Kaplan v. Regions Bank

Filing 41

ORDER DENYING DEFENDANTS' MOTIONS 32 . Signed by Judge Samuel H. Mays, Jr., on September 27, 2010. (Mays, Samuel)

IN THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF TENNESSEE WESTERN DIVISION CLAUDETTE S. KAPLAN, in her capacity as the sole income beneficiary of the Claudette S. Kaplan Trust, Plaintiff, v. REGIONS BANK, Defendant. MARYLYN B. THOMPSON, in her capacity as cotrustee of the John B. Thompson Marital Trust and the John B. Thompson Residuary Trust, and JOHN B. THOMPSON, JR.; MARY ELIZABETH THOMPSON HALL; and AMY LOUISE THOMPSON, in their capacities as beneficiaries of the John B. Thompson Residuary Trust, Plaintiffs, v. REGIONS BANK, Defendant. MERITAN, INC., as sponsor of the Senior Services Pension Plan; SENIOR SERVICES PENSION PLAN; and GENERUS STEPPING STONES, INC., Plaintiffs, v. REGIONS BANK and MORGAN ASSET MANAGEMENT, INC., Defendants. ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) )

No. 08-2422

No. 08-2533

No. 08-2757

WILLIAM G. PARRIS, in his capacity as cotrustee for the Sara G. Parris Grantor Trust, Plaintiff, v. REGIONS BANK, Defendant.

) ) ) ) ) ) ) ) ) )

No. 09-2462

ORDER DENYING DEFENDANTS' MOTIONS Before Judgment on the the Court are the January by 8, 2010 Motions Regions for Bank

Pleadings

filed

Defendant

("Regions") in Kaplan, Thompson, Meritan, and Parris. R. Civ. P. 12(c).

See Fed.

Regions argues that the Court should dismiss

Plaintiffs' state law claims based on the Securities Litigation Uniform Standards Act of 1998 ("SLUSA"), 15 U.S.C. §§ 78bb(f), 77p.1 Meritan Morgan action, Asset filed Management a Motion ("MAM"), to a Defendant in that in case the on

Dismiss

December 31, 2009.2

See Fed. R. Civ. P. 12(b)(6).

MAM's Motion

argues that Plaintiffs cannot succeed on their claims under the Employee Retirement Income Security Act of 1974 ("ERISA"), 29 U.S.C. § 1132(a)(2), and that SLUSA precludes the additional
SLUSA amended two separate sections of the securities code in substantially identical ways. See 15 U.S.C. §§ 78bb(f) and 77p. The Court will cite to the text found in § 77bb. 2 Regions filed a "Motion to Dismiss Pursuant to SLUSA" in Meritan on December 31, 2009. (See Dkt. No. 53.) That Motion appears to have been superseded by Regions' January 8 Motion. (See Dkt. No. 56.) The December 31 Motion makes the same legal argument as the January 8 Motion. Therefore, the December 31 Motion is DENIED AS MOOT.
1

2

state

law

claims.

Plaintiffs

responded

in

opposition

to

Defendants' Motions on January 27, 2010. their Replies on For February the 10 and

MAM and Regions filed February the 24, Court 2010, DENIES

respectively.

following

reasons,

Defendants' Motions. I. BACKGROUND A. Kaplan, Parris, and Thompson In Kaplan, Parris, and Thompson, trustees or beneficiaries of trusts bring claims against Regions. Plaintiffs generally

allege that Regions, acting in a fiduciary role as trustee, caused their trusts to invest in mutual funds offered for sale by Morgan Keegan, an investment bank and Regions subsidiary. These funds included the Morgan Keegan Select High Income Fund, the Morgan Keegan Select Intermediate Bond Fund, and the Morgan Keegan Select Short Term Bond Fund (collectively the "Funds"). (Thompson Compl. ¶ 19.)3 Plaintiffs allege that, unlike the

trusts' prior investments, these Funds were composed of risky, junk-bond-like investments that were unsuitable for the trusts' investment goals. debt (Id.) The Funds primarily backed invested by in

collateralized mortgages.

obligations

("CDOs")

subprime

(Id. ¶ 26.)

Plaintiffs also allege that Regions did

not inform them that, should they decide to replace Regions as

3

The Court cites to the Complaint in Plaintiffs' allegations in all three suits.

Thompson

as

representative

of

3

trustee, the trusts' investments in the Funds would have to be liquidated because the shares could not be transferred to a nonRegions brokerage firm. (Id. ¶¶ 22, 24, 27.) When the market

began to question the underlying value of the mortgages backing these CDOs, the CDOs dropped in value, causing the trusts, and therefore the Plaintiffs, to sustain large losses. (Id. ¶ 30.)

Plaintiffs assert state law causes of action against Regions for breach of fiduciary duties; breach of trust; negligence;

violation of the Tennessee Uniform Prudent Investor Act, Tenn. Code. Ann. §§ 35-14-101 et seq.; and violation of the Tennessee Consumer Protection Act, Tenn. Code Ann. §§ 47-18-101 et seq. (Thompson Compl. ¶¶ 48-71.) B. Meritan

The Meritan Plaintiffs assert federal causes of action in addition to their state law claims. Meritan, Inc. ("Meritan")

is a non-profit corporation with its principal place of business in Memphis, Tennessee. (Meritan Compl. ¶ 1.)4 Meritan sponsors

Plaintiff Senior Services Pension Plan (the "Plan"), an employee benefit plan established under ERISA for Meritan's employees. (Id.) Plaintiff Generus Stepping Stones, Inc. ("Generus") is a

non-profit corporation with its principal place of business in Mississippi. (Id. ¶ 2.) It is "affiliated with Meritan."

All citations to the Meritan Complaint are to the Second Amended Complaint. (See Dkt. No. 46.)

4

4

(Id.)

Defendant

MAM

is

a

registered

investment

advisor

headquartered in Birmingham, Alabama, that advised Regions about the Funds at issue. Meritan and (Id. ¶ 4.) Generus are charitable corporations that

provide services to senior citizens.

(Id. ¶ 8.)

Meritan hired It

Regions in September 2003 to act as trustee of the Plan.

informed Regions that the Plan was a defined benefit plan that was "legally required to have a certain portion of its Thus,

obligations secured by existing assets." (Id. ¶¶ 9-10.)

if the Plan suffered losses, Meritan would be required to take assets from its charitable activities and redirect them to the Plan. (Id. ¶ 10.) After Meritan hired Regions as trustee of

the Plan, Regions entered into an Investment Advisory Services Agreement with MAM (the "Agreement"). (Id. ¶ 5.) The Agreement

gave MAM discretionary authority to invest the Plan's assets. (Id.) Based on the recommendations of Regions and MAM, the Plan invested $2 million in the Morgan Keegan Select High Income Fund and the Morgan Keegan Select Intermediate Bond Fund. 11.) (Id. ¶

Regions and MAM purchased additional shares for the Plan (Id. ¶ 14.) In

in those two funds in 2004, 2005, and 2006.

July 2006, the Plan held shares worth $3.8 million in the High Income and Intermediate Funds. the Plan's assets. (Id.) That investment equaled 29% of

Generus invested $93,000 of its own 5

assets in the Intermediate Fund from 2006-2007.

(Id. ¶ 15.)

For the reasons alleged in the other three actions, the two funds were poor investments for the Plan and Generus. Thompson Compl. ¶¶ 19, 26, with Meritan Compl. ¶ 16.) (Compare On August

15, 2007, the Defendants advised Meritan that they had "made the decision" to exit the High Income and Intermediate Funds because of their drop in share price. (Id. ¶ 19.) Plaintiffs allege

that this e-mail was misleading because Defendants had not in fact divested the Plan and Generus' positions in the two funds. (Id. ¶ 21.) More than half of their holdings in the High (Id.) The Plan did not It

Income and Intermediate Funds remained.

completely liquidate its holdings until November 21, 2007.

had lost more than $1.5 million or half its total investment in the two funds. Plaintiffs (Id. ¶ 22.) filed suit in the Chancery Court of Shelby

County, Tennessee, on October 6, 2008. case to this Court on November 3,

Defendants removed the 2008, based on federal

question jurisdiction.

(Notice of Removal, Dkt. No. 1); see Plaintiffs bring state law breach of fiduciary Consumer

also 28 U.S.C. §§ 1331, 1441(a). claims duties, for common law and

misrepresentation, violation of the

negligence,

Tennessee

Protection Act and Tennessee Securities Act. 24-47.) breach

(Meritan Compl. ¶¶

Meritan and the Plan also bring suit under ERISA for of ERISA's statutory fiduciary 6 duties. 29 U.S.C. §

1104(a); contested

(Meritan the

Compl. of

¶¶ all

48-52.) four

The

Defendants against

have them

validity

Complaints

through the present Motions. II. The STANDARD OF REVIEW Court analyses the separate Motions of Defendants

Regions and MAM under the same general standard because "[t]he standard of review for a judgment on the pleadings is the same as that for a motion to dismiss under Federal Rule of Civil Procedure 12(b)(6)." Monroe Retail, Inc. v. RBS Citizens, N.A.,

589 F.3d 274, 279 (6th Cir. 2009) (internal quotation marks and citation omitted). In addressing a motion to dismiss, the Court

must construe the complaint in the light most favorable to the plaintiff and accept all well-pled factual allegations as true. League of United Latin Am. Citizens v. Bredesen, 500 F.3d 523, 527 (6th Cir. 2007). A plaintiff can support a claim "by

showing any set of facts consistent with the allegations in the complaint." (2007). Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 563

This standard requires more than bare assertions of Bovee v. Coopers & Lybrand C.P.A., 272 F.3d "[A] formulaic recitation of the Twombly, 550 U.S.

legal conclusions.

356, 361 (6th Cir. 2001).

elements of a cause of action will not do." at 555.

Any claim for relief must contain "a short and plain

statement of the claim showing that the pleader is entitled to relief." Erickson v. Pardus, 7 551 U.S. 89, 93 (2007) (per

curiam).

"Specific facts are not necessary; the statement need

only `give the defendant fair notice of what the . . . claim is and the grounds upon which it rests.'" U.S. at 555.) Id. (citing Twombly, 550

Nonetheless, a complaint must contain sufficient

facts "to `state a claim to relief that is plausible on its face'" to survive a motion to dismiss. Ashcroft v. Iqbal, 129

S. Ct. 1937, 1949 (2009) (quoting Twombly, 550 U.S. at 570). "This plausibility standard is not akin to a `probability

requirement,' but it asks for more than a sheer possibility that a defendant has acted unlawfully." U.S. at 556). of action, Id. (citing Twombly, 550

"Threadbare recitals of the elements of a cause by mere conclusory statements, do not

supported

suffice." facts and

Id. at 1949 (citation omitted). "armed with nothing more than

A plaintiff with no conclusions" cannot

"unlock the doors of discovery." III. ANALYSIS A. SLUSA

Id. at 1950.

Regions and MAM argue that SLUSA requires this Court to dismiss all four actions. are consolidated with They assert that, because the actions the and of In ERISA this re Regions Morgan by virtue meet Keegan of a

Securities, prior

Derivative, order

Litigation Court,

"automatic" for

they

SLUSA's Defendant

requirements

mandatory

dismissal.

(See,

e.g.,

Regions' Memorandum in Support of Its Motion for Judgment on the 8

Pleadings at 8-12.) ("Regions Mem.")

Plaintiffs respond that

the "automatic" order is inapplicable to them because the cases it consolidated are unrelated to the four cases currently before the Court. (See, e.g., Plaintiff Meritan's Response in

Opposition at 13-17.) ("Pls' Resp.") Congress action courts enacted SLUSA to halt the migration to of the class state

securities after

litigation

from

the of 15

federal

Congress' Act

passage

the

Private §§

Securities 78u-4.

Litigation

Reform

("PSLRA"),

U.S.C.

77z-1,

Atkinson v. Morgan Asset Mgmt., 664 F. Supp. 2d 898, 903 (W.D. Tenn. 2009). actions The PSLRA heightened the pleading standards for under federal securities laws, mandated that

brought

courts impose fines for filing frivolous securities lawsuits, and authorized cases To district pending force courts the to stay all of discovery motions in to to

securities dismiss.

disposition

any

Id.

large-scale

securities

litigation

occur solely in federal court, SLUSA provides that "[n]o covered class action" based on state law "may be maintained in State or Federal Court by any private party" if it alleges either 1) a false statement or omission of a material fact in relation to "the purchase used to the or sale any of a covered security" or 2) that a in

defendant relation

"manipulative of stock.

or 15

deceptive U.S.C. §

device"

sale

78bb(f)(1).

9

Defendants argue that these four suits constitute a "covered class action" for purposes of SLUSA. (Regions Mem. at 8-12.)

As applied to the present cases, SLUSA defines a "covered class action" as: any group of lawsuits filed in or pending in the same court and involving common questions of law or fact, in which-- (I) (II) damages are sought on behalf more than 50 persons; and of

the lawsuits are joined, consolidated, or otherwise proceed as a single action for any purpose. Defendants argue that these four

15 U.S.C. § 78bb(f)(5)(B)(ii).

cases were consolidated automatically under this Court's prior Order. That Order, entered in the master case for the Open-End

Fund Litigation, stated that it would "apply automatically to all other to substantively the same related as actions alleged, arising or out of or

related

facts

involving

claims

similar to those alleged . . . which have been filed, may be filed, or are transferred to this Court." (In re Regions Morgan

Keegan Open-End Mutual Fund Litigation, No. 07-2784, Dkt. No. 154, at 39 (W.D. Tenn. Sept. 23, 2008).) (the "September 23 Order") Defendants reason that, because these four cases are

related to those consolidated in the September 23 Order and the total number of plaintiffs in the MDL easily exceeds fifty

10

persons, claims.

SLUSA

precludes

the

present

Plaintiffs'

state-law

(Regions Mem. at 16.)

Defendants' argument fails because the September 23 Order does not apply to these four cases. On February 25, 2010, this

Court entered a separate consolidation Order that consolidated Kaplan, Meritan, Olsen,5 Parris, and Thompson. Regions Bank, No. 08-2757, Dkt. No. 69, (See Meritan v. Consolidating

Order

Cases for Pre-trial and Discovery Purposes (W.D. Tenn. Feb. 25, 2010).) (the "February 25 Order") The February 25 Order

recognized that these cases were distinct from those covered by the earlier September 23 Order. In Kaplan, Meritan, Parris, and

Thompson, individual plaintiffs have sued Regions based solely on their status as trust beneficiaries, not as individual

shareholders.

If the September 23 Order automatically covered

these cases, the Court's February 25 Order would have been a nullity ­ void from the moment of its issuance. When considered together, Kaplan, Meritan, Parris, and

Thompson have only eight named Plaintiffs,6 well below the fifty

The Court remanded Olsen after Plaintiffs there amended the Complaint to add MAM as a defendant, destroying diversity jurisdiction. See Olsen v. Regions Bank, No. 09-2017, 2010 U.S. Dist. LEXIS 62791, at *2 (W.D. Tenn. June 23, 2010). 6 Defendants also filed a Motion to Dismiss based on SLUSA in Norris v. MK Holding, Inc., No. 08-2830. (See Dkt. No. 17.) The February 25, 2010 Order did not apply to Norris because Plaintiffs there objected to any consolidation. (Feb. 25 Order at 1 n.1.) The Court will consider Defendants' Motion to Dismiss in Norris in a separate order. Including the Plaintiffs from Norris in the SLUSA calculation would not affect the Court's analysis. If consolidated with the present four cases, the three Norris

5

11

required

to

trigger

SLUSA

preclusion.

See

15

U.S.C.

§

78bb(f)(5)(B)(ii)(I); In re AOL Time Warner, Inc. Secs. Litig., 503 F. Supp. 2d 666, 671 (S.D.N.Y. 2007) (finding that SLUSA preempts "nearly three dozen complaints filed throughout the

country on behalf of over 200 individual plaintiffs" when those actions proceeded as one). Because the more specific February

25 Consolidation Order controls the more general September 23 Order and these four cases, proceeding together, do not have at least fifty plaintiffs, Defendants' Motions to Dismiss

Plaintiffs' State Law Claims are DENIED.7 B. Meritan ERISA Claims MAM argues in its separate Motion to Dismiss that the Court should dismiss the Meritan Plaintiffs' ERISA claims against it because they have failed to plead adequately that MAM was a fiduciary with respect to the Plan or that MAM breached any applicable Support of fiduciary Its duty. to (Defendant Dismiss at MAM's 5-14.) Memorandum ("MAM in

Motion

Mem.")

Plaintiffs would bring the total number of Plaintiffs to eleven, still less than the required fifty. See 15 U.S.C. § 78bb(f)(5)(B)(ii)(I). 7 Because Kaplan, Meritan, Parris, and Thompson are not consolidated under the September 23 Order, this Court need not consider whether it is appropriate to count the total number of MDL Plaintiffs or only those Plaintiffs in the cases Defendants seek to have dismissed when determining if there are fifty plaintiffs for SLUSA purposes. Compare In re AOL Time Warner, 503 F. Supp. 2d at 671 (only counting those plaintiffs in the lawsuits the defendants sought to have dismissed under SLUSA), with Evergreen Equity Trust v. Fannie Mae (In re Fannie Mae Secs. Litig.), 503 F. Supp. 2d 25, 29 nn.1-2, 31-33 (D.D.C. 2007) (implicitly including all MDL plaintiffs because the total number of plaintiffs in the affected actions, as listed in the footnotes, is less than fifty).

12

Plaintiffs respond that their Complaint meets Twombly's standard of plausibility. (Pls' Resp. at 5-11.)

MAM's first argument is that the Meritan Plaintiffs' Second Amended Complaint does not adequately allege that it is an ERISA fiduciary. a (MAM Mem. at 6-9.) and therefore if one of ERISA provides that an entity is subject three to ERISA's is true: statutory 1) it

fiduciary,

fiduciary

duties,

things

actually "exercises any discretionary authority or discretionary control exercises respecting any of a the management or control assets"; of [an ERISA plan] or or

authority [the fee 3) or it

respecting 2) it with

management

disposition advice assets; for or

plan's] other "has

gives

investment to plan or

compensation any

regard

discretionary

authority

discretionary responsibility in the administration" of the plan. 29 U.S.C. § 1002(21)(A)(i)-(iii). Thus, if an entity gives

financial advice to a plan for a fee, has the authority to make a discretionary decision about an ERISA plan's assets, or does exercise fiduciary. concept. control over a plan's assets, the entity is a

See id.

Fiduciary status is not an all-or-nothing

An entity may be a fiduciary with regard to some Briscoe v.

elements of a plan and not with regard to others. Fine, 444 F.3d 478, 486 (6th Cir. 2006).

A plaintiff may only

hold a defendant liable for "those portions of a plan over which [the defendant] exercises discretionary authority or control." 13

Id. (quoting Am. Fed'n of Unions Local 102 Health & Welfare Fund v. Equitable Life Assurance Soc., 841 F.2d 658, 662 (5th Cir. 1998)). In their Second Amended Complaint, the Meritan Plaintiffs allege that MAM and Regions "purchased additional shares of the Funds" 2006." and for the Plan "[a]t various times in 2004, 2005, and

(Meritan Compl. ¶ 14.) which Plaintiffs

The Agreement between Regions attached to their Complaint,

MAM,

authorizes MAM "to exercise investment discretion with respect to [the Plan] and to initiate the purchase or sale of securities or other assets therefor on a transaction-by-transaction basis without prior approval." (Agreement ¶ 4, Dkt. No. 72-1

(emphasis added).) had the authority,

Under the plain terms of the Agreement, MAM if authorized by Regions, to invest the

Plan's assets without prior approval.

(See id.)

The Second

Amended Complaint alleges that MAM exercised that authority from 2004-2006 by purchasing shares of the High Income and

Intermediate Funds with Plan assets.

(Meritan Compl. ¶ 14.)

Because, to show that MAM was an ERISA fiduciary, Plaintiffs need only allege that it had control over the investment of the Plan's assets or used that control, MAM's Motion to Dismiss

Plaintiffs' suit based on their failure to adequately plead that MAM is a fiduciary is DENIED. Briscoe, 444 F.3d at 491 (holding

that an entity is an ERISA fiduciary if it "exercise[s] any 14

authority

or

control

over

the

covered

assets"

(internal

quotation marks and citation omitted; emphasis in original)); see also 29 U.S.C. § 1002(21)(A)(i)-(iii). MAM also contends that Plaintiffs have failed to state a cause of action against it for breaching its fiduciary duties. (MAM Mem. at 9-14.) "ERISA imposes high standards of fiduciary James v. Pirelli Armstrong Tire

duty" on plan administrators.

Corp., 305 F.3d 439, 448 (6th Cir. 2002) (internal quotation marks and citation omitted). Those duties require fiduciaries

to make all decisions on the basis of the beneficiaries' best interests, to act with the care and skill of a prudent person acting under the same circumstances, and to act for no purpose other than providing benefits for plan participants. § 1104(a)(1). 29 U.S.C.

MAM argues that Plaintiffs have failed to plead

facts that plausibly support their claims that MAM breached its duty of prudence, to diversify, and to disclose. 10-14.) MAM's assertions that the Court should dismiss Plaintiffs' breach of fiduciary duties claims are based largely on its (MAM Mem. at

argument that Plaintiffs have failed to plead adequately that MAM is a fiduciary. (See id. at 10-12 (arguing that MAM cannot

have breached the duty of prudence or the duty to diversify because MAM was not a fiduciary with regard to investing plan

15

assets).)

Because the Court has rejected that argument above,

it necessarily fails here as well. MAM's argument that Plaintiffs may not bring an ERISA claim to remedy any alleged wrongs, but must file a derivative suit is refuted by the plain text of the statute. ERISA provides may that bring any an Plan action (MAM Mem. at 11.) beneficiary, for violation or of

"participant, for relief"

fiduciary

ERISA's fiduciary duties. U.S.C. § 1109(a).

29 U.S.C. § 1132(a)(2); see also 29

MAM does not dispute that Plaintiffs are Plan (See MAM Mem. at

participants, beneficiaries, or fiduciaries. 10-12.)

Indeed, the only case MAM cites to support its argument

that Plaintiffs cannot recover under ERISA does not mention the ERISA statute. See In re Dreyfus Aggressive Growth Mut. Fund

Litig., No. 98 Civ. 4318(HB), 2000 U.S. Dist. LEXIS 94, at *1115 (S.D.N.Y. Jan. 6, 2000) (concluding that the plaintiffs

failed to state a claim under the Investment Company Act of 1940, 15 U.S.C. §§ 80-a et seq., and must bring their claims derivatively). The Court, therefore, DENIES MAM's Motion to

Dismiss based on its assertion that Plaintiffs must bring their claims derivatively. MAM finally argues that Plaintiffs' allegations that MAM made faulty disclosures to Plan beneficiaries is impermissible because Plaintiffs seek to expand the disclosure requirements beyond the requirements of ERISA. 16 (MAM Mem. at 13-14.) In

Sprague v. Gen. Motors Corp., 133 F.3d 388, 405 (6th Cir. 1998) (en banc), the Sixth Circuit warned against interpreting ERISA's fiduciary duty standards to "imply a duty to disclose

information that ERISA's detailed disclosure provisions do not require to be disclosed." (citation omitted) Plaintiffs allege

that MAM and Regions affirmatively misrepresented the actions they were taking to protect the Plan's assets from the declining share price of the High Income and Intermediate Funds. The

Second Amended Complaint states that MAM and Regions represented to the Plaintiffs that they were liquidating the Plan's entire holdings in those two funds when, in fact, they sold only a portion of the Plan's shares. Sixth duties Circuit by has held that (Meritan Compl. ¶¶ 19-20.) a fiduciary material violates its to The ERISA Plan

providing

misleading

information

participants.

James, 305 F.3d at 449, 451.

Whether Plaintiffs

can produce sufficient evidence to succeed on this claim is better left for later determination. Plaintiffs' ERISA claims is DENIED. IV. CONCLUSION MAM's Motion to Dismiss

Defendants' Motions for Judgment on the Pleadings based on SLUSA are DENIED because the Kaplan, Meritan, Parris, and

Thompson actions were not consolidated with the remainder of the MDL cases by this Court's September 23 Order. Because the Court

has denied the SLUSA Motions, the Motion to Unconsolidate in 17

Thompson (see Dkt. No. 31) and the Motion for a Protective Order in Meritan (see Dkt. No. 67) are DENIED AS MOOT, both being premised September on 23 those cases having The been consolidated Dismiss under the

Order.

Motion

to

the

Meritan

Plaintiffs' ERISA claims is also DENIED. So ordered this 27th day of September, 2010.

s/ Samuel H. Mays, Jr. SAMUEL H. MAYS, JR. UNITED STATES DISTRICT JUDGE

18