1962(c) claims.
          In Glessner v. Kenny, 952 F.2d at 710-14, we considered
whether "the individual defendants who were officers and
employees of the corporation[] can be the `persons' who were
conducting a pattern of racketeering through the corporation[] as
an enterprise."  Id. at 713.  Glessner involved a suit by
defrauded customers against the defendants, William Kenney, and
the other officers of Meenan Oil Co. ("Meenan"), who allegedly
acted through the corporation to fraudulently market and sell
residential home heating systems.  Glessner upheld the district
court's dismissal of plaintiffs'  1962(c) claim for failure to
plead persons distinct from the corporate enterprise.  The
Glessner panel acknowledged that in certain instances officers
and employees could constitute persons conducting a pattern of
racketeering activity through a corporate enterprise (though it
did not expand upon this statement).  Glessner, 952 F.2d at 713.
Nevertheless, the panel dismissed the action on the authority of
the Petro-Tech limitation of  1962(c) claims to "only those
instances in which an `innocent' or `passive' corporation is
victimized by the RICO `persons,' and either drained of its own
money or used as a passive tool to extract money from third
parties."  Glessner, 952 F.2d at 713.
          In concluding that plaintiffs failed to overcome this
limitation, the Glessner panel stated:
          [T]he plaintiffs' injuries for which suit was
          brought arose out of their failure to obtain
          the safe, state-of-the-art [home heating]
          units for which they paid.  The individual
          defendants were alleged to have participated
          in the fraudulent advertising as agents of the
          corporation.  The RICO case statement alleges
          merely that "all of the defendants held
          positions as officers and principals of the
          corporate defendants, and received income as
          such.  All of the defendants derived income
          from each and every sale of the [home heating]
          products.  These sales were generated by
          defendants' multiple mail fraud violations
          which combined into a pattern of
          racketeering."  This activity is
          indistinguishable from that alleged as to the
          corporations and is a far cry from the use by
          individuals of an innocent passive corporation
          contemplated by Petro-Tech.  We conclude
          therefore that this is not the situation in
          which individual defendants, whether
          employees/officers or not, can be viewed as
          distinct from the corporations deemed the
          enterprise.  It follows that dismissal of the
          section 1962(c) claim was not erroneous.
Id. at 713-14 (citations and internal quotation marks omitted).
Thus, the Glessner panel, relying in turn on Petro-Tech's
infiltrating racketeer limitation to  1962(c) actions, dismissed
the plaintiffs' claim that the defendant persons conducted the
corporate enterprise through a pattern of racketeering activity.
                               B.
          Under this court's interpretation of  1962(c), as
articulated in Glessner, Jaguar's RICO claims would fail unless
Royal Oaks was either (1) the victim of the defendant's scheme,
or (2) a passive tool through which the scheme was conducted.
Pointing to the Glessner panel's acknowledgement that officers
and employees of a corporate enterprise could in certain
instances be properly viewed as distinct defendant "persons"
under this test, Jaguar initially contends that this is such a
case and, accordingly, is distinguishable from Glessner.
          We begin by observing that it seems inconceivable that
Royal Oaks could be viewed as the victim of the defendants'
racketeering activity, since Jaguar alleges that Royal Oaks is
the enterprise through which the defendants conducted their
racketeering activity.  Rather, Jaguar contends that its claim is
distinguishable from Glessner in that the defendants in this
action can be viewed as persons using Royal Oaks as a passive
tool to extract money from third parties.
          In determining the scope of the "passive tool"
limitation, we begin by recognizing that in Glessner, the court
concluded that the plaintiffs had failed to allege that the
defendant officers were using Meenan as a passive tool to extract
money from third parties.  The Glessner panel reached this
conclusion despite the fact that the plaintiffs had alleged that
the defendants had operated the Meenan corporation so as to
derive income from multiple mail fraud violations.  Bound by the
strictures of Petro-Tech, the Glessner panel reasoned that the
defendants' activities were "a far cry from the use by
individuals of an innocent passive corporation contemplated by
Petro-Tech."  Glessner, 952 F.2d at 714.  Given this conclusion,
and recognizing that the activity contemplated by Petro-Tech was
rooted in Enright's infiltrating racketeer approach, we conclude
that this court's current interpretation of  1962(c) improperly
limits its application to those circumstances where infiltrating
racketeers have successfully positioned themselves as employees
and/or officers within an otherwise legitimate corporate
enterprise.
          Our interpretation of this court's "passive instrument"
limitation is buttressed by the recognition that corporations are
by definition passive instruments, since they are artificially
created legal persons that can only act through their officers
and employees.  Thus, a test that examines whether a corporation
is "a passive tool to extract money from third parties" can be
useful in determining whether officers and employees are
sufficiently distinct from the corporation only if one adopts the
infiltrating-racketeer rationale.
          In sum, we find Jaguar's contention that this case,
unlike Glessner, satisfies our case law's interpretation of
 1962(c)'s distinctiveness requirement unpersuasive.  In this
action, as in Glessner, the plaintiffs have alleged that the
defendant "persons" operated, as officers and employees, a
corporate "enterprise" through a pattern of racketeering
activity.  Similarly, like Glessner, the defendants here are not
distinct, infiltrating racketeers operating a legitimate
corporate enterprise as an innocent passive tool; rather, they
are officers and employees actively managing the affairs of an
otherwise legitimate corporation through a pattern of
racketeering activity.
                               C.
          Even though we conclude that this case is
indistinguishable from Glessner, we nevertheless hold that the
defendants here are liable under  1962(c) as persons managing
the affairs of their corporation as an enterprise through a
pattern of racketeering activity, since this court's application
of the distinctiveness requirement to shield corporate officers
and directors from  1962(c) liability does not survive Reves,
113 S.Ct. at 1163 and Scheidler, 114 S.Ct at 798.
          In Reves, the Supreme Court was faced with the question
whether  1962(c) "persons" must participate in the "operation or
management" of the "enterprise" in order to be subject to
liability.  The case involved a  1962(c) action against auditors
working for what was then the accounting firm of Arthur Young,
which was engaged in an audit of the Farmer's Cooperative of
Arkansas and Oklahoma ("the Co-op").  Reves, 113 S.Ct. at 1167.
In certifying the Co-op's annual financial statements on two
separate occasions, the auditors knowingly failed to reflect a
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