Dawson v. United States

                  UNITED STATES COURT OF APPEALS
                       FOR THE FIFTH CIRCUIT

                      _____________________

                           No. 94-10938
                      _____________________

                          JOHNNIE DAWSON,

                                                          Plaintiff,

                              versus

                    UNITED STATES OF AMERICA,

                                                Defendant-Appellant,

                                and

                       R. WAYNE HUGHES and
                         CLAUDE D. BROWN,

                                                         Appellants.

_________________________________________________________________

          Appeal from the United States District Court
               for the Northern District of Texas

_________________________________________________________________
                        (October 31, 1995)
Before SMITH, BARKSDALE, and BENAVIDES, Circuit Judges.

RHESA HAWKINS BARKSDALE, Circuit Judge:

     At issue are sanctions imposed by United States District Judge

John H. McBryde against Assistant United States Attorneys R. Wayne

Hughes and Claude D. Brown, based on a local rule that civil

litigants "make a good-faith effort to settle" -- in this instance,

a pro se Federal Tort Claims Act claim by a federal prisoner for

injuries from voluntary recreation, in which Hughes and Brown were

counsel for the United States.        The district court abused its

discretion; we REVERSE.
                                          I.

     In early 1992, Johnnie Dawson, incarcerated at the Fort Worth

Federal Correctional Institution, filed, pro se, an FTCA action,

alleging that, while pursuing a fly ball in a prison softball game,

he collided with a pole and was injured.              Because of the district

court's meticulous recitation of, and reliance upon, numerous facts

and actions (and non-actions) by the appellant attorneys, and

especially because of its numerous findings of fact (made from the

bench   and     in    two    opinions    totalling     70    pages,    and   quoted

extensively in this opinion) extremely critical not only of their

conduct, but         of   them   personally,    it   is    necessary    to   develop

similarly the facts in great detail.              Moreover, the juxtaposition

of the basis for the action (pro se prisoner suit for injury while

chasing   fly    ball)      against     the    resulting    time,     expense,   and

potential injury to the professional reputations of two attorneys

for the United States, underscores the increasing need for better

means of resolving prisoner suits.

     In his complaint, Dawson alleged that, while chasing the ball,

he injured his shoulder when he tripped on a cord located three

feet away from, and parallel to, an unpadded pole in the outfield,

and collided with the pole; that he had surgery on his shoulder,

but had not regained full control and use of it; and that he had

sustained "severe mental distress and emotional injury".                     Dawson

claimed that his injuries were caused by the negligence of prison

employees in failing to warn about, as well as mark and pad, the




                                        - 2 -
pole and cord; and he sought $600,000 in actual, and $300,000 in

punitive, damages, plus attorney's fees.

     Attached as an exhibit to the complaint was the Bureau of

Prisons' detailed denial of Dawson's administrative claim for $1

million.   The denial was based, inter alia, on the conclusion that

Dawson's "inattention to [his] location while catching the fly ball

was the proximate cause of [his] injury".

     In its answer, the Government admitted that Dawson was injured

by the collision, but denied liability.     As affirmative defenses,

it asserted that the complaint failed to state a claim upon which

relief could be granted; that Dawson was not entitled to, inter

alia, punitive damages or attorney's fees; that his injuries were

not caused by the Government's negligence, but by his own; and that

recovery was barred under Texas law, because Dawson's negligence

was equal to or greater than any negligence of the Government.

     After the Government answered, a district court order issued

for the parties to confer and submit a joint status report.    Among

other things, they (including a representative with unlimited

settlement authority) and their counsel were to meet, prior to

filing the report, in order to discuss settlement; and they were

instructed that "[t]he court expects the parties to comply with the

requirements of Local Rule 9.1 that the parties make a good-faith

effort to settle".1   The report was, inter alia, to

1
     Local Rule 9.1(a) of the United States District Court for the
Northern District of Texas, which has been in effect since December
15, 1977, provides:

                (a) General Policy.    The parties in every

                               - 3 -
          detail[] the date on which the settlement
          conference was held, [and] the persons who
          were present, including the capacity of any
          representative who was present, ... state[]
          ...   whether  meaningful   progress  toward
          settlement was made, and ... state[] ... the
          prospects of settlement.

     The joint status report, filed in mid-August 1992, stated that

a settlement conference had been held at the prison on August 10,

attended by Dawson, appellant Brown (who had authority to settle on

behalf of the Government), appellant Hughes (the attorney of record

for the Government), Lori Cunningham (Bureau of Prisons, Attorney

Advisor), and Linda DuBose (Bureau of Prisons, Paralegal).2    The

parties reported that

          Mr. Dawson had previously advised Wayne Hughes
          that he would accept an amount between $0.00
          to $500,000.00 to settle this case.... Little
          progress towards settlement was made at this
          time because discovery has not been completed
          and there remains [sic] many disputed facts
          which must be resolved.    Both parties agree
          that the prospect for a settlement will always
          be open and will be diligently pursued when
          they are in a better position to engage in
          informed negotiations after more information
          about the case is developed.




          civil action must make a good-faith effort to
          settle; and settlement negotiations shall be
          entered into at the earliest possible time,
          well in advance of any pretrial conference.
2
     On August 18, the district court ordered the Government to
provide an exact description of the settlement authority of each of
the persons attending the settlement conference on behalf of the
Government. The United States responded that Brown was its sole
representative with authority to settle the case at the settlement
conference, and that his authority was unlimited.


                              - 4 -
(As discussed      infra,    although     the    Government    did       not    make a

monetary offer, it did discuss providing Dawson with additional

surgery, if needed.)

     On August 18, the district court entered a scheduling order,

directing    the   parties    and    their      counsel   to   meet      to    discuss

settlement at least 10 days before the pretrial conference (set for

March 1, 1993; rescheduled for March 4), and at least 14 days prior

to trial (set for late April).             Once again, the order provided

that:

             [t]he court expects the parties to comply with
             the requirements of Local Rule 9.1 that the
             parties make a good faith effort to settle.
             Within seven ... days of such settlement
             conference, the parties shall jointly prepare
             and file a written report, which shall be
             signed by all counsel for each party,
             detailing the date on which the settlement
             conference was held, the persons present,
             including the capacity of any representative
             present,   a   statement   regarding   whether
             meaningful progress toward settlement was
             made, and a statement regarding the prospects
             of settlement.

     The     Government     moved    in   January     1993     to     dismiss      or,

alternatively,       for   summary   judgment.        Relying       on    the    Texas

recreational use statute, Tex. Civ. Practice & Rem. Code § 75.001,

et seq., which provides that a landowner who makes its property

available for recreational use is liable only if it has been

grossly negligent, or has acted with malicious intent or bad faith,

the Government asserted that Dawson had not pleaded, and could not

prove,   a   claim    against   it   under      the   FTCA,    under      which    the

Government is liable only "if a private person would be liable to

the claimant in accordance with the law of the place where the act

                                     - 5 -
or omission occurred".       28 U.S.C. § 1346(b); see also 28 U.S.C. §

2674.

     The   parties    reported   on    February    22   that   a   settlement

conference, attended by Dawson, Brown, and Hughes, was conducted on

February   17,   at   the   United   States   Attorney's   office.3      They

reported that

           [a] discussion about the merits of the case
           and the evidence was held and [Dawson]
           submitted an offer of settlement.          The
           [Government] did not submit a counter-offer,
           telling [Dawson] the reasons therefore [sic].
           [Dawson] would advise the Court that there was
           no good faith offer made by the [Government],
           reason being that [Dawson] cannot prove
           negligence by the United States.           The
           conference ended and the parties agreed to
           meet on April 8, 1993 for further settlement
           discussions.

(Emphasis added.)4

     Although Dawson signed a proposed pretrial order, he did not

attend the March 4 pretrial conference.           But, while the court and

the Government's counsel waited in vain for him to appear, the

court questioned Hughes about the Government's summary judgment

motion, and his familiarity with 18 U.S.C. § 4042, which provides

that the Bureau of Prisons is to provide safekeeping and care for

3
     Dawson was no longer incarcerated. Although the conference
was scheduled for 10:00 a.m., he did not arrive until around 2:00
p.m.   By that time, the Bureau of Prisons representatives had
understandably left.
4
     Hughes' notes from the second settlement conference, which the
district court obtained over the Government's objection, reflect
that Dawson offered to accept $10,000. Language almost identical
to the above emphasized portion of the report concerning Dawson's
position appears in blue ink, in different handwriting, in Hughes'
conference notes, which were in pencil. Apparently, the language
was added to the report at Dawson's request.

                                     - 6 -
federal prisoners.     Hughes stated that he was "[v]aguely" familiar

with the statute, but did not think it applicable to an FTCA

action.    When asked why he thought the Texas recreational use

statute was applicable, Hughes replied that the field where Dawson

was injured was used for recreational purposes by both prisoners

and other groups.      The court ruled that the Texas statute was

inapplicable, because Dawson was not in prison for recreational

purposes; it therefore denied the summary judgment motion. (In its

subsequent opinion to that effect, the court stated that it was

"disappointed   that    the   government   would   rely   on   [the   Texas

recreational use statute] in light of its blatant inapplicability

to the facts of this action", and held that the Bureau of Prisons'

duty of care was established by 18 U.S.C. § 4042, independent of an

inconsistent state rule.)

     The court next questioned Hughes about settlement, inquiring

whether any dollar amounts had been discussed in the negotiations.

Hughes replied that Dawson had made an offer, but the Government

had not.   Upon the court inquiring why the Government so acted,

Hughes cited (1) the Government's then pending summary judgment

motion; and (2) his belief that the action was frivolous.             At the

conclusion of the conference, the court stated:

           If this was a suit involving a private party,
           as opposed to the government, it would be a
           very serious liability suit. And I guess the
           only reason the government doesn't consider it
           to be a serious liability suit is it doesn't
           take things seriously a lot of times when it
           should.

                Now, it may get out of this case because
           of the failure of the plaintiff to do what he

                                  - 7 -
            ought to do, but this is a serious liability
            suit, and the government should have treated
            it as a serious liability suit.

                 I don't think you have acted in good
            faith. I think you have acted in bad faith.

     The district court ordered Dawson to appear on March 11 to

show cause why he should not be sanctioned for failing to appear

for the pretrial conference.          It stated also that disclosures made

by the Government's counsel at that conference suggested that the

Government and its counsel "have not taken seriously, and probably

have violated, the duties imposed on them relative to settlement

matters", and ordered that, at the March 11 hearing, the Government

and its counsel show cause why they should not be sanctioned for

violation of their obligations in respect to settlement matters as

established by the court's prior orders and the Local Rule.

     In its brief in response to the order to show cause, the

Government insisted that it had complied with all of the court's

orders.     In addition, it asserted that a good-faith effort to

settle    does   not   require   it    to   make   a   settlement   offer,   and

maintained that the court had no power to compel it to do so.

     As usual, Dawson did not appear at the March 11 show-cause

hearing.    A lengthy hearing was then held on possible sanctions;

the Government, Hughes, and Brown were represented by counsel from

the United States Department of Justice.                 In response to the

district court's inquiry, the Government agreed, "[i]n principle",

that, as stated by the court,

            the issue ... to be decided is the fact issue
            ... whether ... the government engaged in a
            good-faith effort to settle, and that may or

                                      - 8 -
           may not have included         ...   making   ...    a
           settlement offer.

The court then questioned Hughes and Brown.

     Hughes responded that, at the first settlement conference, the

Government made a non-monetary offer to Dawson, which he refused;

and that it did not make a monetary offer because (1) it was

unlikely that Dawson could prove his case, in that the pole was

open and obvious; (2) Dawson did not demand a specific dollar

amount; (3) the non-monetary offer to Dawson was appropriate; (4)

the Government needed more discovery and more information; and (5)

Dawson   was   representing   himself,   and   his   vague    responses   to

interrogatories and requests for admissions, and his failure to

list any witnesses or medical experts, indicated a lack of interest

in prosecuting the action.

     Hughes stated that, at the second settlement conference,

Dawson proposed a monetary settlement, but the Government did not

counter-offer because (1) its dispositive motion was pending, and

Dawson's response was due that day; (2) Dawson had stated that

other accidents had occurred on the prison softball field, but did

not provide the names of the persons involved, and the Government

wanted to ascertain if any such accidents had been reported; and

(3) the Government was not liable, in his opinion, because the post

was open and obvious.    Hughes stated further that he thought there

was "a good possibility" that the Government might have made a

settlement offer if it had known that the court would deny its

dispositive motion. The court then chastised Hughes for relying on



                                 - 9 -
the Texas recreational use statute, because it had not been pleaded

as an affirmative defense.5

     Brown responded that he never reached a decision not to make

a monetary offer, because he was waiting for additional information

to be developed.      He stated that no offer was made at the first

settlement conference because the Government wanted (1) to have

Dawson re-evaluated by a doctor and, if necessary, have additional

surgery; and (2) to evaluate its liability with respect to the open

and obvious pole.       Brown stated that no offer was made at the

second conference because (1) the Government wanted to verify what

Dawson   had   said   about   other   accidents;   (2)   the   Government's

dispositive motion was pending; (3) Dawson's negligence appeared

greater than any by the Government, because the pole was open and

obvious; and (4) it would not be good policy, or in the best

interest of the United States, in his opinion, to make a settlement

with a prisoner that might encourage more litigation by other

prisoners, who are a "very litigious group".

     At the conclusion of the hearing, and over the Government's

objection, the court ordered Hughes and Brown to produce their

notes from the settlement conferences, as well as all material

pertaining to the case in the United States Attorney's office, to

5
     Assuming the Texas statute should have been presented as an
affirmative defense, we need not reach whether counsels' raising it
in both the summary judgment motion and proposed pretrial order
(signed by Dawson) cured the error. Simply put, and in light of
Dawson's pro se status, persuasive points can be made for both
sides of the issue. Equally, whether this failure, or counsels'
raising the Texas statute by other means, merited the court's
scathing rebuke, as quoted infra, is another matter upon which we
will not comment.

                                  - 10 -
be placed under seal.       (More than a year later, after advising

counsel that he was going to do so, the court reviewed the notes.)

The court made the following findings from the bench: (1) there was

at least a 50-75% possibility that the Government was liable; (2)

if a private party were involved, it would be viewed as "a very

significant case for potential liability"; (3) the Government did

not prepare itself with the necessary factual and legal knowledge

to evaluate settlement;6 (4) counsel did not act in good-faith at

the   second   settlement   conference     by     relying   on   the     Texas

recreational use statute, because it had not been pleaded as an

affirmative    defense,   and,   in   addition,    was   "totally      without


6
      The court was critical of counsel for not deposing Dawson:

                The government blindfolded itself ... by
           not taking his deposition. So I don't know
           how [its attorneys] could really evaluate what
           they were looking at by way of damages. And I
           think ... that is in bad faith to go into that
           second settlement conference without more
           knowledge of the facts than the government
           attorneys had.   But they had made up their
           mind, in my opinion, that they weren't going
           to offer this man anything in settlement for
           invalid reasons or inappropriate reasons and
           bad-faith reasons.

                 ....

                Again, I will repeat that if the
           government's attorneys had done their job and
           taken [Dawson's] deposition ... and adequately
           explored it, there may have been other factors
           that came forward, but I believe I have heard
           all the information the government's attorneys
           had at this hearing, and I don't see[] a great
           deal they would have to argue about at a trial
           of this case in support of a position that ...
           Dawson[] should have seen that line when he
           was running out to catch a fly [ball].

                                  - 11 -
merit";7 (5) the summary judgment motion was filed in bad faith;8

7
     The court stated:

               There is no allegation in [the answer] of
          any Texas statute or any statute that would
          support the contention that the law of Texas
          prohibits recovery by persons who enter upon
          land for recreational use. That would be an
          affirmative defense.    That defense was not
          asserted. That pleading was never amended to
          assert that defense.     So that was never a
          defense available to the government in this
          case, even if it otherwise would have
          potential merit.     Obviously, the lack of
          availability of that offense, even if it
          otherwise had potential merit, should have
          been taken into account at both settlement
          conferences.

The court also excoriated counsel for including that defense in the
proposed pretrial order:

               In my judgment that was put in the
          pretrial order in bad faith by counsel for the
          government with full knowledge that counsel
          for the government had no right to rely on
          that. Counsel for the government was [us]ing
          the pretrial order in an attempt to amend its
          pleading when counsel for the government knew
          the   pretrial    order   should   state   the
          contentions    of   the   parties   that   are
          legitimately in the case. Those contentions
          are defined by the pleadings, and the
          government's counsel knew it had no support in
          pleading that and put that in there to see if
          it could get away with it, as far as the Court
          and defendant [were] concerned.
8
     The finding that the summary judgment motion was filed in bad
faith was based on the Government's failure to plead the Texas
recreational use statute as an affirmative defense, as well as the
court's view that the position lacked merit:

               The defendant knew that it had not
          pleaded that statute as a defense. It knew
          that it had no right to assert that statute as
          a defense in this case, even if it otherwise
          was a viable defense.

               And,   in   addition    to   that,   if   the

                              - 12 -
(6) Hughes was not telling the truth when he said that he had no

knowledge of the applicability of 18 U.S.C. § 4042 until the court

called it to his attention; and (7) the explanations at the show-

cause hearing on why a settlement offer was not made were "unworthy

of belief", "frivolous and in bad faith".9    At the conclusion of


          defendant had conducted the slightest amount
          of research the defendant would have known
          that had nothing to do with this lawsuit. If
          the defendant had used an ounce of logic, the
          defendant would have known that had nothing to
          do with this lawsuit and that [Dawson] was
          there as an inmate of the prison system. He
          didn't come on those premises for recreational
          purposes. He wouldn't have been there at all,
          if he hadn't ... been an inmate in the prison.
9
     The court found that the Government tried to take advantage of
Dawson's pro se status and to mislead him about the value of his
claim:

               I am satisfied that one of the factors
          that [the Government] took into account in
          dealing with Mr. Dawson was the prospect that,
          because he was a pro se plaintiff, they could
          get away with what they were doing, and that
          because he was a pro se plaintiff they might
          by default win the case, as perhaps they
          have....

               ....

          And I am not going to say that is not a
          legitimate thing for the government to
          consider in evaluating whether or not to
          settle the case, but I don't think it is
          appropriate in this case, or was proper in
          this   case,  to   withhold the   making  of
          settlement offers at the two settlement
          conferences because of the possibility he
          might stub his toe. That is not good faith.

               ....

               The way I see it, the attorneys, at least
          at the second settlement conference, did
          probably sense that there was a good chance

                              - 13 -
          that the defendant would stub his toe and
          overreacted to that, and unfairly and in bad
          faith reacted to that, when they should have
          been at that point in time making some kind of
          settlement offer in order to try to bring the
          case to a conclusion at that time.

In its opinion imposing sanctions, the court stated that it did

          not consider significantly relevant to the
          sanction issues the fact that Dawson did not
          prosecute his claim with diligence, thus
          leading to its dismissal for that reason.
          There is nothing in the record to reflect the
          reason for Dawson's failure at the last minute
          to pursue his claim other than the suggestion
          that counsel for defendant made inappropriate
          representations to him concerning the merit of
          his claim and things he would be required to
          do in order to successfully pursue it.

And, in denying the Government's motion to alter or amend the
sanctions order, it stated:

          [T]he court remains persuaded that the most
          reasonable inferences to be drawn from the
          record are that Brown and Hughes had no
          intention of engaging in serious or meaningful
          settlement negotiations with Dawson and that
          their goal at each of the "settlement
          conferences" was to lead Dawson into walking
          away from his claim.     In other words, the
          conduct of Hughes and Brown at each of the
          settlement conferences had as its goal "to
          discourage the poorer litigant and diminish
          his ... resolve to proceed to final judgment".

               ... At each of the meetings with Dawson,
          Hughes and Brown tried to persuade Dawson that
          defendant did not owe him a duty of ordinary
          care, first contending that the absence of
          such a duty was based on the open and obvious
          nature of the condition and then, having
          failed to dissuade Dawson, by contending, at
          the   second   conference,   that  the   Texas
          recreational statute caused defendant not to
          have a duty to exercise ordinary care for
          Dawson's safety. And, the court has no doubt
          that Hughes and Brown suggested to Dawson at
          the second settlement conference that in no

                             - 14 -
the hearing, the court made the following remarks about the local

United   States   Attorney's   office   to   counsel   from   the   Justice

Department:

                For your information, ... this [is] not a
           very pleasant thing for me to do. I have not
           enjoyed doing this, but, unfortunately, in the
           Civil Section of the U.S. Attorney's office
           here in Fort Worth there are more times than
           one where I had problems.... I just have the
           feeling that the Civil Section of the U.S.
           Attorney's office here in Fort Worth is not
           always candid with the Court and that the
           material I receive from that office has not
           been thought out and prepared. And it's very
           disappointing to me that I have to do the sort
           of things that I am doing today in this case.

                But I want it known to everyone that
           comes in my court that I take seriously the
           local rules of my court that includes Local
           Rule 9.1 and my orders that deal with
           settlement conferences, and I don't think the
           U.S. Attorney's office takes that seriously,
           and they certainly haven't taken it seriously
           in this case.[10]


           event would he be entitled to receive any
           settlement payment unless he could produce
           someone   who  had   experienced  a   similar
           accident. Statements were made to Dawson that
           were calculated to affirmatively mislead him.
10
     It bears noting that the district court and the Government had
disagreed earlier about the extent of the court's inherent power to
maintain a standing order requiring the Government to send a
representative with full settlement authority to settlement
conferences in all civil cases. See In re Stone, 986 F.2d 898,
900, 903 (5th Cir. 1993) (per curium) (district court has "general
inherent power to require a party to have a representative with
full settlement authority present--or at least reasonably and
promptly accessible--at pretrial conferences", but such power
should be "very sparingly used"). Our court's opinion in Stone was
rendered on March 12, 1993, one day after the show-cause hearing in
this case, and approximately 16 months prior to the order imposing
sanctions. We are most confident that this issue had no bearing on
the district court's actions here, as it so noted. When referring
to other problems with the United States Attorney's office in Forth
Worth, the court stated:

                                 - 15 -
     The district court ordered Dawson to file an affidavit by

March 22, explaining why he failed to appear at both the pretrial

conference and the show-cause hearing, or suffer dismissal with

prejudice, without further notice.           Once again, Dawson did not

comply; his action was dismissed with prejudice on March 23, 1993.

     Sixteen   months   later,   in   July   1994,   the   district   court

rendered a 33-page opinion and order, supplementing its bench

findings from the show-cause hearing. It concluded that Hughes and

Brown should be sanctioned, pursuant to the court's inherent

powers, because, contrary to the Local Rule, the Government had not

made a good-faith effort to settle.11        The court found that Hughes


          And I am not talking about the problem of the
          U.S. Attorney's office in not honoring the
          obligation that I have imposed to have someone
          present with settlement authority because I
          recognize that's a legal issue the Fifth
          Circuit is going to have to decide, and I am
          not taking that into account in anything I am
          doing here.

As discussed infra, the court stated in its subsequent opinion
imposing sanctions that they were "of significantly less magnitude
than would have been imposed" had the Government and its counsel
not shown an improvement in their willingness to engage in
meaningful settlement negotiations during the 16 months between the
show-cause hearing and the imposition of sanctions.
11
     The reason given for "most" of the extreme delay in rendering
the opinion was "an extensive delay in the obtaining by the court
of a transcript that had been ordered by the defendant from the
court's former court reporter over one year ago". In light of the
extreme and immediate attention to detail required of counsel by
the district court, not to mention the bench findings of bad faith
by counsel, it would seem that the district court would have
rendered its opinion immediately after the hearing.         We are
confident that the district court requires no less of itself than
it does of counsel.      In sum, whatever the reasons for the
transcript delay, the court, no doubt, could have caused its
preparation (or its receipt) to be expedited, so that this most
serious matter, including the cloud over counsel, could be resolved

                                 - 16 -
failed   to    prepare   adequately   for   participation    in   settlement

negotiations, engaged in affirmative misconduct in anticipation of,

and during, the negotiations, and was not candid with the court

when   describing    reasons   for    action   taken   at   the   settlement

conferences.12     It imposed the following sanctions on him:         (1) a


promptly.
12
     The following are illustrative of the court's findings of
intentional misconduct:

     1.   In its bench findings at the show-cause hearing, the
court found that Hughes had not told the truth when he said he had
no knowledge of the potential applicability of 18 U.S.C. § 4042
until it was called to his attention at the March 4 hearing:

                   To me, that defies comprehension that
              members of the staff of the U.S. Attorney's
              office in Fort Worth, Texas where a federal
              prison is located have never been curious
              enough about what the duty owed to those
              inmates is by the United States government....

                   I don't believe that they didn't know
              about it. I am going to have to conclude Mr.
              Hughes is not telling me the truth....

                   I think he intentionally misrepresented
              to me at the last hearing that he didn't know
              about it or that it did not have anything to
              do with the tort claims case when he knew that
              it had something to do with this case.

The opinion rendered more than a year later reflects that the court
persisted in that belief:

              Giving Hughes the benefit of having an average
              level of competence, he inescapably would have
              learned over those years of, and would have
              understood, the federal statute that creates
              and defines the duty of care owed by the
              Bureau of Prisons to a prisoner.

     2.   The court found that, by relying on the Texas statute as
an affirmative defense, counsel "were trying to create a false
appearance of the government's position in this case in order to
justify a bad faith decision not to make an offer of settlement in

                                  - 17 -
strong reprimand that his conduct in relation to the settlement

negotiations was highly inappropriate and unacceptable, and (2)

attendance   at   a   15-hour   course   on   an   attorney's   ethical

responsibilities.     The court found Brown's conduct less serious;


the case".

     3.   At the show-cause hearing, the court stated that "both
Mr. Brown and Mr. Hughes made up their minds before each of these
settlement conferences that there would be no financial offer made
to [Dawson]". Similarly, in its opinion imposing sanctions, it
found that the Government and its counsel "had predetermined" prior
to both settlement conferences "that no good faith settlement offer
would be made to Dawson and that counsel for defendant would merely
pretend that they were engaging in settlement negotiations instead
of honestly engaging in such negotiations".

     4.   The court found that, at both settlement conferences,
counsel "made misrepresentations to Dawson of pertinent factors
relative to his claim" (referring to the "alleged open and obvious
nature of the conditions that caused his accident and injuries",
and the "nonmeritorious motion for summary judgment").      At the
show-cause hearing, the court stated:

          No doubt they urged on Dawson at th[e]
          [second] settlement conference the notion that
          their summary judgment had merit and that
          defendant did not owe Dawson the duty to
          exercise ordinary care for his safety.
          Moreover, the statements of defense counsel
          lead the court to infer that they suggested to
          Dawson that he would not be entitled to
          receive any payment in settlement of his claim
          unless he could produce someone who had
          experienced an accident similar to his as a
          result of the conditions that caused his.

And, in its opinion imposing sanctions, the court stated:

          Undoubtedly, counsel for defendant devoted
          significant    time    at   both    settlement
          conferences to falsely describing to Dawson
          the merit of his claim and the applicable law.
          They certainly have been less than candid in
          their presentations to the court on those
          subjects; and, there is no reason to think
          that they did not make statements to Dawson
          that were at least equally lacking in candor.

                                - 18 -
but, because he joined in "the charade that appears to have been

orchestrated by Hughes at the two settlement conferences", the

court found that he should be sanctioned by "a strong reprimand

that his conduct in relation to the settlement negotiations in this

case   was   highly   inappropriate   and   unacceptable".      The   court

explained why it selected these forms of sanctions:

                  During the extended period of time that
             has elapsed between the time the show cause
             hearing was held ... , and the preparation of
             this memorandum opinion and order, [the]
             United States of America and the attorneys
             representing   her    have   shown   significant
             improvement in their willingness to engage in
             meaningful settlement negotiations and, if
             appropriate   to   do    so,   to  conclude   by
             settlement civil cases to which she or one of
             her agencies is a party.      Nevertheless, the
             court has concluded that sanctions should be
             imposed on Hughes and Brown, though of
             significantly less magnitude than would have
             been imposed if the change in attitude
             mentioned above had not occurred.

       The Government moved to alter or amend the sanctions order.13

In its supporting brief, it contended that, as construed, the Local

Rule exceeded the court's authority over settlement matters and

violated the separation of powers doctrine; and, that the district

court made significant factual and legal errors.

       In a 37-page opinion denying the motion and supplementing the

findings made both at the show-cause hearing and in the opinion

imposing sanctions, the court found that "settlement negotiations,

and any realistic chance of settlement, ... were thwarted when

Hughes and Brown went to the settlement conferences with the

13
     The district court granted appellants' motion to                  stay
sanctions pending ruling on the motion to alter or amend.

                                 - 19 -
intention from the outset of not seriously engaging in settlement

negotiations".   It found further that Hughes' and Brown's "lack of

respect for the requirements of the local rule ... alone justifies

the sanctions", as demonstrated by the Government's position that

"if in an attorney's view the making of a settlement offer is not

in his client's best interest, no offer should be forthcoming".

The court was "dismayed" that Hughes and Brown "would openly

maintain that the `good-faith effort to settle' and `settlement

negotiations' requirements of Local Rule 9.1(a) permit them to

refuse to offer any money to an inmate-plaintiff `simply because

they thought the plaintiff would be unable to present his case

adequately at trial'". Moreover, it was "disappointed" that Hughes

and Brown    maintained   that   a   refusal   to   engage   in   meaningful

settlement    negotiations   could    be   justified    by   a    desire   to

discourage future prisoner litigation.14

     The court found that the assertion that Hughes and Brown had

the absolute right to refuse to make a settlement offer "is really

14
     The court stated:

            If a party is faced with recurring frivolous
            litigation, a declination to make a settlement
            offer in a frivolous action for the purpose of
            discouraging other frivolous actions would be
            legitimate and come within the parameters of
            good-faith efforts to settle.     However, the
            court cannot countenance conduct that, in
            effect,   manifests   an   attitude    by  the
            government that it is entitled to decline to
            engage in meaningful settlement negotiations
            simply for the purpose of discouraging future
            prisoner litigation without regard to the
            merits of the litigation.    Such an attitude
            flies directly in the face of the requirements
            of Local Rule 9.1(a).

                                 - 20 -
a contention that [they] had the right arbitrarily to disregard the

requirements of [the] Local Rule";15 and it rejected the Seventh

Circuit's suggestion in G. Heileman Brewing Co., Inc. v. Joseph Oat

Corp., 871 F.2d 648, 653 (7th Cir. 1989) (en banc), that a sanction

cannot be based on a party's refusal to make a monetary offer.         The

district court stated:

           An essential element of any good-faith effort
           to    settle   and    meaningful    settlement
           negotiations is a willingness to make a
           monetary offer if a good-faith evaluation of
           the respective positions of the parties in the
           case would indicate that such an offer would
           be appropriate and adequate resources are
           available.

     Finally, as an alternative basis for sanctions, the court

concluded that they were justified because Hughes and Brown did not

attend   the   settlement   conferences   with   an   "open   mind"   and,

therefore, had not made a good-faith effort to settle.16




15
     The court criticized the Government's assertion that the
decision whether to risk an adverse judgment was for the Attorney
General and her delegates, not the court:

           This argument is the equivalent of assertions
           by Movants that the court has absolutely no
           power to make an inquiry into the propriety of
           the settlement conduct of the government and
           that, therefore, Local Rule 9.1 is, for
           practical purposes, unenforceable against
           Movants. Obviously, if the court cannot make
           inquiry into a party's settlement conduct, and
           sanction the party for misconduct, the local
           rule requiring specified kinds of settlement
           conduct becomes an empty shell.
16
     After the district court denied a stay of sanctions pending
appeal, our court granted it.

                                - 21 -
                                    II.

      The appellants contend, inter alia, (1) that the district

court exceeded its authority by imposing sanctions based on its

construction of the Local Rule to include, as an essential element

of a "good faith effort to settle", making an offer commensurate

with the party's litigation exposure; and (2) that the court's

finding of bad faith is otherwise clearly erroneous.17          Although we

conclude that the district court's application of the Local Rule is

a sufficient ground for vacating the sanctions, we address, as

well, its alternative basis for sanctions -- the ultimate finding

of bad faith by Hughes and Brown as a result of their conduct.          We

do   so   because   of   the   serious    cloud   on   their   professional

reputations caused, not only by that finding, but also by the

findings upon which it was based.

      Sanctions are reviewed for abuse of discretion.             American

Airlines, Inc. v. Allied Pilots Ass'n, 968 F.2d 523, 529 (5th Cir.

1992). "[T]he threshold for the use of inherent power sanctions is

high".    Elliott v. Tilton, 64 F.3d 213, 217 (5th Cir. 1995).

Accordingly, "[i]n order to impose sanctions against an attorney

under its inherent power, a court must make a specific finding that

the attorney acted in `bad faith'."        Chaves v. M/V Medina Star, 47

F.3d 153, 156 (5th Cir. 1995).            And, a "district court would

17
     Because we conclude that the district court abused its
discretion by imposing sanctions based both on its interpretation
of the Local Rule, and on its alternative finding of bad faith, we
need not address the contentions that the rule, as applied,
violates the separation of powers doctrine, or that due process was
violated because the court acted as investigator, prosecutor, and
adjudicator.

                                  - 22 -
necessarily abuse its discretion if it based its ruling on an

erroneous view of the law or on a clearly erroneous assessment of

the evidence".   Cooter & Gell v. Hartmarx Corp., 496 U.S. 384, 405

(1990).   See also Smith v. Our Lady of the Lake Hosp., Inc., 960

F.2d 439, 444 (5th Cir. 1992).    "Generally, an abuse of discretion

only occurs where no reasonable person could take the view adopted

by the trial court.   If reasonable persons could differ, no abuse

of discretion can be found."     Lorentzen v. Anderson Pest Control,

64 F.3d 327, 330 (7th Cir. 1995) (Rule 11 sanctions).

               Although we review a district court's use
          of its inherent power [to sanction] only for
          abuse of discretion, ... our review is not
          perfunctory.     As the Supreme Court has
          explained, "[b]ecause inherent powers are
          shielded from direct democratic controls, they
          must   be   exercised   with   restraint   and
          discretion." ... The Court has also cautioned
          restraint in the use of inherent powers
          "[b]ecause of their very potency."

Shepherd v. American Broadcasting Companies, Inc., 62 F.3d 1469

(D.C. Cir. 1995) (citations omitted) (reviewing district court's

use of inherent power to punish litigation misconduct by entry of

default judgment).

     The district court held that, in order to comply with the

Local Rule,

          the   party  must   (a)  acquire   sufficient
          knowledge of the facts and the applicable law
          to evaluate the party's litigation exposure,
          (b) make an honest appraisal of that exposure
          based on applicable legal rules and the known
          facts, (c) honestly and objectively conduct
          settlement discussions with the opposing
          party, and (d) make a settlement offer
          commensurate with the party's litigation
          exposure.


                                 - 23 -
(Emphasis added.)    On the other hand, the court acknowledged that

a party should not be forced to settle at any cost, or sacrifice an

uncompromisable principle in order to accomplish settlement; but,

it found no such principle involved in this case, which, it opined,

could have been settled for $10,000, or less, at the second

settlement conference.    Similarly, in denying the motion to alter

or amend, the district court disclaimed any "goal [of] forcing any

party to make a settlement offer if the party has a legitimate

reason for not making an offer".

                                     1.

     The district court's assessment of the Government's litigation

exposure appears to have been based primarily on its conclusion

that the   Texas    recreational    use   statute,   relied   upon   by   the

Government to contend that Dawson could not recover unless he

proved gross negligence, malice, or bad faith, was inapplicable.18

18
     At the show-cause hearing, the court also voiced skepticism
about the Government's contention in the pretrial order that the
proximate cause of Dawson's injuries was his failure to care for
his own safety and to keep a proper look-out:

                That may well be what the conclusion
           would be on the merits of the trial of this
           case, but the facts of this case are such that
           certainly it is not a foregone conclusion that
           those facts would be determined because it
           occurs to me when somebody is chasing a fly
           ball they are expected to look for the ball
           and not the wires.     And when you have put
           wires out in the middle of the playing field,
           you ought to know people are going to be
           looking at balls and not wire and someone is
           going to get hurt when they trip over the
           wires in that playing field. I believe the
           attorneys for the government are smart enough
           to realize that, and I believe they were smart
           enough to know, and continue to be smart

                                   - 24 -
As noted, the court found that the Government acted in bad faith by

relying on state law, holding that the standard of care was

established instead by 18 U.S.C. § 4042.                    We need not decide

whether § 4042 or the Texas statute governed in this FTCA action;

suffice it      to   say   that    this   is    a    question   of   law   on   which

reasonable minds could differ.19            And, needless to say, a district

court's disagreement with the merits of a position asserted in good

faith by counsel cannot serve as the basis for sanctions.                         See

F.D.I.C.   v.    Calhoun,    34    F.3d     1291,     1298-99   (5th   Cir.     1994)

(district court abused its discretion by imposing FED. R. CIV. P. 11

sanctions where argument was not "implausible, unreasonable, or

otherwise frivolous").

     The district court acknowledged that it had no power to, and

should not, coerce a settlement; and it stressed that it was not

sanctioning Hughes and Brown for failing to achieve one.                    But, it

maintained that it did have the power to coerce compliance with the

"good   faith    effort    to     settle"      and   "settlement     negotiations"

requirements of the Local Rule which, as stated, it interpreted as

requiring that, on the facts in this case, a monetary settlement




           enough to know, that there was a significant
           risk in this case.
19
     For a classic example of the not infrequent complexities of
FTCA litigation, see our recent decision in Johnson v. Sawyer, 47
F.3d 716, 728 (5th Cir. 1995) (en banc) ("violation of a federal
statute or regulation does not give rise to FTCA liability unless
the relationship between the offending federal employee or agency
and the injured party is such that the former, if a private person
or entity, would owe a duty under state law to the latter in a
nonfederal context") (emphasis in original).

                                      - 25 -
offer should have been made.20        Although we applaud the district

court's   efforts    to   encourage   and   facilitate    settlements,   we

conclude, as also discussed infra, that it abused its discretion by

interpreting   the   rule   to   require,   for   this   action,   making a

settlement offer as part of a good-faith effort to settle.

     Obviously, there is no meaningful difference between coercion

of an offer and coercion of a settlement:         if a party is forced to

make a settlement offer because of the threat of sanctions, and the

offer is accepted, a settlement has been achieved through coercion.

Such a result cannot be tolerated.          See National Ass'n of Gov't

20
     The record supports overwhelmingly the assertion that the
district court's interpretation of Local Rule 9.1(a) as requiring,
on the facts in this case, that a settlement offer be made, and the
Government's refusal to make an offer, were the primary bases for
the sanctions. For example, at the show-cause hearing, the court
stated:

           [I]f the government was acting in good faith,
           they would have made some kind of offer to Mr.
           Dawson at that first settlement conference in
           order to get the ball rolling.

                 Even though a party to the negotiations
           takes    a  very  unreasonable   position   in
           demanding more than he possibly could or
           should receive, a good-faith effort to settle
           means the other party will not then balk and
           do nothing. It means the other party will at
           least go forward and try to keep the ball
           rolling, and the only way you can keep the
           ball rolling is make some kind of offer, even
           if it is only $500 or $1,000. And I think if
           defense counsel would have been acting in good
           faith at that point in time, they would have
           made an offer of some kind to keep the ball
           rolling, particularly in view of what they
           then knew. They then knew the man was on the
           playing field chasing a fly ball when he
           tripped over a wire.

(Emphasis added.)

                                  - 26 -
Employees, Inc. v. National Federation of Fed. Employees, 844 F.2d

216, 223 (5th Cir. 1988) ("[f]ailure to compromise a case ... even

pursuant to terms suggested by the court, does not constitute

grounds for imposing sanctions"); see also In re Ashcroft, 888 F.2d

546, 547 (8th Cir. 1989) ("[p]retrial-conference discussion of

settlement is designed to encourage and facilitate settlement ...

but   it   is   not   designed   to    impose   settlement   upon   unwilling

litigants"); G. Heileman Brewing Co. v. Joseph Oat Corp., 871 F.2d

at 653 ("If this case represented a situation where ... [a party]

was sanctioned because [it] refused to make an offer to pay money

-- that is, refused to submit to settlement coercion -- we would be

faced with a ... situation we would not countenance"); Kothe v.

Smith, 771 F.2d 667, 669 (2d Cir. 1985) ("the law ... does not

sanction efforts by trial judges to effect settlements through

coercion"); Abney v. Patten, 696 F. Supp. 567, 568 (W.D. Okla.

1987) ("The horses may be led to water.           Whether they drink is up

to them.").

                                        2.

      Early settlement of cases is an extremely laudable goal, which

federal judges have considerable power to encourage and facilitate,

see, e.g., FED. R. CIV. P. 16, and which is essential to controlling

the overcrowded dockets of our courts.               And, we commend the

district court for its concern for protecting pro se plaintiffs'

(particularly pro se prisoners') rights. On the other hand, as the

district court acknowledged, parties may have valid and principled

reasons for not wishing to settle particular cases.           These reasons


                                      - 27 -
may not be based necessarily on the merits of a particular case, or

the party's possible exposure in it, but because of the effect that

a settlement might have on other pending or threatened litigation.

     Here, two of the Government's numerous (and, it seems, very

valid) reasons for not making a monetary offer were because Dawson

was (before his release while his action was pending) a pro se

prisoner who had not shown much interest in prosecuting his claims,

and because of the concomitant (and most legitimate) concern that

settlement   might   encourage   other    prisoners   to   file   frivolous

lawsuits in the hopes of recovering a "nuisance value" settlement.

It goes without saying that courts, among other entities, provide

recourse for pro se prisoners, just as they do for other litigants;

but, a plaintiff's status as a prisoner, pro se or otherwise, is a

legitimate factor for the opposing party to consider in determining

whether to make a settlement offer.         In light of the increasing

flood of prisoner litigation that threatens to submerge our courts,

such a factor is extremely relevant, especially when the Government

is the defendant and the taxpayers will be footing the bill for any

settlement.21

21
      This brings to mind one of the principles learned early and
painfully by our Nation (and it is hoped still taught early to
schoolchildren), and enunciated in stirring fashion by Robert
Goodloe Harper's toast at a banquet for John Marshall in 1798:
"Millions for defense, but not one cent for tribute". The toast
was attributed to Charles Cotesworth Pinckney, our minister in 1797
to the French Republic, who, when told that American commissioners
in Paris to protest French attacks on United States shipping would
be received only if they paid a $50,000 bribe and loaned a large
amount of money to France, replied, "Not a sixpence, sir". JOHN
BARTLETT, FAMILIAR QUOTATIONS 367 (Justin Kaplan, 16th ed. 1992).

     Because of such bullying by the British, and especially the

                                 - 28 -
       Along     that   line,    another   factor     bears       mentioning       --

administrative      exhaustion    required    by    the     FTCA,    28   U.S.C.   §

2675(a).       As noted, when Dawson filed this action, his claim had

been   reviewed     and   rejected    by   the     Bureau    of     Prisons.       It

investigated the claim, and concluded that the offending pole was

open and obvious, and that Dawson had assumed the risk of injury.

See 28 U.S.C. § 2672 (providing that the head of each federal

agency or his designee "may consider, ascertain, adjust, determine,

compromise, and settle any claim for money damages against the

United States for injury or loss of property or personal injury ...

caused by the negligent or wrongful act or omission of any employee

of the agency while acting within the scope of his office or

employment").

       The exhaustion requirement serves "to ease court congestion

and avoid unnecessary litigation, while making it possible for the

Government to expedite the fair settlement of tort claims asserted

against the United States ... [and] of providing for more fair and

equitable treatment of private individuals and claimants when they

deal with the Government or are involved in litigation with their

Government".      Adams v. United States, 615 F.2d 284, 288 (5th Cir.


French ("Quasi War"), Congress in 1797 authorized resumption of the
construction of six frigates, including the famous, and much
beloved, USS Constitution ("Old Ironsides").             (The ships'
construction had been authorized originally in order to fight the
Barbary pirates, who likewise sought to extort money from the
infant United States.)    THOMAS P. HORGAN, OLD IRONSIDES 12, 14, 24
(1963). In light of the matter before us, it is somewhat ironic
that this proud ship, built at considerable expense as an
alternative to monetary appeasement, bears the name of the document
which trumpets fundamental fairness for all, even Assistant United
States Attorneys.

                                     - 29 -
1980) (internal quotation marks and citations omitted).       "An added

factor in federal prisoner cases is the congressional decision to

vest control of federal penal correctional institution policy,

including that affecting free world citizens, in the Bureau of

Prisons."    Miller v. Stanmore, 636 F.2d 986, 991 n.5 (5th Cir.

1981).

     Armed with this claim rejection, as well as other information,

Hughes and Brown complied with the court's orders to meet with

Dawson and discuss settlement.         It goes without saying, that, as

noted, they appear to have had numerous legitimate reasons for not

offering    the   taxpayers'   money    to   Dawson.   Accordingly,   the

alternative reason given for sanctions, that Hughes and Brown did

not attend the settlement conferences with an "open mind", is

clearly erroneous, as are other findings, quoted extensively in

this opinion, upon which the court made its ultimate finding of bad

faith.

     In sum, Hughes and Brown should not have been sanctioned.

Likewise, findings that they acted improperly, or unprofessionally,

in the manner in which they handled this action are clearly

erroneous.    To that end, we find most inappropriate the district

court's conclusions that they, in effect, tried to manipulate, or

take advantage of, Dawson at the settlement conferences or in

preparing the pretrial order.          No more need be said; this most

regrettable chapter is closed.




                                 - 30 -
                               III.

     For the foregoing reasons, the findings and conclusions of bad

faith are REVERSED, and the order imposing sanctions on R. Wayne

Hughes and Claude D. Brown is VACATED.

                       REVERSED AND VACATED




                              - 31 -