UNITED STATES COURT OF APPEALS June 7, 2022

Christopher M. Wolpert FOR THE TENTH CIRCUIT Clerk of Court _________________________________

In re: BEAR CREEK TRAIL, LLC,

Debtor.

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BEAR CREEK TRAIL, LLC, No. 21-8056

Appellant,

v.

BOKF, N.A., f/k/a Bank of Texas; THOMAS MCCLINTOCK,

Appellees. _________________________________

Appeal from the United States District Court for the District of Wyoming (D.C. No. 0:21-CV-00079-SWS) _________________________________

Richard D. Gaines, Law Offices of Richard D. Gaines, Greentown, Pennsylvania (Ken McCartney, The Law Offices of Ken McCartney, P.C., Cheyenne, Wyoming on the briefs) for Debtor – Appellant.

Jennifer Salisbury, Markus Williams Young & Hunsicker, LLC, Denver, Colorado, for Appellees. _________________________________

Before HOLMES, MATHESON, and ROSSMAN, Circuit Judges. _________________________________

MATHESON, Circuit Judge. _________________________________ Appellate Case: 21-8056 Document: 010110693653 Date Filed: 06/07/2022 Page: 2

Bear Creek Trail, LLC, (“the Debtor” or “Bear Creek”) filed for Chapter 11

reorganization. The bankruptcy court granted a motion to convert the proceeding to a

Chapter 7 liquidation and appointed a trustee. Bear Creek’s attorney in the

bankruptcy proceedings asked the district court to review the bankruptcy court’s

conversion order. The district court dismissed, holding that only the trustee could

seek review. Exercising jurisdiction under 28 U.S.C. § 1291, we affirm.

I. BACKGROUND

A. Texas State Court Case

Marvin Keith failed to repay a mortgage loan from BOKF, N.A. d/b/a Bank of

Texas (“the Bank”). In 2009, the Bank obtained a Texas state court judgment against

Mr. Keith for about $1.3 million.

Several years later, Mr. Keith formed Pine Tree Capital, LLC (“Pine Tree”);

Elk Mountain, Inc.;1 Bear Creek Trail, LLC; and Bear Trail, LLC (“Bear Trail”). Mr.

Keith controls all four entities.2 The Debtor owns a Range Rover and a yacht.

The Texas state court appointed a receiver, Thomas McClintock, to take

possession of and sell all of Mr. Keith’s leviable assets. The court later ordered

Mr. Keith to turn over to Receiver McClintock his interests in Pine Tree, Bear Trail,

1 Elk Mountain purports to be an appellant here, but as explained below, it is not. 2 Mr. Keith owns Pine Tree, which owns Elk Mountain, which owns Bear Creek, the Debtor. Mr. Keith is also the President of Elk Mountain and CEO of Bear Trail, which is the manager of the Debtor. App., Vol. III at 204; App., Vol. IV at 19-20. As noted above, Bear Trail and Bear Creek are different entities.

2 Appellate Case: 21-8056 Document: 010110693653 Date Filed: 06/07/2022 Page: 3

and the Debtor; all accounts in the name of these entities and their affiliates; and the

Range Rover and yacht. The turnover order granted the receiver authority to take

exclusive control of and to exercise all of Mr. Keith’s powers and rights over the

foregoing turnover assets.3

B. Bankruptcy Case

The Debtor filed a Chapter 11 voluntary bankruptcy petition. Receiver

McClintock moved on behalf of Elk Mountain to convert the bankruptcy case to

Chapter 7. The motion stated he could do so because the turnover order granted him

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