### 1996 D e c i sion s O p inion s of the U nit e d

S t at e s C our t of Appe al s for the Thir d C ir c uit

10-9-1996 

# E l liott v . Kiesewett e r

P r e c e de n t i al or N on-P r e c e de n t i al :

D ocke t 95-3104,95-3105

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. e du/thir dc ir c uit_1996/40UNITED STATES COURT OF APPEALS

FOR THE THIRD CIRCUIT

___________

Nos. 95-3104 and 95-3105

___________

CONSTANCE K. ELLIOTT; PATRICIA J.
KIESEWETTER; LINTON A. ELLIOTT; CHARLES L. ELLIOTT, individually and/or as a Minor, b y Constance K. Elliott, his Parent and Guardian; JONATHAN B. ELLIOTT, a Minor by Constance K. Elliott, the Parent and Guard ian

vs.

WILLIAM B. KIESEWETTER, JR.

WILLIAM B. KIESEWETTER, JR. and

JAYNE H. KIESEWETTER* (*Pursuant to Rule 12(a), F.A.R.P.),

Appellants No. 95-31 04.

___________

CONSTANCE K. ELLIOTT; PATRICIA J. KIESEWETTER; LINTON A. ELLIOTT; CHARLES L. ELLIOTT; JONATHAN B. ELLIOTT, Minors by Constance K. Elliott, their parent and guardian

vs.

WILLIAM B. KIESEWETTER, JR.

JAYNE H. KIESEWETTER

WILLIAM B. KIESEWETTER, JR. and

JAYNE H. KIESEWETTER

Appellants No. 95-31 05.

___________

APPEAL FROM THE UNITED STATES DISTRICT C OURT

FOR THE WESTERN DISTRICT OF PENNSYLVAN IA(D.C. Civil Nos. 93-cv-00753 and 94-cv-00 576)

___________

ARGUED MARCH 4, 1996

BEFORE: MANSMANN, ALITO, LEWIS, Circuit J udges.

(Filed October 9, l996)

___________

Kenneth M. Argentieri (ARGUED)
Nicholas P. Vari Kirkpatrick & Lockhart 1500 Oliver Building Pittsburgh, PA 15222

Attorneys for Appellant, William B. Kiesew etter, Jr.

Jan C. Swensen (ARGUED) Jayne H. Kies ewetter Swensen, Perer & Johnson 624 Pitcairn Place Two PNC Plaza Pittsburh, PA 15232
Suite 2710 Pittsburgh, PA 15222

Attorney for Appellant, Jayne H. Kiesewett er

Ronald L. Hicks, Jr. (ARGUED) Meyer, Unkovic & Scott 1300 Oliver Building Pittsburgh, PA 15222

Attorney for Appellees

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OPINION OF THE COURT

___________

LEWIS, Circuit Judge.

I. This appeal involves a challenge to the di strict court's asset freeze order arising out of certain l itigation pending in the district court between members of th e Kiesewetter family. The asset freeze order bound Appellant Wil liam B. Kiesewetter Jr. and his wife, Appellant Jayne H. Ki esewetter(collectively, the "Kiesewetters").

We hold that the district court did not er r in entering the asset freeze order without holding a hearing, a nd that it made adequate factual findings with respect to its freezing of William B. Kiesewetter Jr.'s assets. In addition, we will hold that the Freeze Order properly enjoined Jayne Kiese wetter from transferring or otherwise disposing of the assets s he owned with William B. Kiesewetter, Jr. We also hold that the district court prope rly determined that the Appellees, Constance K. Elliott , Patricia J. Kiesewetter, Linton A. Elliott, Charles L. Elliott, and Jonathan B. Elliott (collectively, the "Beneficiaries"), wou ld suffer irreparable harm without the protection of an asset freeze and that the hardship to the Kiesewetters did not preve nt entry of
the order. We will reverse the district court's wa iver of the Rule 65 bond requirement because it did not make an y findings as to the Beneficiaries' financial ability (or inabili ty) to post the bond. Finally, we will reject the Kiesewetters ' arguments

that the asset freeze order was too broad and that it violated their due process rights.

II. A. The Parties and the Underlying Litiga tion The parties to this appeal and the underly ing litigation are all members of the same family. The Beneficiaries brought two actions against William B. Kiesewetter, Jr. The first action was a demand for an accounting of thei r family's assets and is premised on various claims against Mr . Kiesewetter, alleging breach of fiduciary duties, fraud, unjust enrichment and violations of the Uniform Gifts to Minors Act ("UGMA") (hereinafter the "Accounting Action"). A year afte r filing the Accounting Action, the Beneficiaries filed a second lawsuit alleging that Mr. Kiesewetter and his second wife, Appellant Jayne H. Kiesewetter, fraudulently conveyed Kiesewe tter family assets from William B. Kiesewetter, Jr.'s name into the joint or individual name of Jayne H. Kiesewetter (hereinafte r the "Fraudulent Conveyance Action") in order to protect the assets from a judgment in the Accounting Action. The litigation between the Kiesewetter fam ily members began shortly after the death in October 1992 of Gr ace J. Kiesewetter, the wife of the late Dr. William B. Ki esewetter ("Dr. Kiesewetter"). Dr. Kiesewetter had passed aw ay years earlier. Constance K. Elliott, Patricia K. Elliott and William B. Kiesewetter, Jr. are the daughters and son of Dr . and Mrs. Kiesewetter. Linton, Charles and Jonathan Elliott are the sons of Appellee Constance Elliott and the only grandchi ldren of Dr.
and Mrs. Kiesewetter. The primary dispute between the Kiesewette r family
members stems from the manner in which certain fami ly assets, properties and accounts were handled and managed. The Beneficiaries allege that, prior to their deaths, D r. and Mrs. Kiesewetter placed substantially all of their asset s into the
names of the Beneficiaries and William B. Kiesewett er, Jr. to avoid or lessen the estate tax liability upon their respective deaths. William B. Kiesewetter, Jr., a licensed at torney with amasters degree in taxation, was Dr. and Mrs. Kiesew etter's

natural choice as the person to manage these assets . The Beneficiaries allege that Mr. Kiesewetter agreed to manage the
assets on behalf of himself and the Beneficiaries. According to the Beneficiaries, they discovered after Grace J. K iesewetter's death that Mr. Kiesewetter had acquired their prope rty rights in the family assets without their knowledge or consen t. In the Accounting Action, the Beneficiaries al leged that Mr. Kiesewetter's mismanagement and other frau dulent conduct resulted in the dissipation of the family assets th at had been placed in their names and that Mr. Kiesewetter was liable to them
for the value of their collective interests in thos e assets. The Beneficiaries sought an accounting of the family's financial
affairs and of the UGMA accounts established for Li nton A. Elliott, Charles L. Elliott and Jonathan B. Elliott . The Beneficiaries demanded over $5 million in compensat ory damages plus punitive damages and other equitable relief. On December 5, 1994, a jury returned a verdict by special interrogatories in the Accounting Action in which it determined, inter alia, that Mr. Kiesewetter had br eached various fiduciary duties that he owed to the Beneficiaries. Evidence at trial revealed that the Beneficiaries had held prop erty interests in numerous Kiesewetter family assets. These asset s included life insurance proceeds, pension proceeds, property sale proceeds, trust funds, bonds, and various bank acco unts. At trial, the Beneficiaries established that t heir collective interests in these family assets had a t otal principal value of over $3.4 million. The evidence establish ed that the Beneficiaries' interests in these assets were place d into accounts held only in Mr. Kiesewetter's name, and t hat Mr. Kiesewetter reported in excess of $1 million in int erest and dividend income from these assets. In addition, th e Beneficiaries introduced evidence suggesting that t hey may have an interest in other assets Mr. Kiesewetter acquire d using a portion of their interests in the family assets. On December 30, 1994, Mr. Kiesewetter moved fo r a new trial or alternatively for judgment notwithstanding the verdict. None of the bases for his motion pertained to the s ufficiency of the trial evidence regarding the Beneficiaries' int erests in the family assets or the principal value of those inter ests. In addition, Mr. Kiesewetter did not challenge the jur y's findings of liability on the basis that the evidence was ins ufficient.

B. The Asset Freeze On December 13, 1994, the Beneficiaries moved the district court, pursuant to its inherent equitable powers and Rule 65, to freeze all of the Kiesewetter family as sets held in the name of or on behalf of Mr. Kiesewetter, includ ing those assets subject to the Fraudulent Conveyance Action. (A. 91-112). In support of their motion, the Beneficiaries relie d on facts adduced at trial and the jury's verdict. In the mo tion, the Beneficiaries stated that the purpose of the freeze order was "to preserve the assets and properties in the possessio n, custody or control of [Mr. Kiesewetter] that will be necessary to satisfy the judgment and other equitable remedies ultimatel y to beentered in [the Accounting Action] in order to make [Appellees]

whole." (A. 99). Attached to the Beneficiaries' m otion was a proposed asset freeze order, in which the Beneficia ries proposed
a freeze on all assets held in the name of or on be half of Mr. Kiesewetter, except for monthly payments of up to $ 2,000 for ordinary living expenses, including attorneys' fees . (A. 95-97). After Mr. Kiesewetter and Jayne H. Kiesewetter filed separate responses in opposition to the Beneficiari es' request for an asset freeze, the district court held two te lephone
conferences with counsel to discuss the freeze orde r request. At the first conference, the district court advised co unsel that, unless Mr. Kiesewetter voluntarily posted a bond in an amount sufficient to satisfy a judgment against him in the Accounting Action, it would enter an order granting the Benefi ciaries' freeze order request. The district court then sche duled a second telephone conference, at which Mr. Kiesewetter was to advise the court whether he would voluntarily post a bond. Prior to the second conference, the Beneficiar ies
submitted to the district court and all counsel a s ummary of the Beneficiaries' damages for purposes of determining the bond amount (S.A. 1-4). The summary, based upon the evi dence at trial and the jury's punitive damage award, indicated tha t the Beneficiaries' total damages, with interest and cap ital appreciation, equalled in excess of $6 million. Ne ither Mr. Kiesewetter nor Jayne H. Kiesewetter submitted any materials to the district court prior to the second conference. At the second conference, Mr. Kiesewetter's co unsel stated that Mr. Kiesewetter was financially unable and personally unwilling to post a bond for several million dollar s. The district court then ruled that it would impose a fr eeze on all
assets held in the name or on behalf of Mr. Kiesewe tter for a period of 30 days, during which time it would requi re Mr. Kiesewetter to post a bond of $4 million. The cour t also ruled that, if Mr. Kiesewetter did not file the requisite bond within 30 days, the asset freeze would remain in effect un til final disposition of both lawsuits, during which time it would permit Mr. Kiesewetter to access funds only for ordinary a nd reasonable living expenses. On February 1, 1995, after considering the Beneficiaries' proposed order and Mr. Kiesewetter's objections thereto, the district court entered a freeze order against Mr. Kiesewetter and Jayne H. Kiesewetter (the "Freeze O rder"). The Freeze Order enjoined Mr. Kiesewetter and Jayne H. Kiesewetter

from: . . . withdrawing, transferring, encumbering, disposing of and/or secreting away any monies, stocks, bonds, properties (real or personal) and/or other assets, located anywhere and held or opened in any capacity or name, other than payments for [Mr. Kiesewetter's] ordinary and reasonable basic living expenses not to exceed $2,500 per month, without the approval of the Court
or of Plaintiffs' counsel.(A. 163). The Freeze Order also prohibited Jayne H . Kiesewetter

from disposing of her assets without proving to the district
court that the assets did not derive from Mr. Kiese wetter. On February 3, 1995, Jayne H. Kiesewetter file d an emergency motion for relief from the Freeze Order. In her motion, Jayne H. Kiesewetter alleged that she contr olled two trusts and five bank accounts that provided her at least $13,000 in monthly income and were independently acquired b y her. Jayne H. Kiesewetter sought to have these assets released by the court from its Freeze Order. In response, the district c ourt held a telephone conference with counsel regarding the mot ion. The court then entered an order exempting these particu lar assets from the Freeze Order. This order, however, contai ned the proviso that Jayne H. Kiesewetter submit, within 21 days, a verification of the noncommingling of the independe ntly acquired assets and of the existence of the trust agreements . Jayne H.
Kiesewetter never filed the verification. Mr. Kiesewetter also filed a motion to modify the Freeze Order. Mr. Kiesewetter sought an increase i n the $2,500 monthly living expense cap to $9,112, as well as pe rmission to pay his attorneys' fees out of the frozen funds. M r. Kiesewetter attached an affidavit to the motion containing a sc hedule of Mr. Kiesewetter's purported "ordinary and reasonable [m onthly] financial obligations." According to the schedule, Mr. Kiesewetter's monthly living expenses include $1,50 0 in air travel and rental cars, $1,288 in club dues and exp enses, $650 in groceries and $405 in self storage units. (A. 190- 92). The schedule also lists monthly expenses covering the j oint obligations of Mr. Kiesewetter and Jayne H. Kiesewe tter, including items such as $1,978/month in rent for tw o apartments in Pittsburgh (even though Mr. Kiesewetter and Jayn e H. Kiesewetter are the registered owners of the Kiesew etter family home in Pittsburgh), and $1,017/month in lawn care maintenance for both their Pittsburgh home and their Florida co ndominium.

III. The Kiesewetters argue that the district c ourt erred by not holding an evidentiary hearing prior to its ent ry of the Freeze Order and by entering the Freeze Order witho ut setting forth findings of facts and conclusions of law. A. Evidentiary Hearing
The district court entered the Freeze Orde r without a hearing, determining that: After considering such argument [in the telephone conferences with counsel] as wel l as the evidence presented at trial and by motion or response and the jury's December 5, 1994 verdict, the Court finds that an accounting is required in order to determi ne Plaintiffs' damages, that Plaintiffs are likely to become entitled to the encumbere d funds upon the completion of the accountin g, that Plaintiffs' damages are expected to b e at least $4 million, and that Plaintiffs w ill suffer immediate and irreparable harm if n oorder is issued.

(A. 157). In making its findings, the district cou rt determined that there were enough facts in the record to suppo rt its conclusions and that an evidentiary hearing was unw arranted. We
review the district court's decision to issue the F reeze Order without holding an evidentiary hearing only for an abuse of discretion. Acierno v. New Castle County, 40 F.3d 645, 652 (3d Cir. 1994). In determining whether the district court should have held an evidentiary hearing, we must focus on wheth er there were any issues of fact in dispute with respect to the F reeze Order. A district court cannot issue a preliminary injunct ion that depends upon the resolution of disputed issues of f act unless the court first holds an evidentiary hearing. Professi onal Plan Examiners of New Jersey, Inc. v. Lefante, 750 F.2d 282, 288 (3d Cir. 1984). We have recognized, however, that "a d ecision [to enter an order] may be based on affidavits and othe r documentary evidence if the facts are undisputed and the releva nt factual issues are resolved." Bradley v. Pittsburgh Board of Education, 910 F.2d 1172, 1175-76 (3d Cir. 1990) (emphasis add ed). The Kiesewetters argue that in order to re solve the Beneficiaries' request for the asset freeze, the di strict court was forced to "resolve disputed issues of fact whic h directly impacted upon the fundamental inquiry of whether Pl aintiffAppellees will suffer irreparable harm if no injunc tion is issued." Appellants' Br. 18. The Kiesewetters ide ntified the following "factual issues" as being in dispute: (1 ) whether Mr. Kiesewetter was likely to improperly dissipate or c onceal the assets that remained in his name; (2) whether Jayne H. Kiesewetter was likely to assist Mr. Kiesewetter in dissipating the assets; (3) whether the Beneficiaries are likel y to recover a judgment in an amount that exceeds Mr. Kiesewetter' s net worth.
Id. at 18-19. In refusing to hold an evidentiary hearing , the district court impliedly resolved the above "factua l issues" against the Kiesewetters. The Kiesewetters offer l ittle to suggest that to do so was an abuse of discretion. In addition,
close examination reveals that the Kiesewetters' "f actual issues" were either not in dispute given the facts in the r ecord, or were not relevant to the district court's entry of the F reeze Order. Prior to the district court's entry of the Freeze Order, the jury determined that the Beneficiaries w ere entitled to their share of the family assets and that Mr. Ki esewetter was liable for the dissipation of those assets. In add ition, the jury determined that Mr. Kiesewetter had fraudulent ly obtained the Beneficiaries' interest in the family assets, t hat he had unjustly enriched himself at the Beneficiaries' exp ense and that his conduct was sufficiently outrageous to warrant the imposition of $500,000 in punitive damages. Thus, the Kiesewe tters' first "factual issue" was not improperly ignored by the d istrict court. It was hardly an abuse of discretion for the distri ct court to conclude, based on Mr. Kiesewetter's prior course o f conduct with respect to the family assets, that he was likely to dissipate the remaining assets if he was not restrained from doin g so.The second factual issue raised by the Kie sewetters,

whether Jayne H. Kiesewetter was likely to assist M r. Kiesewetter in dissipating the assets, is in dispute but does n ot preclude entry of the Freeze Order. The existence of this f actual issue does not mandate a finding that the district court could not have entered, without a hearing, a freeze order enjoinin g Mr.
Kiesewetter. There are facts in the record that in dicate that there is a strong likelihood that Mr. Kiesewetter w ill, if he is not enjoined, transfer additional assets to Jayne H . Kiesewetter to avoid payment of a judgment in the Accounting Ac tion. In the Fraudulent Conveyance Action, Mr. Kiesewetter admit ted that he had transferred most, if not all, of the fraudulent ly obtained family assets to joint ownership with Jayne H. Kies ewetter. (A. 75-76). Further, in response to the Beneficiaries' motion for an asset freeze, Mr. Kiesewetter acknowledged that he was aware that, in Pennsylvania, his conveyance of the family assets to joint ownership with his wife, Jayne H. Kiesewetter , caused the assets to become tenants by entireties property. ( A. 126). Mr. Kiesewetter was also aware that tenants by entireti es property is protected under Pennsylvania law from any judgment which might be rendered against an individual spouse. (A. 126).
The third factual issue that the Kiesewett ers claim the district court resolved against them was never in f act resolved by the district court in its entry of the Freeze Or der. The district court's entry of the Freeze Order was not based on an
evaluation of Mr. Kiesewetter's net worth. Mr. Kie sewetter refused to post the $4 million bond, perhaps leadin g the court to consider whether he would ultimately be able to sat isfy a multimillion dollar judgment. A district court is clear ly permitted
to consider the likelihood that a defendant will be able to pay a judgment in determining whether to enter an asset f reeze order. See Hoxworth v. Blinder, Robinson & Co., Inc., 903 F.2d 186, 205 (3d Cir. 1990). Further, the Freeze Order was ente red to preserve what remained of the family assets. The e vidence at trial revealed that the total principal value of th e family
assets to which the Beneficiaries had an interest e qualled over $3.4 million. Adding the jury's punitive damages a ward and a potential interest award, the district court set th e $4 million bond amount, reasonably approximating the amount of the judgment that would ultimately be entered against Mr. Kiesew etter. The court made no finding with respect to whether this amount
exceeded Mr. Kiesewetter's net worth. As such, we conclude that the district cou rt did not abuse its discretion in refusing to hold an evident iary hearing prior to its entry of the Freeze Order enjoining Mr . Kiesewetter. B. Factual Findings -- Rule 52(a) Rule 52(a) provides that "in granting or r efusing interlocutory injunctions the court shall . . . set forth the findings of fact and conclusions of law which const itute grounds of its actions." Fed. R. Civ. P. 52(a). The Supre me Court has recognized the importance of requiring district cou rts to comply with Rule 52(a), stating that: It is of the highest importance to a prope r review of the action of a court in grantin gor refusing a preliminary injunction that

there should be fair compliance with Rule 52(a) of the Rules of Civil Procedure. .

. . [I]f appellants conceived themselves aggrieved by the action of the court upon motion for preliminary injunction, they we re entitled to have explicit findings of fact upon which the conclusion of the court was based. Such findings are obviously necess ary to the intelligent and orderly presentatio n and proper disposition of an appeal. Mayo v. Lakeland Highlands Canning Co., Inc., 309 U .S. 310, 316- 317 (1940). We have recognized the continuing impo rt of the Court's fact finding requirements in Mayo. Bradley , 910 F.2d at
1178. We have held that a district court's order m ust be vacated if its findings "are inadequate to explain the basi s for [its] ruling or to permit meaningful review" of its rulin g. Professional Plan Examiners, 750 F.2d at 289. The Kiesewetters argue that "Rule 52(a) ha s been
flaunted" because the district court did not make a dequate factual findings supporting its Freeze Order. Repl y Br. 13. In entering the Freeze Order, the district court found that: (1) An accounting was required in order to determine the B eneficiaries' compensatory damages; (2) the Beneficiaries were li kely to become entitled to the encumbered funds upon completion of the accounting; (3) the Beneficiaries' damages were exp ected to be at least $4 million; and (4) the Beneficiaries would s uffer immediate and irreparable harm if no order was issu ed. (A. 157). The district court indicated that these findings we re based upon the evidence presented both at trial and by motion or response, as well as on the jury's verdict.
The Kiesewetters have not identified what particular factual findings were not made by the district cour t, nor have they challenged the propriety of the district court 's findings. Instead, they assert in conclusory fashion that "th e District Court did not state its findings of fact in this ca se." Appellants' Br. 20. We construe this argument as a n argument that the factual findings made by the district cour t failed to satisfy the requirements of Rule 52(a). In determining whether a district court ha s made adequate findings supporting the issuance of an inj unction, we have "looked to see whether the record provides a s ufficient basis to ascertain the legal and factual grounds fo r the grant or denial of the injunction." Bradley, 910 F.2d at 11 78-79. In cases in which a jury has issued a verdict, the jur y's resolution of factual and legal issues in reaching the verdict can properly
serve as a basis for the district court's issuance of an injunction. See, e.g., Educational Testing Service s v. Katzman, 793 F.2d 533, 546 (3d Cir. 1986); Danny Kresky Ente rprises Corp. v. Magid, 716 F.2d 206, 214-15 (3d Cir. 1983). In this case, the district court's factual findings were sufficient to support the entry of the Freeze Order. The district court entered the Freeze Order only after the jury found that the Beneficiaries had a legitimate interest in theKiesewetter family assets and that Mr. Kiesewetter, in acquiring

the Beneficiaries' interests in the assets, had bre ached his fiduciary duties, committed fraud, and unjustly enr iched himself. Thus, the factual findings underlying the jury's ve rdict were properly used by the district court to support its entry of the Freeze Order. The facts supporting the jury's verd ict, along with the facts found by the district court, clearly provide the legal and factual basis for the district court's is suance of the injunction and, as such, satisfied the requirements of Rule 52(a). Accordingly, we reject the Kiesewetters' a rgument that the district court abused its discretion by not mak ing adequate factual findings in support of its issuance of the Freeze Order.

IV.
The district court's Freeze Order was dire cted in part at Jayne H. Kiesewetter, providing that: This freeze order does not affect any accounts that involve monies, properties o r other assets that belong to Jayne H. Kiesewetter which she acquired independent ly from Mr. Kiesewetter. However, during the period of this freeze order, Jayne H. Kiesewetter shall not be permitted to make any withdrawals, transfers, encumbrances o r other dispositions of such independently- acquired assets until she files with the
Court and serves on Plaintiffs' counsel an accounting of such assets, which shall include the location, identity and origin/source of such asset. Dist. Ct. Order. 3 (emphasis added). The Kiesewetters argue that the district c ourt erred in not making any findings with respect to the Benefic iaries' likelihood of success on the merits against Jayne H . Kiesewetter in the Fraudulent Conveyance Action or the Accounti ng Action. The Beneficiaries suggest that, because both Mr. Ki esewetter and Jayne H. Kiesewetter admitted that Mr. Kiesewetter transferred some of the family assets from Mr. Kiesewetter's ow nership to Jayne H. Kiesewetter's ownership, Jayne H. Kiesewet ter will ultimately be liable to the Beneficiaries. In entering the Freeze Order, the district cou rt concluded that "[p]laintiffs are likely to become e ntitled to the encumbered funds upon completion of the accounting, that Plaintiffs damages are expected to be at least $4 m illion, and that Plaintiffs will suffer immediate and irreparab le harm if no order is issued." (A. 157). The "encumbered funds " that the
district court referred to included assets that wer e jointly held in the names of William B. Kiesewetter and Jayne H. Kiesewetter. Thus, implicit in the district court's conclusion t hat the
Plaintiffs will become entitled to the encumbered f unds is a finding that the Beneficiaries will likely succeed on the merits in the Fraudulent Conveyance Action. We conclude that the district court's finding is warranted. Under Pennsylvania law, "[w]hen a credi torestablishes that a grantor was in debt at the time of the

conveyance, the burden shifts to the grantees to es tablish by clear and convincing evidence, either that the gran tor was then solvent and not rendered insolvent by the conveyanc e, or that he received fair consideration for the conveyance." C oscia v. Hendrie, 629 A.2d 1024, 1026 (Pa. Super. 1993) (cit ation omitted); see also Stinner v. Stinner, 446 A.2d 651 (Pa. Super. 1982); United States v. Purcell, 798 F. Supp. 1102 (E.D. Pa. 1991), aff'd, 972 F.2d 1334 (3d Cir. 1992) (Table). As Plaintiffs point out, they established that William B. Kiesewetter unlawfully obtained the family assets, and he and Jayne H. Kiesewetter admit that William transferred most of these assets held in his sole name to his joint name with Jayne. There is ample evidence from which the district court cou ld have found that William was in debt to plaintiffs at the time of the transfers. The burden of establishing otherwise, o r of showing that the conveyances were supported by consideratio n, then shifted to Jayne. Jayne H. Kiesewetter offered no evidence as to William's continued solvency, and she presented no evidence to the district court suggesting that William's transf er of the family assets to her was supported by any considera tion. Indeed, plaintiffs presented evidence during the tr ial in the accounting action that William's movement of the fa mily's assets into his joint name with Jayne occurred after or ab out the time when plaintiffs had employed counsel to investigate his activities, and that William had a meeting with pla intiffs where
he failed to reveal to them the true nature of his conduct. SeeApp. 107. For these reasons, we will not disturb the district court's finding that plaintiffs are likely to succe ed on the merits of the fraudulent conveyance action.

V. The Kiesewetters next argue that we should vac ate the
Freeze Order because the district court erred in fi nding that the Beneficiaries would suffer irreparable harm absent the Freeze Order and in not balancing the harm to be suffered by the
Kiesewetters as a result of the Freeze Order. A. Irreparable Harm In Hoxworth, we recognized that a district cou rt had the equitable power in certain situations to protec t a future damages remedy. 903 F.2d at 197. We noted, howeve r that this power is far from unlimited. Specifically, we stat ed that: Of course, just because a district court enjoys the power to protect a potential future damages remedy with a preliminary injunction does not mean that such an injunction is appropriate in a run-of-the- mill damages action. The traditional requirements for obtaining equitable relief must be met. These include, in this context, a showing that plaintiffs are likely to become entitled to the encumbered funds upon final judgment and a showing that without the preliminary injunction, plaintiffs will probably be unable to recover those funds.Id.

The Kiesewetters focus on the second Hoxworthr equirement, which is essentially an irreparable harm inquiry (i.e., if plaintiffs cannot recover the funds absen t the injunction, they will suffer irreparable harm), arg uing that "the irreparable harm element is established by a showin g that, in the absence of an injunction, the party being enjoined is likely to wrongfully dissipate or conceal his [or her] assets ." Appellants' Br. 25. The Beneficiaries counter by a rguing that in Hoxworth, we determined that irreparable injury exi sts if a judgment will probably go unsatisfied absent an inj unction. Appellees' Br. 37. We need not rule, in this context, on the part ies' arguments regarding Hoxworth to affirm the district court's entry of the Freeze Order in this case. That irreparable harm would occur absent an asset freeze is even more apparent where the very assets subject to a potential judgment will likely be dissipated without entry of the order. Thus, consistent with Hoxworth, we hold that a court may find that a party seeking an asset freeze to preserve a money judgment may show irreparable i njury by showing that the freeze is necessary to prevent the consumption, dissipation or fraudulent conveyance of the assets that the party pursuing the asset freeze seeks to recover in the u nderlying litigation. The fact that the assets subject to th e Freeze Order are primarily money assets does not preclude entry of a freeze order enjoining the use of those assets. In fact, the money assets subject to the Freez e Order will likely provide the Beneficiaries relief which is equitable in nature. The equitable nature of the Beneficiari es' desired relief offers an additional compelling justificatio n for affirming the district court's entry of the Freeze Order. The Beneficiaries seek to have returned to them propert y interests in assets that the jury determined were given to them but never
received due to Mr. Kiesewetter's unlawful conduct. Mr.
Kiesewetter admitted at trial that his sole source of income since 1983 has derived from his "management" of the family assets. Thus, the only way that the Beneficiaries will be able to be made whole is by recovering what is left of t he family assets and preventing Mr. Kiesewetter from further dissipating the assets. Given Mr. Kiesewetter's history of fra ud with respect to the family assets, it was not clear erro r for the
district court to conclude that the Beneficiaries w ould likely suffer irreparable harm, as a result of Mr. Kiesewe tter's further dissipation of the assets, without the Freeze Order

. We emphasize that this is an extraordinary cas e that demanded extraordinary measures by the district cou rt to preserve what was left of the family assets. Given that a j ury had already concluded that Mr. Kiesewetter has unconsci onably lied to and stolen from his family members, the district co urt properly entered the Freeze Order against Mr. Kiesewetter an d has properly placed a limit on the amount that Mr. Kiesewetter c an spend on "ordinary and reasonable basic living expenses" dur ing the course of the litigation. B. Balancing of HardshipsThe Kiesewetters argue that the district court erred in

not balancing the hardships to the respective parti es before entering the Freeze Order. In Hoxworth, we held th at "[o]f course a preliminary injunction causing serious inj ury to defendants can be justified if it inflicts no more harm than reasonably necessary to prevent plaintiffs who are likely to prevail on the merits from suffering an irreparable injury." 903

F.2d at 207.
The Kiesewetters claim that Mr. Kiesewetter "i s suffering tremendous hardship" because he is "unabl e to meet his monthly obligations or pay his attorneys . . . ." Appellants' Br. 28. These obligations are detailed in his moti on to increase his monthly allowance, which is currently before th e district court. As we noted earlier, these obligations incl ude $1,500 per month in air travel and rental car expenses, $1,300 per month in club dues and expenses, $405 in self-storage unit r ental costs, and approximately $1,000 in lawn care and maintenan ce expenses for two residences in Pittsburgh and Florida. In a ddition, Mr. Kiesewetter's obligations include rent payments on two apartments in Pittsburgh approximating $2,000, despite the fac t that he and Jayne H. Kiesewetter are the registered owners of a home in Pittsburgh. Finally, the Kiesewetters, in their ha rdship discussion, fail to mention that Jayne H. Kiesewett er (Mr. Kiesewetter's wife) receives at least $13,000 a mon th from assets not effected by the Freeze Order. We cannot conclude that the Freeze Order, whic h may prevent Mr. Kiesewetter from covering the above liv ing expenses, constitutes a hardship that outweighs the potential harm faced by the Beneficiaries, who have already lost a consider able portion of their collective interests in the family assets due to Mr. Kiesewetter's blatant fraud. The inability to spen d over $6,000 a month on primarily luxury expenses does not strik e us as a hardship. We are, however, unwilling to conduct ou r own analysis
of whether Mr. Kiesewetter's claim that he is harme d by not being able to meet his monthly obligations is valid. The district court presumably is conducting such an analysis in its
consideration of Mr. Kiesewetter's motion to increa se his monthly amount. As such, we will not vacate the Freeze Ord er on the grounds that the district court failed to balance t he hardship to the parties involved.

VI. The district court, in its Freeze Order, waive d the requirement that the Beneficiaries post a security bond. Specifically, the court held: The posting of security pursuant to Fed.R.Civ.Proc. No. 65(c) is hereby waived in light of the equitable and substantial nature of Plaintiffs' claims against Mr. Kiesewetter, the jury's December 5, 1994 verdict finding against him with respect to all such claims, and the lack of proof by Mr. Kiesewetter as to any hardship on him as a
result of this freeze order.Dist. Ct. Order 5.

The Kiesewetters argue that, because of the fi nancial
harm that Mr. Kiesewetter suffered as a result of t he Freeze Order, the district court's waiver of the requireme nt that the Beneficiaries post a security bond was error. Rule 65(c) of the Federal Rules of Civil Procedure provides in pertin ent part that: (c) Security. No restraining order or preliminary injunction shall issue except upon the giving of security by the applicant, in such sum as the court deems proper, for the payment of such costs and damages as may incurred or suffered by any party who is found to have been wrongfully enjoined or
restrained. Fed.R.Civ.P. 56(c). We have strictly interpreted the bond requirem ent of Rule 65(c) and have recognized that such a bond "pr ovides a fund to use to compensate incorrectly enjoined defendant s." Hoxworth, 903 F.2d at 210 (quoting Instant Air Freight Co. v. C.F. Air Freight, Inc., 882 F.2d 797, 805-06 n.9 (3d Cir. 19 89)). In Hoxworth, we noted that, "[w]hile there are excepti ons, the instances in which a bond may not be required are s o rare that the requirement is almost mandatory." Id. Notwithstanding our strict reading of Rule 65( c), we have indicated that there may be instances in which a strict reading of the rule is not appropriate. In Temple University v. White, we explicitly recognized an exception to the Rule 65(c) bond requirement. 941 F.2d 201, 219 (3d Cir. 1991) . Relying on an approach articulated by the First Circuit, in Te mple University we determined that, "at least in noncomm ercial cases, the court should consider the possible loss to the enjoined party together with the hardship that a bond requirement would impose on the applicant." Id. (quoting Crowley v. Local N o. 82, Furniture & Piano, 679 F.2d 978 (1st Cir. 1982)). Thus, the Temple University exception involves a balance of t he equities of the potential hardships that each party would suffe r as a result of a preliminary injunction. Where the balance of these equities weighs overwhelmingly in favor of the party seeking the injunction, a district court has the discretion to waive the Rule 65(c) bond requirement. In this case, the district court made no findi ngs regarding the Beneficiaries' financial ability to p ost the bond. The district court based its waiver on "the equitab le and substantial nature of Plaintiffs' claims against Mr . Kiesewetter, the jury's December 5, 1994 verdict finding against him with respect to all such claims, and the lack of proof b y Mr. Kiesewetter as to any hardship on him as a result o f this freeze
order." The district court's failure to make findi ngs regarding Beneficiaries' potential financial hardship suggest s that it did not adequately perform the balancing of equities re quired to find a Temple University exception to the Rule 65(c) bon d requirement. Thus, we will reverse the district court's wai ver of the security bond and remand the case so that the d istrict court can determine whether a balance of the potential ha rdships toboth parties weighs in favor of the Beneficiaries. See Temple

University, 941 F.2d at 220 n.28 (concluding that t he proper remedy of a district court error in waiving the Rul e 65(c) bond requirement necessitates a remand for reconsiderati on). In so holding, we make no judgment as to wheth er the actual waiver was appropriate. We reverse only on the basis that the district court failed to make findings regardin g the financial hardships that a bond requirement would i mpose upon the Beneficiaries. We have consistently determined tha t strict adherence to the requirements of Rule 65(c) is nece ssary to combat rash, baseless applications for preliminary injunctions. As such, we must ensure that the exception we have set forth in Temple University remains a narrow exception. Beca use departure from the bond requirement is rare, we hold that a d istrict court must make specific findings, in granting a Temple U niversityexception, regarding the relative hardships to each party.

VII. The Kiesewetters restate their arguments with regard to the district court's refusal to hold an evidentiary hearing prior to entry of the Freeze Order and argue that the ref usal amounted to an unconstitutional denial of their due process rights. The Kiesewetters remind us that "[f]undamental concepts of due process require that a person may not be deprived o f his property without first being afforded the opportunity to be heard." Appellants' Br. 32, citing Simmerman v. Corino, 27 F.2d 58, 64 (3d Cir. 1994). The Kiesewetters suggest that they were not permitted to address several significant factual is sues prior to issuance of the injunction. An individual's due process right to an opport unity to be heard does not ensure a hearing in all contexts. To so require would grind judicial and administrative gea rs to a screeching halt. Thus, an individual's due process right to an opportunity to be heard can be preserved by courts or administrative bodies in many different ways. The constitutional requirements of due process are not technical, nor is any particular form of procedure always necessary to pr ovide due process. Mitchell v. W.T. Grant Co., 416 U.S. 600, 609 (1974).
We are convinced that the Kiesewetters had sev eral opportunities to be heard, and as such did not suff er a denial of their due process rights. The Kiesewetters had man y opportunities to respond both in writing and orally to the district court before its entry of the Freeze Order . In fact, both William B. Kiesewetter, Jr. and Jayne H. Kiese wetter submitted written responses after the Beneficiaries filed their request for an asset freeze. In addition, the Kies ewetters' counsel were present during the conferences held on January 20 and 25, 1995, and both parties had the opportunity to file objections to the proposed orders prior to the dist rict court's final entry of the Freeze Order. Finally, both Mr. Kiesewetter and Jayne H. Kiesewetter have filed requests to mod ify the Freeze Order. In fact, Jayne H. Kiesewetter has already r equested and received relief, based on her due process rights, f rom the district court with respect to assets that she inde pendently acquired. (A. 170).Clearly, the Kiesewetters had ample opportunit y to

challenge the district court's entry of the Freeze Order. As such, we reject the Kiesewetters' argument that the district court deprived them of their due process rights. Finally, the Kiesewetters argue that the relie f provided by the Freeze Order "goes well beyond the proper purpose of preserving the status quo." Appellants' Br. 34. We have recognized that an injunction should be designed to preserve the status quo and should not be punitive in nature. C FTC v. American Metals Exchange Corp., 991 F.2d 71, 79 (3d Cir. 1993).
The Freeze Order in this case does no more tha n preserve the Kiesewetter family assets from further dissipation by the Kiesewetters. It merely attempts to ensure that the Beneficiaries receive some legal and equitable reli ef once the accounting is completed. This is precisely what an asset freeze should accomplish. Id. at 79. As stated before, b ecause Mr. Kiesewetter has a motion pending before the distric t court with respect to whether the $2,500 limit on his monthly spending should be increased, we need not address in this ap peal the Kiesewetters' argument that the Freeze Order's rest riction on Mr. Kiesewetter's ability to meet his financial obligat ions impermissibly amounts to punishment, rather than pr eservation of the status quo. We find that the district court's Freeze Order, including the $2,500 spending limit, did nothing mo re than attempt to preserve the status quo and was supporte d by facts in

the record.

VIII. We hold that the district court properly concl uded that the Beneficiaries would suffer irreparable harm wit hout the protection of the Freeze Order and that the potenti al hardship to the Kiesewetters did not preclude entry of the orde r. Accordingly, we will affirm district court's entry of the Freeze Order. Finally, we hold that the district court's waiver of the Rule 65 bond requirement was error because it did n ot make findings as to the Beneficiaries' financial ability (or inability) to post the bond. We will thus reverse the district court's order in this regard and remand for reconsi deration.

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