SIL CAAM, LLC v. RBC Bank (USA) (INC.)

Filing 7

ORDER that the Plaintiffs' 2 Motion for TRO is DENIED. Signed by Judge William S. Duffey, Jr on 12/9/2011. (anc)

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF GEORGIA
ATLANTA DIVISION
SIL CAAM, LLC,
Plaintiff,
v.

1:11-cv-4011-WSD

RBC BANK (USA) (INC.),
Defendant.
OPINION AND ORDER
This matter is before the Court on SIL CAAM, LLC’s (“Plaintiff” or “SIL
CAAM”) Motion for Temporary Restraining Order [1]. A hearing on the Motion
was held on December 8, 2011.
I.

BACKGROUND
On or about November 30, 2007, Mulberry-Lakeside Auburn, LLC,

(“Borrower”) executed a Purchase Money Mortgage (“Mortgage”) and
Commercial Promissory Note (“Note”) with RBC BANK USA Inc. (“Defendant”
or “RBC” or “Originator”) in the amount of $11,809,000.00. (Exs. A, B to
Compl.). The Note matures on December 11, 2011, and is secured by a Mortgage
on real property, a residential rental complex, located in Lee County, Alabama (the
“Property”). (Note § 2.2; Ex. A to Mortgage; Ex. G to Compl.). The Note was

also personally guaranteed (“Personal Guarantees”) by Michael V. Shannon, Chad
T. Cottrell, and Paul V. Kilpatrick (“Personal Guarantors”). (Compl. ¶ 6).
On or about February 26, 2008, RBC entered into a participation agreement
(the “Agreement”) with Silverton Bank, N.A. (“Silverton”). (Ex. B to Def.’s
Opp’n to Pl.’s Mot. for Prelim. Inj. and/or TRO). The Agreement identifies
Silverton as the “Participant” and RBC as the “Originator.” (Agreement at 1).
Under the Agreement, Silverton purchased $5,750,000 of principal owed under the
Note. (Id.).
The Agreement contains a number of key provisions that are important to
this litigation.
Section 7(b) provides:
Except as provided in Section 15 with respect to items (iv), (v) and
(vi) below, Originator may not, without prior consent and concurrence
of Participant:
(i) make or consent to any amendments in, or waiver of, the
terms and conditions of the Loan which would reduce the
interest rate payable on the Loan, change the amount of any
principal payment on the Loan, reduce the amount of any fee
payable under the Loan, change the due date of any principal or
interest payment under the Loan, or extend or renew the term of
the Loan;
(ii) waive or release any claim against Borrower or against any
Guarantor under the Loan;

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(iii) make or consent to any release, substitution or exchange of
any material portion of the collateral securing the Loan;
(iv) accelerate payment under the Loan;
(v) commence any type of collection proceeding against
Borrower or against any Guarantor under the Loan; or
(vi) seize, sell, transfer, assign, foreclose or attempt to levy on
any collateral securing the Loan.
Section 15, in pertinent part, provides:
(a) Originator shall, upon having knowledge thereof, inform
Participant of any material default under the Loan and any actions
taken by Originator in connection therewith. Upon default by
Borrower, Originator shall consult with Participant to determine a
mutually acceptable course of action to take with respect to such
default, it being agreed that if Originator and Participant cannot agree
upon a mutually agreeable course of action, then the decision of
Originator, acting reasonably shall determine what action should be
taken. Such decision of Originator may include accelerating the Loan
and proceedings to realize upon the collateral securing the Loan.
Section 17, in pertinent part, provides:
[I]f any proceeding is commenced which involves the dissolution,
termination of existence, insolvency, or business failure of Participant,
or the appointment of a receiver of any part of the property of
Participant . . . or if any state or federal agency shall assume
regulatory or supervisory control of Participant or if for any other
reason Participant is prohibited from performing its obligations under
this Agreement, then Originator shall make all decisions relating to
the Loan, the security therefore and the Loan Documents with the
same force and effect as if Originator owned the whole Loan;

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Section 18, in pertinent part, provides:
Participant shall not, without the prior written consent of Originator
which consent shall not be unreasonably withheld, sell, pledge, assign,
sub-participate, or otherwise transfer any of Participant’s rights under
this Agreement or Loan.
Section 24, in pertinent part, provides:
This Agreement may be amended or the provision hereof waived only
by an agreement in writing signed by the parties. . . . This agreement
shall be governed by the substantive laws of the State of North
Carolina, excluding, however, the conflict of law and choice of law
provisions thereof.
On May 1, 2009, the Office of the Comptroller of the Currency closed
Silverton and the Federal Deposit Insurance Corporation (“FDIC”) was named
Silverton’s receiver (“FDIC-R”). (Compl. ¶ 9).
On or about November 30, 2009, Plaintiff alleges that FDIC-R assigned
Silverton’s participation interest in the Note, Mortgage, and Personal Guarantees to
The Brand Banking Company (“Brand Banking”). (Id. ¶ 10). On or about March
19, 2010, Plaintiff alleges that Brand Banking assigned it an interest in the Note,
Mortgage, Personal Guarantees, and Agreement. (Id. ¶ 11).
On June 10, 2010, Defendant sent a Notice of Default to the Borrower and
Personal Guarantors notifying them that “an ‘Event of Default’ has occurred and is
continuing under the Loan Documents.” (Ex. D to Compl.). Defendant explained
that the Event of Default arose “from the failure of Borrower to cause the Property
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to achieve a Debt Service Coverage Ratio of not less than 1.20 to 1.00 for the
twelve (12) calendar month period ending November 30, 2009.” (Id.). RBC
demanded a “Principal Curtailment” payment of $2,027,675.00 to meet the
Minimum Debt Service Coverage Ratio and to cure the default, demanding also the
Borrower’s “strict adherence to the terms of the Notes and other Loan Documents
in the future.” (Id.).
The Borrower and Personal Guarantors, through counsel, contested the
requirement to maintain a Minimum Debt Service Coverage Ratio and, as of
May 12, 2011, had not paid the demanded Principal Curtailment. (Exs. E, G to
Compl.).
On April 29, 2011, Plaintiff, through counsel, notified RBC that it believed
the Agreement had been violated and upon Borrower’s uncured default, “the
amounts due under the Note should have been accelerated and/or enumerated
remedies should have been pursued.” (Ex. F to Compl.). Plaintiff further advised
RBC that it believed it had “effectively modified the terms of the loans by its
‘course of dealing’ with the Borrower without SIL CAAM’s consent” and “should
have immediately implemented the default interest rates set forth in the Loan
Documents.” (Id.). SIL CAAM also notified RBC that it “does not consent to any

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forbearance by RBC, as lender, or its rights pursuant to the Loan Documents or
any modification to the terms thereof.” (Id.).
On May 12, 2011, Defendant notified Borrower that it remained in default
for failing to pay the Principal Curtailment and that “an additional Event of Default
under the Mortgage and the other Loan Documents” had occurred since there were
“an inordinate number of residential units in the Property . . . not in ‘rent ready’
condition and therefore not generating rental income,” in violation of Section 5 of
the Mortgage. (Ex. G to Compl. at 2). Defendant demanded that the Borrower
comply with the terms of the Mortgage and bring all vacant units at the Property
into a “rent ready” condition. (Id.).
On or before June 6, 2011, Defendant learned that Plaintiff’s representative
had contacted the manager of the Property seeking information about the finances
and status of the Property. (Ex. H to Compl.). On June 6, 2011, Defendant wrote
to Plaintiff stating, among other things:
The Participation Agreement between the Bank and the Participant
confers upon the Bank the exclusive authority and responsibility for
the administration and servicing of the Loan, including
communicating with representatives of the Borrower and the property
manager regarding the Loan and the Property. The Participant is not
permitted to make direct contact with the Borrower or the property
manager.

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(Id.). Defendant concluded its June 6, 2011, letter by stating: “The Bank reserves
all its rights and remedies under the Participation Agreement.” (Id.).
On September 30, 2011, Defendant responded to a letter from Plaintiff in
which Plaintiff demanded certain information and action by RBC regarding the
Property. (Ex. I to Compl.). Defendant notified Plaintiff of its intention to grant
an extension of “the Loan for a period of twelve (12) months from the current
maturity date of December 10, 2011.” (Id.). Defendant, in explaining its
reasoning for granting an extension, told Plaintiff that “pursuant to Section 15 of
the Participation Agreement, the decision of the Bank shall determine the action to
be taken.” (Id.). Defendant concluded this letter by stating: “The Bank reserves
all its rights and remedies under the Participation Agreement.” (Id.).
On November 10, 2011, Plaintiff filed its Complaint in the Superior Court of
Gwinnett County seeking a declaratory judgment, a temporary restraining order
(“TRO”), an interlocutory injunction, and damages. (Compl. at 1). Plaintiff seeks
a declaration that RBC may not, pursuant to Section 7(b) of the Agreement,
“change the due date of any principal or interest payment under the Loan, or
extend or renew the term of the Loan.” (Id. ¶ 28). As grounds for seeking a TRO,
Plaintiff argues that it will suffer an unarticulated irreparable harm if “RBC is

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allowed to extend the maturity date of the Loan with Borrower despite the
language of [Section] 7(b) of the Participation Agreement.” (Id. ¶ 34).
In the Complaint, Plaintiff asserts three claims for breach of contract. The
Complaint also states that Plaintiff will suffer breach of contract damages due to:
(1) its lost share of default interest payments arising from the failure of RBC to
implement the default interest rate; (2) RBC’s failure to accelerate the loan to
Borrower and foreclose on the collateral securing the Note; (3) RBC’s failure to
initiate proceedings against Borrower under the Note and Mortgage for its default;
and (4) RBC’s failure to “exercise the authority to manage the Property and collect
the rents generated therefrom.” (Id. ¶¶ 46, 51-52, 58, 73, 75). Plaintiff also asserts
claims of breach of good faith and fair dealing, anticipatory breach of contract, and
self-dealing. (Id. ¶¶ 64, 69, 84).
On November 21, 2011, Defendant removed the action to this Court based
on diversity jurisdiction. On November 22, 2011, Defendant filed its Answer to
the Complaint and asserted as its Sixth Defense that “Plaintiff lacks standing to
assert some or all of the claims in the Complaint.” (Def.’s Answer at 2). In its
Answer, Defendant also did not admit that Brand Banking took an assignment
from FDIC-R of Silverton’s participation interest in the loan; that Plaintiff acquired
Brand Banking’s interest in the loan; or that “Plaintiff is now, by assignment, the

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“Participant” in the Participation Agreement with Defendant RBC.” (Compl.
¶¶ 10-12; Def.’s Answer at 3).
On December 7, 2011, Defendant filed its Opposition to Plaintiff’s Motion
for Preliminary Injunction and/or TRO and claimed, among other things, that
“Plaintiff is not the ‘Participant’ as defined in the Participation Agreement.”
(Def.’s Opp’n to Pl.’s Mot. for Prelim. Inj. and/or TRO at 1 n.1).
II.

DISCUSSION
A.

Temporary Restraining Order

To be eligible for a temporary restraining order or preliminary injunctive
relief under Rule 65 of the Federal Rules of Civil Procedure, a movant must
establish “that: (1) it has a substantial likelihood of success on the merits; (2)
irreparable injury will be suffered unless the injunction issues; (3) the threatened
injury to the movant outweighs whatever damage the proposed injunction may
cause the opposing party; and (4) if issued, the injunction would not be adverse to
the public interest.” Siegel v. LePore, 234 F.3d 1163, 1176 (11th Cir. 2000) (en
banc); accord Alabama v. U.S. Army Corps of Eng’rs, 424 F.3d 1117, 1128 (11th
Cir. 2005); Schiavo ex rel. Schindler v. Schiavo, 403 F.3d 1223, 1225-26 (11th
Cir. 2005) (per curiam); Klay v. United Healthgroup, Inc., 376 F.3d 1092, 1097
(11th Cir. 2004). “A preliminary injunction is an extraordinary and drastic remedy

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not to be granted unless the movant clearly establishes the burden of persuasion as
to the four requisites.” All Care Nursing Serv., Inc. v. Bethesda Mem’l Hosp.,
Inc., 887 F.2d 1535, 1537 (11th Cir. 1989) (quotation marks omitted). “The
burden of persuasion in all of the four requirements is at all times upon the
[movant].” Ne. Fla. Chapter of Ass’n of Gen. Contractors of Am. v. City of
Jacksonville, Fla., 896 F.2d 1283, 1284 (11th Cir. 1990) (quotations omitted).
Failure to show any of the four factors is fatal, the most common failure being not
showing a substantial likelihood of success on the merits. See, e.g., Schiavo, 403
F.3d at 1226 n.2, 1237; Church v. City of Huntsville, 30 F.3d 1332, 1342 (11th Cir.
1994); Cunningham v. Adams, 808 F.2d 815, 821 (11th Cir. 1987).
Every injunction or TRO order must “(A) state the reasons why it issued; (B)
state its terms specifically; and (C) describe in reasonable detail - and not by
referring to the complaint or other document - the act or acts restrained or
required.” Fed. R. Civ. P. 65 (d)(1).
B.

Standing to assert claims

The threshold question the Court must consider is one of jurisdiction,
namely whether Plaintiff has standing to bring this action. Defendant claims that
Plaintiff has failed to meet its burden of persuasion to show that Plaintiff became a
party to the Agreement and thus does not have standing to request injunctive relief.

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The Court agrees that Plaintiff has failed to meet its burden on this fundamental
preliminary requirement.
Article III of the Constitution limits the federal judicial power to the
resolution of “cases” or “controversies.” Allen v. Wright, 468 U.S. 737, 750
(1984); Valley Forge Christian College v. Americans United for Separation of
Church and State, 454 U.S. 464, 471 (1982); Lynch v. Baxley, 744 F.2d 1452,
1455 (11th Cir. 1984). For the Court to have subject matter jurisdiction, a real case
or controversy must exist at all stages throughout the litigation. Chiles v.
Thornburgh, 865 F.2d 1197, 1202 (11th Cir. 1989). Federal courts lack subject
matter jurisdiction where intervening events in an action render the claims moot.
United States v. Shenberg, 90 F.3d 438, 440 (11th Cir. 1996).
A litigant must also have “standing” to bring a lawsuit in federal court,
Valley Forge Christian College, 454 U.S. at 471, and must allege “such a personal
stake in the outcome of the controversy as to assure that concrete adverseness
which sharpens the presentation of issues upon which the court so largely depends
for the illumination of difficult constitutional questions,” Baker v. Carr, 369 U.S.
186, 204 (1962). To prove standing, a plaintiff must show “(1) that he has suffered
an actual or threatened injury, (2) that the injury is fairly traceable to the
challenged conduct of the defendant, and (3) that the injury is likely to be redressed

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by a favorable ruling.” Harris v. Evans, 20 F.3d 1118, 1121 (11th Cir. 1994) (en
banc).
Plaintiff here has fallen considerably short in showing, factually or legally,
that it is entitled to assert an action for injunctive relief. The Agreement is
governed by North Carolina law and is interpreted according the plain meaning of
its terms.1 There is an unambiguous provision in the Agreement that requires the
prior written consent of the Originator to assign or otherwise transfer any rights a
Participant may have under the Agreement. (Agreement § 18). Defendant, in its
pleadings, has denied that Plaintiff is the Participant or that Plaintiff is entitled to
bring a claim under the Agreement.

1

The law of contract interpretation in North Carolina is clear, well-settled, and
requires the Court to determine the meaning of contractual terms. See Washburn
v. Yadkin Valley Bank and Trust Co., 660 S.E.2d 577, 583 (N.C. Ct. App. 2008).
“Where the language of a contract is plain and unambiguous, the construction of
the agreement is a matter of law; and the court may not ignore or delete any of its
provisions, nor insert words into it, but must construe the contract as written, in the
light of the undisputed evidence as to the custom, usage, and meaning of its terms.”
Hemric v. Groce, 609 S.E.2d 276, 282 (N.C. Ct. App. 2005). “If the contract’s
plain language is clear, the intention of the parties can be inferred from the
contract’s words.” Meehan v. Am. Media Int’l, LLC, 712 S.E.2d 904, 914 (N.C.
Ct. App. 2011). “If the language is clear and only one reasonable interpretation
exists, ‘the courts must enforce the contract as written; they may not, under the
guise of construing an ambiguous term, rewrite the contract or impose liabilities on
the parties not bargained for and found therein.’” Gaston Cty. Dyeing Mach. Co. v.
Northfield Ins. Co., 524 S.E.2d 558, 563 (N.C. 2000) (quoting Woods v.
Nationwide Mut. Ins. Co., 246 S.E.2d 773, 777 (N.C. 1978)).
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Plaintiff has the burden of persuasion and must present some evidence to
show that the prior written consent of the Originator was obtained before the
Agreement was, as Plaintiff claims, assigned by Brand Banking to Plaintiff.
Plaintiff also is obligated to show that Brand Banking was a party to the
Agreement and had an interest it was entitled to assign to Plaintiff. That is,
Plaintiff must show that Brand Banking was assigned, properly, the participation
interest in the Agreement.
At the hearing, Plaintiff did not proffer any evidence showing that a proper,
enforceable assignment was made to Brand Banking and did not present any
evidence to support finding a proper, enforceable assignment was made to
Plaintiff. (Tr. of Hr’g at 3:17-19, 4:17-20, 7:5-6, 12:22-25). Plaintiff candidly
acknowledged that it cannot show that Defendant had consented to either the
assignment to Brand Banking or the claimed assignment to Plaintiff, as Section 18
of the Agreement requires. (Id.). Plaintiff was unable to provide any legal
authority to support that Plaintiff had enforceable rights in the Agreement in the
absence of the required consent. Defendant proffered that its corporate custodian
of records examined the entire file on the Note, Mortgage, and Agreement, and that
it does not contain prior written consents to any assignment and, specifically, there

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is no evidence of a consent to any assignment of rights under the Agreement by
either FDIC-R or Brand Banking to Plaintiff. (Id. at 6:1-8, 13:6-10).
The Court necessarily concludes that Plaintiff has not met its burden to show
it is entitled to enforce any rights under the Agreement and the Court thus finds
that Plaintiff lacks a substantial likelihood of demonstrating standing, and thus,
success on the merits.
At the hearing, Plaintiff argued that even if it cannot show consent was
obtained, compliance with Section 18 was not required because Section 18 became
unenforceable when the FDIC-R assumed the assets and liabilities of Silverton.
The Court disagrees. When the FDIC assumes control over a failed banking
institution, it stands in the shoes of that entity and assumes all its rights and
liabilities in its assets. See Resolution Trust Corp. v. United Trust Fund, Inc., 57
F.3d 1025, 1031, 1036 (11th Cir. 1995). While the FDIC-R may repudiate
contracts and leases of failed institutions, the FDIC-R possesses no inherent
authority to rewrite the contracts of institutions that it takes over. See 12 U.S.C.
§ 1821(e); FDIC & WRH Mort., Inc. v.. S.A.S. Assocs. et al., 44 F. Supp. 2d 781,
784-85 (E.D. Va. 1999) (“nothing in either the language or legislative history of
FIRREA reveals that Congress also wanted [to provide the FDIC] either the right

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to unilaterally modify or alter contracts pursuant to the will of the FDIC”), aff’d,
214 F.3d 528 (4th Cir. 2000).
Plaintiff has not offered any legal authority for the argument it makes.
Besides being unprecedented, Plaintiff’s argument is illogical and commercially
unreasonable. Contracting parties do not lose their contract rights in those
occasions where regulatory authorities are required to take over failed banks and
do not repudiate its contracts. See FDIC, 44 F. Supp. 2d at 785.
Here, the plain language of the Agreement requires consent of the Originator
for an assignee to take an enforceable interest in the Agreement from an assignor.
The Court is unconvinced by Plaintiff’s arguments and finds that Section 18 did,
and does, apply in this action. Plaintiff must meet its burden of persuasion to show
that it obtained the interest it claims in the Agreement in compliance with the
Agreement’s terms. That burden has not been met and Plaintiff thus has not shown
a likelihood of success on the merits.
Finally, the Court considered the possibility that the conduct of the parties
somehow modified or waived the consent to assignment term of the Agreement.
Again, there is no factual or legal authority to support that Section 18 of the
Agreement was not required to be met here. Under North Carolina law:
The provisions of a written contract may be modified or waived by a
subsequent parol agreement, or by conduct which naturally and justly
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leads the other party to believe the provisions of the contract have
been modified or waived, even though the instrument involved
provides that only written modifications shall be binding.
Son-Shine Grading, Inc. v. ADC Const. Co., 315 S.E.2d 346, 349 (N.C. Ct. App.
1984) (citing W.E. Garrison Grading Co. v. Piracci Construction Co., Inc., 221
S.E.2d 512 (N.C. 1975)).
In Bombardier Capital, Inc. v. Lake Hickory Watercraft, Inc., 632 S.E.2d
192, 196 (N.C. Ct. App. 2006), the Court of Appeals of North Carolina recently
held:
This Court has established that waiver is an intentional relinquishment
or abandonment of a known right or privilege. A waiver may be
express or implied. A waiver is implied when a person dispenses with
a right by conduct which naturally and justly leads the other party to
believe that he has so dispensed with the right.
632 S.E.2d at 196 (internal quotation and citations omitted).
There is no evidence, nor is there any allegation in the Complaint, regarding
dealings between the parties that even suggests that there was a subsequent parol
agreement between Defendant and either Silverton, FDIC-R, Brand Banking, or
Plaintiff or any conduct “which naturally and justly leads the other party to believe
the provisions of the contract have been modified or waived” regarding Section 18.
To the contrary, Defendant has consistently asserted and reserved all of its
rights and remedies under the Agreement and has stated so in its letters to Plaintiff.

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Defendant contests that Plaintiff has standing to assert rights under the Agreement
and denies that Plaintiff has any rights as the Participant. The Court finds there has
not been an express or implied waiver of the right of Defendant to demand that its
consent be obtained prior to an assignment of rights under the Agreement.2
C.

Section 17 of the Agreement

Assuming arguendo that Plaintiff has standing, the Court considers whether
Section 17 provides Defendant with the right to unilaterally make all decisions
relating to the loan. The Court finds that it does.
Plaintiff, at the hearing, invited the Court to read provisions into the
Agreement that are not there. (Tr. of Hr’g at 21:6-22:11). The Court declines to
do so and finds that Section 17 is not limited to the time that a participant is in
receivership, is not limited to participants such as the FDIC-R, and does not limit
the decisions about the loan that the Originator may make if a receivership occurs.
The parties to the Agreement could have included provisions that limited the
application of the section upon a subsequent assignment or would have stated that

2

The Court notes that it stated at the hearing that it believed that the language of
Sections 7(b) and 15 provided an additional reason to find that there was a failure
to establish a substantial likelihood of success on the merits. Having further
reviewed the Agreement, the Court now makes clear that it is a closer call than it
first appeared and does not rely upon those sections as grounds for denying the
TRO.
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it only applied while the FDIC was the receiver for a failed institution. They did
not.
Section 17 by its clear and unambiguous terms provides that when Silverton
went into receivership, which the parties admit occurred, Defendant became vested
with the authority to make “all decisions relating to the Loan” with the same force
and effect as if it owned the whole loan.3 (Agreement § 17). This authority was
not qualified in any way. It was not limited only to the time Silverton was in
receivership and does not state that this decision-making authority is extinguished
if and when the FDIC’s receivership terminates. The Court declines to add to this
unambiguous language the limitations Plaintiff urges here.
D.

Irreparable injury and threat of injury to Defendant

Having found that there is no substantial likelihood of success on the merits
and that Plaintiff likely lacks standing, the Court is not required to address the
other factors for granting a TRO. However, the Court further finds that Plaintiff
has not met its burden to show that there is a risk of irreparable injury. The Court
concludes specifically that Plaintiff has an adequate remedy at law because
3

If the parties to the Agreement intended Section 17 to be limited to only the time
period that Silverton was in receivership, they could have specifically stated this
limitation. The parties did, in fact, state specific rights limitations in other
provisions in the Agreement, such as Sections 7(b) and 15. That they expressly
chose not to do so in Section 17 is compelling evidence limitations were not
intended.
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Plaintiff may recover any losses and damage it claims may be suffered as a result
of an alleged breach of the Agreement by Defendant by an award of damages in
this action.
In light of the fact that Plaintiff asserted at the hearing that Borrower owes
more on the property than it is worth, the Court also finds there is a greater
potential for injury to Defendant’s interests — as the majority shareholder of the
Note — than there is to Plaintiff if the injunction were to be granted and
foreclosure on the Property was expedited. (Tr. of Hr’g at 32:11-15).
III.

CONCLUSION
For the foregoing reasons,
IT IS HEREBY ORDERED Plaintiffs’ Motion for Temporary Restraining

Order is DENIED.

SO ORDERED this 9th day of December, 2011.
_________________________________________

WILLIAM S. DUFFEY, JR.
UNITED STATES DISTRICT JUDGE

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