UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

ROBERT BROWN PATTERSON, Trustee,

Plaintiff-Appellant,

v.

BRENDA G. OLIVER,

Defendant-Appellee,

No. 98-1283

FIRST UNION NATIONAL BANK,

Intervenor-Appellee,

and

RONALD EUGENE ADKINS,

Defendant.

Appeal from the United States District Court

for the Eastern District of Virginia, at Alexandria.

James C. Cacheris, Senior District Judge.

(CA-97-466-A)

Submitted: February 12, 1999

Decided: March 19, 1999

Before WILKINS and HAMILTON, Circuit Judges, and

PHILLIPS, Senior Circuit Judge.

_________________________________________________________________

Affirmed by unpublished per curiam opinion.

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COUNSEL

Robert Brown Patterson, Appellant Pro Se. Brenda G. Oliver, Singer

Island, Florida; James Bruce Davis, BEAN, KINNEY & KORMAN,

P.C., Arlington, Virginia, for Appellees.
Unpublished opinions are not binding precedent in this circuit. See

Local Rule 36(c).

_________________________________________________________________

OPINION

PER CURIAM:

The district court in this action determined following a non-jury

trial that Ronald Eugene Adkins, in an effort to avoid paying Robert

Patterson fees for legal services, had conveyed to Brenda Oliver for

no consideration: (1) a 6.7-acre tract of land in Woodbridge, Virginia;

and (2) all outstanding stock in Cherokee Corporation of Linden, Virginia (Cherokee). Because it found that these were fraudulent conveyances, the court voided both transfers and awarded Patterson forty

percent of the stock of Cherokee.

The court also found that Patterson had proven that Adkins and

Oliver conspired to avoid paying Patterson's fees and expenses. However, the court found that no further award of damages was appropriate. It accordingly declined to award Patterson monetary damages in

addition to the Cherokee stock. Patterson now appeals. The sole issue

raised on appeal is whether the court correctly determined that he was

not entitled to monetary damages.

I

Adkins was the president and chief executive officer of Occoquan

Land Development Corporation (Occoquan), through which he

acquired and developed a ski resort in Virginia. The development was

to be effected by Cherokee, another of Adkins' corporations. The ski

resort proved financially unsuccessful and went into foreclosure.

Adkins, on behalf of himself and Cherokee, retained Patterson in

connection with the foreclosure. The November 1993 retainer agreement states that Adkins agreed "to compensate us at the rate of one

hundred twenty-five dollars ($125) per hour. As additional compensation, we shall receive twenty-five percent (25%) of all amounts paid

to you pursuant to this matter whether by way of settlement, or judg-

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ment, or otherwise." Additionally, Adkins and Cherokee were responsible for reasonable expenses incurred during Patterson's

representation.

Patterson performed substantial legal work on Adkins' and Cherokee's behalf. Among other things, he was successful in voiding the

foreclosure and restoring title to the ski resort to Cherokee. Adkins,

however, did not promptly pay Patterson's bills. As a result, Patterson, Adkins, and Adkins on behalf of Cherokee entered into an

Amendment to Engagement Agreement dated December 28, 1994.

The agreement stated that "[a]s additional compensation for this representation, the law firm shall receive forty percent (40%) of any proceeds received from this matter whether in the form of money,

property, or otherwise, and whether received as a result of judgment,

settlement, or otherwise." Other terms of the November 1993 agreement remained unchanged.

At some point between the date of the amended agreement and

February 23, 1995, Adkins and his friend Brenda Oliver caused all

outstanding stock in Cherokee and Occoquan to be transferred to Oliver for no consideration. Also, in the spring of 1994, 4,000 acres of

land owned by Occoquan in West Virginia was sold. Proceeds of that

sale ($89,000) were used to purchase the land in Woodbridge. The

land should have been a corporate asset of Occoquan, but was instead

placed in the name of Melvin Greenberg, as trustee for Oliver. Oliver

paid no consideration for the land.

Patterson brought the instant suit against Oliver and Adkins, alleging breach of contract, fraudulent conveyance, fraud, conspiracy, and

unjust enrichment. He sought forty percent of the Cherokee stock;

compensatory damages of $272,948 plus interest, costs, and attorney's fee; treble damages; $350,000 in punitive damages; a declaration that the conveyance of the stock and Woodbridge property to

Oliver was void; and a judgment lien on the Woodbridge property.

Adkins was dismissed as a party because his presence destroyed

diversity. The district court granted summary judgment to Oliver on

the breach of contract and unjust enrichment counts, and the action

proceeded to trial on the remaining counts. The court found Oliver

liable for fraudulent conveyance and conspiracy, voided the convey-

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ance to Oliver of the Woodbridge property and the stock, and

awarded Patterson forty percent of the Cherokee stock. The court

found that this remedy for the fraudulent conveyance made Patterson

whole and declined to award further relief in the form of monetary

damages for conspiracy.

Displeased with his recovery of only the Cherokee stock, Patterson

appeals the district court's order. He contends solely that Oliver, as

a conspirator, is liable for the full measure of damages caused by the

conspiracy.

II

In his complaint Patterson claimed entitlement to $272,948 in damages. In a motion for reconsideration submitted to the district court

and in his informal appellate brief, the amount increases to

$305,976.66. The record before us does not disclose how Patterson

arrived at either of these figures. In Virginia:

compensatory damages are those allowed as a recompense

for loss or injury actually sustained. . . . In determining the

quantum of proof required to sustain [compensatory] damage awards, . . . a plaintiff must show the amount of his

damages with reasonable certainty. . . . A plaintiff's burden

of proving the elements of damage with reasonable certainty

requires him to furnish evidence of sufficient facts and circumstances to permit the fact-finder to make at least an

intelligent and probable estimate of the damages sustained.

Dillingham v. Hall, 365 S.E.2d 738, 739 (Va. 1988) (internal citations

and quotations omitted). Here, the record on appeal is silent as to any

proof of damages.

Because Patterson points to no evidence establishing his entitlement to any certain amount of damages, we cannot say that the district court erred in finding that the award of forty percent of

Cherokee's stock rendered Patterson whole. Nor is Patterson entitled

to costs, as he did not file with the district court a bill of costs as

required by 28 U.S.C. § 1920 (1994).

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We accordingly affirm the judgment of the district court. We deny

Oliver's motion to clarify and First Union's motion to dismiss the

appeal. We dispense with oral argument because the facts and legal

contentions are adequately presented in the materials before the court

and argument would not aid the decisional process.

AFFIRMED

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