United States of America v. Edward L. Filer

In the
United States Court of Appeals
For the Seventh Circuit
____________________
No. 21-2948
U NITED S TATES OF A MERICA,
Plaintiff-Appellant,
v.
EDWARD L. F ILER ,
Defendant-Appellee.
____________________
Appeal from the United States District Court for the
Northern District of Illinois, Eastern Division.
No. 1:19-cr-00565-1 — Harry D. Leinenweber, Judge.
____________________
A RGUED S EPTEMBER 20, 2022 — DECIDED D ECEMBER 20, 2022
____________________
Before EASTERBROOK, HAMILTON , and BRENNAN , Circuit
Judges.
HAMILTON , Circuit Judge. Defendant-appellee Edward
Filer, an attorney, was charged with two counts of wire fraud
under 18 U.S.C. § 1343 alleging a scheme to defraud creditors
of his client, Barsanti Woodwork, a Chicago business that was
in financial trouble. After a jury convicted Filer, the district
court granted his motions for a judgment of acquittal and, in
the alternative, a new trial. On appeal, the government seeks

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2 No. 21-2948
reversal of the judgment of acquittal, arguing that the evi-
dence was sufficient to support the jury’s verdicts. As ex-
plained below, we agree with the government. We reverse the
judgment of acquittal and remand the case for a new trial.
I. Standard of Review
We review a judgment of acquittal de novo. United States v.
Presbitero, 569 F.3d 691, 704 (7th Cir. 2009). A judgment of ac-
quittal must be granted when the “evidence is insufficient to
sustain a conviction.” United States v. Jones, 713 F.3d 336, 339‒
40 (7th Cir. 2013), quoting Fed. R. Crim. P. 29(a) & (c). When
applying Rule 29, we ask whether, viewing the evidence in
the light most favorable to the prosecution, “any rational trier
of fact could have found the essential elements of the crime
beyond a reasonable doubt.” Id. at 340, quoting Jackson v. Vir-
ginia, 443 U.S. 307, 319 (1979). We have sometimes said that
this is a high, “nearly insurmountable hurdle.” United States v.
Armbruster, 48 F.4th 527, 531 (7th Cir. 2022), quoting United
States v. Johnson, 874 F.3d 990, 998 (7th Cir. 2017). But we have
also observed that “the height of the hurdle depends directly
on the strength of the government’s evidence.” United States v.
Moreno, 922 F.3d 787, 793 (7th Cir. 2019), quoting United
States v. Garcia, 919 F.3d 489, 496‒97 (7th Cir. 2019). We turn
to that evidence next.
II. The Government’s Theory and the Trial Evidence
At trial, the government argued that the scheme to defraud
Barsanti Woodwork’s creditors occurred in two steps. First,
Filer helped the owner of Barsanti Woodwork, Paul Kelly, ob-
tain effective control of Harris Bank’s senior lien against his
company’s assets through the use of a nominee purchaser.
Second, Filer, Kelly, and others then used that lien to obtain a

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No. 21-2948 3
state court judgment that allowed them to transfer Barsanti
Woodwork’s assets—but not its liabilities—to a new com-
pany effectively but secretly controlled by Kelly before put-
ting Barsanti Woodwork into bankruptcy.
A. The Purchase of Barsanti Woodwork’s Debt from Harris
Bank
In the first step of the scheme, Filer helped Kelly gain con-
trol of the senior lien against Barsanti Woodwork. In February
2013, Barsanti Woodwork was delinquent on $1.1 million of
senior secured debt it owed to BMO Harris Bank. The debt
was secured by all of Barsanti Woodwork’s assets. Hoping to
avoid liquidation and save his company, Kelly hired Filer and
Robert Gereg, a financing consultant. After Kelly’s initial at-
tempts to negotiate directly with Harris Bank failed, Filer in-
troduced Gereg to the bank as a person interested in purchas-
ing Barsanti Woodwork’s debt. At trial, Filer acknowledged
that he knew Harris Bank would not deal with Kelly directly
because banks typically have policies forbidding negotiating
discounts with their debtors. Consequently, Filer testified, the
plan was to have Gereg be the “face” or the “front man” in
negotiations with Harris Bank.
Harris Bank agreed to sell the loans to Gereg. Filer then
created a new company, BWC Holdings, to purchase the
loans. Harris Bank’s counsel testified at trial that he believed,
based on Gereg’s representations, that Gereg owned BWC
Holdings. In fact, however, Kelly was its sole owner. Before
finalizing the planned sale of the loans to BWC Holdings,
Harris Bank requested proof that Gereg had the authority to
sign on behalf of BWC Holdings. Filer, knowing that the re-
quested documents would reveal Kelly’s ownership and con-
trol of BWC Holdings, instead created another new entity,

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4 No. 21-2948
BWC Capital, to purchase the loans in place of BWC Hold-
ings.
After concluding that there was “no way” to complete the
deal with Harris Bank if it knew that Kelly owned BWC Cap-
ital, Filer and Kelly reluctantly made Gereg the sole owner of
BWC Capital. But Kelly worried that Gereg might “go rogue”
and foreclose on the loans, just as Harris Bank had threatened
to do. Filer, too, testified that he “didn’t trust” Gereg, so he
developed a plan to “protect” Kelly. On April 5, 2013, one day
after BWC Capital was formed, Filer directed Gereg to assign
his interest in BWC Capital to Kelly via the “K Family Trust.”
At trial, Filer testified that the assignment agreements were
created to remind Gereg of his “long-term plan agreement”
with Kelly. (Complicating the story a bit, Filer never actually
created the K Family Trust, so the assignment documents
were legally ineffective. But Filer never disclosed that fact to
Gereg.)
BWC Capital eventually purchased the loans from Harris
Bank for about fifty cents on the dollar. The purchase price of
$575,000 was paid primarily with Barsanti Woodwork’s ac-
counts receivable. Kelly contributed about $2,000 via a per-
sonal check.
B. The State Court Judgment and Transfer of Barsanti Wood-
work’s Assets
During this time, Barsanti Woodwork also owed roughly
$370,000 in delinquent benefit payments to the Carpenters’
Union Trust Fund (“the Union Fund”). The Union Fund had
filed suit to collect on its unsecured debt. The government’s
theory at trial was that, in the second step of the scheme, Filer,
Kelly, and Gereg used BWC Capital’s senior lien to obtain a

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No. 21-2948 5
state court judgment against Barsanti Woodwork that al-
lowed them to transfer Barsanti Woodwork’s assets beyond
the reach of the Union Fund.
After BWC Capital purchased the loans from Harris Bank,
Filer discovered that the governing loan documents did not
contain confession-of-judgment clauses, which Filer had
hoped to find. A colleague at Filer’s law firm explained at trial
that a confession-of-judgment clause would have allowed
BWC Capital to walk into court and quickly obtain a judg-
ment against Barsanti Woodwork without filing a “regular
lawsuit.” Around May 29, 2013, Filer instructed his colleague
to draft Change in Terms Agreements that provided BWC
Capital with confession-of-judgment clauses in return for ex-
tending maturity of the loans to May 20, 2013, a date that had
already passed. At Filer’s direction, the documents were also
falsely backdated to April 5, 2013.
Filer then directed his colleague to draft a complaint for
BWC Capital to file against Barsanti Woodwork in state court.
In the draft complaint, alleging that Barsanti Woodwork had
defaulted on its debt, BWC Capital invoked the new
confession-of-judgment clauses and sought to collect the
entire amount owed on the loans now held by BWC Capital.
The complaint alleged incorrectly that Barsanti Woodwork
owed $1.58 million to BWC Capital when in fact the
outstanding amount was just one third of that, about $517,600.
At trial, Filer’s colleague who prepared the complaint testified
that he calculated the debt using figures provided by Filer as
well as instructions from Filer as to how interest should be
calculated.
Filer’s colleague then sent the complaint to an attorney
from another law firm whom Filer had recruited to represent

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6 No. 21-2948
BWC Capital. That attorney filed the complaint against
Barsanti Woodwork in an Illinois trial court on June 18, 2013.
Just two weeks later, on July 3, 2013, BWC Capital obtained a
judgment for $1.58 million against Barsanti Woodwork. Filer
then obtained a court order transferring the assets of Barsanti
Woodwork to BWC Capital in partial satisfaction of the judg-
ment.
BWC Capital, in turn, then transferred the assets to
Barsanti Millwork, another new entity created by Filer to
carry on Barsanti Woodwork’s business after the Illinois Sec-
retary of State dissolved Barsanti Woodwork due to unpaid
taxes. Filer initially tried to make BWC Holdings, which Kelly
owned, the owner of Barsanti Millwork. That plan was aban-
doned when Filer realized it would require using Kelly’s so-
cial security number, which might “open [Kelly] up to the un-
ion and other creditors if it’s unraveled and believed that
[Kelly is] ultimately behind Barsanti Millwork.” Filer there-
fore made Gereg the nominal owner of Barsanti Millwork. In
public filings with the Indiana Secretary of State, Filer also
named his own elderly father-in-law, who had no involve-
ment in the company, as its supposed manager. Again, be-
cause of Kelly’s and Filer’s concerns that Gereg might “go
rogue,” Filer instructed Gereg to assign his interest in Barsanti
Millwork to the non-existent K Family Trust. At trial, Kelly
testified that the transfer of Barsanti Woodwork’s assets was
merely a “paper” transfer and that the assets continued to be
used to carry on Barsanti Woodwork’s business through
Barsanti Millwork.
The government presented evidence showing that, by
May 2013, Filer’s plan was to strip Barsanti Woodwork of as-
sets and then to put the company into bankruptcy. In August

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No. 21-2948 7
2013, Barsanti Woodwork in fact filed for bankruptcy. At trial,
Filer’s colleague testified that Filer directed him to withhold
documents from the bankruptcy trustee. Specifically, Filer in-
structed his colleague not to produce the assignment docu-
ments and related correspondence. Disclosure of these docu-
ments, in which Gereg assigned his interests in BWC Capital
and Barsanti Millwork to the K Family Trust, would have re-
vealed to the trustee and other unsecured creditors that Kelly
had effective control over both BWC Capital and Barsanti
Millwork.
III. Analysis
The wire fraud statute “prohibits schemes to defraud or to
obtain money or property by means of ‘false or fraudulent
pretenses, representations, or promises’” if interstate wires
are used to execute the scheme. United States v. Weimert, 819
F.3d 351, 355 (7th Cir. 2016), quoting 18 U.S.C. § 1343. To con-
vict Filer of wire fraud, the government needed to prove be-
yond a reasonable doubt that (1) Filer participated in a scheme
to defraud, (2) Filer had the intent to defraud, and (3) inter-
state wires were used in furtherance of the scheme. United
States v. Domnenko, 763 F.3d 768, 772 (7th Cir. 2014). Viewing
the evidence in the light most favorable to the prosecution, we
conclude that the government presented sufficient evidence
at trial from which a rational jury could find those essential
elements of the crime beyond a reasonable doubt. Jones, 713
F.3d at 340, citing Jackson, 443 U.S. at 319. We address each
element in turn.
A. Participation in a Scheme to Defraud
Under the mail and wire fraud statutes, to “defraud”
means to wrong another “in his property rights by dishonest

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8 No. 21-2948
methods or schemes,” and the term “usually signif[ies] the
deprivation of something of value by trick, deceit, chicane or
overreaching.” United States v. Stephens, 421 F.3d 503, 507 (7th
Cir. 2005), quoting McNally v. United States, 483 U.S. 350, 358
(1987). To prove a scheme to defraud, the government must
show that the defendant made or was responsible for a “ma-
terial false statement, misrepresentation, or promise, or con-
cealed a material fact.” Weimert, 819 F.3d at 355.
1. The Government’s Evidence of a Scheme
The government presented ample evidence that Filer par-
ticipated in a scheme to defraud and that the scheme involved
materially false statements or misrepresentations. To prove
that fraud was used in step one of the scheme, the government
presented a letter from Gereg to Filer that Filer forwarded to
Harris Bank. In the letter, Gereg said that he would like to as-
sist Barsanti Woodwork in restarting its operating business by
purchasing the Harris Bank debt at a discounted price in re-
turn for all collateral and security interests in Barsanti Wood-
work held by the bank.
A jury could reasonably conclude that this letter misrepre-
sented material facts. It presented Gereg as an outside “angel”
investor rather than as Kelly’s agent under Kelly’s control. If
the schemers had not concealed the true relationship between
Gereg and Kelly, Kelly could not have obtained control of the
senior lien. Harris Bank’s counsel testified at trial that the
bank had a policy that generally forbade it from negotiating
discounts with its own debtors. In the rare cases where the
bank accepts less than the amount due from a borrower, it re-
leases or extinguishes the remaining debt. It does not, as hap-
pened here, in effect transfer its lien to the defaulting bor-
rower himself.

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No. 21-2948 9
The government also presented evidence that Filer caused
material misrepresentations to be made to the state court in
the second step of the scheme. The Change in Terms
Agreements provided BWC Capital with the ability to obtain
a confession of judgment. Filer directed his colleague to create
the purported agreements around May 29, 2013 but to date
them falsely for April 5, 2013. Adding to the deception, the
agreements provided that the confession-of-judgment clauses
were granted in exchange for extending the maturity of the
loans to May 20, 2013, a date that had already passed. Taken
together, these statements falsely represented to the outside
world—and most directly to the state court—that BWC
Capital had provided consideration in exchange for the
confession-of-judgment clauses when it had in fact provided
nothing of value.
Carrying the deception further, Filer also directed his col-
league to prepare the complaint filed by BWC Capital against
Barsanti Woodwork. The complaint alleged falsely that
Barsanti Woodwork owed $1.58 million when the actual
amount was about $517,600. Filer’s colleague testified that he
had calculated the debt amount using figures provided by
Filer and that he followed Filer’s instructions for calculating
interest on the loans. After his colleague drafted the com-
plaint, Filer arranged for an outside attorney to file the lawsuit
on BWC Capital’s behalf. These arrangements seemed de-
signed to deceive the state court and unsecured creditors into
thinking that the lawsuit by BWC Capital against Barsanti
Woodwork was adversarial when in fact Kelly controlled

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10 No. 21-2948
both entities and Filer was orchestrating both sides of the law-
suit.1
More generally, through filings with the state court, Filer
perpetuated the pretense that Barsanti Woodwork was losing
all its assets to BWC Capital while concealing Kelly’s control
of BWC Capital. The government’s evidence could allow the
jury to conclude that both BWC Capital and Barsanti Mill-
work were effectively controlled by Kelly and that Gereg was
simply the nominee owner of both companies.
The government’s strongest evidence that Kelly controlled
BWC Capital and Barsanti Millwork was that both Kelly and
Gereg believed that Kelly controlled both companies through
the nonexistent K Family Trust. At Filer’s direction, Gereg
signed over his interests in both BWC Capital and Barsanti
Millwork to the K Family Trust. In compensation for his as-
signment of BWC Capital, Gereg was promised only a con-
sulting fee, and for Barsanti Millwork, he was promised
$10,000. The agreements were never executed; the entities re-
mained in Gereg’s name and under his control, at least nomi-
nally. But the agreements were signed by Gereg and, as far as
he knew, all that was required for the assignments’ execution
was that Kelly pay him his fee. For his part, Kelly also be-
lieved that if “Gereg went out of control,” Kelly could “coun-
tersign” the agreements and take control of BWC Capital and
Barsanti Millwork.
1 Wire fraud does not require that a false statement be made directly
to, let alone only to, the intended victim of the scheme. Weimert, 819 F.3d
at 355, citing United States v. Seidling, 737 F.3d 1155, 1160–61 (7th Cir. 2013);
see also United States v. Powell, 576 F.3d 482, 492 (7th Cir. 2009) (affirming
conviction based in part on deception of state court).

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No. 21-2948 11
As noted above, though, because Filer never created the
K Family Trust, the assignments were not legally effective.
Filer informed Kelly of this fact at some point, but neither
Filer nor Kelly ever told Gereg. Filer kept Gereg in the dark
because the assignment documents were created primarily to
gain leverage over Gereg, who Filer feared might go beyond
his nominee role. Indeed, Filer testified that the assignment
documents were created to provide some “protection” for
Kelly and to ensure that Gereg remembered his “long-term
plan agreement” with Kelly. But Kelly would have needed no
such protection if Gereg were the rightful owner of BWC Cap-
ital and Barsanti Millwork. Filer’s own testimony shows that
he considered Gereg merely a front.
The government presented additional evidence support-
ing a finding that Kelly effectively controlled BWC Capital
and Barsanti Millwork. Kelly testified that he, not Gereg, gave
approval for BWC Capital to file its lawsuit against Barsanti
Woodwork. Evidence at trial also indicated that Gereg in-
vested no money in Barsanti Woodwork. BWC Capital pur-
chased the debt from Harris Bank using Barsanti Woodwork’s
own accounts receivable, plus a small personal check from
Kelly.
Trial evidence also supported the government’s theory
that, notwithstanding the supposed transfer of Barsanti
Woodwork’s assets to BWC Capital and then to Barsanti Mill-
work, Kelly always retained effective control over those as-
sets. Filer, for example, asked Kelly to pay his legal fees from
a Barsanti Woodwork account after its assets supposedly had
been transferred to BWC Capital. As another example, part of
Barsanti Woodwork’s tax debt, for which Kelly remained per-
sonally liable, was paid using Barsanti Millwork’s post-

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12 No. 21-2948
transfer revenues even though Gereg supposedly owned
Barsanti Millwork. This evidence, viewed in the light most fa-
vorable to the government, was sufficient to support the jury’s
finding that Filer participated in a scheme to defraud and that
he made false statements or misrepresentations in the course
of the scheme.
2. The District Court’s Reasoning and Filer’s Arguments
In its order granting Filer a judgment of acquittal, the
district court found that the government failed to prove that
he engaged in a scheme to defraud. On step one of the
scheme, the court concluded that Harris Bank was not a
victim of fraud. In its view, Kelly’s involvement in the
purchase of Barsanti Woodwork’s debt would have been
apparent to Harris Bank, and by not explicitly disclosing
Kelly’s role, the schemers merely concealed their negotiating
position. With respect to the second step of the scheme, the
district court found that Barsanti Woodwork’s creditors were
not defrauded because BWC Capital held a valid lien against
Barsanti Woodwork’s assets. The government failed to prove
that the lien was legally invalid, and, in the court’s view,
because the lien was valid, “there was nothing illegal” about
amending the loan agreements to obtain confession-of-
judgment clauses or seeking a judgment in state court. The
district court acknowledged that some actions by the
schemers, such as transferring Barsanti Woodwork’s assets to
BWC Capital and then to Barsanti Millwork to evade Barsanti
Woodwork’s unsecured creditors, were “of questionable

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No. 21-2948 13
legality,” but it concluded that such acts were addressable
through civil penalties.2
Filer urges us to adopt the district court’s reasoning, and
he presents several additional arguments as to why his con-
duct did not amount to a criminal scheme to defraud. He ar-
gues (a) that Harris Bank was not defrauded because it knew
Kelly was involved in purchasing Barsanti Woodwork’s debt,
(b) that BWC Capital held a valid, enforceable lien and that
Gereg owned and controlled BWC Capital and Barsanti Mill-
work, (c) that fraud was impossible because Barsanti Wood-
work’s debt to Harris Bank exceeded its assets, and (d) that
any misrepresentations attributable to him were not material.
Filer’s arguments might persuade a jury, or they might not.
But none entitle him to judgment of acquittal as a matter of
law.
a. Was Harris Bank Defrauded?
The district court concluded that the Harris Bank transac-
tion was not fraudulent because, in its view, Filer merely con-
cealed a negotiating position when he failed to disclose the
true nature of Gereg’s relationship with Kelly. Citing this
court’s decision in Weimert, the district court reasoned that
such behavior cannot serve as the basis for a criminal fraud
conviction.
This argument reads too much into Weimert’s narrow
holding. In that case, the defendant arranged the sale of com-
mercial property owned by the bank that employed him as an
2 Harris Bank had been a secured creditor of Barsanti Woodwork. We
use phrases like “Barsanti Woodwork’s unsecured creditors” or “other
creditors” in this opinion to refer to the creditors affected in step two of
the scheme: the Union Fund and taxing authorities.

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14 No. 21-2948
officer. He falsely told both the bank and the buyer that the
other party demanded that Weimert himself buy a minority
interest in the property being sold. Weimert, 819 F.3d at 353‒
54. That is, Weimert in effect told each side that the other
would walk if he were not given a piece of the deal. Though
Weimert misled each party about the other’s negotiating po-
sition, what was crucial was that all material facts and terms
of the actual deal were disclosed. Id. at 354 (“There is no evi-
dence that Weimert misled anyone about any material facts or
about promises of future actions.”). Weimert applied the con-
trolling standard of materiality in Neder v. United States,
527 U.S. 1, 16 (1999), that a false statement is material if it has
a natural tendency to influence, or is capable of influencing,
the decision of the persons or decision-making body to whom
it was addressed. Acknowledging that sophisticated busi-
nesspeople are expected to hide their “true goals, values, pri-
orities, or reserve prices” from their negotiating partners,
however, we concluded in Weimert that such concealment was
not material and could not serve as the basis for criminal
fraud. Id. at 354, 358.
This case is different. Filer, Gereg, and Kelly did not con-
ceal from Harris Bank a mere negotiating position, such as
their reserve price. Rather, the bank was kept in the dark
about a key fact—that Gereg was acting as Kelly’s agent. The
government also presented sufficient evidence for the jury to
find that this information was material to Harris Bank, whose
policies forbade it from negotiating a discount with or trans-
ferring its lien to Kelly.
The district court also concluded that Harris Bank was not
defrauded because it knew or should have known that Kelly
was involved in the purchase of Barsanti Woodwork’s debt.

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No. 21-2948 15
Harris Bank was aware that BWC Capital was purchasing the
debt using Barsanti Woodwork’s receivables, and it knew that
Gereg was seeking to restart Barsanti Woodwork’s business,
which, the court reasoned, means it ought to have known
Kelly would be involved. Filer likewise argues that the record
does not support a finding that Harris Bank was “tricked”
into selling Barsanti Woodwork’s debt to BWC Capital.
This, however, is an argument for the jury. A rational jury
could have concluded that Harris Bank was deceived. Filer
presented Gereg as an “angel” investor who wanted to help
Barsanti Woodwork turn its business around. It is not surpris-
ing that Kelly would play a part in his business’s recovery,
and we fail to see how Kelly’s involvement in Barsanti Wood-
work’s business would alert Harris Bank to his—carefully
concealed—involvement in the purchase of his own debt.
We acknowledge that the use of Barsanti Woodwork’s re-
ceivables to purchase its debt lends support to Filer’s argu-
ment that Harris Bank knew or should have known Gereg
was merely a front. But we cannot conclude that the jury was
required to accept that argument, given other evidence show-
ing that Filer and the others worked hard to lead the bank to
believe that Gereg was a genuine third-party purchaser by
concealing Gereg’s relationship with Kelly. Harris Bank’s
counsel testified that he believed Gereg was a third-party pur-
chaser, and the bank’s final approval of the sale was subject to
confirmation that Gereg controlled the buyer and that Kelly
did not.
Further, when Harris Bank requested proof that Gereg
had authority to sign on behalf of BWC Holdings, Filer cre-
ated a new company to buy the debt rather than provide the
documentation. Filer knew that providing the requested

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16 No. 21-2948
proof would reveal that Kelly owned BWC Holdings, and he
testified that he knew there was “no way” to get the deal done
with Kelly as the owner. This evidence was sufficient to sup-
port Filer’s conviction.
In any case, the government did not argue at trial and does
not argue on appeal that Harris Bank was the only, or even
the primary, victim of Filer’s fraud. It also argued that
Barsanti Woodwork’s unsecured creditors were defrauded af-
ter Kelly obtained control of the lien. Thus, even if Harris
Bank had been aware of the relationship between Kelly and
Gereg and chose to look the other way, that would not entitle
Filer to a judgment of acquittal because the evidence also sup-
ported a finding that he engaged in a scheme to defraud
Barsanti Woodwork’s unsecured creditors.
b. Was the Lien Valid, and Did Gereg Control BWC
Capital and Barsanti Millwork?
The district court also held that Barsanti Woodwork’s un-
secured creditors were not defrauded in step two of the
scheme. The court reasoned that, because the government
failed to prove that Harris Bank’s lien was extinguished or
otherwise invalidated in the deal with BWC Capital, BWC
Capital held a valid, enforceable lien against all of Barsanti
Woodwork’s assets after it obtained the loans from Harris
Bank on May 2, 2013. The court concluded that there was
nothing illegal about BWC Capital then using state court pro-
cedures to enforce its valid lien.
Filer echoes the district court’s reasoning and contends
that Gereg, not Kelly, owned and controlled BWC Capital and
Barsanti Millwork. In response, the government insists that its
case does not turn on the actual validity of the lien. Its theory

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No. 21-2948 17
is that Gereg was a front for Kelly in a scheme to defraud
Barsanti Woodwork’s unsecured creditors (the Union Fund
and taxing authorities) by having BWC Capital—which Kelly
in fact controlled, regardless of the false paper trail used to
conceal that control—obtain a state court judgment against
Kelly’s original company for an inflated amount, seemingly
putting its remaining assets out of reach of those other credi-
tors.
The legal validity or invalidity of the lien does not control
this case, and the government presented sufficient evidence
that Kelly actually controlled BWC Capital and Barsanti Mill-
work. As an initial matter, we are not convinced that the lien
here was in fact valid. Filer’s strategy—to obtain a speedy
state court judgment using a confession of judgment obtained
through deception—effectively permitted BWC Capital to
evade legal challenges to its lien. But the technical legal valid-
ity of the lien does not matter in the end. The government did
not argue before the jury that the lien was invalid, and the
district court did not instruct the jury on the issue. Instead,
the government argued that Kelly always controlled the lien
as a matter of fact and that Filer used Gereg as a front in order
to mislead the outside world, and particularly Barsanti Wood-
work’s unsecured creditors, into believing that Barsanti
Woodwork had lost all of its assets when Kelly continued to
have effective control of those assets.
As discussed above, sufficient evidence showed that,
while Gereg might have owned BWC Capital and Barsanti
Millwork on paper, Kelly actually controlled both companies.
It was Kelly, not Gereg, who gave approval for BWC Capital
to file its lawsuit against Barsanti Woodwork. Kelly continued
to use Barsanti Woodwork’s and Barsanti Millwork’s assets to

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18 No. 21-2948
pay his legal expenses and personal tax debt, even after the
assets were supposedly transferred to Gereg. And Gereg,
whom Filer described to his colleague as the “front guy,” con-
tributed nothing to the purchase of Barsanti Woodwork’s
debt and believed that he had assigned his purported owner-
ship in BWC Capital and Barsanti Millwork over to Kelly
through the K Family Trust.
We reject Filer’s insistence that paper should trump real-
ity. Holding otherwise would turn the wire fraud statute on
its head, making deceit a defense to wire fraud rather than
grounds for conviction. The fraud here was somewhat elabo-
rate, but at its core it was little different from other frauds in
which schemers misrepresent reality on paper. See, e.g.,
United States v. Sheneman, 682 F.3d 623, 627, 629 (7th Cir. 2012)
(sufficient evidence to establish wire fraud where defendant
in mortgage fraud scheme falsified key portions of loan doc-
uments and temporarily deposited thousands of dollars into
buyers’ bank accounts to make it appear as though buyers had
sufficient funds to take on loans).
c. Was Fraud Impossible?
Next, Filer argues that defrauding Barsanti Woodwork’s
unsecured creditors was impossible because the alleged
scheme could not have caused them to lose property they
would otherwise have recovered. Filer insists that if the al-
leged scheme had not occurred, Harris Bank would have fore-
closed on Barsanti Woodwork. Because Barsanti Woodwork’s
original debt to Harris Bank far exceeded its assets, Filer ar-
gues, Barsanti Woodwork’s other creditors would have been
left with nothing.

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No. 21-2948 19
We are not persuaded. It is true that if Harris Bank had
foreclosed on the loans, the bank would have been able to
claim all of Barsanti Woodwork’s assets, leaving nothing for
the Union Fund. That might have been a perfectly legal out-
come, if a regrettable one for the fund. But that is not what
happened. Instead, the schemers purchased the Harris Bank
debt at a steep discount through BWC Capital. Evidence at
trial showed that after the loans were purchased at that dis-
count, Barsanti Woodwork had assets with which it could
have paid its unsecured creditors, including six figures in re-
ceivables and equipment worth at least $200,000.
The record does not reflect how much those receivables
were or whether the unsecured creditors might have been
able to win full payment of their claims, but that is not the
issue. Rather than pay those unsecured creditors, the schem-
ers used BWC Capital’s senior lien—and the inflated state
court judgment—to transfer all of Barsanti Woodwork’s as-
sets out of its other creditors’ reach in step two of the scheme.
Even if the Union Fund might not have been paid in full,
Barsanti Woodwork’s assets could have been used to satisfy
at least part of its debt to the fund. Instead, Filer helped Kelly
retain control over the assets to which the Union Fund should
have had a stronger claim. At the very least, the scheme was
designed to deceive the unsecured creditors and thus discour-
age them from even trying to recover on their claims. A fraud-
ulent scheme can be criminal even if it did not succeed or was
not guaranteed to succeed.3
3 The Supreme Court is considering possible limits on mail and wire
fraud statutes in Ciminelli v. United States, No. 21-1170, and Percoco v.
United States, No. 21-1158, both argued on November 28, 2022. The

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20 No. 21-2948
d. Materiality
Finally, Filer insists that any false statements made to the
state court could not have been material given BWC Capital’s
valid lien. Specifically, Filer argues that any misstatements he
made concerning the backdated Change in Terms Agree-
ments that provided the confession-of-judgment clauses were
not material because, although those clauses allowed for
quicker proceedings, BWC Capital could have obtained a
judgment against Barsanti Woodwork without them. Simi-
larly, Filer argues that because the amount Barsanti Wood-
work actually owed BWC Capital (around $517,600) exceeded
Barsanti Woodwork’s assets, the inflated debt figure in the
complaint filed in state court ($1.58 million) was immaterial.
Even if the true debt amount was listed, Filer insists, the result
would have been the same: BWC Capital would have been
granted a judgment and Barsanti Woodwork would have
transferred all of its assets to BWC Capital in partial satisfac-
tion of that judgment.
Again, we are not persuaded by this defense theory. A
false statement is material “if it has a natural tendency to in-
fluence, or [is] capable of influencing, the decision of the de-
cisionmaking body to which it was addressed.” United States
v. Chanu, 40 F.4th 528, 542 (7th Cir. 2022), quoting Neder, 527
U.S. at 16.
fraudulent scheme in this case attempted to put some assets of Barsanti
Woodwork—assets that obviously were forms of property—beyond the
reach of its other creditors. The Court’s decisions on the issues presented
in Percoco and Ciminelli thus appear unlikely to affect the validity of the
verdict against defendant Filer.

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No. 21-2948 21
The government presented sufficient evidence that Filer
made materially false statements. The confession-of-
judgment clauses, added by deception, induced the state
court to grant a judgment it might not have granted at all, and
certainly not so quickly. While BWC Capital could have
enforced its lien and eventually obtained a judgment without
the confession-of-judgment clauses, evidence at trial
indicated that without them, the state court would not have
provided the speedy relief BWC Capital sought. At trial, the
government also presented evidence that obtaining a speedy
judgment was essential to the scheme: the complaint was filed
in state court on June 18, 2013, five days after the Union Fund
sought summary judgment in its suit to collect $352,000 that
Barsanti Woodwork owed. The confession-of-judgment
clauses, applied in the collusive lawsuit, allowed the
schemers to transfer the assets away from the Union Fund’s
grasp in the nick of time, just as the Union Fund was closing
in.
The false statement inflating Barsanti Woodwork’s debt
was also material. Although the debt amount likely did not
influence the state court’s decision to grant the judgment, the
inflated number—which exceeded the amount Barsanti
Woodwork actually owed by more than $1 million—was “ca-
pable of influencing” the decision of Barsanti Woodwork’s
other creditors not to attack the lien. See Chanu, 40 F.4th at
542, quoting Neder, 527 U.S. at 16. The inflated debt signaled
to the outside world that Barsanti Woodwork owed so much
that any attempts to collect would probably be fruitless. If the
debt had been accurately recorded, it is possible that Barsanti
Woodwork’s unsecured creditors would have taken steps to
collect at least part of what they were owed. The evidence of

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22 No. 21-2948
a scheme to defraud was sufficient to support the guilty ver-
dicts.
B. Intent to Defraud
To prove a defendant intended to defraud, the govern-
ment must show a “willful act by the defendant with the spe-
cific intent to deceive or cheat, usually for the purpose of get-
ting financial gain for one’s self or causing financial loss to
another.” United States v. Sloan, 492 F.3d 884, 891 (7th Cir.
2007), quoting United States v. Leahy, 464 F.3d 773, 786 (7th Cir.
2006). The government need not show that the defendant per-
sonally benefitted from the fraud. United States v. Ross, 77 F.3d
1525, 1543 (7th Cir. 1996). The government may establish in-
tent to defraud by showing that the “defendant intended to
cause actual or potential loss to the victims of the fraud,
whether to enrich himself, another, or no one.” Id.
“Direct evidence of an intent to defraud is rare.” Sloan, 492
F.3d at 891. Specific intent to defraud is typically shown by
“circumstantial evidence and inferences drawn from the
scheme itself” showing that the scheme was “reasonably cal-
culated to deceive individuals of ordinary prudence and com-
prehension.” Id.
1. Evidence of Intent
The government presented evidence that would allow a
reasonable jury to find that Filer acted with an intent to de-
fraud. Filer took steps to conceal Kelly’s true relationships
with Gereg, BWC Capital, and Barsanti Millwork. As noted,
when Harris Bank requested proof that Gereg was authorized
to sign on behalf of BWC Holdings, Filer realized that the
proof would reveal Kelly’s ownership of BWC Holdings, so
he created a new company, BWC Capital, to purchase the

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No. 21-2948 23
loans. Filer made Gereg the sole nominal owner of BWC Cap-
ital, as well as Barsanti Millwork, even though Kelly effec-
tively controlled both companies. Finally, the government
presented evidence showing that after Barsanti Woodwork
filed for bankruptcy and the bankruptcy trustee subpoenaed
documents related to Filer’s representation of Barsanti Wood-
work, Filer instructed his colleague to withhold the assign-
ment documents and related correspondence from the trus-
tee.4
The jury also heard evidence showing that Filer was re-
sponsible for the false statements made to the state court.
Filer’s colleague testified that he created the backdated
Change in Terms Agreements at Filer’s direction. The associ-
ate also testified that he drafted the complaint that falsely
4 Before the case was submitted to the jury, the district court acquitted
Filer of bankruptcy fraud and the charge of withholding documents from
the bankruptcy trustee. Citing United States v. Yeager, 521 F.3d 367 (5th Cir.
2008), rev’d and remanded on other grounds, 557 U.S. 110 (2009), Filer ar-
gues that the Double Jeopardy Clause prohibits the government from ar-
guing that a rational jury could conclude that Filer acted with an intent to
defraud based on misrepresentations he made in connection to Barsanti
Woodwork’s bankruptcy. His argument is unpersuasive. In Yeager, the
Fifth Circuit observed that “Rule 29 acquittals collaterally estop the gov-
ernment from relitigating only the factual issues that were necessarily de-
cided to reach the verdict,” and it stressed that collateral estoppel applies
only to the “factual determinations the court … made to acquit.” 521 F.3d
at 374. The district court acquitted Filer of withholding documents from
the bankruptcy trustee because it reasoned that all of the documents were
eventually produced. Whether that is a sufficient basis for acquittal is not
before us. What matters is that the district court did not find that Filer did
not instruct his colleague to withhold the documents, so our consideration
of that evidence here does not offend the Double Jeopardy Clause.

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24 No. 21-2948
inflated the amount Barsanti Woodwork owed BWC Capital
using figures and instructions provided by Filer.
2. The District Court’s Reasoning and Filer’s Arguments
on Intent
The district court found that the government did not prove
that Filer acted with an intent to defraud Barsanti
Woodwork’s unsecured creditors. The court instead
characterized Filer’s actions as those of a zealous, perhaps
misguided, attorney desperately trying to salvage Barsanti
Woodwork’s business. In support of that conclusion, the court
noted that many of Filer’s actions had the consequence of
revealing, not concealing, the scheme. The court reasoned that
by enlisting the help of his law firm colleagues, repeatedly
discussing his plans with Kelly and Gereg over email, and
putting Barsanti Woodwork into bankruptcy (which Filer
knew could lead to the discovery of documents typically
shielded by attorney-client privilege), Filer acted in a manner
inconsistent with a cover-up. Before this court, Filer insists
that these affirmative acts of transparency are inconsistent
with an intent to defraud.
Where, as here, the evidence is in conflict, we leave the
matter to the jury. The jury might have found otherwise, but
a rational jury could find that Filer intended to defraud
Barsanti Woodwork’s creditors. Considering evidence that
Filer directed his colleague to withhold documents from the
bankruptcy trustee, the jury could have reasonably rejected
Filer’s argument that filing for bankruptcy was an act of trans-
parency. The jury was also not required to conclude that the
email discussions between Filer, Kelly, and Gereg were incon-
sistent with a hidden scheme. The government produced one
email exchange in which, in response to an email from Gereg

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No. 21-2948 25
advising that the schemers take action to prevent the bank-
ruptcy trustee from laying claim to outstanding accounts re-
ceivable owed to Barsanti Woodwork, Filer asked his law firm
colleague whether they should “tell [Gereg] to stop communi-
cating with us like this? I.E. all verbal?” More generally, Filer
would have expected his communications with Kelly and
Gereg to be protected by attorney-client privilege. If the
schemers had not put Barsanti Woodwork into bankruptcy,
their emails likely would have never been revealed.
Finally, Filer emphasizes that he did not personally gain
from the scheme, aside from a small fee paid to his law firm.
We have repeatedly held that personal gain is not an element
of wire fraud. Ross, 77 F.3d at 1543 (“[T]his circuit has held
that a showing of personal benefit is not required to demon-
strate intent to defraud.”); see also United States v. Stockheimer,
157 F.3d 1082, 1087 (7th Cir. 1998) (same). To be sure, the jury
could weigh the fact that Filer did not personally profit from
the scheme in assessing whether he acted with an intent to
defraud, but the government was not required to prove that
he personally benefitted. The evidence of Filer’s intent to de-
fraud was sufficient to support the guilty verdicts.
C. Use of Interstate Wires
We can deal briefly with the final element of wire fraud,
the use of interstate wires in furtherance of the scheme to de-
fraud. Filer does not challenge this element on appeal, and the
government’s evidence was sufficient. The government iden-
tified two specific uses of interstate wires that furthered the
scheme: an August 21, 2013 email from Kelly to Filer and oth-
ers transmitting Kelly’s executed Assignment and Convey-
ance of Title document, which transferred Barsanti Wood-
work’s assets to BWC Capital, and an August 22, 2013 email

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26 No. 21-2948
from Gereg to Filer and others suggesting that, in light of
Barsanti Woodwork’s plans to file bankruptcy, Kelly should
endorse customer payments to Barsanti Woodwork over to
BWC Capital. Both communications could reasonably be
deemed in furtherance of the scheme to defraud.
Conclusion
Filer no doubt has several potentially persuasive argu-
ments in his defense. Some evidence suggested that Gereg,
not Kelly, actually controlled BWC Capital and Barsanti Mill-
work. Filer did not personally profit from the scheme, and
some of his actions can arguably be characterized as transpar-
ent and inconsistent with an intent to defraud. But substantial
other evidence supported the guilty verdicts. It is the province
of the jury, not the court, to weigh the conflicting evidence.
Sufficient evidence supported the verdicts of guilty beyond a
reasonable doubt.
The district court’s judgment of acquittal is R EVERSED and
the case is R EMANDED for a new trial. Pursuant to Circuit
Rule 36, the case shall be reassigned for trial on remand.

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