Counterclaim Example: Annotated Sample Counterclaim Template

A well-drafted counterclaim follows the same structural conventions as a complaint, but is captioned within the answer and integrated with the defendant's responsive denials and affirmative defenses. This template provides the standard sections, caption, jurisdictional allegations, factual allegations, separately captioned counts, and prayer for relief, annotated with the drafting choices that distinguish a counterclaim from a complaint and the procedural rules that control timing under Federal Rule of Civil Procedure 13.

The annotated template below is a generic federal-court counterclaim. State-court counterclaims follow similar structures but with state-specific captions and numbering conventions. For background on counterclaim mechanics, see our what is a counterclaim guide; for real-world fact patterns, see our counterclaim examples post.

Annotated Counterclaim Template

UNITED STATES DISTRICT COURT
FOR THE [JUDICIAL DISTRICT]

[PLAINTIFF NAME],                    Case No. [CASE NUMBER]
        Plaintiff,
                                     ANSWER AND COUNTERCLAIM
v.

[DEFENDANT NAME],
        Defendant.

DEFENDANT [NAME]'S ANSWER, AFFIRMATIVE DEFENSES,
AND COUNTERCLAIM AGAINST PLAINTIFF [NAME]

[ANSWER SECTION, paragraph-by-paragraph admissions and denials,
followed by affirmative defenses, then the counterclaim section below]

COUNTERCLAIM

Defendant [Name], for its Counterclaim against Plaintiff [Name],
alleges as follows:

PARTIES, JURISDICTION, AND VENUE

1. Counterclaim Plaintiff [Name] is a [individual/corporation]
   organized under the laws of [State] with its principal place
   of business in [City, State].

2. Counterclaim Defendant [Plaintiff's Name] is a [individual/
   corporation] organized under the laws of [State] with its
   principal place of business in [City, State].

3. This Court has subject matter jurisdiction over this
   Counterclaim pursuant to 28 U.S.C. section 1367(a) because
   the Counterclaim arises out of the same transaction or
   occurrence as Plaintiff's claims and forms part of the same
   case or controversy. [If diversity, add: This Court also
   has original jurisdiction under 28 U.S.C. section 1332.]

4. Venue is proper in this District under 28 U.S.C. section 1391
   because [a substantial part of the events giving rise to the
   Counterclaim occurred in this District].

GENERAL ALLEGATIONS

5. On [date], Counterclaim Plaintiff and Counterclaim Defendant
   entered into [contract/agreement/relationship] under which
   [describe the operative arrangement].

6. [Numbered paragraphs setting out the relevant facts in
   chronological order. Each paragraph should make one factual
   assertion. Avoid argumentative or conclusory language.]

7. [Continue numbered factual allegations.]

COUNT I, [CAUSE OF ACTION, e.g., BREACH OF CONTRACT]

8. Counterclaim Plaintiff incorporates by reference the
   allegations of paragraphs 1 through 7 above.

9. [State the elements of the cause of action and the facts
   supporting each element. For breach of contract: existence
   of valid contract; performance by counterclaim plaintiff;
   breach by counterclaim defendant; damages.]

10. As a direct and proximate result of Counterclaim Defendant's
    breach, Counterclaim Plaintiff has suffered damages in an
    amount to be proven at trial but not less than $[amount].

COUNT II, [SECOND CAUSE OF ACTION]

11. Counterclaim Plaintiff incorporates by reference the
    allegations of paragraphs 1 through 10 above.

12. [Elements and supporting facts for the second cause of
    action.]

PRAYER FOR RELIEF

WHEREFORE, Counterclaim Plaintiff respectfully requests that
this Court enter judgment in its favor and against Counterclaim
Defendant as follows:

A. Awarding compensatory damages in an amount to be proven at
   trial but not less than $[amount];
B. Awarding [punitive damages / injunctive relief / declaratory
   relief / specific performance] as appropriate;
C. Awarding pre- and post-judgment interest at the maximum rate
   allowed by law;
D. Awarding attorneys' fees and costs as authorized by [statute
   or contract]; and
E. Granting such other and further relief as this Court deems
   just and proper.

Dated: [Date]                Respectfully submitted,

                             By: ___________________________
                                 [Attorney Name], Bar No. [#]
                                 [Firm Name]
                                 [Address]
                                 [Phone] [Email]
                                 Attorney for Defendant and
                                 Counterclaim Plaintiff [Name]

Section-by-Section Drafting Guidance

Caption. The case caption is identical to the original complaint. Some courts require additional language identifying the pleading as 'Answer and Counterclaim.' Local rules vary; check the court's standing order.

Heading. The transition from answer to counterclaim should be clear. The standard formulation 'Defendant [Name], for its Counterclaim against Plaintiff [Name], alleges as follows' signals the new pleading and reorients the parties.

Jurisdictional allegations. Most counterclaims rely on supplemental jurisdiction under 28 U.S.C. section 1367(a). For a compulsory counterclaim under FRCP 13(a), supplemental jurisdiction is virtually always available because the claim arises out of the same transaction or occurrence. For a permissive counterclaim under FRCP 13(b), independent jurisdiction is generally required.

Factual allegations. Set out the operative facts in numbered paragraphs, organized chronologically or topically. Each paragraph should make one factual assertion. Avoid argumentative language. Plead with sufficient specificity to satisfy the plausibility standard from Twombly and Iqbal.

Counts. Each cause of action should appear as a separately captioned count. Identify the elements of the cause of action and plead facts supporting each element. Conclude each count with the damages or relief sought under that theory.

Prayer for relief. List the requested remedies in lettered subparagraphs. Include attorney's fees and costs only if authorized by statute or contract.

Signature block. Include the attorney's name, bar number, firm, address, telephone, email, and capacity as 'Attorney for Defendant and Counterclaim Plaintiff.'

Common Drafting Mistakes

• Conclusory pleading. 'Defendant breached the contract' is not enough. Identify the specific provision, the specific conduct that breached it, and the resulting damages.
• Failing to plead jurisdiction. Many counterclaims omit any statement of jurisdiction. Section 1367(a) supplemental jurisdiction must be pleaded affirmatively.
• Mixing answer denials with counterclaim allegations. Keep the answer (admissions and denials) physically separate from the counterclaim section. The two have different procedural roles.
• Overlooking the compulsory analysis. A counterclaim that should be permissive but is mislabeled as compulsory may waive the right to seek a separate forum; a counterclaim that should be compulsory but is omitted is forfeited forever.
• Missing the deadline. The counterclaim is part of the answer, due 21 days after service of the summons (or 14 days after the court rules on a Rule 12 motion). Late counterclaims require leave to amend under FRCP 15(a).

When to Use a Template vs an Attorney-Drafted Counterclaim

A template is appropriate for simple counterclaims involving a single cause of action, modest damages, and uncomplicated facts (a small-business unpaid-invoice counterclaim, for example). The template gives the structure; the user supplies the facts.

For complex counterclaims, an attorney-drafted pleading is the better investment. Indicators that you need attorney drafting include: multiple causes of action, federal-statute claims (Lanham Act, RICO, antitrust), trade-secret or intellectual-property issues, claims requiring heightened pleading under FRCP 9(b), or amounts in controversy over $50,000. Our attorney-drafted counterclaim service starts at $899 with seven-day delivery, drafted by a licensed litigator.

Order an attorney-drafted counterclaim or use our free counterclaim template for self-help.

Related Civil Procedure Guides

• what a counterclaim is and how it works
• counterclaim vs. crossclaim distinctions
• annotated counterclaim examples
• how to answer a counterclaim
• third-party complaint procedure

Frequently Asked Questions

What are examples of a good counterclaim?

A good counterclaim is one with a clear cause of action, a clear factual basis, and damages or relief that justify the cost of pleading and litigating. Common strong counterclaims include unpaid-invoice claims (in construction, services, and goods cases), breach of confidentiality or non-compete claims (in employment cases), constructive-eviction claims (in landlord-tenant cases), and bad-faith claims (in insurance cases). The strength of the counterclaim depends on the facts, the pleading, and the underlying legal theory more than on the case category.

What are examples of counterclaims?

Counterclaims appear across every litigation area. A defendant in a contract action may counterclaim for the unpaid balance, for offsetting damages, or for breach of warranty. A defendant in a tort action may counterclaim for contributory or comparative negligence damages, for property damage caused by the plaintiff, or for related claims. A defendant in an intellectual-property action may counterclaim for invalidity, non-infringement, or unfair competition. Each counterclaim must satisfy FRCP 13's compulsory-or-permissive analysis and the same pleading standards as a complaint.

How do you write your counterclaim?

Begin with the answer's caption and heading; transition into the counterclaim section with a clear introductory paragraph; plead jurisdictional facts; set out the operative facts in numbered paragraphs; plead each cause of action in a separately captioned count with elements and supporting facts; conclude with a prayer for relief that lists the specific remedies you seek. Use the template above as a starting point and tailor each section to your facts. For complex counterclaims, retain a licensed attorney.

What are some good counterclaim starters?

The standard introductory phrase is 'Defendant [Name], for its Counterclaim against Plaintiff [Name], alleges as follows.' Other variants include 'Counterclaim Plaintiff brings the following claims against Counterclaim Defendant' and 'For its affirmative claims for relief, Defendant alleges.' Whatever phrasing you use, the language should clearly signal the transition from defensive denials to affirmative claims for relief, and should identify the parties' roles in the counterclaim.