RECOMMENDED FOR FULL-TEXT PUBLICATION

Pursuant to Sixth Circuit Rule 206

File Name: 09a0001p.06

UNITED STATES COURT OF APPEALS

FOR THE SIXTH CIRCUIT _________________

In re: LINDA S. COOK

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No. 08-3026

Appeal from the United States District Court

for the Northern District of Ohio at Cleveland.

No. 03-00002—James G. Carr, Chief District Judge.

Argued: October 30, 2008

Decided and Filed: January 6, 2009 

Before: CLAY, GILMAN, and ROGERS, Circuit Judges.

_________________

COUNSEL

ARGUED: Robert H. Golden, GOLDEN AND KUNZ, P.C., Lathrup Village, Michigan,

for Appellant. ON BRIEF: Robert H. Golden, GOLDEN AND KUNZ, P.C., Lathrup

Village, Michigan, for Appellant.

CLAY, J., delivered the opinion of the court in which, GILMAN, J., joined.

ROGERS, J. (p. 19), delivered a separate concurring opinion.

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OPINION

_________________

CLAY, Circuit Judge. Linda S. Cook appeals from an order of disbarment entered

against her by the United States District Court for the Northern District of Ohio. Cook’s

disbarment by the district court follows on the heels of her Ohio state disbarment. On

appeal, Cook raises two fundamental claims: (1) that the Ohio courts denied her due process

1
No. 08-3026 In re Cook Page 2

during her state disbarment proceedings; and (2) that these due process violations in her state

disbarment proceedings tainted the district court’s proceedings.

 As to Cook’s first claim, this Court lacks jurisdiction to consider directly whether

Cook’s state disbarment proceedings violated her due process rights. Moreover, even if we

could consider the issue, Cook’s claim fails on the merits. As to the second issue, we find

nothing in the record to support Cook’s claim. Therefore, we affirm the district court’s order

permanently disbarring Cook from the practice of law before the United States District Court

for the Northern District of Ohio.

I.

The Supreme Court of Ohio disbarred Cook on July 11, 2007. On December 10,

2007, the district court followed suit. The Supreme Court of Ohio and the district court

disbarred Cook based on the same set of facts.

Prior to her disbarment, Cook was an attorney engaged primarily in estate and

Medicaid planning in Ohio and Michigan. Sometime in 2000, Cook was engaged to prepare

several estate documents for an elderly client, Esther Benfer, including: (1) a revocable

living trust agreement; (2) a last will and testament; (3) a comprehensive durable power of

attorney; (4) a durable special power of attorney; (5) an assignment of tangible personal

property; and (6) a quit-claim deed for a parcel of property owned by Ms. Benfer (the

“Benfer Farm”). The documents prepared by Cook contained the following features: (1) the

revocable living trust agreement named Cook as co-trustee along with Ms. Benfer; (2) the

last will and testament named Cook as the personal representative of the will; (3) the

comprehensive durable power of attorney named Cook as the responsible agent; (4) the

durable special power of attorney named Cook as attorney-in-fact; and (5) the assignment

of tangible personal property assigned Ms. Benfer’s property to the Esther J. Benfer Living

Trust and named Cook as the trustee. Despite these features, Cook did not advise

Ms. Benfer that she should secure independent and disinterested advice from other counsel

before signing any of these documents. Other than the quit-claim deed, all of these

documents were dated June 8, 2001.
No. 08-3026 In re Cook Page 3

As to the quit-claim deed, the story is more complicated. Although the quit-claim

deed prepared by Cook was dated May 20, 1998, it was recorded in the Fulton County

Recorder’s Office on July 12, 2001. The deed transferred the Benfer Farm to Cook as

“Trustee.” Shortly after the deed was recorded, Cook altered the deed by crossing out the

word “Trustee” and inserting the word “Married.” The altered deed was recorded on

September 10, 2001. Around this time, Cook also prepared another quit-claim deed

transferring Cook’s personal title to the Benfer Farm to the Metamora United Methodist

Church. Although this third deed was dated December 25, 2000, it was not recorded until

December 13, 2001.

Cook acknowledges that the May 20, 1998 date on the original deed was inaccurate,

but argues that the backdating was unintentional. According to Cook, she directed someone

on her staff to prepare the deed and other documents. Once the documents were prepared,

Cook claims that she reviewed them for errors and made notations regarding necessary

revisions for her staff to make. Cook then scheduled an appointment to have Ms. Benfer

come into Cook’s office to review and sign the documents. Before the scheduled

appointment, however, Cook claims that Ms. Benfer telephoned Cook to ask if Ms. Benfer

could come into Cook’s office on an earlier date to sign the deed. Although Cook was not

going to be in the office that day, she informed Ms. Benfer that someone on her staff would

present the necessary documents for signing. Cook “surmise[s]” that, when Ms. Benfer came

into the office, Cook’s staff must have been unable to locate the deed, and, in an attempt to

cover up the mistake, someone on her staff used a deed previously prepared for another

client as a template to create a new deed for Ms. Benfer. According to Cook, her staff must

have overlooked the 1998 date, and also mistakenly listed Cook as a trustee.

Cook claims that she corrected the allegedly clerical error listing her as a trustee as

soon as she became aware of it, but insists that she did not notice at that time that the date

on the deed also was mistaken. In fact, Cook asserts that she first learned of the dating error

when she received notice of the Toledo Bar Association’s disciplinary complaint against her

in April of 2005.

The record casts serious doubt on Cook’s story. Most notably, the significance of

backdating the deed to May 20, 1998 raises serious questions regarding the credibility of
No. 08-3026 In re Cook Page 4

1

To be eligible for a § 170 gift deduction, the charitable transfer must be made to a qualified

recipient, within the taxable year, and consist of cash or qualified property, not exceeding a specified

percentage of the taxpayer’s income in the year of payment or (where a carryover is permitted) in

subsequent years. 26 U.S.C. §§ 170(a)-(h). 

2

Cook does not deny that she took these deductions, but does deny that they were improper,

arguing that they were not based on a “sham” transaction. Cook also contends that availing herself of these

deductions was justified because Ms. Benfer would not have been eligible for the deductions based on her

income. 

Cook’s assertion that the error resulted from a simple and unintentional clerical oversight by

her staff. When Ms. Benfer first engaged Cook’s services, Ms. Benfer expressed her desire

to leave her farm as a gift to the United Methodist Church. Cook was concerned, however,

that transferring the property to the Church would jeopardize Ms. Benfer’s eligibility for

Medicaid benefits because the value of the property would be included in Ms. Benfer’s

Medicaid eligibility determination should she need to move to an assisted living facility. See

42 U.S.C. § 1396p(c)(1) (providing that the transfer of non-exempt “assets,” such as an

applicant’s home, for less than fair market value within the required “look-back” period

renders the applicant ineligible for assistance). Medicaid eligibility determinations require

a five-year “look-back” period for assets transferred to a trust, but only a three-year “lookback” period for assets transferred to an individual. Id. at § 1396p(c)(1)(B)(i).

Consequently, because the Benfer Trust was established on June 8, 2001, any assets not

divested to an individual before at least June 8, 1998 potentially would count against Ms.

Benfer’s Medicaid eligibility. In this context, if the backdating was an honest mistake, it

seems a remarkable coincidence that the May 20, 1998 date, when taken together with the

fact that the altered deed transferred the Benfer Farm to Cook as an individual rather than

a trustee, effectively removed the value of the property from Ms. Benfer’s Medicaid

eligibility determination.

Furthermore, because Cook ultimately transferred her personal title to the Benfer

Farm to the United Methodist Church, Cook became eligible for significant income tax

deductions based on her donation of the property to a qualified charitable organization.1

 See

26 U.S.C. § 170(b)(1)(A)(i). Taking full advantage of that benefit, Cook took a $56,804

deduction on her 2000 income tax return.2 Indeed, all told, Cook took nearly $225,000
No. 08-3026 In re Cook Page 5

3

Under certain circumstances, an individual is permitted to carry over for up to five years the

value of the gift that exceeds the deduction permitted for a single year. 26 U.S.C. § 170(b)(1)(B)(ii).

in income tax deductions from 2000 to 2004, all based ostensibly on her donation of the

Benfer Farm to the Church.3

The record also reveals several other inconsistencies with Cook’s account. First,

at least one person on Cook’s staff testified at Cook’s August 2006 state disbarment

hearing that she remembered Cook’s discussing the dating “error” with the staff at a

meeting in 2001. Second, Cook’s 2000 income tax return stated that she received title

to the Benfer Farm in 1997. Third, in an attempt to protect her decision to avail herself

of the available tax deduction, Cook prepared a typewritten note signed by Ms. Benfer

and dated August 30, 2001 that states: “I, Esther Benfer, give Linda S. Cook permission

to write off on her income tax return the gift of real property that I gave her in 1998 and

she gave to the Metamora United Methodist Church on December 25, 2000.” Fourth,

in a sworn letter responding to the initial disciplinary inquiry letter from the Toledo Bar

Association, Cook maintained that the 1998 date on the original deed was correct.

Taken together, these inconsistencies cast grave doubt on the credibility of Cook’s story.

Cook’s subsequent actions also played a role in her disbarment. Nearly three

years after Cook transferred title to the Benfer Farm to the Church, Attorney Jeffrey L.

Robinson wrote a letter to Cook advising her that he now represented Ms. Benfer. The

letter directed Cook to refrain from communicating with Ms. Benfer, and included a

letter signed by Ms. Benfer revoking Cook’s power of attorney. The letter also inquired

as to the status of Ms. Benfer’s tangible personal property, alleging that Cook

improperly had taken Ms. Benfer’s belongings, and notifying Cook that Ms. Benfer

wanted her personal property returned. The letter was hand delivered to Cook on April

20, 2004.

Disregarding the letter from Mr. Robinson, Cook drafted that same day a

“Petition for Appointment of Guardian of Incapacitated Individual.” The petition

requested that Cook be appointed Ms. Benfer’s guardian, and stated that Cook was

acting as Ms. Benfer’s “Attorney and Power of Attorney.” In support of her request,
No. 08-3026 In re Cook Page 6

4

Testimony elicited from Cook’s staff during Cook’s state disbarment hearing casts serious doubt

on Cook’s claim that Ms. Benfer was incapacitated at the time. 

Cook stated in the petition that Ms. Benfer “lack[ed] sufficient understanding or capacity

to make or communicate informed decisions due to . . . physical illness or disability.”4

Apparently unconcerned by the fact that she had just filed a petition stating that

Ms. Benfer lacked sufficient capacity to make informed decisions, the next day, Cook

drafted and had Ms. Benfer sign a durable general power of attorney. Once again, Cook

failed to advise Ms. Benfer that she should secure independent and disinterested advice

from other counsel before singing this document.

 In 2004, after receiving a letter of grievance from Mr. Robinson regarding

Cook’s conduct, the Toledo Bar Association initiated an inquiry into the matter by

sending Cook an inquiry letter asking her to explain her conduct. In response to that

letter, Cook maintained that she had not engaged in any misconduct, and claimed that

she in fact had received title to the Benfer Farm in 1998.

Unsatisfied with Cook’s explanations, the Toledo Bar Association initiated

disbarment proceedings against Cook by filing a complaint with the Supreme Court of

Ohio’s Board of Commissioners on Grievances and Discipline on April 18, 2005. An

amended complaint was filed on September 13, 2005. The amended complaint included

two counts of alleged violations of the Ohio Bar Association’s Disciplinary Rules, and

detailed the factual basis for those allegations.

On August 17 and 18, 2006, a panel of the Board of Commissioners on

Grievances and Discipline (“Hearing Panel”) held a hearing regarding the allegations

contained in the complaint. During that proceeding, the Hearing Panel heard testimony

and accepted evidence relevant to the complaint. At all times during the hearing, Cook

was represented by counsel. Counsel for Cook cross-examined witnesses, moved

documents into evidence, and made objections throughout the hearing. The Hearing

Panel also permitted Cook to present witnesses and evidence in her defense, as well as

to testify at length on her own behalf.
No. 08-3026 In re Cook Page 7

5

The Rooker-Feldman doctrine takes it name from Rooker v. Fidelity Trust Co., 263 U.S. 413

(1923), and District of Columbia Court of Appeals v. Feldman, 460 U.S. 462 (1983). 

Upon conclusion of that proceeding, the Hearing Panel made findings and

recommendations that ultimately were adopted by the full Board. The Board then

recommended to the Supreme Court of Ohio that Cook be permanently disbarred from

the practice of law before the courts of the State of Ohio. By order dated July 11, 2007,

the Supreme Court of Ohio adopted the findings and conclusions of the Board, and

ordered that Cook be permanently disbarred.

On July 24, 2007, the district court issued a letter to Cook to show cause by

August 1, 2007 why disbarment was not warranted. On November 13, 2007, Cook

appeared before the district court’s Committee on Complaints and Policy Compliance.

The record of that proceeding confirms that Cook was represented by counsel, and that

Cook’s counsel offered argument and responded to questions posed by the Committee.

Cook also responded directly to questions from the Committee. After the hearing, and

upon consideration of the record developed in Cook’s state court proceedings, the

district court ordered that Cook be permanently disbarred from the practice of law before

the Northern District of Ohio. In re Cook, No. 03 AT 0002 (N.D. Ohio Dec. 10, 2007).

This appeal followed.

 II.

On appeal, Cook devotes a substantial portion of her argument to challenging the

sufficiency of the due process protections she was afforded in her state disbarment

proceedings, seemingly challenging the validity of the Supreme Court of Ohio’s

disbarment order. However, this Court is precluded by the Rooker-Feldman doctrine

from reviewing any claims that challenge the sufficiency of the proceedings afforded

Cook by the State of Ohio, as opposed to the process afforded Cook in her federal

disbarment proceedings.

The Rooker-Feldman doctrine5

 embodies the notion that appellate review of state

court decisions and the validity of state judicial proceedings is limited to the Supreme
No. 08-3026 In re Cook Page 8

Court under 28 U.S.C. § 1257, and thus that federal district courts lack jurisdiction to

review such matters. See Exxon Mobil Corp. v. Saudi Basic Indus. Corp., 544 U.S. 280,

291 (2005) (“[T]his Court’s appellate jurisdiction over state-court judgments . . .

precludes a United States district court from exercising subject-matter jurisdiction.”);

Lawrence v. Welch, 531 F.3d 364, 368 (6th Cir. 2008) (“The Rooker-Feldman doctrine

is based on the negative inference that, if appellate court review of such state judgments

is vested in the Supreme Court, then it follows that such review may not be had in the

lower federal courts.”). The Rooker-Feldman doctrine applies in those circumstances

where a party initiates an action in federal district court “complaining of an injury

caused by the state-court judgment and seeking review and rejection of that judgment.”

Exxon Mobil, 544 U.S. at 291 (emphasis added). The pertinent question in determining

whether a federal district court is precluded under the Rooker-Feldman doctrine from

exercising subject-matter jurisdiction over a claim “is whether the ‘source of the injury’

upon which plaintiff bases his federal claim is the state court judgment.” Lawrence, 531

F.3d at 368 (quoting McCormick v. Braverman, 451 F.3d 382, 394 (6th Cir. 2006)). This

is true regardless of whether the party challenges the validity of the state court judgment

on constitutional grounds. See Lawrence, 531 F.3d at 369.

In light of the nature of many of Cook’s claims, the Rooker-Feldman doctrine

applies here and precludes review of any claims arising directly out of Cook’s state

disbarment proceedings or the Ohio Supreme Court’s disbarment order. See Saier v.

State Bar of Michigan, 293 F.2d 756, 759 (6th Cir. 1961) (federal courts do not sit in

review of state bar disciplinary proceedings). The proper forum in which to raise such

claims was on direct appeal to the Supreme Court of the United States. See 28 U.S.C.

§ 1257. Cook cannot seek collateral review of her state disbarment proceedings in

federal court.

III.

Although we are precluded from reviewing directly Ohio’s decision to disbar

Cook, because the district court relied on the record developed by the state courts, this

Court must consider whether alleged defects in those proceedings “so infected [the]
No. 08-3026 In re Cook Page 9

6

In Ruffalo, the Supreme Court reversed a disbarment order entered by the Sixth Circuit on the

ground that the Ohio Board of Commissioners on Grievances and Discipline failed to provide fair notice

of the charges leveled against the attorney. 390 U.S. at 551. The Supreme Court reviewed the state

proceedings only after noting that the Court of Appeals relied exclusively on the record developed by the

Ohio courts rather than conducting its own hearing. Id. at 549. Consequently, as the Court noted, “[i]f

there are any constitutional defects in what the Ohio court did concerning [the charge at issue], those

defects are reflected in what the Court of Appeals decided.” Id. at 550. 

federal proceeding that justice requires reversal of the federal determination.”6 In re

Ruffalo, 390 U.S. 544, 552-53 (1968) (White, J., concurring). See Lawrence, 531 F.3d

at 369.

Attorney disciplinary proceedings are not civil actions and not criminal

prosecutions. Nevertheless, disbarment involves “adversary proceedings of a

quasi-criminal nature.” Ruffalo, 390 U.S. at 551. An attorney facing disbarment thus

is “entitled to procedural due process, which includes fair notice of the charge.” Id. at

550. In addition, courts must provide “ample opportunity . . . to show cause why an

accused practitioner should not be disbarred.” Theard v. United States, 354 U.S. 278,

282 (1957).

Because the requirements for admission and continued practice in federal and

states courts are distinct, federal courts are not conclusively bound by state disbarment

orders. Theard, 354 U.S. at 282 (“[D]isbarment by federal courts does not automatically

flow from disbarment by state courts.”); In re Crow, 359 U.S. 1007, 1008 (1959)

(Douglas, J., dissenting) (“State proceedings of disbarment, though presumptively

correct, are not binding.” (citing Selling, 243 U.S. at 46)). This is true even though

admission to practice before a federal court is conditioned upon admission to practice

before a state court. Ruffalo, 390 U.S. at 547 (“Though admission to practice before a

federal court is derivative from membership in a state bar, disbarment by the State does

not result in automatic disbarment by the federal court. Though that state action is

entitled to respect, it is not conclusively binding on the federal courts.”); Theard, 354

U.S. at 281 (“While a lawyer is admitted into a federal court by way of a state court, he

is not automatically sent out of the federal court by the same route.”); Saier, 293 F.2d

at 759 (same).
No. 08-3026 In re Cook Page 10

Nevertheless, a disbarment order handed down by a state court is entitled to due

respect. Theard, 354 U.S. at 282 (state court disbarment determinations are entitled to

“high respect”); In re Selling, 243 U.S. 46, 50 (1917) (disbarment of an attorney by a

state court found to “absolutely destroy the condition of fair private and professional

character, without the possession of which there could be no possible right to continue

to be a member of this Bar”). Federal courts also have noted that there are sound

practical reasons for deferring to state judgments in this context, explaining that “state

bars are much larger than federal bars, and with size has come the development of the

means to investigate charges of misconduct and resolve factual disputes.” In re Cook,

49 F.3d 263, 265 (7th Cir. 1995). Moreover, “the state bar has the superior perspective”

of the attorney’s history of conduct and professionalism. Id.

 In view of the respect and practical deference afforded to state court judgments,

federal courts may initiate a disciplinary inquiry and even disbarment proceedings based

solely on an attorney’s disbarment by a state court. See Fed. R. App. P. 46(b)(1)(A).

See also Theard, 354 U.S. at 282 (noting that the federal disbarment proceedings may

be initiated where the “accusation rests [solely] on disbarment by a state court”). Indeed,

the Supreme Court held in Selling that federal courts should proceed on the presumption

that federal courts “should recognize the condition created by the judgment of the state

court” unless certain factors are present, including:

1. That the state procedure from want of notice or opportunity to be heard

was wanting in due process; 2, that there was such an infirmity of proof

as to facts found to have established the want of fair private and

professional character as to give rise to a clear conviction on our part that

we could not consistently with our duty accept as final the conclusion on

that subject; or 3, that some other grave reason existed which should

convince us that to allow the natural consequences of the judgment to

have their effect would conflict with the duty which rests upon us not to

disbar except upon the conviction that, under the principles of right and

justice, we were constrained so to do.

243 U.S. at 51. Thus, federal courts may give considerable weight to the findings and

conclusion of the state courts in such disciplinary matters, but it is ultimately the
No. 08-3026 In re Cook Page 11

responsibility of the federal courts to determine whether a member of the federal bar is

fit to practice in federal court.

With this framework in mind, we conclude that the record does not support

Cook’s claim that any alleged shortcomings in her state proceedings somehow

undermined the legitimacy or fairness of her federal proceedings. Put another way, none

of the factors identified in Selling that would preclude the district court from relying on

the findings of the state courts is present here.

A. Due Process

First, Cook fails to show that her state proceedings deprived her of due process.

Cook initially was apprised of this matter in 2005 when she received an inquiry letter

from the Toledo Bar Association. In responding to that letter, Cook was afforded her

first opportunity to explain her version of events and to justify her conduct. Cook

availed herself of that opportunity. Unsatisfied with her response, the Toledo Bar

Association filed a complaint with Ohio’s Board of Commissioners on Grievances and

Discipline. That complaint set forth fully the charges against Cook, identified the

conduct at issue, and specified the Ohio Disciplinary Rules on which the charges rested.

During a two-day hearing, Cook was afforded an opportunity to respond to the

allegations set forth in the complaint, testify at length in her own defense, and present

other witnesses and evidence to support her version of events. Cook also was able to

make objections to the Hearing Panel’s findings and recommendations. At each step,

Cook was fully aware of the charges against her and the basis on which those charges

were made, and she was afforded ample opportunity to respond to those allegations.

Despite this clear record, Cook alleges three specific defects with her state

proceedings: (1) that the Ohio courts required her to express remorse prior to any

consideration of the merits of the charges, which Cook claims put her in an impossible

position because she maintains that she did nothing wrong; (2) that there was no

testimonial evidence to support the Hearing Panel’s conclusions; and (3) that the

Supreme Court of Ohio’s decision not to hold a hearing on her objections to the Board’s
No. 08-3026 In re Cook Page 12

recommendations deprived her of due process. We conclude that all of Cook’s

contentions are without merit.

1. Remorse

Cook asserts that the state disbarment proceedings deprived her of due process

because the Hearing Panel and the Supreme Court of Ohio required that she express

remorse prior to any consideration of the merits of the charges. Cook argues that the

Ohio courts should have bifurcated the disbarment proceedings, and considered the

merits of the misconduct charges and the remorse/mitigation issues separately.

As an initial matter, there is nothing to suggest that Cook’s lack of remorse—or

the weight given that fact by the Ohio courts—played any role in the district court’s

decision to disbar Cook. That is to say that whatever weight was given to Cook’s lack

of remorse by the Ohio courts did not “so infect” Cook’s federal proceedings as to render

them fundamentally unfair. See Ruffalo, 390 U.S. at 553 (White, J., concurring).

In any event, contrary to Cook’s assertion, the record plainly shows that Cook’s

lack of remorse was considered by the Ohio courts only in terms of determining the

appropriate punishment. In a section of findings expressly titled “Mitigation,” the

Hearing Panel concludes that Cook “failed or refused to acknowledge any wrongful

conduct on her part.” Similarly, the Supreme Court of Ohio noted Cook’s lack of

remorse only in concluding that “no mitigating evidence warrants our lenience.” In

other words, the Hearing Panel and the Supreme Court of Ohio considered Cook’s lack

of remorse only after consideration of the merits of the charges against her, and only as

a potentially mitigating or aggravating factor.

Due process is not implicated by the consideration of a defendant’s lack of

remorse as an aggravating factor. It is well established that a defendant’s remorse—or

lack thereof—is an appropriate consideration in meting out punishment. See United

States v. Conatser, 514 F.3d 508, 527 (6th Cir. 2008) (approving district court’s

consideration of defendant’s remorse during sentencing); United States v. Baker, 502

F.3d 465, 468-69 (6th Cir. 2007) (approving consideration of defendant’s stated remorse
No. 08-3026 In re Cook Page 13

in imposing reduced sentence). Indeed, the Supreme Court has specifically recognized

that remorse is relevant in attorney disciplinary proceedings. McKune v. Lile, 536 U.S.

24, 40 (2002) (noting that whether an attorney has “expressed contrition” is “often given

dispositive weight by this Court itself on routine motions for reinstatement”). Because

the state proceedings took notice of Cook’s lack of remorse only as a potentially

aggravating factor, Cook’s due process claim in this regard has no merit.

2. Lack of Supporting Testimony

Cook also asserts that the Hearing Panel and the Ohio Supreme Court lacked a

proper basis for drawing inferences concerning her allegedly improper motives for

backdating and making subsequent alterations to the deed because she was the only one

to testify as to that issue. Cook asserts that there was no other testimonial evidence to

support the conclusion that the documents in question were intentionally backdated. In

other words, Cook challenges whether it was proper for the Hearing Panel to make

negative inferences regarding Cook’s motives where there was no testimonial evidence

to support such inferences. Cook argues that this raises constitutional due process

concerns because, absent any testimonial evidence on this point, the Ohio courts

improperly shifted the burden to her to prove that she was innocent of the charged

misconduct.

As an initial matter, this is precisely the type of issue that extends well beyond

the scope of review permitted under Ruffalo, and thus runs afoul of the Rooker-Feldman

doctrine. As a result, we cannot consider the argument as presented. As explained, we

can only consider whether Cook’s federal proceedings were tainted by any alleged

shortcomings in her state proceedings. Recast in that light, we conclude that Cook’s

argument fails for several reasons.

Initially, there is no support for the notion that the alleged burden-shifting, even

if true, raises due process concerns. Cook wrongly assumes that the Toledo Bar

Association, as the moving party, should bear the burden of proof in disbarment

proceedings. Because disbarment proceedings are only quasi-judicial in nature, courts

have found no problem with an inquiry process that places the burden of proof on the
No. 08-3026 In re Cook Page 14

7

Rule 1.7 replaces Disciplinary Rule 5-101(A)(1), the conflict of interest and self-dealing

provision of the Disciplinary Rules identified in the Toledo Bar Association’s complaint. 

8

Rule 8.4(c) states that it is professional misconduct for an attorney to “engage in conduct

involving dishonesty, fraud, deceit, or misrepresentation.” 

9

Rule 8.4(h) states that it is professional misconduct for an attorney to “engage in any other

conduct that adversely reflects on the lawyer’s fitness to practice law.” 

responding attorney. See Ruffalo, 390 U.S. at 551. Indeed, it is precisely this

assumption that underlies the Supreme Court’s approval of the “show cause” process

employed by federal courts in these circumstances, not to mention the Supreme Court’s

explicit holdings that federal courts should defer to the state court’s disbarment decision.

Selling, 243 U.S. at 51-52. In other words, because disbarment proceedings are only

quasi-judicial, there is no basis for assuming that the allocation of the ultimate burden

must lie with the state. Cook has identified no case law to the contrary. In fact, as in the

case sub judice, because there is not a moving or complaining party, the entire burden

to show cause why disbarment is not warranted rests on Cook.

In any event, there is no merit to Cook’s claim. Cook’s assertion that the state

courts lacked “any” basis for making findings of fact that were contrary to her testimony

is contradicted by the record. First, the documentary evidence introduced at the state

hearing, even standing alone, provided substantial evidence of Cook’s misconduct. For

instance, the original deed demonstrates that Cook transferred title of the Benfer Farm

to herself and backdated the original deed. Even without further testimonial evidence,

the documentary evidence alone is sufficient to support an inference that Cook

intentionally backdated the deed. No further testimony is needed to support the

inference that Cook’s alleged clerical error story is unbelievable. Standing alone, the

documents introduced at the state hearing demonstrate that Cook’s conduct constitutes

self-dealing in violation of Rule 1.7(a)(2) of Ohio’s Rules of Professional Conduct.7

Likewise, the fact that Cook filed a petition for guardianship the same day that she

received a demand letter from Ms. Benfer’s new attorney speaks volumes about her

motive. No further testimony is necessary to conclude that Cook acted improperly and

in violation of Rule 8.4(c)8

 and Rule 8.4(h).9 Cook’s assertion that courts cannot draw
No. 08-3026 In re Cook Page 15

inferences contrary to a witness’ testimony based solely on documentary evidence is

unsupportable.

Moreover, the record also evinces that substantial testimonial evidence in fact

was elicited during the hearing. For instance, the Toledo Bar Association presented

testimony from Douglas Welsh, a certified public accountant, explaining that the transfer

of the Benfer Farm was a “sham transaction” that was done solely to allow Cook to avail

herself of nearly $225,000 in tax deductions. Although Cook presented testimony by

Stuart Sherman, a tax attorney and adjunct professor at Wayne State University Law

School, challenging Welsh’s conclusions, the fact remains that testimony was presented

on this issue. Furthermore, testimony from members of Cook’s staff directly

contradicted Cook’s testimony on several points, including Cook’s claim that she was

not aware of the dating error until 2004 or 2005.

In light of the overwhelming documentary evidence of misconduct, and the

numerous instances of supporting testimony, we conclude that there was more than

adequate support for the Hearing Panel to conclude that Cook acted improperly, and thus

no basis for Cook’s assertion that her federal proceedings were somehow tainted by such

errors.

3. Hearing

Finally, Cook asserts that the Supreme Court of Ohio denied her due process by

failing to hold a hearing regarding her objections to the Hearing Panel’s

recommendations. In Ohio, a panel of the Board of Governors on Attorney Discipline

makes findings of fact and conclusions of law that are then considered by the full Board.

See Ohio Gov. Bar Rule V § 6(G)-(K). If the Board adopts the panel’s findings and

conclusions, it then makes recommendations to the Supreme Court of Ohio. See Ohio

Gov. Bar Rule V § 6(K)-(L). Ohio disciplinary procedures permit an attorney to make

objections to those recommendations. And, Cook contends, the Supreme Court of

Ohio’s rules also “provide for” a hearing on those objections.
No. 08-3026 In re Cook Page 16

In this case, Cook made objections to the Board’s recommendations, but the

Supreme Court of Ohio cancelled the scheduled hearing on those objections because

Cook’s attorney was unable to attend the hearing because he was trapped in Detroit by

a severe snowstorm that apparently had closed the airports and highways. Cook asserts

that the failure to hold a hearing on her objections amounts to a denial of due process.

Cook, however, has provided no support—and we can find none—for the notion

that due process requires such a hearing. Cook also fails to identify any rule of the

Supreme Court of Ohio requiring a hearing under these circumstances. Nor can Cook

show that the Supreme Court’s decision not to hold this particular hearing denied her the

opportunity to be heard. In fact, the record is replete with numerous proceedings and

forums in which Cook was afforded a full opportunity to be heard. Initially, Cook was

permitted to respond in writing to the disciplinary inquiry letter sent by the Toledo Bar

Association. Cook also was permitted to file papers in response to the complaint. Over

two days in August of 2006, the Hearing Panel conducted a full hearing into the charges

against Cook. At that hearing, Cook was represented by counsel, introduced witnesses

in her defense, and testified at length in her own defense. Cook then was permitted to

file objections to the Board’s recommendations. And after the Supreme Court entered

the disbarment order, Cook moved for reconsideration and again raised objections to the

Board’s findings and conclusions. In fact, Cook specifically challenged the Supreme

Court’s decision not to hold a hearing on this matter. Given these numerous procedural

protections, we conclude that Cook’s due process claim on this issue is without merit.

This is especially true because there is absolutely no evidence that Cook was

denied the opportunity to raise before the district court whatever objections she would

have made at the cancelled state hearing. Once again, this Court is not permitted to

review the adequacy of the state proceedings, but only whether any alleged defects in

Cook’s state proceedings tainted her federal proceedings. Inasmuch as the district court

conducted its own hearing and permitted Cook to make whatever arguments she wished,

Cook cannot complain that she was denied the opportunity to be heard.
No. 08-3026 In re Cook Page 17

Ultimately, we conclude that, absent any due process violations, the alleged

errors in Cook’s state disbarment proceedings could not have “so infected” the federal

proceedings that Cook effectively was denied due process.

B. Infirmity of Proof

In addition to our review of the procedural protections afforded Cook, we also

are satisfied that there is sufficient evidence in the record to support the district court’s

disbarment order. See Kingsland v. Dorsey, 338 U.S. 318, 320 (1949) (upholding district

court disbarment order under either a “substantial evidence” or “substantial probative

evidence” standard); Charlton v. FTC, 543 F.2d 903, 906-08 (D.C. Cir. 1976) (applying

a preponderance-of-the-evidence standard). After examining the record, we are satisfied

that there is more than ample evidence in the record to support the district court’s

disbarment order. As detailed above, the record strongly supports the conclusion that

Cook intentionally backdated the deed to help a client circumvent Medicaid’s eligibility

requirements. The record also shows that Cook subsequently altered the deed to gain

significant tax benefits, and that Cook has attempted to cover up her improper conduct

at every turn. Cook’s explanation for the backdating “error” is wholly unbelievable and

contradicted by numerous other documents in the record. This alone is a sufficient basis

for disbarring an attorney. See ABA Model Rules of Professional Conduct Rule 8.4(d)

(attorney misconduct includes “engag[ing] in conduct involving dishonesty, fraud, deceit

or misrepresentation”).

Moreover, Cook failed to advise her client to seek independent counsel despite

the fact that Cook had a personal financial stake in the interactions with her client. See

ABA Model Rule 1.8(a)(2) (attorney misconduct includes entering into a business

transaction with a client and failing to advise the client in writing “of the desirability of

seeking and is given a reasonable opportunity to seek the advice of independent legal

counsel on the transaction”). Cook also disregarded instructions from Ms. Benfer’s new

attorney, see ABA Model Rule 4.2, and then apparently manipulated Ms. Benfer into

signing a petition for guardianship, all in an apparent attempt to conceal her past

dealings with Ms. Benfer.
No. 08-3026 In re Cook Page 18

The record thus demonstrates a pattern of serious, recurrent misconduct that

supports the district court’s conclusion that Cook is not fit to practice law in the federal

courts. See ABA Model Rule 8.4.

C. Lack of Independent Consideration

Cook also alleges that the district court improperly disbarred her based solely on

her disbarment by the Ohio Supreme Court. Nothing in the record supports Cook’s

claim that the district court felt bound by the State’s disbarment order. The district court

did not rely entirely on the record developed by the state courts, or adopt the findings

and conclusions of the state courts without its own inquiry. Rather, on July 24, 2007,

the district court issued a letter to Cook to show cause why disbarment from the bar for

the Northern District of Ohio would be unwarranted. The district court’s Committee on

Complaints and Policy Compliance then conducted its own inquiry into the matter,

holding a hearing on November 13, 2007. At that hearing, Cook was represented by

counsel who made arguments on Cook’s behalf. Although the district court relied on the

record developed in Cook’s state disbarment proceedings, the record does not indicate

that the district court found itself bound in any way by the Ohio disbarment order. In

doing so, the district court afforded Cook ample opportunity to show cause why

disbarment was unwarranted. On this record, it is evident that the district court satisfied

its duty “not to disbar except upon the conviction that, under the principles of right and

justice, [it is] constrained so to do.” Selling, 243 U.S. at 51.

IV.

For the foregoing reasons, we hereby AFFIRM the order of the district court

permanently striking Linda S. Cook from its roll of attorneys.
No. 08-3026 In re Cook Page 19

_________________

CONCURRENCE

_________________

ROGERS, Circuit Judge, concurring. I concur in the majority opinion. I write

separately only to express my understanding that our review in this case does not extend

to the sufficiency of the evidence in the state disbarment proceeding.