UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

WARNER-LAMBERT COMPANY,
Plaintiff-Appellee,

v.
                                                               No. 96-1334
A & A CANDY & TOBACCO
COMPANY,
Defendant-Appellant.

Appeal from the United States District Court
for the District of Maryland, at Baltimore.
William M. Nickerson, District Judge.
(CA-95-256-WMN)

Argued: June 3, 1997

Decided: August 5, 1997

Before WIDENER and WILLIAMS, Circuit Judges, and
PHILLIPS, Senior Circuit Judge.

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Affirmed by unpublished per curiam opinion.

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COUNSEL

ARGUED: Robert Dunnington Clark, Catonsville, Maryland, for
Appellant. Grace Ellen Speights, MORGAN, LEWIS & BOCKIUS,
L.L.P., Washington, D.C., for Appellee. ON BRIEF: Timothy J.
Lockhart, MORGAN, LEWIS & BOCKIUS, L.L.P., Washington,
D.C.; John N. O'Shea, WARNER-LAMBERT COMPANY, Morris
Plains, New Jersey, for Appellee.

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Unpublished opinions are not binding precedent in this circuit.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

_________________________________________________________________

OPINION

PER CURIAM:

Warner-Lambert Company (Warner-Lambert) brought this action
against A&A Candy & Tobacco Company (A&A) on January 26,
1995, alleging trademark infringement and unfair competition.
Warner-Lambert claimed that A&A had sold various Warner-Lambert
confectionary products past their freshness dates. A&A failed to
answer the complaint and the district court entered a default judgment
against A&A on April 5, 1995. The district court ordered A&A (1)
to render within 30 days an accounting of A&A's profits from sales
of Warner-Lambert products, and (2) to deliver to Warner-Lambert
within 10 days all Warner-Lambert products, advertising materials,
and business records in A&A's possession. A&A failed to comply
with or respond to the district court's order.

On June 6, 1995, the district court ordered A&A to show cause
why A&A (1) should not be held in civil contempt, (2) should not be
sanctioned, and (3) should not be required to reimburse Warner-
Lambert for the expenses and costs (including attorneys' fees) that
Warner-Lambert incurred in obtaining the June 6th order. A&A again
failed to comply with or respond to the district court's order.

On October 19, 1995, a hearing was held on Warner-Lambert's
subsequent Motion for an Order Quantifying and Awarding Damages
and Granting Other Appropriate Relief. Prior to the hearing, the dis-
trict court ordered the parties to file any objections to testimony or
documents by October 16, 1995. Characteristically, A&A failed to
make objections to Warner-Lambert's claim for damages prior to the
hearing.

On December 1, 1995, a Magistrate Judge issued a Report and
Recommendation endorsing Warner-Lambert's request for treble
damages and attorneys' fees. The Magistrate Judge determined that

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Warner-Lambert suffered actual damages in the amount of $18,272,
and recommended that, in light of A&A's failure to comply with dis-
trict court orders (which made calculation of A&A's profits impossi-
ble), the damages should be trebled to $54,816. The Magistrate Judge
also recommended that Warner-Lambert be awarded attorneys' fees
and costs in the amount of $7,713.61. This figure accounted for fees
and costs incurred by Warner-Lambert after May 6, 1995 -- the date
A&A first failed to comply with a district court order. Finally, A&A
responded by filing objections to the Magistrate Judge's Report and
Recommendation. The objections were for naught, however, as the
district court adopted in full the Magistrate Judge's Report and Rec-
ommendation.

On appeal, A&A argues that the district court abused its discretion
in trebling the damage award. A&A also argues that the district court
abused its discretion in awarding attorneys' fees to Warner-Lambert.
After carefully reviewing the record, briefs, and the contentions of the
parties at oral argument, and after applying the proper standard of
review, we conclude that the district court did not abuse its discretion
in adopting the Magistrate Judge's Report and Recommendation, tre-
bling the damage award, and awarding attorneys' fees to Warner-
Lambert. We therefore affirm the district court's order. See Warner-
Lambert Co. v. A&A Candy & Tobacco Co., No. WMN-95-256 (D.
Md. Jan. 29, 1996) (adopting Magistrate Judge's Report and Recom-
mendation).

AFFIRMED

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