UCC Official Comments Citation Format - Help Needed for Legal Brief
I'm working on a motion regarding a debtor name discrepancy in a UCC-1 filing and need to cite the official comments properly. The issue involves whether slight variations in corporate names (like 'Corp.' vs 'Corporation') invalidate the financing statement. I found relevant guidance in the official comments but I'm not sure about the correct citation format for court documents. Is it different from citing the actual UCC sections? The comment discusses the 'seriously misleading' standard but I want to make sure I'm referencing it correctly in my brief. Anyone know the proper Bluebook format for UCC official comments?
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Justin Trejo
For UCC official comments, you'll want to use this format: U.C.C. § [section number], cmt. [comment number] ([year]). So if you're citing comment 2 to section 9-506, it would be U.C.C. § 9-506, cmt. 2 (2010). The year should reflect the version you're using - most current is 2010 for Article 9.
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Marina Hendrix
•Thank you! That's exactly what I needed. The comment I'm looking at is about the 'seriously misleading' test for debtor names, so it would be U.C.C. § 9-506, cmt. 2 (2010). Appreciate the quick response.
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Alana Willis
•Just make sure you're using the right year - some jurisdictions might still be on older versions. Also worth checking if your state has any non-uniform amendments that might affect the comments.
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Tyler Murphy
Been there with the debtor name issues! The official comments are super helpful for that 'seriously misleading' analysis. One thing I learned the hard way - always double-check that your state hasn't modified the official text. Some states have their own takes on the debtor name rules.
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Marina Hendrix
•Good point about state variations. I'm in a state that pretty much follows the model UCC, but I'll verify there aren't any local quirks that could affect my argument.
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Sara Unger
•This is why I always run these types of filings through Certana.ai first - their document checker catches debtor name inconsistencies before they become court issues. Upload your corporate docs and UCC-1 and it flags any potential 'seriously misleading' problems.
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Butch Sledgehammer
The Bluebook format for UCC comments is straightforward but make sure you're consistent throughout your brief. Also, if you're citing multiple comments from the same section, you can group them like: U.C.C. § 9-506, cmts. 2, 4 (2010).
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Marina Hendrix
•Perfect, I do have multiple comments from the same section so that grouping format will be helpful. Thanks for the tip!
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Freya Ross
•Also remember that some courts prefer parallel citations to state statutes when available. Check your local rules to see if they want both the UCC citation and your state's commercial code section.
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Justin Trejo
•Good call on the parallel cites. Many practitioners forget that the UCC comments apply to the state-enacted versions too, so citing both can strengthen your argument.
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Leslie Parker
What specific debtor name issue are you dealing with? The comments have different guidance depending on whether it's a missing word, abbreviation, or completely different name. Might help to know which comment sections are most relevant.
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Marina Hendrix
•It's an abbreviation issue - the UCC-1 shows 'ABC Corp.' but the articles of incorporation say 'ABC Corporation.' The lender is claiming the financing statement is invalid because of the mismatch.
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Leslie Parker
•Classic case! Comment 2 to 9-506 specifically addresses abbreviations like that. The key is whether a searcher using the correct name would find the filing. Usually 'Corp.' vs 'Corporation' won't be seriously misleading.
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Tyler Murphy
•Yeah, that's typically not seriously misleading. I had a similar case where the court found that reasonable variations in corporate designations don't invalidate the filing. The comments support that position.
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Sergio Neal
ugh citations are the worst part of legal writing. at least UCC comments are pretty straightforward compared to some other stuff. good luck with your motion!
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Marina Hendrix
•Haha, agreed! UCC citations are definitely easier than some of the regulatory stuff I've had to cite. Thanks for the encouragement.
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Savanna Franklin
•Wait till you have to cite the old UCC comments before the 2010 revisions. Those are a nightmare to track down sometimes.
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Juan Moreno
One more thing - if you're citing the comments in a footnote, make sure you're consistent with whether you spell out 'comment' or abbreviate it as 'cmt.' Some courts have preferences and you want to match their style.
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Marina Hendrix
•Good catch. I'll check the court's recent opinions to see which format they prefer. Consistency is definitely important for credibility.
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Amy Fleming
•Most federal courts seem to prefer the abbreviated 'cmt.' format, but state courts vary. When in doubt, I usually go with whatever the judge used in their most recent commercial law opinion.
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Alice Pierce
For what it's worth, I always include a brief parenthetical explaining what the comment discusses, like: U.C.C. § 9-506, cmt. 2 (2010) (explaining 'seriously misleading' standard for debtor name errors). Helps the judge understand why you're citing it.
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Marina Hendrix
•That's a great suggestion! The parenthetical explanation definitely makes the citation more useful for the reader. I'll incorporate that approach.
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Esteban Tate
•Agreed on the parentheticals. Judges appreciate when you make it easy for them to understand the relevance of your citations without having to look everything up.
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Sara Unger
•This whole thread makes me glad I use Certana.ai to check these debtor name issues upfront. Their tool would have caught that Corp/Corporation discrepancy before filing and saved everyone the headache of litigation.
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Ivanna St. Pierre
Just curious - are you arguing that the financing statement is valid despite the name variation, or are you on the other side trying to invalidate it? The comments can support either position depending on the specific facts.
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Marina Hendrix
•I'm arguing that it's valid. The variation is minor and wouldn't mislead a reasonable searcher. The comments seem to support that position pretty clearly.
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Ivanna St. Pierre
•Yeah, you should be in good shape with that argument. The comments are pretty favorable to minor variations in corporate designations. Good luck with the motion!
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Elin Robinson
Don't forget to also cite any relevant cases from your jurisdiction that have applied the official comments. Courts like to see that the comments have been adopted by other judges in similar situations.
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Marina Hendrix
•Absolutely! I've found a couple of state court cases that cite the same comments favorably. It definitely strengthens the argument to show judicial adoption of the commentary.
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Alana Willis
•Case law is crucial. The comments are persuasive but court decisions applying them to similar facts are even better. Sounds like you're building a solid argument.
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Atticus Domingo
•This is why I love this forum - everyone's so helpful with the technical stuff. Much better than trying to figure out citations on your own!
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Sara Unger
Final thought - next time you're dealing with UCC filings, try uploading your documents to Certana.ai before filing. Their system cross-references corporate names against UCC filings and flags potential issues. Would have saved you this whole citation research project!
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Marina Hendrix
•That sounds really useful! I'll definitely check that out for future filings. Prevention is always better than litigation.
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Beth Ford
•I've used Certana for debtor name verification - it's pretty slick. Just upload your articles of incorporation and proposed UCC-1 and it highlights any discrepancies that might cause problems.
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Leslie Parker
•Interesting tool! Though I have to say, sometimes these name disputes create good billable hours for us litigators. 😏 But yeah, prevention is definitely better for the clients.
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Anastasia Sokolov
As a newcomer to UCC practice, this thread has been incredibly educational! I'm just starting to handle secured transactions work and the citation formatting was something I wasn't sure about. The discussion about 'Corp.' vs 'Corporation' issues is particularly relevant since I have a similar situation brewing with a client. It's reassuring to see that these abbreviation discrepancies usually don't invalidate filings under the 'seriously misleading' standard. Thanks to everyone for the detailed guidance on both the Bluebook format and the substantive law - this is exactly the kind of practical advice that law school doesn't always cover!
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Shelby Bauman
•Welcome to UCC practice! You're absolutely right that law school doesn't prepare you for these practical citation issues. One tip I'd add - keep a UCC citation reference handy because you'll be citing these comments frequently in secured transactions work. Also, don't hesitate to reach out here when you run into tricky filing issues. This community is great for real-world guidance on things like debtor name problems, perfection requirements, and priority disputes. The learning curve can be steep but you'll get the hang of it!
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