OPINION OF THE COURT
STAPLETON, Circuit Judge:
I.
In this appeal, we consider whether plaintiff-appellant F.W. Hayes ("plaintiff") has stated a claim under the federal securities laws against officers and directors of Bell Savings Bank ("Bell"), a state-chartered savings association in the receivership of the Resolution Trust Company ("RTC"). Plaintiff alleges in his amended complaint that defendants knowingly or recklessly misrepresented the financial...
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