Under Colorado law, a "representation" need be neither a "description, account, [n]or statement of fact" to be actionable, as Defendants suggest. An actionable "representation" may be oral, written, or consist solely of conduct; the gist of a fraudulent representation is the production of a false impression in the mind of the other party, "the means of accomplishing it are immaterial." Cahill v. Readon, 85 Colo. 9, 273 P. 653, 655 (1929); see generally, C.J.I.3d 19:3 (1990) (citations omitted). Davies's testimony regarding the nature of her conversation with Mefford, her impression, and his conduct raises a genuine issue of fact with respect to the fraudulent nature of Mefford's "representation."

First, the Colorado Supreme Court has held that a court of equity, when declaring the rights and duties under a contract, "should make such adjustment of the case as the facts pleaded and proved will justify." Cahill v. Readon, 85 Colo. 9, 15, 273 P. 653, 656 (1928). Such a holding thereby acknowledges that the court in an equitable action must have the necessary flexibility to make a disposition consistent with whatever the equitable requirements of the case may be.

[1, 2] Actionable deception may arise from circumstances and conduct as well as from words. Cahill v. Readon, 85 Colo. 9, 273 Pac. 653. But whether circumstances, conduct or words are the means used to deceive, such means must be of a definite and specific character, there being no right to rely on circumstances, conduct or words which are equivocal so that they comport equally with innocence and good faith as with bad motivation. Connell v. The El Paso Gold M. M. Co., 33 Colo. 30, 78 Pac. 677.

The significance of this maxim of equity is that it will act pervasively, once it has taken hold of a case, in order to avoid adjudication by piecemeal. Doherty Co. v. Steele, 71 Colo. 33, 204 Pac 77; J. C. Turner Lumber Co. v. Lacey, 193 N.Y.S. 656; see 5 Williston on Contracts, pp. 4281 et seq. § 1528 (Rev. ed.); Cahillv. Readon, 85 Colo. 9, 273 Pac. 653; Whittemore v. Wilkins, 77 Colo. 533, 238 Pac. 69.

Such being the situation, the trial court quite properly directed a verdict in favor of the Laws. In Cahill v. Readon, 85 Colo. 9, 273 Pac. 653, a factual situation was presented which is strikingly parallel to that of the instant case. There the seller of commercial property falsely represented that he (the seller) had "persons ready to rent it" at the rate of $100.00 per month.

The power of equity to do this where the original status quo cannot be reinstated is undoubted. 12 C.J.S., Cancellation of Instruments, sections 77a, 79a, b; 9 Am. Jur., Cancellation of Instruments, section 65, note 1; Cahill v. Readon, 85 Colo. 9, 15, 273 P. 653, 656 (12). An accounting will be necessary before the amount of such judgment can be determined.

Brown v. Castles, 11 Cush. 348, 350. Hemmer v. Cooper, 8 Allen, 334. Manning v. Albee, 11 Allen, 520, 522. Cooper v. Lovering, 106 Mass. 77, 79. Way v. Ryther, 165 Mass. 226, 229. Boles v. Merrill, 173 Mass. 491, 494. Shikes v. Gabelnick, 273 Mass. 201, 204. If they are to be followed the demurrer was rightly sustained, for the defendants' statement as to the amount of rent that another had offered to pay must under these decisions be treated as "seller's talk." But the plaintiff earnestly argues that these decisions are not in harmony with the trend of modern authority and ought not to be followed. From an examination of the law in other jurisdictions it would appear that the weight of authority would permit recovery on proof of the facts pleaded here. Moline Plow Co. v. Carson, 72 Fed. 387, 391-392 (C.C.A. 8). Cahill v. Readon, 85 Colo. 9. Ives v. Carter, 24 Conn. 392, 405. Brody v. Foster, 134 Minn. 91. Isman v. Loring, 130 App. Div. (N.Y.) 845, 850. Seaman v. Becar, 15 Misc. (N.Y.) 616.

" In Jessey v. Butterfield, supra, we applied this rule in the case of the cancellation of a contract for fraud or misrepresentation stating: "The complaint in such a case must ordinarily allege a return, or an offer to return whatever the plaintiff received under the contract." The rule was again applied in Gertner v. Limon National Bank, 82 Colo. 13, 257 Pac. 247. See, also, Cahill v. Readon, 85 Colo. 9, 273 Pac. 653; Treat v. Schmidt, 69 Colo. 190, 193 Pac. 666. [6, 7] 3. The entry of default judgment, cancelling the Finance Company's note and mortgage without requiring the return of the consideration by the Groofs and restoring the status quo ante, was erroneous.

Restatement, Torts, Chap. 22, Sec. 529, cited with approval in Equitable Life Ins. Co. v. Halsey, 312 U.S. 410, 668, 61 S.Ct. 623, 85 L.Ed. 920; Farrar v. Churchill, 135 U.S. 609, 10 S.Ct. 771, 34 L.Ed. 246; Stewart v. Wyoming Cattle Ranche Co., 128 U.S. 383, 9 S.Ct. 101, 32 L.Ed. 439; Globe Steel Abrasive Co. v. National Metal Abrasive Co., 6 Cir., 101 F.2d 489; New York Life Ins. Co. v. Gay, 6 Cir., 36 F.2d 634, certiorari denied 284 U.S. 624, 52 S.Ct. 10, 76 L.Ed. 532; Thermoid Rubber Co. v. Bank of Greenwood, 4 Cir., 1 F.2d 891; Copper Process Co. v. Chicago Bonding Ins. Co., 3 Cir., 262 F. 66, 8 A.L.R. 1477; Shepard v. City Co. of New York, D.C.Minn., 24 F. Supp. 682, appeal dismissed 8 Cir., 106 F.2d 994; Costello v. Costello, 155 Misc. 28, 279 N.Y.S. 303; Nasaba Corporation v. Harfred Realty Corporation et al., 287 N.Y. 290, 39 N.E.2d 243; Everett v. Gilliland, 47 N.M. 269, 141 P.2d 326; Cahill v. Readon, 85 Colo. 9, 273 P. 653; Sullivan v. Helbing, 66 Cal.App. 478, 226 P. 803; Dennis v. Thomson, 240 Ky. 727, 43 S.W.2d 18. Security Investment v. Garrett, 3 App.D.C. 69, 76.

Dennis v. Thomson, 240 Ky. 727, 43 S.W.2d 18, 23. Cahill v. Readon, 85 Colo. 9, 273 P. 653, 655. We believe that the trial court applied these principles correctly in holding that the representation made by the vendors constituted legal fraud.