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I recently came across an entertainment news piece that may be old to some but its brand new to me. That little piece of entertainment news was the fact that Will Smith was originally who Quentin Tarantino had in mind for Django, but he turned it down. His initial reasoning was scheduling conflicts, but then he came out with his real reason. Django wasn't the main character in that story.
Tag Archives: Slavery
What is Wrong with African American Families?
Adam Corolla recently had a podcast episode with California Lieutenant Gov. Gavin Newsom that caused a little bit of controversy. The topic of success in America came up and Adam went on one of his famous rants, this time questioning why Blacks and Latinos can't seem to "get it together". Continue reading


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PlayStation 4 500GB Console - Star Wars Battlefront Bundle
The PlayStation 4 system opens the door to an incredible journey through new gaming worlds and a online gaming community. PS4 puts gamers first with an astounding launch lineup and over 180 games in development. Play amazing top-tier blockbusters and innovative indie hits on PS4. Developer Inspired, Gamer Focused.
500 GB PlayStation 4 System, 1 DualShock 4 Wireless Controller, AC Power Cable, HDMI Cable, USB 2.0 Cable, Mono Wired Headset, digital voucher for Star Wars Battlefront, and digital voucher for 4 Star Wars Classics
With PlayStation Network and PlayStation Plus (sold separately), gain access to free games, next-gen online multiplayer, and more.
Cutting edge graphics bring game worlds to life like never before, and next gen processing speed gets you into your games faster than ever
Connect with your friends to broadcast and celebrate your epic moments at the press of the Share button to Twitch, UStream, YouTube, Facebook and Twitter
Stream music, movies, sports, and television on Netflix, Amazon, and more. Subscription fees may apply.
We Also Recommend

subset: commoncrawl


text: Radio The Orthodox Nationalist: The Ukraine under Poland Matt Johnson discusses: The Ukrainian reaction to Polish control Job Boretsky, Michael Kopistansky, Meliti Smotritsky and the reaction against the Jesuits in Poland The genesis of the Ukrainian Autocephalous Orthodox Church http://cdn.tradyouth.org/uploads/the-orthodox-nationalist/mrj_2010-04-23.mp3 Share this:Click to email this to a friend (Opens in new window)Click to print (Opens in new window)Click to share on Facebook (Opens in new window)Click to share on Twitter (Opens in new window)Click to share on Google+ (Opens in new window)Click to share on Reddit (Opens in new window)Like this:Like Loading... By: Fr. Matthew Raphael Johnson Matthew Raphael Johnson is a scholar of Russian Orthodox history and philosophy. His research interests focus on Russian political theory and religious ideas, concentrating on the central role of nationalism, Eurasianism and the Orthodox tradition as forms of rebellion against globalism and liberalism. His Orthodox Nationalist podcast series is available here.


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The Hanged Man Rises
Written by Sarah Naughton
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Selected by our Editorial Experts
Shortlisted for the Costa Children's Book Award 2013 A chilling tale of one boy's struggle to uncover the truth surrounding a series of murders, in order to avert a tragedy threatening those closest to him. Creepy and supernatural this is a haunting tale set in a cruel, harsh landscape of Victorian London. It's gripping from the start with absorbing descriptions and vivid details throughout which create an intense atmosphere of an unforgiving city; that combined with the terrible sequence of events and frightening situation Titus finds himself in, means you'll be rooting for him all the way. This is just the beginning of a talented debut novelist.
The Costa Book Awards honour some of the most outstanding books of the year written by authors based in the UK and Ireland.
The full shortlist for the Children's Book Award is...
Alex, the Dog and the Unopenable Door by Ross Montgomery.
The Hanged Man Rises by Sarah Naughton
Goth Girl: and the Ghost of a Mouse by Chris Riddell
Rose Under Fire by Elizabeth Wein
Keep up to date with the Costa Book Awards @CostaBookAwards
The Hanged Man Rises by Sarah Naughton
When their parents are killed in a fire, Titus Adams and his little sister Hannah are left to fend for themselves in the cruel and squalid slums of Victorian London. Taking shelter with his friend and saviour, Inspector Pilbury, Titus should feel safe. But though the inspector has just caught and hung a notorious child-murderer, the murders haven't stopped. Now everyone is a suspect, even the inspector himself, and unless Titus can find a way to end the killings, he will lose all that is dear to him. For this evil cannot be contained, even by death.
About the Author
Other Formats
Book Info
240 pages
Interest Age: From 12
Sarah Naughton
More books by Sarah Naughton
Simon & Schuster Childrens Books an imprint of Simon & Schuster Ltd
Publication date
28th February 2013
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It is fantastic, you get to read lots of books and you always find something new and amazing in them.Erica Motoc, age 7


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School Visits
Teachers and students are invited to explore the Parrish's permanent collections and special exhibitions. Interactive lessons focus on a small selection of objects to encourage observation and discussion. A variety of grade-specific themes are available and gallery activities or hands-on workshops can also be arranged.
School visits should be arranged in advance. For information please email firstname.lastname@example.com, or phone 631-283-2118 x121
2017 Student Exhibition
As an extension of the Parrish's long-standing School Art Festival, the 2017 Student Exhibition will
be on view January 29 to February 26, 2017. Pre-K through 12th grade students are invited to participate. The pre-K through grade 8 portion of the exhibition is open to public and private schools in the townships of Riverhead, Southampton, East Hampton, and Southold. The high school portion is open to students from Brookhaven, Riverhead, East Hampton, Southold, and Southampton townships. Participation guidelines and registration forms are available at the bottom of this page. The registration deadline is January 5, 2017.
Exhibition Forms:


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Save The Waves
The Save The Waves organization presented us with the challenge of rebranding their online presence in time for the launch of the Punta De Lobos Por Siempre campaign. We successfully to take a stagnant, dated website and turn it into an eye-catching, engaging online destination where users could explore how to save our natural resources.
Branding / Strategy / Web Design / Development / eCommerce / Email Marketing
Website Design and Development
Save The Waves provided us with stunning natural imagery, which we used to create a visual space that showcased to visitors the important work accomplished by the organization. The key elements introduced were a clean navigation with an uncluttered display of just enough information to entice users to learn more.
Built and customized in WordPress, this dynamic site is as easy to maintain as it is to look at.
The Punta De Lobos Por Siempre Campaign
This campaign's goal is to raise money and awareness to preserve Punta de Lobos, the unique coastline of one of Chile's most iconic surf spots. After researching the best way to implement online crowdfunding, we integrated Crowdrise and built widgets within the Save The Waves website to facilitate a seamless transition between the two.
Visit and support this site at www.savethewaves.org
Programs and Campaigns
Save The Wave's key areas are under Programs and Campaigns. This dynamic website is organized in to sections that clearly explain this nonprofit's accomplishments and goals with interactive maps and other visually-based resources. We have been able to create a destination that would both engage and educate users.
- Executive Director, Save The Waves
"Krissy and the team at Striking Idea were wonderful to work with. They developed an outstanding and beautiful looking website under a strict timeline. This allowed us to launch our biggest campaign ever with all of our digital assets ready."


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on the 1st of October.
Back to the backs of the roads I once knew.
Honest: they spot me,
and point and shout over…
But these aren't the places or people I knew.
Soon the grey skies
roll in and roll over!
Soon the street parties, of glee, are in view.
Leaving me breathless –
just like I remember –
still trying to banish the old,
with the new.
I feel the difference: Like I'm not a member.
Like my place here, out east, is now up for review.
The sun will soon burn up
these clouds of the winter.
And I'm waiting here for the great sky to blue!


text: What an Opportunity to own this Larege Home! Colonial with 4 bedrooms, 3.5 baths. It has TWO Master Bedrooms.Spacious kitchen with granite counters, formal dinning rm, formal living, large family room, full unfinished basement. Solar panels, walk up attic, forced air oil, central a/c, 2 car garage on over an acre. Close to main highways for an easy commute. Home needs some work, priced to sell! Sold ''AS IS'' CONDITION. Buyer is responsible for 2% Transfer Tax. Home will not qualify for FHA, but FHA 203k acceptable.


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Archive for
1987 to 1991 Honda Civic Sedan Owners Club
EFSedan.com Forum Index
Miscellaneous Pics & Vids
Ok, I'm on the fence.. I have a deal lined up for a set of meshies, just waiting on some money to come in. But I'm a pessimist, I can't help but think "what if"
So! I thought I'd ask you guys, since I can't decide myself.. Which wheel do you think would look the best on my sedan?
Meshies(I'll be painting them gunmetal if I get a set);
Red Jizo's
Gunmetal DR-30s
Gunmetal DR-20s
I had a set of meshies on my ek hatch and they looked sick! im saying meshies all day man oem is king!
I too am one for originals... that is just me personally...
But where are you going to take this car? That would be my first question...If you are going for OEM looking but pimping sick oem wheels, then i would save and wait to get something good. There are many sites out there that have great OEM wheels for sale.
I probably wont worry too much for the stock look, but I've seen the way meshies look on 4g4d's, and they are wicked cool. I think the Jizo's would look awesome too if I repainted it the factory color. And the drags (in my opinion) are just badass, period, lol.
Thanks for the input guys, seeing as the meshies are the cheapest I will probably go that route anyway.. Just cant decide
Hey guys I'm from Costa Rica, I havent seen this type of wheels around and I love the look on the cars that I have seen on the forum. Now, how much could cost me a set of these wheels, where is the cheapiest place that I could get it?
By away, I have never seen a page with such as great EF cars, congratulations all of you for all your rides:P
Alright, bare with me for the noob question guys. This is my first wheel purchase for my EF, I was just wondering, what would be an ideal offset to minimize rubbing? I don't intend to lower my car anymore (pics can be seen in project log).
But anyway, assuming I buy a 15x7 wheel, running a 195/50 tire, what would the optimal offset be? If rolling the fender is a necessity I can do it but if theres any chance I can get away with it I'd be very pleased.
Let me know guys, thanks a ton! Finally talked my wife into a set of wheels I just gotta save the $$
EFSedan.com Forum Index
Miscellaneous Pics & Vids


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Walk in interview in Dubai for counter sales jobs. A well-reputed company is looking retail counter sales person who has experience in customer service, cash transaction, and basic marketing skills to make more sales via telephonic conversation and face to face interaction. Counter persons usually responsible for greeting the customer when they arrive at the shop, assist them in locating and suggest them to selecting items, answer their queries professionally what they are asking about such as clothing fabrics, brand, quality etc. Suggest them some clothing according to the current fashion trends. Take payments and offer concessions to eligible customers on their payment bill if possible. Enter customers data, goods sold transaction and cash information using authorized software. In return your smart work, you will be paid monthly salary 2000 - 4000 AED + Benefits. However, benefits are unspecified and will only be decided based on your work experience and ability.How to Apply?
Walk in Interview in Dubai for Counter Sales jobs
|Company Name
|Evolve Garments LLC
|Work Experience
|1 - 2 years required
|High School
|Pay Scale
Walk in interview in Dubai has been started for the position of counter sales. Interested candidates can bring updated CV along with related documents.
Interview Date: 27th to 28th July
Interview Timing: 8 AM to 12 PM
Location: Suite no. 2210, Burlington Tower, Business Bay, Dubai, UAE.
Call for interview and confirm the location: 043212233
Next Job
« Previous Job
« Previous Job
Previous Job
Next Job »
Next Job »


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The Residence
The Mary Galloway home is located on the second floor of the Trezevant Terrace Assisted Living community that is part of the greater Trezevant campus. The area is an attractive tree-lined and secure residence near restaurants, parks, theaters and shopping.
Trezevant Terrace is responsible for the management and healthcare of the residents.
Both security and healthcare are available twenty-four hours a day.
Ladies enjoy common areas for socializing, dining and entertaining as well as being entertained.
Mary Galloway home engages a resident liaison to coordinate between the ladies, their families, Trezevant Terrace and the Mary Galloway Home Board.
Currently the Home has the capacity for twenty residents.
Established 1896
Scrapbook 1896-1961
The Residence
Admission and Cost
Resident Services
Resident Activities
Our Website is a work in progress.
Special thanks go to WorldSpice Technologies in Memphis, TN for donating the web space and hosting of our email. Without them this site would not be possible.
The Mary Galloway Home
Board of Directors
Contact Us
The Mary Galloway Home
Living Accomodations
Frequently Asked Questions
The Mary Galloway Home is a well-appointed residence that includes:
A large beautiful living room with game area, piano and television
A private dining room
A garden area
A computer nook with free internet connection
Residents feel at home in their private comfortable apartments which each furnishes to her taste. Each apartment includes:
Kitchenette with refrigerator
Window blinds
Ample storage and closet space
Private bath with easy shower access and linen closet
Individual climate control
Each apartment has carpeting, crown molding, marble countertops and nine-foot ceilings


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Reese_M Photographer
Kristy JoyModel Female Kaneohe, Hawaii, US
My Website: Recent Film
Mayhem # 1880946
About MeLife is definitely a fun ride*
Free spirited & always keeps an open mind(:
I believe in work hard & play hard.
I enjoy modeling and BIG ADVENTURES.
Full time student and Full time dream catcher!
yes, im dork:P
Follow me: http://instagram.com/kristyjoyest
-contact me if your interested to shoot.
no NUDES, sorry my mom would be PISSED.
classy, implied is good.
i have the rights to bring an escort.
"lets paint the world with beauty!"
My top 12 is some inspirational people that I have worked with previously, they all have a really good eye for great captures. Thanks to them I keep learning different concepts and they help me to grow in front of the camera(:
Contact me:
Im open to trades if you have a good idea/concept. Or I definitly having fun making up my own! I have experience in photoshoots, runway, film, and print.
Niche Modeling Agency
Have you worked with Kristy Joy? Add Credits for Kristy Joy! >>
Reese_M Photographer
Charles Davis Jr Photographer
Glenn Yoza Photos Photographer
Elliot Photographer
Brice Kurihara Photographer
Shawn Starr Photography Photographer
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We host many corporate meetings and organizational events and would be very happy to host your event. Of course, we have a large presentation screen and the necessary audio visual equipment. Our hall rental fee ranges from $50--$75 per hour, for Monday thru Friday rentals. For weekend rentals, the rental fee ranges from $100--$150. The rental fee includes use of the hall, setup and take down of the tables and chairs, and supervisor/coordinator fee for the event. Our rates are the lowest in the area for comparable value
330 Center St. N., Vienna, VA 22180 Phone: 703-389-0234
Scroll down and click on the "Play arrow" to view videos of the Patriot Hall building, landscape and picnic area.


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● Manufacturer's Rep
M. L. Ball
Company, Inc., was established in 1967, as a Manufacturer's
Representative organization. In 1972, the Company added warehouse
space in order to become a Master Distributor for Milton Roy pump
parts, Rohm and Haas ion exchange resins, and other items being
marketed to the pulp and paper industry and electric utilities.
The product
representation has expanded rapidly since the establishment of the
Company in 1967 to include: Milton Roy, Rohm and Haas, Hach
Company, Chlorinators Incorporated, MasterCarb and other products
that are marketed in Municipal Water and Wastewater Treatment, Power
and Steam, Pulp and Paper and Electric Utilities.
Our sales
professionals, consisting of sales engineers, inside sales
specialists and office administration provide our customers with a
wealth of experience in handling our products and associated
services. In the 40+ years of the company's operation, the average
tenure of employment is 12 years or more.
The corporate
office is on a one acre site located in Norcross, GA which is 20
miles northeast of Atlanta, with approximately 8500 square feet of
warehouse space and 4000 square feet of office space.
Our regional
offices are located in Birmingham, AL, Philadelphia, PA, Melbourne
Beach, FL, Houston, TX, and Raleigh, NC
Our firm was founded by Myron
Ball in 1967 and Mr. Ball remains active in the company to this day.
Today the company is three generations strong with Marc Ball as
president providing day-to-day management.
No business can succeed with out
a strong team and ML Ball is no exception. Our talented
engineers, administrative team, regional representatives and many
others work together to provide our clients with the best products
and finest services available in the industry today.


text:
FOI release
Defra spend on contractors follow up question
- From:
- Department for Environment, Food & Rural Affairs and The Rt Hon Owen Paterson
- Part of:
- Government spending
- Published:
- 29 January 2014
- Applies to:
- England
Expenditure on contracted services in 2012, not total expenditure on third parties in general.
Response to FOI follow up question for information about Defra spend on contractors
Ref: RFI6227 PDF, 954KB, 3 pages
This file may not be suitable for users of assistive technology. Request an accessible format.
If you use assistive technology (such as a screen reader) and need a version of this document in a more accessible format, please email email@example.com. Please tell us what format you need. It will help us if you say what assistive technology you use.
Contractors FOI: Defra's expenditure on contractors for outsourced public services.
Document information
Published: 29 January 2014


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Someone Recut 'Elf' As A Thriller And It's Pretty Damn Scary [VIDEO]
Who knew "Elf" had such a dark side?
Who knew "Elf" had such a dark side?
The best part is when JayCee is filling the mail slots. That boy's got moves! LOL!
On Sunday morning around 3:00am, Brandon Touchet of Lafayette was popped for drunk driving.
The Elf on the Shelf—whether you find him cute, annoying or somewhere in between, he's everywhere these days, making the holiday season even more complicated for parents. We did a little investigating on this elusive creature that has become a phenomenon, and discovered a few things we didn't expect.
Here's a heart-warming story for you: I saw this 'status update' on Facebook this morning:
It's our last day with Cappy....
RESCHEDULED FOR December 16: Movies in the Parc features "Elf" to celebrate the holiday season!
Downtown Lafayette's Movies in the Parc presented by Cox features family friendly movies under the stars in Parc International.


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|Page 1 of 26:
|[1] [2] [3] [4] [5] [6] [7] [8] [9] [10] [11]
|259 reviews in total
Christopher Reeve takes on the role of (Richard Collier) a successful
Chicago playwright who is approached (in May 1972) by a very old woman
(Susan French) who will alter the course of his life eternally...
The thoughtful old lady presses a classic pocket watch, from a past existence, into his right hand and intensely whispers four haunting words 'Come back to me,' which will affect him forever...
Eight years have passed and Richard is seeing his work incredibly sterile, gently afflicted with a case of lesser inspiration... So he packs his luggage and heads out to an island of enchanting beauty, to the Grand Hotel on the Straits of Mackinac waterfront...
While waiting for the huge dining hall to open, he tours the grand old building's museum, and sees a portrait of a lovely woman... He becomes obsessed about finding the truth behind the old photograph and begins questioning the people that knew her past... What emerges is a wonderful woman who is the first American stage actress in 1912 to create a mystique in the public's eye... She is the same lady who visited him that night at the premier of one of his plays...
Richard finds himself intrigued... There is so much to hear... People who knew Elise McKenna when she was young said that she was quick and bright and full of fun... Strong, willful, not at all the way she was later...
Seeking help from an old philosophy teacher who had written a book about 'Travels through time,' Richard attempts to disassociate himself entirely from the present, move everything out of sight that could possibly remind him of it, hypnotize his mind, and transport himself backward into the past, into June 27, 1912, into the life of the stunningly beautiful and talented Elise McKenna (Jane Seymour).
Nominated for Best Costume Design, the motion picture is a romantic fantasy that avoids any use of machinery in action... The time travel theory is completely non-scientific... The film captures the idea of a fine young man moving back among other time periods, and affirms that love is an undeniable force which goes beyond us, a force with no limit to the spiritual power, with no end to the potential of spiritual expansion...
There are those few movies that make you sit back and just be amazed at
the artistic excellence you've just seen. Citizen Kane, Casablanca,
2001: A Space Odyssey, Star Wars, The Godfather, Ben Hur, and The Lord
of the Rings trilogy are a few of these. Somewhere In Time is not a
blockbuster actioner, but is perhaps the finest fantasy love story ever
The cast is perfect. Christopher Reeve is extremely believable. Jane Seymour is gorgeous as the young actress, as is Teresa Wright as her older self. Christopher Plummer is great as Elise McKenna's manager, and Bill Erwin affords himself fine as Arthur. The setting, music, story, and acting are all top notch! We are slowly drawn (and it's just great to take one's time to get involved) into this mysterious romance as the paradox pair of the watch and the time travel gets our hero to "come back to me."
Simply Superb! If you are one of the very few who has not seen this movie, please get it and watch it one time. I've seen it at least 10 times and enjoy it as much each time.
Being one who always seems to enjoy time-travel stories, it's no wonder
I like this movie so much, but it isn't the interesting "time" angle
that draws me in: it's also the fact that this is one of the most
touching love stories I've ever seen. I'm not usually a big fan of
romance stories, but this one has always moved me, maybe because, as
another reviewer points out, it's from the man's point of view.
The film is a wonderful old-fashioned type of story with a really nice feel for the period (1912) and is simply a pleasant, leisurely-paced story I found comfortable. Would kids of today like this? No. Too slow for them. Too bad, because I found the movie moved pretty well. The 100 minutes went by quickly.
Christopher Reeve is the star of the film but personally I found Jane Seymour and Christopher Plummer far more entertaining. The theme song, "Somewhere In Time," is one of the prettiest songs ever and that adds to the sad and frustrating romance angle of the story. The language also is quite tame. Yes, it's a bit "sappy" at times, but for sentimental people, this is a nice film to keep.
My only real complaint is I've never seen a sharp transfer put on a DVD yet. There have been two DVDs out and both have that grainy look to them. That's disappointing because this would really look nice with a clear picture. The film deserves better treatment.
NOTE: A Blu-Ray of this film was released in March of 2014 and finally does this great film justice!
Somewhere in Time is a movie any sensitive person with a heart will
love, I guarantee you. From the opening at the theater to the
unbelievably moving final scene, I have never seen a film so
passionately and yet so innocently depict the power of absolute,
all-encompassing, unconditional love.
The story is so simple, yet therein lies the beauty. Richard Collier, a man with no love in what otherwise seems like a nice enough life, becomes enchanted at the sight of Elise McKenna's painting and with only the power of his heart travels back to her time. Once there, he looks for Elise, and finds her. Elise is confused and does not immediately respond because of her manager W.F. Robinson, but she quickly returns Richard's love. I will not say anymore, other than that the ending made me feel so warm and yet made me want to cry. You will be hard pressed to find a movie lighter on plot, and there are many questions left unanswered, but that's perfect because Somewhere in Time is very surreal, and dreamlike even. The emphasis is not on watching events, but on simply feeling love, and this is as close as anyone has ever come to making a movie out of pure emotion.
Jane Seymour looks radiant while on screen but this is Christopher Reeve's movie. Reeve, after amazing everyone with his talent, good looks, and charisma in one of the biggest blockbusters ever, could have become one of Hollywood's all-time great leading men. Instead, a series of horrible decisions about what roles to take and not take made it so that he had to do TV movies to pay the bills by the late 1980s. To this day, to 99% of the public he is the paralyzed Superman and nothing more. But this is the one movie that shows what should have been. He very convincingly depicts Richard first as goofy kid, then as empty older man, then as someone simply awestruck by love and determined to let nothing stop him from getting the breathtaking Elise. Then, in the final scenes, he portrays his anguish so remarkably it is wrenching to watch.
Also deserving of special mention is Christopher Plummer, who seems to be an extraordinary actor on the basis of the two films I've seen him in (the other is The Insider). A lesser actor would have made Robinson into a mustache-twirling villain, and brought the whole production down to the level of a soap opera. Plummer, however, with his nuanced performance, makes us hate Robinson, but also makes us his feel his pain. Through his subtle mannerisms, we see that Robinson himself deeply longs for Elise's love, but has probably never been loved and never will be loved by anybody. We thus realize how incredibly lucky Richard is. I personally saw Robinson as perhaps someone whose father never loved him and whose mother died when he was very young, and he has spent his whole life wanting to truly take care of someone like Elise but it is as if he has been rendered incapable. He is still contemptible for the things he does to Richard, but he is also a tragic figure, and the script has nothing to do with that-it's all Christopher Plummer.
John Barry's score is also among the most enchanting in movie history, in my opinion. I have never heard a score which so wonderfully conjured up feelings of timeless love. Jeannot Szwarc may not be a well known or otherwise accomplished director, but he does this one perfectly. This movie in the wrong hands could so easily come across as corny and trite, but instead it is such an absorbing masterpiece. Every element in this movie is just perfect, and it should be universally considered one of the greatest love stories of all time (if not the greatest, like I think it is).
As it is most people have never heard of it, but it is nice to know that a small devoted following gives it the recognition it deserves. I hope it continues to win people's hearts for generations to come.
I am a young man who grew up loving horror, action, and kung-fu movies. I hated the Victorian books we were forced to read in school. However, the one exception to the rule has been this movie. I LOVED this movie. The story line was solid. The direction was superb. And the acting was so good, that I have always wondered why Reeves & Seymour's career didn't catapult after this film. I have watched it many times since it came out, and ever time I am captivated. If you can't relate to this movie, I think you must have a heart of cold stone. This gets a strong KBONE rating of 10 on a scale of 1 to 10. Pay special attention to Seymour's soliloquy during the play and Reeve's facial expressions during that time as well Reeve during the last 10 minutes of the movie. I really can't say enough about this masterpiece.
One day i was going through my friend's movies and i was picking some of the really good ones to watch. His wife grabbed somewhere in time and told me that it was good. I was very unsure about the movie but i watched it anyways. By the end of the movie i was in awe. The acting is excellent. The story was creative. The dialogue was extravagant. The music was fantastic. The cinematography was terrific. This movie was awesome. Yes it is a romance movie for all you people who hate romance movies but if you have to watchan origina and entertaining love story then i recomend this one. Tust me guys it not your typical love story!
Somewhere In Time is not only a fantasy story. It is romance, science fiction, and fantasy rolled into one, based on Richard Matheson's novel, Bid Time Return, (Matheson also wrote the screenplay and has a cameo appearance in the film). Shot in 1980 and released by Universal Studios, it is a wonderful and, I feel, classic film that has stood the test of time. I am often surprised at how many persons of adult age have seen it. I cannot understand why Somewhere In Time has been panned by the critics since its release. Filmed on location in Chicago and Mackinac Island, Michigan, Somewhere In Time is a little long at 104 minutes. However, the story never drags so this is not a big liability. Directed by Jean Szarc, the cast is first rate, starring Christopher Reeve, (what a standard of personal courage he has set for us in recent years!) as the playwright Richard Collier, Jane Seymour, one of the loveliest ladies to ever grace either the large or small screens, as the actress Elise McKenna, and the fine character actor Christopher Plummer as the mean-spirited W.S. Robinson, McKenna's agent. The story begins in May, 1972. Playwright Collier is visited by a very old woman at a party he is attending at Millfield College, close to the Grand Island Hotel on Mackinac Island, which will be so important to the story later. She approaches and hands him a pocket watch. Cryptically, she says, "Come back to me.' We now fast forward eight years to Chicago, 1980. The restless Collier, who has recently broken up with his lady friend, is drawn to The Grand Hotel. Collier drives up to Mackinac Island and checks into the hotel. The kind-hearted Arthur, who has lived and worked at the hotel for 70 years, asks him if "they had met before." Collier assures him they have not. Collier chances upon an old photo of the turn of the century actress Elise McKenna in the hotel museum and is mesmerized by her. Arthur tells him that she appeared in a play at the hotel in 1912. Collier's obsession quickly grows and he begins research on her life. He comes across a photo of McKenna as an old woman and remembers her as the mysterious lady he met at the party. He discovers from her housekeeper that McKenna died eight years previous, on the very night she made herself known to him, and that something happened during her hotel appearance in 1912. After that, according to the housekeeper, she was never the same. During his visit to McKenna's home, he discovers a book on time travel that Elise read "again and again." After visiting with the book's author and, finding his own name in an old Grand Hotel register from 1912, Collier makes an intense effort to slip into the past, and succeeds. Soon, he meets Elise in the hotel, (he has transported himself to the time when Elise McKenna is staying in the hotel, preparing for her performance), and the scene where he and she meet is quite moving. At this point, the story becomes even better because Reeve does not have to carry it by himself. Seymour and Plummer step in and, what had been a good picture, becomes an excellent one for the duration. Richard and Elise quickly become drawn to each other, much to Robinson's unease. Robinson, who loves her but will not admit it, has a genuine concern when the playwright Richard Collier cannot name any of his work that he is familiar with. There is an unhealthy tension between these two strong-willed men until film's end. There are many interesting segments through this portion of the story. Entering the hotel restaurant, Collier seems to walk forever. The shot of the beautiful Elise, sitting at her makeup table with hair down and thrown over one shoulder, daydreaming of Richard, is enough to take the breath out of any man, (certainly this one!). The kiss first between Richard and Elise is very gentle and tender, and another lump forms in the throat when Elise again unpins her hair as Richard closes the door to room 117. But, perhaps the best scene in the entire film is when Elise, caught up with emotion, seems to ad-lib directly to an equally emotional Richard, sitting in the audience, during the hotel performance. Now is a good time to note that Jane Seymour possesses an interesting combination of hesitation and come-hither in look and demeanor. Ms. Seymour is something you do not come across often: an extremely alluring woman but very much a lady. The wholesome Reeve played off of her extremely well. The furious Robinson loses control of himself and has Richard beaten by thugs, causing him to lose credibility with his star forever. However, fate deals a cruel hand to the star-crossed lovers as, just when they have admitted their love for one another, Richard is abruptly returned to 1980, waking up in the same bed he was originally transported from. I won't give the story's very touching finale away, I will just say that the emotionally devastated Richard spends the final few minutes of the story attempting to return to 1912 and Elise. A few final comments. For fans of romance, fantasy and science fiction, Somewhere In Time will indeed be a special treat. (That the music is hauntingly beautiful only enhances the mood). It was pleasing to see Richard Matheson, author of such hard-edged tales as The Omega Man and The Shrinking Man, (to name but two), and who is seen as an astonished viewer during Elise McKenna's Grand Hotel performance, turn out such a powerful love story. I noticed only one glaring editing mistake, and that is an excellent accomplishment for a period story of this length. Near film's end, the heartbroken Richard lies listless and semi-comatose in a Grand Hotel guest room, pining for Elise, for a full week. When Arthur, (The gentleness of the lifelong hotel servant impressed me. I wish I could meet a few Arthur types at hotels I stay in!), finds him, the fact that he has had little food or water for days and is dangerously close to death is impressed upon us. However, when we see his face, he is clean-shaven and way too bright-eyed for a man under such a self-imposed ordeal! I hope that perhaps someday Christopher Reeve's health is such that he can once again co-star with the ever beautiful Jane Seymour. Mr. Reeve's physical limitations notwithstanding, I believe they would still make a terrific screen team.
In 1984, this movie got a second life on cable after its initial release to theaters and subsequent bombing at the box office in 1980. We should all be thankful for cable! This is a classic film in every respect...well directed and acted.... but would it have had the same impact without John Berry's absolutely beautiful score? At any rate, it is a classic film and enjoys an enormous cult following as well as an annual gathering at the Hotel where many of the actors have come to participate. "God bless you Chris Reeves, rest in peace"
---"Somewhere In Time" is one of the most romantic films ever. It is
also a wonderful period film. Shot at the Grand Hotel on Mackinaw
Island, the 1800's hotel and grounds, the background of the Great Lake
and lighthouse, just enhances the romantic atmosphere. It sure made me
HAVE to visit the island and spend a magical day walking around, having
lunch and visiting Jane Seymore's picture in the museum room, just like
in the film.
Have any two people ever been filmed so beautifully? The period dresses Jane wears are so lovely.
And has a score, by John Barry, ever been more romantic? Perfectly enhances the romanticism of the story.
Superman Christopher Reeve is all boyish charm and wonder; when he walks towards Jane by the lake and she says "Are you the one?" Well, it takes your breath they are so gorgeous.
Any romantic can't help but have a lump in the throat at the lovely ending - white on white - no beginning and no end - they are together "Somewhere In Time." 9/10
*** This review may contain spoilers ***
This is one of those films I can watch again and again even though
knows the final outcome. I recently acquired the collector's edition
DVD and my only regret is that the picture quality is not up to
but there again, the film seems to have been shot anyway through a
of haze to give it a certain atmosphere. I have always loved films
involve time travel ( there are all too few of them ) such as this
Time after time, philadelphia experiment, Final Countdown etc. This
is unique as that it all takes place in Collier's mind and not due
some fantastic machine due to whip across the space-time
The fact that Collier is brought back to reality due to the sight of
a present-day object is - though frustrating and heart searing for the spectator - a good one and a way of closing the film. For those of you who love this film as myself, I would recommend the DVD collectors edition as there are long interviews with Jeannot Swarc, Christopher Reed et alia. During the interviews, Reed explains that following his terrible accident, he was given a drug which caused his " soul to start leaving his body " and he explains that at the time he immediately thought of this film !! Incredible.
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Sophie Sidhu is the Associate Dean of Students and Director of the Asian & Asian American Center at Cornell. Sophie has worked on diversity and community-building initiatives at Cornell University, Columbia University, Hampshire College and the University of Hawaii. At Cornell, she previously served as Assistant Dean of Students for Diversity Education and Outreach, where she was a premiere advisor for the Asian & Asian American Forum and a member of the A3C Planning Committee.
Sophie holds an M.A. in International Educational Development/Peace Education from Columbia University and a B.A. in International Studies from Hampshire College. She has been published by UNICEF for her research on gender equality and human rights education in India.
Vigor is the Assistant Director of the Asian & Asian American Center at Cornell University. He is a first-generation, transfer, TRIO, college graduate and a proud product of the public-school system in Ohio. Vigor has worked for departments including academic affairs, campus activities and life, multicultural affairs, and residential life. His involvement with the APIA community in the Midwest led him to work for Asian Pacific Islander American Vote (APIA Vote) and for the Asian Pacific Islander American Scholarship Fund (APIASF) in Washington, DC before graduate school. In addition to the ACPA: College Student Educators International, Vigor is/has been an active member of the Association of Fraternity & Sorority Advisors (AFA), the National Association for Campus Activities (NACA), and the National Association of Student Personnel Administrators (NASPA). Vigor is currently the principal investigator on a research team, examining the experiences of members in Asian American Greek Letter Organizations (AAGLOs). He also serves as the Vice Chair of the National APIA Panhellenic Association (NAPA), an association representing eighteen fraternities & sororities; and the Co-Chair of the Asian Pacific American Network (APAN) within ACPA, an organization dedicated to educating student affairs professionals on the issues and concerns of students, faculty, and staff of color in the higher education community.
Vigor holds a Masters of Education in Postsecondary Administration and Student Affairs from the University of Southern California with a Leadership in Energy and Environmental Design (LEED) accreditation and a Bachelor of Science in Landscape Architecture from The Ohio State University.
Beining Niu '18
Master of Health Administration
Ana Bordallo '18
Policy Analysis and Management
Katie Chow '19
China and Asia Pacific Studies
Scott Ho '18
Biology and Society
Minor: Inequality Studies
Sophie He '20
Electrical and Computer Engineering
Michael Huang '20
Computer Science
Alice Li '18
Operations Research and Information Engineering
Shivani Parikh '19
Development Sociology
Minors: South Asia Studies, Inequality Studies, Law & Society and Business
Meera Shah '20
Vegen Soopramanien '20
Statistical Science
Minor: Economics
Grace Zhao '18
Applied Economics and Management
*We will be opening applications for a few more student interns for Fall 2017. Check back soon!


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|Bridging Soldiers sling load gap crossing assets
|Wednesday, 22 May 2013
By Staff Sgt. Heather Denby
Special to GUIDON
Nearly 50 Soldiers assigned to 50th Multi-Role Bridge Company, 5th Engineer Battalion, conducted sling load operations across the waters of Lake of the Ozarks Recreation Area as part of a three-day training exercise beginning May 15.
"This training directly applies to our role as a bridging asset for the 1st Infantry Division and as a combat multiplier on the battlefield," said Sgt. 1st Class Jimmy Pelliccia, a bridge crewmember and platoon sergeant in the 50th MRBC.
With the support of Kansas National Guard pilots and a CH47 Chinook helicopter, the Soldiers constructed a four-float assault raft consisting of four interior bays and two ramp bays capable of transporting maneuver units across large bodies of water.
Sgt. Benjamin Conrad, a bridging Soldier with more than six years experience and bridge crew chief in the 50th MRBC, said sling load training is a critical skill for the unit to have even without water.
"During my deployment to Afghanistan in 2010, the water level went from 17 feet to 3 feet overnight and our free-floating bridge went aground," Conrad said. "We were able to recover the equipment by hooking it to a helicopter and sling loading it out of the area."
The training conducted at LORA gave Soldiers a similar opportunity by staging and loading their equipment for sling load then recovering their assets when they hit the water, Conrad said.
Once the helicopter cleared, Soldiers set out in MKII boats to rapidly assemble the float bridge.
"In a combat environment, we want to get the fighting forces from one side of the gap to the other as fast as possible," said Capt. Andrew Lowery, 50th MRBC commander. "Our training and specialized equipment provide assurance for commanders who may need to bridge the gap while maneuvering their forces."
Lowery said that he likes to challenge his Soldiers by finding different gap crossing locations throughout the Midwest.
"The training we've conducted here and in my time spent with this unit has been challenging, but it has been fun," said Sgt. Christopher Pena, bridge crew chief in 50th MRBC. "I think it's actually why I love this job and why my Soldiers love it too."
The 50th MRBC is slated to conduct a hasty gap crossing exercise incorporating additional security and maneuver units to enhance its Unified Land Operations readiness over the next several months.
( Editor's note: Denby is a photojournalist assigned to the 4th Maneuver Enhancement Brigade Public Affairs Office.)
|Last Updated ( Thursday, 30 May 2013 )
Saturday, Aug 19, 2017
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So, uh hmmmm…. I opened an Etsy Store. It's called Kindred Butters. I opened it a while ago mostly because I mix butters and oils for people in my personal time so DH pushed me to try out selling butters.
I only have butters and tea rinses up right now. Will probably add some more goodies later. The butter are for everything use.
My sister tried a tea rinse a while back and did a YouTube review. You can check it out here
Hope you check out the store!


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Last week I attended the Let Us Eat Local event at the Altman Building.
What is Let Us Eat Local? It's an annual event hosted Just Food, a non-profit that focus on food wellness. 36 NYC chefs donate their time and delicacies to raise money for the organization and the money goes to programming and food awareness.
This year I was the highlight of the VIP Hour… well not me, but the microgreens I wore. Yes, I wore microgreens. It's called a Cress Act. My company Koppert Cress was a sponsor so I walked around the event space educating guests, volunteers and chefs about microgreens! It's definitely a conversation-starter to stay the least.
After showcasing the Cress Act, I got a chance to catch up with a handful of my chef friends while noshing on their delicious bites! Overall, the event was chic, delicious and SO my scene… I'm renaming it: Let Me Eat Local ;)
Favorite Eats? I didn't get to taste EVERYTHING, but I made an effort to try food from restaurants I haven't dined at before. As I made my way around the room (sans Cress Act Tray), my tastebuds leaned towards the following restaurants…
- Esca
- Mas
- Parish Hall
- Gramercy Tavern
- Hundred Acres
- Blue Marble Icecream
Ok that's it from LML! Subscribe to my blog as I explore health and wellness locally in NYC and in my travels!
For pics, check out a few my album on Koppert Cress USA, and make sure to follow me on facebook and twitter… I'm hard to keep up with and my daily life gets interesting with every tweet!


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If you could hear me right now, you would know I am squealing like a fangirl. I am so very happy to have my dear friend Rosanna Leo here today. She is one of those authors who can whip out amazing book after amazing book. She is an inspiration! Welcome, Rosanna!
Thanks so much for hosting me today! I'm always happy to be here.
I'm here as part of my blog tour for Predator's Fire, Gemini Island Shifters 5. As my readers know, this is a series about shape shifting heroes and the (normally) human women who fall in love with them. It's based on a Northern Ontario resort called the Ursa Lodge. Newest hero Killian Moon is a teen mentor at the lodge and is a jaguar shifter.
I wanted to talk a bit today about how I choose my shifter animals. After all, shape shifting romances have run the gamut from sea creatures to mammals to hedgehogs (at least I'm pretty sure someone wrote about a hedgehog). I haven't picked my animals in willy nilly fashion. They were chosen for a reason. In truth, I can't help thinking they might have chosen me.
You see, when I started the series with bear shifters, I didn't really look beyond the first book. However, something about the bear appealed to me. It's solitary nature, it's hunger and it's mating rituals made sense for the book. I also wanted animals who might inhabit the setting in Northern Ontario.
However, as the series progressed, I did a lot of animal research and always sought out animals with interesting quirks, but they really revealed themselves to me. In book 3, I just Anton had to be a tiger. In book 4, my heart declared Bart should be a wolf. And in this latest book, I fell in love with the "big, blond ball of energy" that was jaguar shifter Killian Moon. Each of these animals, along with my bear Snow brothers from books 1 and 2, made ideal heroes to me. I wanted true apex predators, animals who could kill effectively, but who could be tamed by their heroine. Animals with ferocious appetites whose hunger could only be appeased by one woman's love. Oh, and all those big teeth don't hurt. There is a lot of biting in my shifter books.
In Killian's case, I mention his talent for stealth a few times in the book. Jaguars are inherently stealthy, consummate predators who can kill in a single bound. Their attacks have taken down bigger animals and made mincemeat out of them.
But can this jaguar conquer human heroine Nina Suzuki? I hope you'll read the book and find out.
When Nina Suzuki discovers the body of her best friend Janine, her world turns upside down. Things go from bad to worse when Janine's corpse seems to transform into that of a large, brown wolf. For the first time, Nina is faced to confront all the clues indicating her BFF was not what she seemed. A letter from the dead woman opens Nina's eyes to a strange, new world. The same letter warns of a sinister group called the Alpha Brethren, and urges her to find Killian Moon of the Ursa Fishing Lodge and Resort on Gemini Island.
Killian Moon is a jaguar shifter and teen mentor at the Ursa Lodge in Northern Ontario. He may be a comfort and inspiration to confused teen shifters, but he also has a fiery past. His past comes back to haunt him when human Nina arrives at the resort, demanding to speak with him. Demanding answers. Can he trust her with knowledge that will not only change her life, but possibly endanger those around him?
As Killian begrudgingly tutors Nina on all things shifter, their mutual curiosity flares into passionate need. Once they touch, once they succumb to desire, there is no going back. Killian realizes Nina is his mate and they both begin to comprehend the terror threatening those on their shifter-friendly island. He is forced to confront the tragedy in his family and determines to protect Nina at all costs.
But can they protect everyone they love from a cult of dangerous shifters, intent on horror and destruction?
"How much longer do I have to wait? I want to see Killian Moon. Now."
The feminine voice, strangely soft despite its insistence, echoed deep in his being, awakening his jaguar. The great cat roared to life, turned toward the office and inhaled deeply. Its eyes flashed in interest.
Killian breathed in at the same time, catching the scent of cherry blossoms through the door. The sweet perfume, mixed with human outrage, proved a heady distraction, making him forget why he was there. Shaking his head, he tried to dismiss the odd sensation as Ryland opened the door.
The door swung open and the first person he glimpsed was one of the clerks from reception, trying his hardest to placate the unexpected guest. "I'm sure Mr. Snow and Mr. Moon will be right back."
And then his gaze landed on the petite human. Tapered Asian eyes, so dark and mysterious, but rimmed with circles of exhaustion. Smooth, cinnamon skin hinted at a mixed background. Wearing no makeup, she appeared younger than she must be, but her presence and keen eyes pegged her at around thirty years old. She had a riot of curly, black hair and feminine curves that ought to come with a warning. He could see it now. Beware: this woman's body will cause insanity in men. Even as she gesticulated at the clerk, her boobs jiggled in such a way his throat went dry.
He pictured her in a corset, her breasts spilling over delicate lace edging, and almost forgot his name.
This Nina Suzuki was damn hot and his jaguar seemed to agree. The animal licked its lips, its golden gaze assessing and appreciating every detail, from her rounded hips to her come-hither rack.
Yes, the creature uttered on a frenzied breath.
Buy link: Predator's Fire, Gemini Island Shifters 5, is available at http://www.lsbooks.com/predator-s-fire-p946.php
as well as Amazon, Kobo, ARE, B&N and other outlets.


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RIPPLE, Circuit Judge.
Wells Fargo Bank, N.A. brought this action in the United States District Court for the Western District of Wisconsin against Lake of the Torches Economic Development Corporation ("Lake of the Torches" or "the Corporation"), a tribal corporation wholly owned by a federally recognized Indian tribe. Acting in its capacity as Wells Fargo alleged that Lake of
We agree with the district court that the indenture constitutes an unapproved management contract within the meaning of the statute and is therefore void. Consequently, Lake of the Torches' waiver of sovereign immunity contained in that document is also void and cannot serve as a predicate for the district court's jurisdiction. We further believe that the district court prematurely denied Wells Fargo's motion to file an amended complaint asserting claims for legal and equitable relief in connection with the bond transaction. Assuming that Wells Fargo has standing to assert the claims of the bondholder, it is an open issue whether other documents connected to the bond offering, exclusive of the indenture, evince an intent on the part of the Corporation to waive sovereign immunity with respect to claims in connection with the bond offering filed by Wells Fargo on behalf of the bondholder or on its own behalf. Accordingly, we affirm in part and reverse in part the judgment of the district court.
Because the task before us is primarily one of statutory and regulatory interpretation, we begin by setting forth the basic statutory and regulatory framework established by Congress and by NIGC, the agency acting under the authority of the governing statute.
During the 1970s and 1980s, many Native American tribes began to take advantage of their exemptions from certain state regulatory laws to conduct gaming operations on tribal land, thereby providing a much-needed source of revenue for the tribes and their members. See California v. Cabazon Band of Mission Indians, 480 U.S. 202, 218-20 & n. 21, 107 S.Ct. 1083, 94 L.Ed.2d 244 (1987). Many states had serious concerns about the rise of Indian gaming establishments, however, and Congress attempted to develop a compromise that would limit federal or state intervention into the sovereignty of Indian tribes while furthering legitimate state policy goals regulating or prohibiting gambling. See S.Rep. No. 100-446, at 1-6 (1988), reprinted in 1988 U.S.C.C.A.N. 3071, 3071-76.
At the same time, many members of Congress expressed concern about the private gaming management companies that often contracted with Indian tribes to develop and operate gaming facilities on tribal land. In the view of these lawmakers, these management companies posed two concerns: first, that they would take advantage of the tribes and bilk them out of gambling revenues and, second, that they would allow organized crime to infiltrate Indian gaming operations.
In addition, many federal courts had held that management contracts related to tribal land required approval from the Secretary
In 1988, Congress addressed these issues by enacting the Indian Gaming Regulatory Act ("the IGRA" or "the Act"). Pub.L. No. 100-497, 102 Stat. 2467 (codified at 25 U.S.C. §§ 2701 to 2721). Its stated goals were to create a comprehensive regulatory framework "for the operation of gaming by Indian tribes as a means of promoting tribal economic development, self-sufficiency, and strong tribal governments," to "shield [tribes] from organized crime and other corrupting influences, to ensure that the Indian tribe is the primary beneficiary of the gaming operation, and to assure that gaming is conducted fairly and honestly by both the operator and players." 25 U.S.C. § 2702(1)-(2).
The Act, which represents the fulfillment of many years of congressional compromise over Indian gaming, see S.Rep. No. 100-446, at 1-2, divides gaming operations into three classes and imposes different regulatory requirements on each.
First, "class I gaming," which refers to social games conducted for minimal value and traditional Indian games connected to tribal ceremonies, 25 U.S.C. § 2703(6), is left entirely "within the exclusive jurisdiction of the Indian tribes" and remains unregulated by state or federal law. Id. § 2710(a)(1).
Second, "class II gaming," which encompasses bingo, lotteries and card games in which gamblers play against one another rather than against the house (poker, for example), see id. § 2703(7), is subject to a more extensive set of conditions and regulations. It is permitted only on tribal lands in states that do not entirely prohibit such gaming and only where the tribal resolution authorizing the operation is approved by the Chairman of the Commission. Id. § 2710(b)(1)(A)-(B). The Chairman's approval is contingent on the resolution's satisfaction of several conditions, including that it vests the sole proprietary interest in the operation in the
Finally, "class III gaming," which includes all other types of gambling, id. § 2703(8), regulates such activities as casino games played against the house (e.g., blackjack and roulette), slot machines and pari-mutuel betting (e.g., horse racing). Class III gaming is permitted only if it is "conducted in conformance with a Tribal-State compact entered into by the Indian tribe and the State" in which the tribal lands are located. Id. § 2710(d)(1)(C); see also Seminole Tribe of Florida v. Florida, 517 U.S. 44, 48-50, 116 S.Ct. 1114, 134 L.Ed.2d 252 (1996) (describing the tribal-state compact scheme).
The Act vests in the Commission the power to promulgate regulations. 25 U.S.C. § 2706(b)(10). In addition, it provides the Chairman of the Commission with the authority to review and approve management contracts entered into by an Indian tribe "for the operation and management," id. § 2711(a)(1), of a class II or class III gaming facility. See id. §§ 2710(d)(9), 2711(a)(1).
Lake of the Torches is a corporation chartered under tribal law by the Lac du Flambeau Band of Lake Superior Chippewa Indians ("the Tribe") to own and operate the Lake of the Torches Resort Casino ("the Casino"). The Casino is a class II and class III gaming facility located on tribal lands in northern Wisconsin and is operated pursuant to a tribal-state compact with the State of Wisconsin.
Several years ago, the Tribe decided to diversify its operations by investing in a project to build a riverboat casino, hotel
Because federally recognized Indian tribes are sovereign entities, they are immune from suit absent waiver or congressional abrogation. See Kiowa Tribe of Oklahoma v. Mfg. Techs., Inc., 523 U.S. 751, 754, 118 S.Ct. 1700, 140 L.Ed.2d 981 (1998) ("As a matter of federal law, an Indian tribe is subject to suit only where Congress has authorized the suit or the tribe has waived its immunity."); Wisconsin v. Ho-Chunk Nation, 512 F.3d 921, 928 (7th Cir.2008).
In January 2008, a single purchaser, Saybrook Capital LLC, purchased the bonds for $50 million. The bonds carry an interest rate of 12% and are slated to mature on October 1, 2012. R.50-3 at 3.
The Natchez investment proved to be less successful than originally hoped, leaving
On December 21, 2009, Wells Fargo filed this action against Lake of the Torches for breach of the Indenture. Wells Fargo also filed an emergency motion requesting that the court appoint, pursuant to Federal Rule of Civil Procedure 66 and the terms of the Indenture, a temporary receiver over the Casino revenues and other assets pledged as security for the bonds. After preliminary briefing on the emergency motion, the district court scheduled an evidentiary hearing for January 6, 2010. The day before that scheduled hearing, the assigned district judge recused herself and another district judge was assigned to the case. That same day, the newly assigned district judge canceled the evidentiary hearing and substituted for it a telephone status conference. Before the status conference, however, the district court entered a sua sponte order dismissing the case for lack of jurisdiction. See R.43.
In a written opinion issued five days later, the district court explained its determination. See Wells Fargo Bank, N.A. v. Lake of the Torches Econ. Dev. Corp., 677 F.Supp.2d 1056 (W.D.Wis.2010). The court held that the Indenture was a management contract within the meaning of the Act and that, because it was unapproved by the Chairman of the NIGC, it was void. Id. at 1057.
The district court based its determination on several provisions of the Indenture, evaluated in light of Commission regulations. The court first explained that the Commission defines a management contract as "any contract, subcontract, or collateral agreement between an Indian tribe and a contractor or between a contractor and a subcontractor if such contract or agreement provides for the management of all or part of a gaming operation," id. at 1059 (quoting 25 C.F.R. § 502.15) (emphasis added), and a "primary management official" as one with the "authority to `set up working policy for the gaming operation,'" id. (quoting 25 C.F.R. § 502.19(b)(2)). The court determined that "the regulations demonstrate that a `necessary condition for a management contract is that it grant to a party other than the tribe some authority with regard to a gaming operation.'" Id. (quoting Machal, Inc. v. Jena Band of Choctaw Indians, 387 F.Supp.2d 659, 665 (W.D.La. 2005)).
With this framework in place, the district court examined the Indenture and determined that several of its provisions provide Wells Fargo and Saybrook with significant authority to set up working policy for the Casino's operations. Specifically, the Indenture grants a security interest in the Casino's gross revenues; prohibits Lake of the Torches from making capital expenditures beyond a certain limit without bondholder approval; provides for the
The district court held that these restrictions on the Corporation "give the bondholders the opportunity to exert significant control over the management operations of the Casino Facility." Id. at 1060. Additionally, the court determined that the provision for appointing a receiver over Casino revenues would allow the receiver to "exert[] a form of managerial control since those monies could not be used for other purposes related to the operation of the Casino Facility." Id.
Accordingly, the court determined that the Indenture was a management contract. Because unapproved management contracts are void, the waiver of sovereign immunity contained in the Indenture also was void and the district court was without jurisdiction. Consequently, it dismissed the case. See id. at 1061.
The district court also rejected Wells Fargo's contention that the waiver provision could be severed from the rest of the Indenture and that Lake of the Torches should be estopped from challenging the validity of the Indenture because of its representations in the Bond Resolution that the Indenture was not a management contract. According to the court, Wells Fargo's reliance on Lake of the Torches' representations was "completely unreasonable." Id. at 1062.
Wells Fargo moved to alter or amend the judgment and for leave to file an amended complaint to assert claims under the other bond documents. The district court denied both motions. See Wells Fargo Bank, N.A. v. Lake of the Torches Econ. Dev. Corp., No. 09-CV-768, 2010 WL 1687877 (W.D.Wis. Apr. 23, 2010). First, the district court rejected Wells Fargo's claim that the court should not have dismissed the case without the submission of a motion to do so from Lake of the Torches and should not have relied on evidence outside the complaint—specifically, an affidavit from Dean Kevin Washburn, an expert witness retained by Lake of the Torches.
Second, the district court refused to sever the terms in the Indenture that provided for management of the Casino; it took the view that "the management provisions cannot be severed without defeating the primary purpose of the bargain." Id. at *3.
Finally, the court determined that any amendment to the complaint would be futile. Even if Wells Fargo filed a new complaint amended to include claims under the Bond Documents (including the bonds
In this appeal, Wells Fargo submits that the Indenture is not a management contract and that, even if it is, the offending provisions should be severed from the remainder of the Indenture. Moreover, Wells Fargo challenges the procedure under which the district court dismissed its suit and asserts that amendment to state other claims for legal and equitable relief would not have been futile because the remaining Bond Documents were not void for failure to procure the Chairman's approval.
We review a dismissal for lack of subject matter jurisdiction de novo. Estrada v. Holder, 604 F.3d 402, 408 (7th Cir.2010); Ho-Chunk Nation, 512 F.3d at 929. The district court's denial of Wells Fargo's motions to vacate the judgment and for leave to file an amended complaint is reviewed for an abuse of discretion. Sound of Music Co. v. Minnesota Mining & Mfg. Co., 477 F.3d 910, 922 (7th Cir.2007).
Before assessing Wells Fargo's submissions, we must determine whether the district court properly possessed jurisdiction over Wells Fargo's suit for breach of the Indenture. The district court's jurisdiction rested on the statute giving it jurisdiction over suits in which the amount in controversy exceeds $75,000 and in which the parties are of diverse citizenship. See 28 U.S.C. § 1332. In its complaint, Wells Fargo stated that its principal place of business is in South Dakota, that Lake of the Torches is a citizen of Wisconsin and that the amount in controversy exceeded $75,000.
One of these assertions requires close scrutiny. Specifically, we must determine whether Lake of the Torches, a tribal corporation, ought to be considered a citizen of a state under the diversity statute. Although neither the Supreme Court nor this court has addressed the issue previously, most courts agree that Indian tribes are not citizens of any state for purposes of the diversity statute and therefore may not sue or be sued in federal court under § 1332. See Miccosukee Tribe of Indians of Florida v. Kraus-Anderson Constr. Co., 607 F.3d 1268, 1276 (11th Cir.2010), cert. denied, ___ U.S. ___, 131 S.Ct. 3022, 180 L.Ed.2d 844 (2011).
Our colleagues in the Eighth Circuit have held that an unincorporated school board operated by an Indian tribe and "considered a part of the Indian tribe" is not a citizen of a state. Auto-Owners Ins. Co. v. Tribal Court of the Spirit Lake Indian Reservation, 495 F.3d 1017, 1021 (8th Cir.2007). However, on the precise point now before us, both the Ninth and Tenth Circuits have held that "an entity incorporated under tribal law is the equivalent of a corporation created under state or federal law for diversity purposes" and therefore "should be analyzed for diversity jurisdiction purposes as if it were a state or federal corporation." Cook v. AVI Casino Enters., Inc., 548 F.3d 718, 723 (9th Cir.2008) (internal quotation marks omitted); see also Gaines v. Ski Apache, 8 F.3d 726, 729 (10th Cir.1993) (explaining that a "tribe may ... charter a corporation pursuant to its own tribal laws, and such a corporation will be considered a citizen of a state for purposes of diversity jurisdiction"); Stock West, Inc. v. Confederated Tribes of the Colville Reservation, 873 F.2d 1221, 1226 (9th Cir.1989). Relatedly, in holding that a tribal housing agency was a stateless entity under the diversity statute, the First Circuit indicated that the result would have been different had the housing authority been a corporation: "We see no reason why the Authority (an arm of the Tribe, not separately incorporated) should be treated any differently for jurisdictional purposes." Ninigret Dev. Corp. v. Narragansett Indian Wetuomuck Hous. Auth., 207 F.3d 21, 27 (1st Cir.2000) (emphasis added); cf. Miccosukee Tribe of Indians of Florida, 607 F.3d at 1276 (stating that the "majority view ... is that unincorporated Indian tribes cannot sue or be sued in diversity" (emphasis added) (quotation marks omitted)).
We have hewn to the mechanical application of a clear rule "treat[ing] any corporation as a corporation for diversity purposes" and have noted that the diversity statute itself does not distinguish between types of corporations or limit its reach to businesses incorporated under state law. Hoagland v. Sandberg, Phoenix & von Gontard, P.C., 385 F.3d 737, 739, 741 (7th Cir.2004); see also Empress Casino Joliet Corp. v. Balmoral Racing Club, Inc., No. 09-3975, 651 F.3d 722, 726, 2011 WL 2652201, at *3 (7th Cir. July 8, 2011) (en banc) (reaffirming a preference for "administrative simplicity" in jurisdictional rules (quotation marks omitted)). Indeed, municipal corporations chartered by states are "treated just like ... regular business corporation[s]" under § 1332. City of Clinton v. Moffitt, 812 F.2d 341, 342 (7th Cir.1987) (citing Moor v. Cnty. of Alameda, 411 U.S. 693, 717-18, 93 S.Ct. 1785, 36 L.Ed.2d 596 (1973), and Illinois v. City of Milwaukee, 406 U.S. 91, 97, 92 S.Ct. 1385, 31 L.Ed.2d 712 (1972)). Moreover, we do not discern any significant reason that corporations organized under tribal law and participating in economic transactions with individuals and businesses from a variety of states merit different jurisdictional treatment than their counterparts organized under state law. Thus, we join our colleagues in the Ninth and Tenth Circuits and hold that a corporation chartered under Native American tribal law should be treated as a citizen of a state pursuant to § 1332(c). Cf. Hoagland, 385 F.3d at 740 (citing with approval cases treating tribal corporations as state citizens for diversity purposes). We understand the Eighth Circuit's decision to apply only to unincorporated tribal agencies. Cf. Auto-Owners Ins. Co., 495 F.3d at 1021 (quoting Dillon v. Yankton Sioux Tribe Hous. Auth., 144 F.3d 581,
The primary issue presented by this appeal is whether the Indenture, which governs the terms of a bond offering, is a management contract for the operation of a gaming facility within the meaning of the Act. Wells Fargo asserts that because the Indenture is essentially a loan document containing "typical provisions used by lenders to ensure they can be paid from, and have recourse to, revenue streams and collateral sufficient to repay their loan," it is not a contract for the management or operation of the Casino and therefore lies outside the scope of the Act's regulation of management contracts. Appellant's Br. 24.
Resolution of this issue is, fundamentally, a question of statutory interpretation. Therefore, we must begin with the language of the Act. Sections 2710 and 2711, respectively, permit Indian tribes to "enter into a management contract for the operation of a Class III gaming activity" or to "enter into a management contract for the operation and management of a class II gaming activity," only if the contract has been submitted to and approved by the Chairman of the Commission. 25 U.S.C. §§ 2710(d)(9), 2711(a)(1).
Notably, the Act does not define "management contract." In determining its meaning, however, we cannot limit ourselves to the isolated words of the statutory text. Statutory language "must always be read in its proper context," McCarthy v. Bronson, 500 U.S. 136, 139, 111 S.Ct. 1737, 114 L.Ed.2d 194 (1991), because "[t]he meaning—or ambiguity—of certain words or phrases may only become evident when placed in context," Food & Drug Admin. v. Brown & Williamson Tobacco Corp., 529 U.S. 120, 132, 120 S.Ct. 1291, 146 L.Ed.2d 121 (2000). Accordingly, we must examine the "language and design of the statute as a whole." United States v. Berkos, 543 F.3d 392, 396 (7th Cir.2008); see also Foufas v. Dru, 319 F.3d 284, 287 (7th Cir.2003) ("To read language acontextually is an almost certain route to error.").
In undertaking such a contextual study of the Act's provisions, we begin by recalling Congress's statement of legislative purpose. As we noted in our prefatory description of the Act, Congress enacted this legislation to provide a comprehensive regulatory framework for gaming operations by Indian tribes that would promote tribal economic self-sufficiency and strong tribal governments while shielding them from organized crime and other corrupting influences. Congress explicitly expressed a concern that Indian tribes be the primary beneficiaries of fair and honest gaming operations. See 25 U.S.C. § 2702(1)(2). When we turn to the specific provisions governing the content of management contracts, we find that Congress attempted to implement these legislative goals by conditioning, through § 2711(b), the Chairman's approval of a management contract on the inclusion in the contract of several provisions designed to protect the interests of the Indian tribe. For example, the contract must provide "for adequate accounting procedures" and "verifiable financial reports ... prepared, by or for the tribal governing body." 25 U.S.C. § 2711(b)(1). The contract also must allow tribal officials to have "access to the daily operations [and] ... to verify the daily gross revenues and income" of the gaming facility. Id. § 2711(b)(2). In addition, the contract must provide "for a minimum
The IGRA also governs the fee that the outside party may receive for its services under the contract. The Chairman may approve management contracts "providing for a fee based upon a percentage of the net revenues of a tribal gaming activity" only if the Chairman believes the percentage is "reasonable in light of surrounding circumstances" and usually only if the percentage is not more than 30%. Id. § 2711(c)(1). If, however, "the capital investment required" by the contractor and the projected return require a larger fee, the Chairman may approve a fee between 30% and 40% of net revenues. Id. § 2711(c)(2).
These statutory provisions do not offer a precise answer to the question before us— whether Congress intended to include contracts with third parties whose primary, or only, role is to infuse capital into a gambling operation and whose primary interest in participation in management matters is the protection of its investment. Some of the statutory provisions are crafted seemingly to include a very broad range of business arrangements, including the one before us. Other provisions appear aimed at more traditional management relationships in which the third party operates, for a fee, the day-to-day staffing and supervision of the games, other offerings and security at the gaming facility. An examination of the statutory provisions simply yields no definitive answer with respect to the breadth of the term "management contract." It does, however, make clear that Congress wrote in broad strokes in crafting this legislation. There is no solid indication, in either the language or the structure of the statute, that Congress intended to limit its regulation of third-party contractual participation in Indian enterprises to a particular kind of activity.
When we turn to the pronouncements of the NIGC, we find the same broad approach to regulation. The Commission has defined the term "management contract" by regulation as "any contract, subcontract, or collateral agreement between an Indian tribe and a contractor or between a contractor and a subcontractor if such contract or agreement provides for the management of all or part of a gaming operation." 25 C.F.R. § 502.15 (emphasis added). Notably, this regulatory provision includes "collateral agreements," a term that the agency has interpreted to include land purchase agreements and development and construction agreements when those agreements "provide[] for the management of all or part of a gaming operation," id.
In an informal NIGC bulletin distinguishing between management contracts, which require approval, and consulting agreements, which do not, the Commission had taken a similarly broad approach in defining a management contract for the purposes of the Act:
NIGC Bulletin No. 94-5, at 1 (Oct. 14, 1994). This informal agency pronouncement, while not entitled to deference under the Supreme Court's decision in Chevron U.S.A. Inc. v. Natural Resources Defense Council, Inc., 467 U.S. 837, 104 S.Ct. 2778, 81 L.Ed.2d 694 (1984),
Another source of informal agency pronouncement, informal declination letters from NIGC's Acting General Counsel, speak more directly to the precise problem before us. We approach this source with significant caution, however. The declination process, by which entities may seek the view of the General Counsel as to whether a particular contract is a management contract requiring the review of the Chairman, is neither contemplated by the statute nor authorized by regulation. Nor do we discern any indication that the views of the General Counsel are scrutinized formally by the Chairman or by the NIGC. Nevertheless, because they embody the considered view of an officer whose responsibilities include the application of the statute and the regulations, the letters cannot be excluded entirely from our consideration.
The absence of such an exemption ought not be surprising in light of the manifest legislative purpose of the statutory provision. As we have noted, Congress, intent on fostering and protecting tribal ownership of gaming facilities and concerned that third parties would take advantage of tribal entrepreneurial efforts, wrote in broad strokes to encompass many possible sources of abuse. Congress was in no position to identify specifically the "red flags" that would indicate the need for scrutiny, and it therefore, understandably, left to the agency charged with the responsibility for administration of the statute the task of delineating in more concrete terms which arrangements deserved scrutiny before implementation.
Unfortunately, we must resign ourselves to the fact that we do not have the definitive guidance from the Commission that Congress had anticipated. In the absence of such careful and comprehensive regulation by NIGC, we are left with the task of determining whether the provisions of this particular financial arrangement require the Chairman's scrutiny. In these circumstances, we must rely on the general standards outlined in the Act, the sparse regulatory provisions and, to the extent that they are informative, the informal pronouncements of the NIGC in order to ascertain whether the agreement before us is within the sphere of regulation established by Congress.
Upon examination of the Indenture Agreement, it becomes apparent that there are provisions that militate in favor of characterizing the document as a management contract and other provisions that support the contrary characterization. Supporting the latter characterization, it is notable that the Indenture does not transfer explicitly to Wells Fargo or to Saybrook, the bondholder, wholesale responsibility over the daily operations or maintenance of the Casino, let alone compensate them for doing so. Further, it makes no explicit provision for the transfer of responsibility over the Casino's employment, accounting or financial procedures. In fact, the Indenture requires Lake of the Torches to "continue to ... operate ... [,] maintain, repair and preserve the Casino Facility," to ensure that the operation of the Casino complies with legal requirements and to pay operating expenses and taxes. R.6-1 at 41. The Indenture also contemplates that Lake of the Torches will maintain control over Casino licenses, permits, financial records,
On the other hand, there are provisions that are far more problematic. As we have noted, section 5 of the Indenture requires that gross revenues from the Casino be deposited daily in a trust fund, sets numerous conditions on the allocation and disposition of the revenues and gives Wells Fargo ultimate control over withdrawals. We need not determine here the appropriateness of such an arrangement other than to note that, without some limitation on Wells Fargo's discretion to allocate or condition the release of the Casino's gross revenues even to pay operating expenses, this provision bestows a great deal of authority in an entity other than the Tribe to control the Casino's operations. Furthermore, as the district court noted, section 6.18 of the Indenture provides that the Corporation cannot incur capital expenditures in excess of 25% of the previous year's capital expenditures without the consent, which may not be "unreasonably withheld," of 51% of the bondholders. Id. at 43. This provision allows the bondholders to control the amount that the Corporation can spend on capital expenditures related to the Casino, a major prerogative in determining the present and future direction of any corporate entity. Indeed, the NIGC has enumerated "[m]aintaining and improving the gaming facility" as the very first responsibility that must be allocated in any management contract. See 25 C.F.R. § 531.1(b)(1).
In addition, section 6.19 of the Indenture specifies that, if the debt-service-coverage ratio "falls below 2.00 to 1," the bondholders can require the Corporation to "promptly retain an Independent management consultant with sufficient experience in and knowledge of the gaming industry approved by the Bondholder Representative" to conduct a review of Casino operations and to submit a report making "recommendations as to improving the operations and cash flow of the Casino." R.6-1 at 43. This provision requires, furthermore, that the Corporation "use its best efforts to implement the recommendations" of the consultant within 90 days. Id. We agree with our colleague in the district court that this provision implicates the apportionment of management responsibilities for the Corporation. It permits the consultant, who must be approved by a representative of the bondholders, effectively to direct the operations of the Casino and thereby transfers management responsibility over the gaming operation into the hands of a party other than the tribe. Cf. United States ex rel. Bernard, 293 F.3d at 425 ("The issue is whether Casino Magic, in fact, had managerial control." (emphasis added)).
The Indenture further provides that the Corporation will not remove or permit the replacement of the Casino's general manager, controller or chairman or executive director of the gaming commission for any reason without the consent of 51% of the bondholders. R.6-1 at 44. This requirement applies to removal for any reason, thus potentially tying the hands of the Tribe to replace key officers even when sound management or even regulatory compliance concerns require their removal. This provision gives the bondholders truly
The provisions that we have discussed to this point affect the day-to-day management of the Corporation when it is meeting its debt obligations. The Indenture permits, however, even greater control by the bondholders in the case of default. Specifically, the bondholders can require the Corporation to hire new management of its choosing. Id. at 49. As the district court held, this provision places very significant management authority in the hands of the bondholders.
We reiterate that we do not attempt here to delineate precise guidelines for parties to loan agreements involving an Indian gaming operation, a task better left to the Commission. Nevertheless, we are firmly convinced that, taken together, the provisions discussed above transfer significant management responsibility to Wells Fargo and the bondholder and therefore render the Indenture a management agreement subject to the approval of the Chairman.
The district court took the view that, because the contract was a management contract under IGRA and had not been approved by the Chairman, it was void ab initio and that the offending provisions could not be severed. Wells Fargo, however, invites our attention to Olson v. Paine, Webber, Jackson & Curtis, Inc., 806 F.2d 731 (7th Cir.1986), in which we reformed an arbitration provision in an investment agreement in order to avoid its invalidation for violating Commodity Futures Trading Commission regulations despite a provision in the regulations providing that nonconforming agreements "will be null and void." Id. at 743 (quoting 41 Fed.Reg. 42944 (1976)). Wells Fargo also points to the Indenture's own severability clause, which provides that any illegal terms in the Indenture should be read out in order to preserve the remainder of the agreement. According to Wells Fargo, reformation of the Indenture would conform with both Olson and the intent of the parties as expressed in the severability clause.
We cannot accept this argument. As Wells Fargo readily admits, see Appellant's Br. 34, IGRA regulations provide explicitly that management contracts that have not been approved by the Chairman are void. 25 C.F.R. § 533.7.
We also have examined carefully Wells Fargo's submission that the district court should have allowed it leave to file an amended complaint to assert that the other documents in the case, most especially the bonds and the Bond Resolution of the Corporation, constitute independent waivers of the Corporation's sovereign immunity that are not dependent on the validity of the Indenture. In the view of Wells Fargo, even if it cannot assert a claim for breach of the Indenture, it can still seek other legal and equitable relief in connection with the bond transaction from Lake of the Torches on behalf of itself and the bondholder.
A plaintiff may amend a complaint after entry of a final judgment "only with leave of court after a motion under Rule 59(e) or 60(b) had been made and the judgment has been set aside or vacated." Figgie Int'l, Inc. v. Miller, 966 F.2d 1178, 1179 (7th Cir.1992). In this case, however, the district court sua sponte dismissed the case for lack of subject matter jurisdiction with prejudice and entered final judgment before Lake of the Torches had filed a responsive pleading and without any notice to Wells Fargo that the court was contemplating such a course. As such, the district court should have granted relief from the judgment and permitted Wells Fargo leave to amend unless it found undue delay, bad faith or dilatory motive, or if amending the complaint would have been futile because the amended complaint would not survive dismissal. See Chaudhry v. Nucor Steel-Indiana, 546 F.3d 832, 838-39 (7th Cir.2008); Foster v. DeLuca, 545 F.3d 582, 584-85 (7th Cir.2008); Frey v. Envtl. Prot. Agency, 270 F.3d 1129, 1131-32 (7th Cir.2001).
The district court concluded that any amendment would be futile and therefore refused to grant relief from the judgment.
We do not believe that this analysis can support the district court's decision. As our colleagues in the Second Circuit have held, a document collateral to a management contract "is subject to agency approval... only if it `provides for the management of all or part of a gaming operation.'" Catskill Dev., 547 F.3d at 130 (quoting 25 C.F.R. § 502.15).
The district court also believed that the waivers of sovereign immunity in the collateral documents are void because the documents are interdependent and support but one basic transaction, of which the Indenture was a crucial part. We believe that the district court's reliance on this ground was premature. It is not immediately apparent that the waivers contained in the documents attached to the proffered amended complaint, when read separately or together, ought to be construed as dependent on the validity of the waiver in the Indenture and that they do not make clear the Corporation's intent to render itself amenable to suit for legal and equitable claims in connection with the bond transaction, see C & L Enters., Inc. v. Citizen Band Potawatomi Indian Tribe of Oklahoma, 532 U.S. 411, 121 S.Ct. 1589, 149 L.Ed.2d 623 (2001); Sokaogon Gaming Enter. Corp. v. Tushie-Montgomery Assocs., Inc., 86 F.3d 656 (7th Cir.1996). These issues are not susceptible to resolution on the face of the amended complaint, and Wells Fargo's opportunity to file a reply brief was not an adequate opportunity for the thorough litigation required to resolve them.
Another, and more fundamental, issue went unanswered by the district court in its consideration of the motion to file the amended complaint. Once the Indenture is voided, the standing of Wells Fargo to seek the return of the funds to the bondholder is not self-evident. Lake of the Torches contested Wells Fargo's standing in its briefing before the district court, and Wells Fargo responded that the failure of an express trust results in a constructive trust in favor of the beneficiary that preserves the trustee's standing to litigate on behalf of the beneficiary. However, the issue was not explored fully by either party, and it deserves more comprehensive consideration on remand.
We conclude that the Indenture constitutes a management contract under IGRA and that, as a condition of its validity, it should have been submitted to the Chairman of the NIGC for approval prior to its implementation. The parties' failure to secure such approval renders the Indenture void in its entirety and thus invalidates the Corporation's waiver of sovereign immunity. The district court therefore correctly determined that it was without jurisdiction with respect to Wells Fargo's motion for the appointment of a receiver.
We further conclude that the district court should have permitted Wells Fargo leave to file an amended complaint to the extent that it presented claims for legal and equitable relief in connection with the bond transaction on its own behalf and on behalf of the bondholder. Upon the filing of such a complaint, the district court should address the issue of whether, now that the Indenture has been determined to be void, Wells Fargo has standing to litigate claims on behalf of the bondholder. The court also must determine whether the collateral documents, when read separately or together, waive the sovereign immunity of the Corporation with respect to any such claims. If such a waiver is found, the court may proceed to determine the merits of those claims.
Accordingly, the judgment of the district court is affirmed in part and reversed and remanded in part. The parties shall pay their own costs in this appeal.
Wisconsin Winnebago Bus. Comm. v. Koberstein, 762 F.2d 613, 615 (7th Cir.1985) (quoting 25 U.S.C. § 81) (emphasis added). In 2000, Congress amended § 81. See Pub.L. No. 106-179, § 2. It now reads: "No agreement or contract with an Indian tribe that encumbers Indian lands for a period of 7 or more years shall be valid unless that agreement or contract bears the approval of the Secretary of the Interior or a designee of the Secretary." 25 U.S.C. § 81(b).
R.29-1 at 2-3.
25 C.F.R. § 502.19. The Commission defines "person having management responsibility for a management contract" as "the person designated by the management contract as having management responsibility for the gaming operation, or a portion thereof." Id. § 502.18.