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UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF TEXAS

DALLAS DIVISION

KELLY CRAWFORD, IN HIS 

CAPACITY AS RECEIVER,

Plaintiff, 

v.

MAGICSTAR ARROW 

ENTERTAINMENT, LLC, 

MAGICSTAR ARROW, INC, and 

CARLOS CRUZ,

Defendants. 

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Civil Action No. 3:22-CV-1935-X

MEMORANDUM OPINION AND ORDER

Before the Court is Plaintiff Kelly Crawford’s Motion to Strike Affirmative 

Defenses. (Doc. 37). Defendants Magicstar Arrow Entertainment, LLC, Magicstar

Arrow, Inc., and Carlos Cruz did not file a response or objection. After careful 

consideration, and for the reasons below, the Court GRANTS Plaintiff’s motion. 

Plaintiff moves to strike all but two of Defendants’ affirmative defenses.1

Rule 12(f) provides that the Court may strike from a pleading an insufficient 

or immaterial defense.2 “To the extent the parties dispute whether the pleading 

standards set forth in Twombly and Iqbal apply to affirmative defenses, the Northern 

1 Doc. 37 at 1 (moving to strike each of Defendants’ affirmative defenses, except the third 

(limitations) and seventh (good faith/reasonably equivalent value) defenses. 

2 FED. R. CIV. P. 12(f).

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District of Texas squarely has held that they do not.”3 Instead, the proper standard 

is that a defendant must plead with “enough specificity or factual particularity to give 

the plaintiff ‘fair notice’ of the defense advanced that is being advanced.”4 Motions to 

strike are generally disfavored; however, a Rule 12(f) motion is proper “when the

defense is insufficient as a matter of law.”5 The Court has broad discretion to 

determine whether the challenged matter should be struck.6

The first batch of defenses that Plaintiff seeks to strike are the “Negative or 

‘Non-Affirmative Defense’ Defenses.”7 Specifically, Plaintiff moves to strike the first 

defense “fail[ure] to state a claim” and second defense “lack[ of] standing.”8 

Defendants provided no explanation, and, as such, those defenses are insufficient. As 

this Court previously held, a “simple assertion of a ‘failure to state a claim’ is broad 

and unclear and . . . just an expression of the name of the defense . . . [i]t gives no 

notice as to what the nature of the defense may be.”9 “[G]iven that there are nineteen 

affirmative defenses listed in rule 8(c), as well as other deficiencies that can cause 

failure to state a claim, the defendant must provide at least some information that 

3 Rickman v. Moore, No. 7:16-CV-00025-O, 2016 WL 9527985, at *2 (N.D. Tex. Apr. 25, 2016)

(O’Connor, J.) (cleaned up).

4 LSREF2 Baron, L.L.C. v. Tauch, 751 F.3d 394, 398 (5th Cir. 2014) (cleaned up).

5 Kaiser Aluminum & Chem. Sales, Inc. v. Avondale Shipyards, Inc., 677 F.2d 1045, 1057 (5th 

Cir. 1982).

6 Horizon AG-Products, Inc. v. Verdesian Life Sci., U.S., LLC, No. 3:19-CV-722-X, 2020 WL 

10895447, at *2 (N.D. Tex. Mar. 5, 2020) (Starr, J.).

7 Doc. 37 at 4.

8 Id. at 5–6.

9 Horizon, 2020 WL 10895447, at *3; see also E.E.O.C. v. Courtesy Bldg. Servs. Inc., No. 3:10-

CV-1911-D, 2011 WL 208408, at *3 (N.D. Tex. Jan. 21, 2011) (Fitzwater, J.).

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alerts the plaintiff to what the alleged problem is [at the pleadings stage].”10 Further, 

“failure to state a claim” sounds a lot like a claim in a 12(b)(6) motion—which the 

Court already denied in this case.11 The Court therefore GRANTS the motion to 

strike as to the first and second defenses.

The second batch of defenses are those Plaintiff deems are “Insufficiently 

Pleaded Defenses.”12 These defenses are Defendants’ fourth (laches), fifth (waiver), 

sixth (estoppel), and ninth (res judicata).13 Defendants merely named these defenses 

in their answer.14 While “in some cases, merely pleading the name of the affirmative 

defense . . . may be sufficient,” an affirmative defense needs to provide “the minimum 

particulars needed to identify the affirmative defense in question and thus notify [the 

defendant].”15 Here, “simply naming the broad affirmative defenses”16 of laches, 

waiver, estoppel, and res judicata “falls well short”17 of that which is required to 

10 Lebouef v. Island Operating Co., 342 Fed. Appx. 983, 985 (5th Cir. 2009).

11 Doc. 24 (denying motion to dismiss except as to Receiver’s constructive fraudulent transfer 

claim for five unrecoverable transfers due to limitations). 

12 Doc. 37 at 6.

13 Id. at 7.

14 See Doc. 36 at 19–20.

15 Woodfield v. Bowman, 193 F.3d 354, 362 (5th Cir. 1999).

16 See Horizon, 2020 WL 10895447, at *4 (striking defendant’s generic affirmative defenses of 

fair use, acquiescence, and laches)(cleaned up).

17 Woodfield, 193 F.3d at 362.

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identify the affirmative defense.18 As a result, the Court STRIKES Defendants’ 

fourth, fifth, sixth, and ninth affirmative defenses.19

The next group of defenses the Plaintiff moves to strike are “Defenses 

Dependent on Conduct of the Beneficiaries of the Receiver’s Claims.” As the Plaintiff 

puts it, “Defendants’ Eighth (express contract), Tenth (conduct of others), Eleventh 

(failure to mitigate), and Twelfth (assumption of risk) defenses rely on conduct of the 

creditors and investors for whose benefit the Receiver asserts his claims.”20 Let’s 

break this down. Defendants’ eighth defense relates to investors: “The Receiver’s 

unjust enrichment and money had and received claims are barred by the existence of 

an express contract covering the sale of gold and silver bullion to investors of the 

Receivership Defendants.”21 As the Court sees it, whether there was a contract 

between a Receivership Entity and an investor does not affect whether a Receivership 

Entity was unjustly enriched by ill-gotten funds. Defendants’ tenth, eleventh, and 

twelfth defenses relate to creditors and allege that any injuries sustained by the 

18 See Mary Kay, Inc. v. Dunlap, No. 3:12-CV-0029-D, 2012 WL 2358082, at *9 (N.D. Tex. June 

21, 2012) (Fitzwater, J.) (striking affirmative defenses of estoppel, ratification and waiver because 

Defendant “ha[d] not pleaded the ‘minimum particulars’ that are necessary to provide fair notice.”); 

Software Publishers Ass'n v. Scott & Scott, LLP, No. 3:06-CV-0949-G, 2007 WL 2325585, at *2 (N.D. 

Tex. Aug. 15, 2007) (Fish, J.) (striking affirmative defenses of waiver, estoppel, ratification, laches, 

and unclean hands where mere labels did not provide plaintiff fair notice of defenses being advanced).

19 The Court notes that Plaintiff provides an additional ground for striking the fourth (laches), 

fifth (waiver), sixth (estoppel), and eleventh (failure to mitigate damages) defenses. Plaintiff claims 

that those defenses are legally insufficient and inapplicable because they fall under the doctrine of in 

pari delicto as “each defense implicitly relies upon an assertion that the Receivership Entities’ conduct 

contributed to the harm or bars the recovery.” Doc. 37 at 8. Plaintiff cited a receivership example 

from this Circuit—albeit at the summary-judgment stage—that found that “[a]pplication of in pari 

delicto would undermine one of the primary purposes of the receivership established in this case.” 

Jones v. Wells Fargo Bank, N.A., 666 F.3d 955, 966 (5th Cir. 2012). Because the Court strikes these 

defenses on other grounds, it need not address this argument.

20 Doc. 37 at 9.

21 Doc. 36 at 20.

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creditors “were caused by the intentional or negligent conduct of others,” that the 

creditors “failed to mitigate damages,” and that the creditors “assumed the risk of 

loss in their investments.”22 Plaintiff argues that no conduct by creditors or investors 

“caused” or “contributed to” the fraudulent transfers.23 The Court agrees. Though 

striking pleadings for being immaterial is disfavored,24 the Court also finds that the 

eighth, tenth, eleventh, and twelfth defenses aren’t pled with adequate specificity to 

give the plaintiff “fair notice.” The Court therefore GRANTS the motion to strike as 

to the eighth, tenth, eleventh, and twelfth defenses.

And finally, Plaintiff moves to strike Defendants’ thirteenth defense of 

“reservation of rights.”25 As this Court previously held, Defendants “cite[] no 

authority that it can take the Court’s power to rule on a later motion for leave to add 

an affirmative defense and keep that power to itself.”26 “If discovery uncovers an 

additional affirmative defense [Defendants] [are] currently unaware of, [they] may 

file an appropriate motion for leave at that time.”27 The Court therefore GRANTS

the motion to strike as to the thirteenth defense.

Accordingly, the Court GRANTS Plaintiff’s motion to strike, and, as such, 

Defendants’ first, second, fourth, fifth, sixth, eighth, ninth, tenth, eleventh, twelfth, 

and thirteenth affirmative defenses are STRUCK.

22 See id.

23 Doc. 37 at 9.

24 Courtesy Bldg. Servs. Inc., 2011 WL 208408, at *1.

25 Doc. 37 at 10.

26 Horizon, 2020 WL 10895447, at *5.

27 Id.

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IT IS SO ORDERED this 14th day of December, 2023.

BRANTLEY STARR

UNITED STATES DISTRICT JUDGE

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