UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

WATT, TIEDER, KILLIAN AND HOFFAR,
a Virginia general partnership,
Plaintiff-Appellee,

v.                                                                    No. 98-2647

TOM SHAW, INCORPORATED; THOMAS
SHAW,
Defendants-Appellants.

Appeal from the United States District Court
for the Eastern District of Virginia, at Alexandria.
Claude M. Hilton, Chief District Judge.
(CA-89-1370-A)

Submitted: January 27, 2000

Decided: March 1, 2000

Before WILKINSON, Chief Judge, NIEMEYER, Circuit Judge,
and BUTZNER, Senior Circuit Judge.

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Affirmed by unpublished per curiam opinion.

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COUNSEL

LeRoy Kramer, III, Harbor Springs, Michigan, for Appellants. Robert
G. Watt, WATT, TIEDER, HOFFAR & FITZGERALD, L.L.P.,
McLean, Virginia; Robert L. Ellis, SICILIANO, ELLIS, DYER &
BOCCAROSSE, Fairfax, Virginia, for Appellee.

_________________________________________________________________
Unpublished opinions are not binding precedent in this circuit. See
Local Rule 36(c).

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OPINION

PER CURIAM:

Tom Shaw, Incorporated, and Thomas Shaw (collectively "TSI"),
appeal a district court order granting Watt, Tieder, Killian and Hof-
far's ("Watt Tieder") motion for judgment as a matter of law under
Rule 52(c) of the Federal Rules of Civil Procedure. On appeal, TSI
contends that the district court's factual findings were clearly errone-
ous and reflective of a total misapprehension of the evidence. Finding
no reversible error, we affirm.

In 1989, Watt Tieder, a law firm, commenced an action against TSI
for unpaid attorney fees relating to legal work Watt Tieder had per-
formed for TSI. TSI filed an eight-count counterclaim for malprac-
tice, breach of contract, and disgorgement of fees, and seeking
damages. After hearing evidence solely relating to TSI's counter-
claim, the district court granted Watt Tieder's motion for judgment as
a matter of law.*

We review the district court's findings of fact in support of its
order granting a Rule 52(c) motion under the clearly erroneous stan-
dard. See Carter v. Ball, 

, 457 (4th Cir. 1994). A trial
court's findings of fact are entitled to "great weight," and will only
be disturbed if "`the reviewing court on the entire evidence is left with
the definite and firm conviction that a mistake has been committed.'"
Friend v. Leidinger, 

, 64 (4th Cir. 1978) (quoting United
States v. United States Gypsum Co., 

, 395 (1947)). Upon
our review of the evidence, we do not find that the district court com-
mitted a mistake.
_________________________________________________________________
*In granting the Rule 52(c) motion, the district court found that Watt
Tieder informed TSI of the legal significance of a critical portion of its
contract with the United States Corps of Engineers. The district court
also found that TSI was not damaged by the improprieties allegedly aris-
ing out of Watt Tieder's conduct.

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Accordingly, we affirm the district court's order. We dispense with
oral argument because the facts and legal contentions are adequately
presented in the materials before the court and argument would not
aid in the decisional process.

AFFIRMED

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