United States v. Hill

               IN THE UNITED STATES COURT OF APPEALS
                       FOR THE FIFTH CIRCUIT

                        _____________________

                             No. 93-9056
                        _____________________



                      UNITED STATES OF AMERICA,

                                                      Plaintiff-Appellee,

                                     versus

                               CARLOS HILL,

                                                     Defendant-Appellant.

_________________________________________________________________

      Appeal from the United States District Court for the
                    Northern District of Texas
                        (3:93-CR-187-R(06))
_________________________________________________________________

                             (January 9, 1995)



Before WHITE, Associate Justice (Ret.);1 BARKSDALE, and PARKER,
Circuit Judges.

RHESA HAWKINS BARKSDALE, Circuit Judge:

     Carlos Hill, who pleaded guilty to conspiracy to commit wire

fraud, challenges his sentence on two bases: first, it being

consecutive   to,   rather    than    concurrent   with,   an   undischarged

sentence of imprisonment imposed by a federal court in New Jersey

for an unrelated offense (the district court relied upon Sentencing

Guidelines § 5G1.3(c), p.s., but we conclude that § 5G1.3(a)



1
     The Honorable Byron R. White, Associate Justice of the
United States Supreme Court, (Ret.), sitting by designation,
pursuant to 28 U.S.C. § 294(a).
applies; it requires a consecutive sentence); and second, the

amount of loss used in calculating his offense level.    We AFFIRM.

                                 I.

     Indicted on 14 counts, Hill pleaded guilty to the first:

conspiracy to commit wire fraud, in violation of 18 U.S.C. §§ 371

and 1343.   The factual basis for the plea may be briefly summarized

as follows.    Between May and December 1990, co-defendant David

Arthur Lloyd represented to Hill that a person (fictitious) owned

Government National Mortgage Association (GNMA) securities, and had

executed a trust agreement, assigning the securities to Lloyd or

his company, as trustee.    Lloyd obtained valid GNMA pool numbers

and used them to create the necessary documents, such as negotiable

promissory notes and pledge agreements.   Hill, who became aware of

the fraudulent nature of the scheme, agreed with Lloyd to "rent"

the GNMA securities to individuals or companies who needed assets

for use as collateral, or to enhance their balance sheets.

     In December 1993, the district court sentenced Hill to 57

months imprisonment, with the sentence to run consecutively to a

prior undischarged sentence of imprisonment imposed by a federal

court in New Jersey for an unrelated offense.

                                 II.

     Of course, one of the few bases for setting aside a sentence

is if it resulted from "an incorrect application of the ...

guidelines".    18 U.S.C. § 3742(a)(2); e.g., United States v.

Mathena, 23 F.3d 87, 89 (5th Cir. 1994).     Along that line, Hill

claims misapplication by the district court in two respects:


                                - 2 -
imposing a consecutive sentence; and using an incorrect amount of

loss for calculating his offense level.     We review the district

court's interpretation and application of the Guidelines de novo;

its findings of fact, for clear error.     E.g., United States v.

Wimbish, 980 F.2d 312, 313 (5th Cir. 1992), cert. denied, ___ U.S.

___, 113 S. Ct. 2365 (1993), abrogated in part on other grounds,

Stinson v. United States, ___ U.S. ___, 113 S. Ct. 1913 (1993).

                                 A.

     Guidelines § 5G1.3 governs imposition of a sentence on a

defendant subject to an undischarged term of imprisonment for

another offense.   Hill contends that the district court misapplied

the section by imposing a sentence consecutive to -- rather than

concurrent with -- his New Jersey sentence.    He maintains that §

5G1.3(c), p.s. requires the district court to conduct the analysis

described in note 3 of the commentary to determine whether a

consecutive sentence was a "reasonable incremental punishment for

the instant offense"; that the analysis would have compelled a

concurrent sentence; but that the court failed to perform it.2

2
     Section 5G1.3(c), designated as a policy statement, provides
that, in cases in which subsections (a) and (b) are inapplicable,
"the sentence for the instant offense shall be imposed to run
consecutively to the prior undischarged term of imprisonment to
the extent necessary to achieve a reasonable incremental
punishment for the instant offense." Its commentary states:

          To the extent practicable, the court should
          consider a reasonable incremental penalty to be a
          sentence for the instant offense that results in a
          combined sentence of imprisonment that
          approximates the total punishment that would have
          been imposed under §5G1.2 (Sentencing on Multiple
          Counts of Conviction) had all of the offenses been
          federal offenses for which sentences were being

                               - 3 -
     The Government responds that § 5G1.3(a), not § 5G1.3(c), p.s.,

is applicable.3   Section § 5G1.3(a) provides that

          [i]f the instant offense was committed while the
          defendant was serving a term of imprisonment
          (including work release, furlough, or escape
          status) or after sentencing for, but before
          commencing service of, such term of imprisonment,
          the sentence for the instant offense shall be
          imposed to run consecutively to the undischarged
          term of imprisonment.

U.S.S.G. § 5G1.3(a).4   Its commentary explains that

          [u]nder subsection (a), the court shall impose a
          consecutive sentence where the instant offense (or
          any part thereof) was committed while the defendant
          was serving an undischarged term of imprisonment or
          after sentencing for, but before commencing service
          of, such term of imprisonment.

U.S.S.G. § 5G1.3, comment. (n.1) (emphasis added).5

     For purposes of § 5G1.3(a), the "instant offense" is the

Dallas conspiracy, which lasted from June 1, 1989, through June 25,



          imposed at the same time.

U.S.S.G. § 5G1.3, comment. (n.3).
3
     In the alternative, the Government asserts that the
commentary to § 5G1.3(c), p.s. is not binding, and that the
district court exercised its discretion properly in imposing a
consecutive sentence. See note 9, infra.
4
     Hill was sentenced for the Dallas conspiracy on November 5,
1993. Accordingly, we apply the 1993 version of the Guidelines,
which became effective on November 1, 1993. See U.S.S.G. §
1B1.11(a) ("The court shall use the Guidelines Manual in effect
on the date that the defendant is sentenced.").
5
     "[C]ommentary in the Guidelines Manual that interprets or
explains a guideline is authoritative unless it violates the
Constitution or a federal statute, or is inconsistent with, or a
plainly erroneous reading of, that guideline." Stinson v. United
States, ___ U.S. ___, 113 S. Ct. 1913, 1915 (1993). Applying
that standard, we conclude that the commentary interpreting §
5G1.3(a) is authoritative.

                               - 4 -
1991;6   the "undischarged term of imprisonment" is the 20-year

sentence imposed on April 3, 1991, by the federal district court in

New Jersey.7     Accordingly, as the Government points out, the Dallas

conspiracy continued (and thus part of the instant offense was

committed) after Hill was sentenced in New Jersey.           Although Hill

was arrested for the Dallas conspiracy on March 8, 1991, and has

been incarcerated since then, his involvement in that conspiracy

did not end with his arrest and incarceration, because there is no

evidence that he withdrew from the conspiracy after then, or at any

time prior to June 25, 1991, when the conspiracy ended.           See, e.g.,

United   States    v.   Puig-Infante,   19   F.3d   929,   945   (5th   Cir.)

(defendant is presumed to continue involvement in conspiracy unless

he   makes   a    substantial,   affirmative    showing    of    withdrawal,

6
     The plea agreement states that Hill pleaded guilty to count
one of the indictment, "except paragraph B (2) of count one
[conspiracy to violate 18 U.S.C. § 1956(a)(1)(A)(i) and
(a)(1)(B)(i)]." The dates for the conspiracy are set forth in
the first, unnumbered paragraph of section B of the indictment,
which is covered by Hill's plea agreement. Moreover, these are
the dates used in the Presentence Investigation Report; Hill did
not object to them.
7
     For the New Jersey offense, Hill pleaded guilty to
conspiring to associate with an enterprise conducted through a
pattern of racketeering activity, in violation of 18 U.S.C. §
1962(d). The charge arose from an advance fee scheme, in which
Hill offered to arrange funding for loans in exchange for payment
of advance fees of $25,000 to $35,000. Hill agreed to plead
guilty to that offense in August 1988, and the New Jersey
district court accepted his plea on April 26, 1990. In the plea
agreement, the parties stipulated that the Guidelines were not in
effect at the time that the offense was committed. In addition,
Hill pleaded guilty to making a false statement in a January 1977
application for registration submitted to the Commodities Futures
Trading Commission, in violation of 18 U.S.C. § 1001; the New
Jersey district court sentenced him to five years probation for
that offense.


                                   - 5 -
abandonment, or defeat of the conspiratorial purpose; even after

arrest and incarceration, a conspirator continues to be responsible

for acts committed by co-conspirators unless he has withdrawn; and

withdrawal requires commission of affirmative acts inconsistent

with object   of   conspiracy   that   are   communicated   in   a   manner

reasonably calculated to reach co-conspirators), cert. denied, ___

U.S. ___, 115 S. Ct. 180 (1994); United States v. Killian, 639 F.2d

206, 209 (5th Cir.) (same), cert. denied, 451 U.S. 1021 (1981).

     "The burden of proving withdrawal from a conspiracy rests upon

the defendant."     Killian, 639 F.2d at 209.        But, Hill neither

asserted in district court, nor offered any evidence, that he

withdrew from the Dallas conspiracy prior to being sentenced for

the New Jersey offense.   In any event, he relies upon the district

court's finding that the Dallas offense was not committed after

sentencing for the New Jersey offense.8         As is more than well-

8
     In district court, the Government relied upon subsection (a)
(in very summary fashion, and without reference to the above
discussed well-established legal principle on withdrawal from a
conspiracy); and Hill does not contest its right to assert that
position here. The Government did not cross-appeal from the
district court's ruling that the subsection is not applicable;
nor was it required to do so. See, e.g., United States v.
American Railway Express Co., 265 U.S. 425, 435 (1924) ("the
appellee may, without taking a cross-appeal, urge in support of a
decree any matter appearing in the record, although his argument
may involve an attack upon the reasoning of the lower court or an
insistence upon matter overlooked or ignored by it"); Hoyt R.
Matise Co. v. Zurn, 754 F.2d 560, 565 n.5 (5th Cir. 1985) ("Even
though an appellee has not filed a cross appeal, he may take the
position on appeal that the record supports the court's judgment
on any ground, including one rejected or ignored in the lower
court"). The Government is not seeking to enlarge Hill's
sentence, or to otherwise alter the judgment; instead, it
proffers an alternative legal theory upon which the district
court's imposition of a consecutive sentence may be upheld.
"Requiring conditional cross-appeals in such circumstances would

                                 - 6 -
oblige the Government (and defendants in response to Government
appeals of sentences) to file conditional cross-appeals
reflexively, anticipating all possible appellate adjustments of
the sentence in advance of knowing precisely the nature of the
appellant's challenge. That would burden appellees (and courts)
with no appreciable benefit to appellate practice." United
States v. Bohn, 959 F.2d 389, 394 (2d Cir. 1992) (conditional
cross-appeal not required for appellate court to entertain
Government's request to augment one component of a sentence on
one count in response to an appellate ruling decreasing another
component of the sentence on the same count).

     As indicated, the Government's position on appeal is
consistent with its position in the district court. Cf. Gregory
v. Missouri Pacific R. Co., 32 F.3d 160, 164 (5th Cir. 1994)
(appellee cannot take one position before district court and urge
inconsistent position on appeal). As one of his objections to
the Presentence Investigation Report, Hill asserted that §
5G1.3(a) did not apply, but without stating why. In a letter
brief filed after the sentencing hearing, pursuant to the court's
directions at that hearing, the Government asserted:

          ... Hill would not have been entitled to have his
          sentences run concurrent to each other where the
          instant conspiracy continued after the date he was
          sentenced for the New Jersey offense. Under §
          5G1.3(a), he would be sentenced to consecutive
          sentences because the instant offense extended in
          time after the date he was sentenced in the New
          Jersey case.

(Emphasis in original.) In its post-sentencing hearing
Memorandum Opinion, rendered after receipt of the supplemental
submissions from Hill and the Government, the district court
found, tracking the language of § 5G1.3(a), that "[t]he Dallas
offense was not committed `while the Defendant was serving a term
of imprisonment ... or after [his] sentencing for' the New
York/New Jersey offense, so §5G1.3(a) of the Sentencing
Guidelines is not applicable." (Emphasis, ellipsis, and brackets
by district court.)

     We reject Hill's assertion at oral argument that the
Government's position on § 5G1.3(a) is inconsistent with a
statement made by the prosecutor at sentencing. Early in that
hearing, the prosecutor stated that Hill was on probation for the
New Jersey offense when he "got involved" in the Dallas
conspiracy. Later during the hearing, the prosecutor stated:

          Your Honor, let me just correct one thing. I said
          Mr. Hill was awaiting sentencing at the time that

                              - 7 -
established, a factual finding is clearly erroneous "when although

there is evidence to support it, the reviewing court on the entire

evidence is left with the definite and firm conviction that a

mistake has been committed."        Anderson v. City of Bessemer City,

N.C., 470 U.S. 564, 573 (1985) (citation omitted).

      After reviewing the record, we conclude that the district

court clearly erred in finding that the instant offense was not

committed, at least in part, after Hill's sentencing in New Jersey.

It   is   undisputed   that   the   Dallas   conspiracy   continued   after

imposition of Hill's sentence in New Jersey.              (For example, as

noted,    consistent   with    Hill's   guilty   plea,    the   Presentence



            he committed this offense, not probation, as I
            stated earlier. I wanted to make the Court aware
            of that.

This statement is not inconsistent with the Government's
position. It is undisputed that the Dallas conspiracy lasted
from June 1, 1989, to June 25, 1991; Hill was not sentenced in
New Jersey until April 3, 1991. Therefore, consistent with the
prosecutor's statement, a large part of the Dallas offense was
committed while Hill was awaiting sentencing in New Jersey. In
any event, the prosecutor's statement cannot change the fact that
a portion of the Dallas offense was committed after Hill was
sentenced for the New Jersey offense. Furthermore, the
Government's position was clarified in its letter brief filed
after the sentencing hearing.

     In sum, the facts necessary for application of § 5G1.3(a)
(the time frame for the Dallas conspiracy and the date of Hill's
sentencing in New Jersey) were before the district court, and are
undisputed. The application of § 5G1.3(a) to those facts is, of
course, a question of law. See, e.g., United States v. Cabral-
Castillo, 35 F.3d 182, 186 (5th Cir. 1994). The Government
should have reminded the district court that Hill's involvement
in the Dallas conspiracy is presumed to continue after his arrest
and incarceration unless he made a substantial, affirmative
showing of withdrawal, but this does not preclude our applying
that well-established principle of law. We must, of course,
follow it in determining the applicability of § 5G1.3(a).

                                    - 8 -
Investigation Report states that the conspiracy lasted until June

25, 1991; Hill did not object.)           And, the record contains no

evidence that Hill withdrew from that conspiracy prior to the

imposition of his New Jersey sentence, or at any time prior to the

conclusion of the Dallas conspiracy on June 25, 1991.

     Accordingly, this case, which appears to be one of first

impression,    falls   squarely   under    §   5G1.3(a).   Under   that

subsection, "the sentence for the instant offense shall be imposed

to run consecutively to the undischarged term of imprisonment."

U.S.S.G. § 5G1.3(a) (emphasis added).       Although the district court

concluded erroneously that § 5G1.3(a) was not applicable, and

instead imposed a consecutive sentence pursuant to § 5G1.3(c),

p.s., it nevertheless reached the correct result.9

                                   B.

     The amount paid to Hill by those who "rented" the securities

from him was approximately $800,000; but the face value of those

securities was approximately $69,000,000.           The district court

adopted the probation officer's calculation of a 17-level increase

in Hill's offense level under U.S.S.G. § 2F1.1(b)(1)(R), based on

a loss of $69,000,000.      Hill contends that the district court

misapplied the Guidelines by using the $69,000,000, rather than the

$800,000.     According to Hill, "because these were not real GNMA

securities, there was never any risk of loss as to the face value


9
     Because a consecutive sentence was imposed correctly, we do
not address whether, in determining that a consecutive sentence
was appropriate under § 5G1.3(c), p.s., the district court was
required to perform the analysis presented in its commentary.

                                  - 9 -
of   the   bogus   securities        (as    there    might   have    been    had    the

securities been real, but stolen)."

      An amount of loss finding is reviewed only for clear error.

United States v. Chappell, 6 F.3d 1095, 1101 (5th Cir. 1993), cert.

denied,    ___   U.S.   ___,   114     S.    Ct.    1232,    1235    (1994).       Hill

maintains, however, that the appropriate standard of review is de

novo because it is the legal significance of the facts, not the

facts themselves, that are disputed.                We disagree.     As hereinafter

discussed, at issue is whether Hill intended a loss of the face

value of the securities, a question of fact.

      Needless     to   say,   the    district      court    is   not   required     to

determine the amount of loss with precision; "[t]he court need only

make a     reasonable    estimate      of    the    loss,    given   the    available

information."       U.S.S.G. § 2F1.1, comment. (n.8).                   And, "if an

intended loss that the defendant was attempting to inflict can be

determined, this figure will be used if it is greater than the

actual loss."      U.S.S.G. § 2F1.1, comment. (n.7).                 When reviewing

the calculation of an intended loss, we look to actual, not

constructive, intent, and distinguish between cases in which "the

intended loss for stolen or fraudulently obtained property is the

face value of that property" and those in which the intended loss

is zero because "the defendant intends to repay the loan or replace

the property."      United States v. Henderson, 19 F.3d 917, 928 (5th

Cir.), cert. denied, ___ U.S. ___, 115 S. Ct. 207 (1994).

      At sentencing, an FBI agent testified that the securities

rented to Hill's victims actually existed and had a value of


                                       - 10 -
$69,000,000, but that the defendants had no ownership interest in

those securities. He testified further that, if Hill's clients had

pledged the securities as collateral, the potential loss was

$69,000,000,   because   the   securities    were   worthless   to   Hill's

clients.

     Because Hill had no ownership interest in the "rented" GNMA

securities, he could not have intended to replace them with GNMAs

if it became necessary.        See Henderson, 19 F.3d at 928.         True,

Hill's victims paid him approximately $800,000 in rental fees, but

the purpose of the rental scheme was to allow the victims to pledge

the face value of the securities ($69,000,000) as collateral for

loans, or to allow them to increase the assets reflected on their

balance sheets by that amount.      Accordingly, we conclude that the

district court did not clearly err.         The "intended loss that the

defendant was attempting to inflict" was the face value of the

securities.    See U.S.S.G. § 2F1.1, comment (n.7).       ("For example,

if the fraud consisted of selling or attempting to sell $40,000 in

worthless securities, or representing that a forged check for

$40,000 was genuine, the loss would be $40,000.")10

                                   III.

     For the foregoing reasons, Hill's sentence is


10
     The district court found that $69,000,000 was the
"potential" loss. Hill contends that "`potential loss' is not a
permissible measure of guideline `loss.'" Although it would have
been more appropriate for the district court to have referred to
the loss as "intended", rather than "potential", it did not
commit reversible error by so describing the loss. See United
States v. Hooten, 933 F.2d 293, 298 (5th Cir. 1991) (using term
"potential loss").

                                  - 11 -
AFFIRMED.




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