California Breach of Oral Contract Statute of Limitations: Two Years Under CCP § 339
Reviewed and current as of August 31, 2026. California law can change; verify against the current statute before relying on any date.
An action upon a contract, obligation, or liability not founded upon an instrument of writing must generally be commenced within two years.
Source: California Code of Civil Procedure section 339 (as of August 31, 2026).
What the statute says
Section 339 sets a two-year period for actions on a contract, obligation, or liability not founded on a written instrument, with limited exceptions, and for actions on a title insurance policy. The same two-year period applies to an action against a sheriff or coroner on a liability incurred in an official capacity, including failure to pay over money collected on a judgment, and to an action based on the rescission of a contract not in writing.
For a rescission claim, the period runs from the occurrence of the grounds for rescission — or, where the ground is fraud or mistake, from discovery of those facts.
When the clock starts
As with written contracts, an oral contract claim generally accrues on breach. The practical difficulty is rarely accrual and almost always characterisation: whether the agreement is “founded upon an instrument of writing” at all. A partly written, partly oral agreement, or a written agreement modified orally, can move the claim between the four-year period in section 337 and the two-year period here.
Key exceptions and tolling
- Written contracts are four years.An action founded upon an instrument in writing carries the four-year period in Code of Civil Procedure section 337.
- Rescission accrual.For rescission of an unwritten contract, the period runs from the occurrence of the grounds for rescission, or from discovery where the ground is fraud or mistake.
- Common counts.Quantum meruit and other implied-in-law theories are generally treated as obligations not founded on a writing and take the two-year period.
- Minors and incapacity.Code of Civil Procedure section 352 generally excludes the period of a plaintiff's minority or lack of legal capacity at accrual.
- Public entity defendants.A contract claim against a public entity requires Government Code claim presentation, generally within one year for non-injury causes of action.
Frequently asked
How long do you have to sue on an oral contract in California?
Generally two years from the date of breach under Code of Civil Procedure section 339, compared with four years for a written contract under section 337. This is general information, not legal advice.
What if a written contract was modified orally in California?
Characterisation drives the period, and a written agreement modified orally can take the claim out of section 337's four-year period and into section 339's two-year period, depending on which obligation was breached. Analyze on the facts and calendar the earlier date.
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Not legal advice. This page is general information for licensed attorneys and is not a substitute for independent legal research or professional judgment. It does not address the facts of any specific matter. Statutes, case law, and court rules change; tolling, the discovery rule, equitable estoppel, and claims involving minors, government entities, or out-of-state defendants can all change the applicable deadline. Confirm every date against the current text of California Code of Civil Procedure sections 339 and 337 and controlling case law. Using this page does not create an attorney-client relationship.
Statutory citations current as of August 31, 2026.