THE HONORABLE HOWARD F. SACHS, United States District Judge

for the Western District of Missouri, sitting by designation.

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No. 96-1390

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In re: Gary Joe Dean; *

Lucille M. Dean, *

*

Debtors. *

*

----------------------- *

*

Denitia Nichols; Robert J. *

Johnson; Ashley Investment *

Services, Inc.; Genesis *

Development Corporation; * Appeal from the United States

Premier Industrial Coatings, * District Court for the

Inc.; Global Traffic Service, * Western District of Arkansas.

Inc.; Global Industrial *

Supplies, Inc., *

*

Appellants, *

*

v. *

*

William Randall Wright, Trustee *

for Gary Joe Dean & Lucille M. *

Dean, *

*

Appellee. *

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 Submitted: November 22, 1996

 Filed: February 20, 1997

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Before RICHARD S. ARNOLD, Chief Judge, MAGILL, Circuit Judge, and SACHS,1

District Judge.

___________

MAGILL, Circuit Judge.
 The Honorable James G. Mixon, Chief Bankruptcy Judge, United

States Bankruptcy Court for the Western District of Arkansas.

 The Honorable Harry F. Barnes, United States District Judge

for the Western District of Arkansas.

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The defendants in this 11 U.S.C. § 542 (1988) bankruptcy turnover

proceeding, Robert J. Johnson, Denitia Nichols, and several corporations,

appealed the adverse decision of the bankruptcy court to the district

2

court. The district court affirmed the bankruptcy court's decision, and 3

the defendants now appeal to this Court. The defendants argue that the

bankruptcy court erred when it (1) denied the defendants' motion for

bankruptcy court abstention to state court, and (2) entered an order

restraining the defendants from disposing of assets prior to the entry of

final judgment. The defendants also argue several other grounds for

reversal. We affirm.

I.

The underlying matter in this case is the Chapter 7 bankruptcy of Joe

and Lucy Dean, the debtors, filed in July 1990. The bankruptcy court found

that Joe Dean was defrauded by Johnson, who was Joe Dean's attorney, as

well as by Johnson's legal secretary, Nichols. 

The matter currently before this Court is the turnover proceeding

filed by the trustee of the bankruptcy estate, William Randall Wright, on

February 12, 1993, against Johnson and Nichols, as well as against certain

corporate defendants, including Ashley Investment Services, Inc., Genesis

Development Corporation, Premier Industrial Coatings, Inc., Global Traffic

Service, Inc., and Global Industrial Supplies, Inc. The trustee is seeking

the turnover of stock and certain assets of Hi-Tech Coatings, Inc. (HiTech) and an accounting pursuant to § 542. See 11 U.S.C. § 542. 
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In response to the trustee's turnover request, the defendants filed

a motion requesting bankruptcy court abstention and that the turnover

proceeding be decided in state court. The bankruptcy court denied this

motion and heard the turnover proceeding itself. 

At the request of the defendants, the turnover trial was bifurcated.

In the first phase, the bankruptcy court determined the ownership of the

Hi-Tech stock and certain assets. The bankruptcy court entered an order

on October 20, 1993, holding, inter alia, that (1) Johnson is the

beneficial owner of all of the defendant corporations; (2) Johnson and

Nichols conspired to defraud the debtor Joe Dean of his interest in HiTech; (3) the debtors are the equitable owners of Hi-Tech; (4) the trustee

is entitled to a turnover of all the shares of Hi-Tech from the defendants

pursuant to 11 U.S.C. § 542; and (5) Nichols and Johnson must provide an

accounting. See Bankr. Mem. Op. at 23-28 (Oct. 22, 1993). Furthermore,

the bankruptcy court found that "irreparable injury may occur to the

debtors' estate if Johnson, Nichols and the corporate defendants are not

restrained from disposing of other assets or placing those assets beyond

the reach of the trustee." Id. at 27. Accordingly, the bankruptcy court

entered a restraining order enjoining Johnson, Nichols, and the corporate

defendants "from disposing of any assets held either in their name or held

equitably for them by another person." Id. 

Before the second phase of the turnover trial was completed, the

defendants filed a motion to lift the restraining order and grant them the

authority to transfer assets so that they could pay their attorney. This

motion was denied, and the defendants appealed this ruling to the district

court.

The second phase of the turnover trial was the accounting phase. At

the conclusion of this phase, the court entered judgment against Johnson

for $643,654.00 and against Nichols for $248,097.55. Judgment was also

entered against the corporate
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defendants for $891,451.55. See Bankr. Mem. Op. at 38 (July 29, 1994).

In addition, the court granted the trustee an equitable lien against

Nichols's homestead. Id.

The defendants appealed these rulings as well as the amount of the

judgments entered against them to the district court. The district court

affirmed. 

II.

The defendants argue that the bankruptcy court should have abstained.

While the district court had jurisdiction to review this issue, see 28

U.S.C. § 158(a) (1994), we do not. See 28 U.S.C. § 1334(d) (1994). 

We may not review a bankruptcy court's decision whether to abstain

from a proceeding if that proceeding is a core proceeding. See 28 U.S.C.

§ 1334(c) and (d) (1994). While the bankruptcy code does not define core

proceedings, 28 U.S.C. § 157(b)(2) (1994) provides a non-exclusive list of

proceedings that have been designated as core proceedings. In particular,

this list includes as a core proceeding "orders to turn over property of

the estate . . . ." 28 U.S.C. § 157(b)(2)(E).

 The proceeding before the bankruptcy court was an 11 U.S.C. § 542

turnover proceeding--that is, a proceeding used to effectuate the "turn

over [of] property of the estate . . . ." 28 U.S.C. § 157(b)(2)(E). The

trustee instituted the turnover proceeding before the bankruptcy court in

order to bring the Hi-Tech stock and certain assets owned by the debtor

back into the bankruptcy estate. As such, it was a core proceeding. See

id.; cf. In re Cassidy Land & Cattle Co., 836 F.2d 1130, 1133 (8th Cir.

1988) (holding that a turnover proceeding involving a mortgage foreclosure

that will result in assets being brought into the bankruptcy estate is a

core proceeding); In re Gallucci, 931 F.2d 738, 742 (11th Cir. 1991)
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(holding that the debtor must have an interest in the property that is the

subject of the turnover proceeding for it to be a core proceeding pursuant

to 28 U.S.C. § 157(b)(2)(E)); In re Kinkaid, 917 F.2d 1162, 1165 (9th Cir.

1990) (noting that, where a trustee in a turnover proceeding is seeking

property owned by the debtor (as opposed to merely property owed to the

debtor), "determining the nature and extent of property of the estate is

also a fundamental function of a bankruptcy court" and therefore the

turnover action is a core proceeding pursuant to 28 U.S.C. § 157(b)(2)(A)

(quotations and citations omitted)). 

Consequently, because the turnover proceeding in this case was a core

proceeding, we do not have jurisdiction to review the bankruptcy court's

decision to refrain from abstaining.

III.

The defendants argue that the bankruptcy court erred when it entered

an order restraining them from disposing of any assets before final

disposition of the turnover trial. The defendants assert that the

bankruptcy court's restraining order amounted to the sort of improper,

prejudgment sequestration prohibited by Fuentes v. Shevin, 407 U.S. 67

(1972). They rely on the fact that the second phase of the turnover trial,

the accounting phase, had not yet been completed to argue that the court's

restraining order was an improper prejudgment sequestration of their

property. We disagree.

Fuentes is inapposite. In Fuentes, the Supreme Court struck as

unconstitutional a Florida replevin statute that allowed a local sheriff

to take property, without prior notice or a hearing of any kind, from a

person accused of wrongfully holding that property. Id. at 96. In

contrast, the defendants here had a full and fair opportunity to defend

themselves before the bankruptcy court. It was only after the first phase

of the turnover trial, which
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established not only the defendants' wrongful conduct but also the

egregious nature of that conduct, that the restraining order was entered.

Furthermore, given the defendants' demonstrated proclivity for liquidating

assets in order to hide them from the trustee, see Bankr. Mem. Op. at 27

(Oct. 22, 1993), the restraining order falls squarely within the ambit of

11 U.S.C. § 105(a) (1988), which allows the bankruptcy courts to "issue an

order . . . that is necessary or appropriate to carry out the provision of

this title." Thus, we conclude that the bankruptcy court's restraining

order was not improper.

IV.

The appellants bring to us a variety of other grounds for reversal.

Having reviewed these grounds, we find them all to be meritless. See 8th

Cir. R. 47B. Accordingly, we affirm.

A true copy.

Attest:

CLERK, U.S. COURT OF APPEALS, EIGHTH CIRCUIT.