, it is well settled that probable cause may be based on hearsay information. Commonwealth v. Brown, 228 Pa.Super. 158, 323 A.2d 104 (1974).

In Commonwealth v. Legg, supra., the inference of guilty knowledge arising from the defendant’s flight was coupled with an anonymous tip that the robber could be found at a residence which was within a few blocks of the scene of the crime. The defendant’s physical appearance also fit a general description of the robber which had been provided by the victimized bartender. Thus, the Court held that the police had probable cause to arrest the defendant for robbery of the bar, and evidence discovered as a result of the arrest, including the defendant’s confession, was admissible.

In the present case, the appellee’s flight was corroborated by a tip from a disinterested witness who had made a substantial effort to stop the robber. The informant specifically designated the vehicle in which the man who committed the offense could be found. Subsequently, the appellee was apprehended only a few blocks from where Lieutenant Petrauskas was approached by the informant, but only after he had made every effort to avoid the police officers who effectuated the arrest. We find that these circumstances were sufficient to establish probable cause for arrest of the appellee.

Additionally the holdings of our court in Commonwealth v. Montgomery, 246 Pa.Super. 371, 371 A.2d 885 (1977) and Commonwealth v. McCain, 275 Pa.Super. 192, 418 A.2d 677 (1980), support the result we reach. .

In Montgomery, supra, the victim of a crime informed police of its occurrence and assisted them in their search for the perpetrators. The victim was told by a person unknown to him where the suspects could be found. He then relayed that information to the police who went to the named address and arrested the appellant. We found probable cause despite the fact that the information upon which the officers based the arrest, came from an intermediary. We said, “The salient factors in our case are that the robbery, the informer’s tip, and the subsequent arrest of the appellant all occurred within 15 minutes time and within a block of each other.” Id., 246 Pa.Superior Ct. at 377, 371 A.2d at 888.

A similar result was reached in McCain, supra, where we wrote of the Montgomery case:

There, a “disinterested observer,” at the scene of the crime and within fifteen minutes of the incident, placed the perpetrators only a block away from the crime. This Court upheld police officer’s prompt reliance upon the disclosure of the “disinterested observer.” “[T]he probabilities were very great that a disinterested observer of the occurrences would have seen where the suspects went.” (citations omitted)

McCain, supra, 275 Pa.Super. at 194, 418 A.2d at 678.

In the present appeal, an apparently disinterested observer who was in pursuit of the suspect gave information to the police who made the arrest shortly thereafter. A result in the instant case consistent with Montgomery and McCain is required.

Accordingly, we reverse the Order of the court below and remand for trial.

POPOVICH, J., concurs in the result.

      . Act of December 6, 1972, P.L. 1482 No. 334 § 1, effective June 6, 1973, as amended June 24, 1976, P.L. 425 No. 102 § 1, effective immediately, 18 Pa.C.S.A. § 3701.

      . Aguilar v. Texas, 378 U.S. 108, 84 S.Ct. 1509, 12 L.Ed.2d 723 (1964); Spinelli v. United States, 393 U.S. 410, 89 S.Ct. 584, 21 L.Ed.2d 637 (1969).

      . “The wicked flee when no man pursueth; but the righteous are bold as a young lion.” Proverbs 28:1.