A Massachusetts testator created a will that included a charitable bequest to an entity he described as the "National Academy of Arts and Sciences." No organization by that exact name existed. Two prominent learned societies plausibly fit parts of the description: (1) the National Academy of Sciences, a Washington, D.C.-based scientific society chartered by Congress, and (2) the American Academy of Arts and Sciences, a longstanding Massachusetts learned society in Cambridge whose formal name included both "Arts" and "Sciences." Acting as trustee under the will, Cambridge Trust Company filed a complaint for instructions to determine the proper recipient. Both the National Academy of Sciences and the American Academy of Arts and Sciences asserted claims to the bequest. The record before the probate court included the language of the will and surrounding circumstances known to the testator when he executed it, including his Massachusetts ties and the existence and purposes of the rival institutions. The probate court concluded that the gift was intended for the American Academy of Arts and Sciences. The National Academy of Sciences appealed, presenting the question to the Supreme Judicial Court of Massachusetts.
When a testator's will makes a charitable bequest to a misnamed beneficiary—here, the nonexistent "National Academy of Arts and Sciences"—may a court admit extrinsic evidence to resolve the latent ambiguity and, if so, which of two plausible existing institutions is the intended beneficiary?
Massachusetts law permits the use of extrinsic evidence to resolve latent ambiguities in a will, including the identity of an intended beneficiary misnamed in the instrument. A misnomer of a legatee will not defeat a bequest if, read in light of surrounding circumstances known to the testator, the will sufficiently identifies the intended recipient. Courts favor constructions that uphold rather than defeat testamentary dispositions, and charitable gifts receive particularly liberal construction to effectuate charitable intent. Only if the intended beneficiary cannot be ascertained should the court resort to cy pres to carry out the testator's general charitable purpose.
The bequest to the misnamed "National Academy of Arts and Sciences" was intended for, and is awarded to, the American Academy of Arts and Sciences; the National Academy of Sciences is not the intended beneficiary.
The court first characterized the problem as a latent ambiguity: the words of the will are clear on their face but reveal uncertainty when applied to the external world because no institution exists by the exact name specified. Under Massachusetts law, such latent ambiguities may be resolved through extrinsic evidence bearing on the testator's intent. The court emphasized settled principles that (1) misdescription does not invalidate a bequest if the intended recipient can be identified with reasonable certainty from the will read in context; (2) courts prefer an interpretation that upholds a charitable gift; and (3) charitable bequests are construed liberally. Considering the candidates, the court found that the National Academy of Sciences does not include "Arts" in its name or mission, whereas the American Academy of Arts and Sciences expressly encompasses both arts and sciences, mirroring the descriptor in the will. The geographic and contextual cues also favored the American Academy: it is a Massachusetts corporation located in Cambridge, within the testator's community context, making it a more natural object of local charitable bounty. There was no evidence that the testator had any particular association with or intention to benefit the Washington-based National Academy of Sciences; by contrast, the alignment in name and the local nexus pointed toward the American Academy. Because the evidence clearly identified the intended beneficiary, the court had no need to invoke cy pres. It therefore affirmed the instruction awarding the gift to the American Academy of Arts and Sciences and rejected the National Academy of Sciences' competing claim.
The case is a staple in Trusts & Estates for three reasons: (1) it concretely demonstrates the use of extrinsic evidence to cure a latent ambiguity in the identity of a beneficiary; (2) it articulates the misnomer doctrine and the strong preference to validate charitable gifts where possible; and (3) it shows the sequencing between will construction and cy pres—courts first try to pinpoint the actual intended donee; only if that fails do they modify the disposition to approximate the donor's general charitable intent. On exams, it supplies a ready framework: identify ambiguity, admit appropriate extrinsic evidence, weigh factors indicating probable intent (name match, purpose, geography, relationships), prefer validation, and consider cy pres only as a last step.
National Academy of Sciences v. Cambridge Trust Co. exemplifies how courts marshal canons of construction and admissible extrinsic evidence to salvage and effectuate a testator's charitable intent in the face of a misnomer. By identifying the American Academy of Arts and Sciences as the intended beneficiary, the court harmonized the language of the will with the real-world landscape of charitable institutions and the testator's probable objectives.