Full opinion text
ALARCÓN, Senior Circuit Judge: Barbara Jean Bravender Ah Loo (“Ah Loo”) and Norbert Schlei have appealed from the judgments of conviction. Schlei also seeks review of the district court’s sentencing decision. Schlei was convicted of conspiracy and securities fraud. Schlei seeks reversal on numerous grounds, each of which we address below. We vacate the order denying Schlei a new trial and an evidentiary hearing with directions that the district court make express findings regarding the alleged witness intimidation claim. We vacate the judgment of conviction on Count Ten because we conclude that the district court erred in denying Schlei’s motion to strike duplicitous allegations regarding a separate crime in a different venue. We affirm the district court’s order on the balance of Schlei’s contentions. The transactions that preceded the indictment in this case are unusual, if not bizarre. Most of the evidence was undisputed. The prosecution presented evidence that Schlei, and others attempted to sell certain financial instruments in the United States. Schlei and his salespersons represented that these financial instruments had been issued by the government of Japan or the Dai-Ichi Kangyo Bank. The instruments were labeled “Certificates of Balance of Redemption, Series 57” (the “bond certificates”), with face amounts ranging from ten billion yen to 500 billion yen, and cashier’s checks allegedly issued by the Dai-Ichi Kangyo Bank (the “bank notes”), each drawn for fifty billion yen. The bond certificates were purportedly issued by the government of Japan in exchange for money or property received from the bond certificate holders or payees. The prosecution’s theory at trial was that Schlei had actual knowledge, or deliberately closed his eyes, to the fact that these financial instruments were worthless because they were not issued by the government of Japan or the Dai-Ichi Kangyo Bank. Schlei testified that he believed that the instruments were valid but that corrupt officials of the government of Japan had falsely claimed that they were not genuine. The jury was persuaded beyond a reasonable doubt that the bond certificates and bank notes were not genuine and that Schlei had the requisite criminal intent to defraud when he represented to prospective purchasers that these instruments were valid. I SUFFICIENCY OF THE EVIDENCE A. Background Schlei argues that the judgment must be reversed because the Government failed to present evidence that he intended to defraud anyone in attempting to sell the bond certificates and the bank notes. He asserts that the record shows that he informed each prospective buyer that the government of Japan claimed that these financial instruments were not valid. He also maintains that fraud has not been demonstrated because no reasonable person would have purchased these instruments without receiving confirmation of their validity from the Japanese government, in view of their extraordinary face value and the disclosures made to prospective purchasers. In addition, Schlei contends that the evidence is also insufficient to demonstrate that he directly or indirectly participated in the sale of a bond certificate to undercover officers in Tampa, Florida. In discussing whether the evidence is sufficient to sustain the judgment of conviction against Schlei, we are required to review the facts produced at trial by the parties in the light most favorable to the Government. United States v. Calhoon, 97 F.3d 518, 523-24 (11th Cir.1996), cert. denied,—U.S.—, 118 S.Ct. 44, — L.Ed.2d—(1997). In reviewing a sufficiency claim, we “accept[ ] all reasonable inferences and credibility choices made in the government’s favor, to determine whether a reasonable trier of fact could find that the evidence established guilt beyond a reasonable doubt.” Id. at 523. “We also review de novo whether there was sufficient evidence to support the convictions.” Id. 1. The Source of the Financial Instruments In the early part of 1985, Sam M. Han, a Korean-American, met with C.K. Lee, a fellow Korean-American, and T. Hiraki, a Japanese national, in Los Angeles, California. Lee and Hiraki told Han that they represented certain persons who wanted Han’s assistance in getting the government of Japan to acknowledge the validity of the bond certificates and bank notes. Han was told by Hiraki and Lee that the government of Japan claimed that the financial instruments were not genuine and had refused to honor them. Han urged Lee and Hiraki to seek legal advice. In March of 1985, Han and Lee met with Schlei at his law office in Los Angeles to discuss negotiation of the financial instruments. Han and Lee informed Schlei that the government of Japan would not negotiate with them without pressure from outside of Japan. Sometime shortly thereafter, Schlei met with Han and Lee, as well as a group of Japanese nationals, including Toshio Takahashi. Schlei, Han, and Takahashi later traveled to Japan and interviewed persons who possessed some of the bond certificates and bank notes. The holders of these instruments informed Schlei and Han that they received them from a woman named Hatsu Aoyagi. On April 8, 1985, Schlei and Han met with Stanley Sporkin, the general counsel for the Central Intelligence Agency (“CIA”). At this meeting, Schlei told Sporkin that he had been informed by a group of Japanese citizens that a secret, two billion dollar fund had been accumulated by General Douglas MacArthur during the American occupation of Japan. Schlei stated the secret fund came from money confiscated from foreigners, the imperial family, and property seized during Japan’s occupation of Korea. Schlei’s alleged informants referred to it as the Marquat Fund (the “M Fund”). Schlei told Sporkin that the fund was administered by the United States and the Liberal Democratic Party in Japan. Schlei related that he was informed that in 1958, then-Vice President Nixon promised to give Okinawa to Japan and turn control of the M Fund over to Japan in exchange for Japan’s support in electing him president of the United States. Schlei told Sporkin that a woman who had been indicted for the forgery of these financial instruments had been acquitted of that charge. Sporkin testified that Schlei declared that he wanted the CIA to know he was going to try to present these instruments for payment and “wanted to give [him] a heads up to a possible political problem.” Sporkin informed Schlei that he knew nothing about the financial instruments or the M Fund, and that the story Schlei had related “seem[ed] extraordinary.” Sporkin also testified that he thought “it was a crazy idea, preposterous.” Sporkin promised Schlei that he would call him to indicate whether the CIA had any interest in Schlei’s plan to attempt to sell the bond certificates and the bank notes. In a subsequent telephone call, Sporkin told Schlei that the CIA had no interest in the proposed sale of the financial instruments because “[i]t was a private matter.” After returning to Los Angeles, Schlei agreed to provide legal representation to Hiraki, Takahashi, Lee, and Han “in relation to the negotiation and cashing of certain checks and other instruments.” In May of 1985, Sehlei and Lee tried to negotiate one of the bank notes at the Dai-Iehi Kangyo Bank in Japan. The bank notified Sehlei that it would not honor the bank note because it was a forgery. In furtherance of the plan to sell the bond certificates and bank notes, Sehlei filed the articles of incorporation of the Japan-America Foundation, Inc. (“Foundation”) in Panama on January 6, 1986. Sehlei was designated as a member of the board of the Foundation as well as its secretary and treasurer. Takahashi was named as the chairman of the board and chief executive officer. Han was designated as the president of the Foundation. Pursuant to the articles of incorporation, the Foundation was formed to arrange the assignment of the bond certificates and bank notes from the nominees or payees, and to invest the proceeds of any sale “to benefit the peoples of Japan and the United States or secondarily the peoples of the nations of the Pacific Basin and the world.” Lee, Michael Dow, and Jesse Levine were indicted on January 31, 1986, in the District of Nevada for attempting to sell some of the bond certificates. Upon being informed of the arrest of Lee, Dow, and Levine, Sehlei went to Nevada to help them. Sehlei also wrote a letter to the United States Attorney for the District of Nevada, demanding the return of the bond certificates and bank notes to the Foundation as the owner of the instruments. On February 17,1986, approximately three weeks after Lee was indicted for attempting to sell forged bond certificates, Sehlei met with United States Ambassador Mike Mansfield at the United States embassy in Tokyo, Japan. Also present were Daniel Russel, the Ambassador’s executive assistant, and John Weeks, the embassy’s assistant financial attaehé. At this meeting, Sehlei related the alleged genesis of the bond certificates and the bank notes, as related to him by his clients. Russel testified at trial. He summarized Schlei’s narration as follows: Well, he recounted a very elaborate tale of conspiracy involving some hidden Japanese war treasures that includes the systematic connivance of such figures as General Douglas MacArthur and the first prime minister of Japan as well as the complete pantheon of senior Japanese officials then in the Government, as I recall, including— up to and including the prime minister of Japan in some elaborate cover-up exploitation scheme. At his meeting with Ambassador Mansfield, Sehlei did not present any documents or other evidence to corroborate his account of the source of the financial instruments. Sehlei also failed to advise Ambassador Mansfield that Lee had been recently indicted for attempting to sell forged bond certificates. Russel testified that his position as executive assistant to the Ambassador required him to be informed regarding Japanese polities. Russel testified that he found “it totally unbelievable that such a conspiracy could have been in progress for decades without becoming widely known,” because “it involved such a massive conspiracy that would have entailed the connivance of virtually every senior politician in Japan.” The day following his meeting in the United States embassy, Sehlei drafted a letter to Ambassador Mansfield in which Sehlei related in greater detail his clients’ representations regarding the source of the bond certificates and bank notes. Sehlei’s message was typed on the letterhead of the United States embassy in Japan in two separate formats. Dated:_ 1st_ Is/_ Norbert A. Sehlei T. Hiraki Is/_ T. Takahashi Is/_ C.K. Lee Is/_ S.M. Han One statement, received as Exhibit 17 at trial, contained the following words in the first paragraph: The following is the retyped text of a letter received from Norbert Schlei summarizing tile information provided by him at the meeting referred to above: Dear Ambassador Mansfield: Exhibit 17 ended with the words “Sincerely, Norbert A. Schlei.” The other statement, received into evidence as Exhibit 21, did not contain the above-quoted language. Otherwise, the text of each statement was identical. Russel testified that memoranda typed on the letterhead of an embassy of the United States could only be used for official business. Foreign Service employees are forbidden from using embassy letterhead for personal reasons. During the search of Roger A. Hill’s safety deposit box at the Embassy Suites Hotel in Tampa, on January 18, 1992, the officers found a copy of Exhibit 21. Hill testified that he used the memorandum typed on embassy letterhead in attempting to sell the bonds because he believed it showed that “the United States was supporting Mr. Schlei.” On February 18,1986, Schlei met with Mr. Kubono of the Ministry of Finance in Tokyo. During this meeting, Schlei delivered the following letter to Kubono: Thank you for your courtesy in receiving me today. Unfortunately, I believe our meeting can only be preliminary in nature since I am certain that resolution of my business in Japan will require meetings at the highest level in the Ministry. On the telephone when this meeting was being arranged, you stated that you could only repeat the assertion of the Dai-Ichi Kangyo Bank that the checks held by my clients were not issued by the Bank. Please be advised that our clients are prepared to prove that these checks were issued by the Bank and will do so in court if it is necessary. In addition to the checks, our clients hold numerous bonds and other instruments which were issued by the Ministry of Finance. Although it has been asserted by some lower-level officials that these documents are not genuine, we can prove that they were printed in a factory of the Ministry of Finance in 1982 by order of then-Finance Minister Michio Watanabe, and that they are duly and properly issued .... As is known at a higher level in the Ministry, these instruments represent a fund which had its origin in the so-called M Fund and which has been kept secret for forty years. On February 28, 1986, Schlei dispatched a letter to the Minister of Finance, Noboru Takeshita, containing the following words: Although I have been in Tokyo since February 17, I have not been able to see you. Your office referred me first to a Mr. Kubono, who saw me briefly and informed me that he was the wrong person for me to see. A copy of the letter I delivered to Mr. Kubono at the time of our meeting is attached for your information. After seeing Mr. Kubono I was referred to a Mr. Koguchi, who informed my representative on the telephone that there was no point in any further interviews since the checks, Japanese national bonds and other instruments which are the subject matter of my visit to Japan are not genuine. (Neither Mr. Kubono nor Mr. Koguchi examined any of these instruments before informing me that they were invalid.) I urge you to have a representative contact me so that this matter can be discussed frankly and confidentially. I suggest to you that delay will inevitably be harmful. On March 26, 1986, Kazuhiko Koguchi responded to Schlei’s letter on behalf of the office of the vice minister for international affairs of the Ministry of Finance. Koguchi’s letter reads as follows: I am writing to respond to your letter dated February 28, 1986, addressed to Finance Minister Takeshita, since you referred to my name in it. During your visit to Tokyo, I was telephoned by three different persons, who respectively introduced themselves as Mr. Yamada, Mr. Tanabe, and Mr. Nagao but would not identify themselves further. I told Mr. Nagao that the Japanese national bonds that you have might not be genuine, since he told me that they bear the name “Kokusai Kanpukin Zandaka Kakuninsho”, and there were in the past counterfeit bonds bearing exactly the same name (the Ministry of Finance has never issued such bonds). Then I advised him to contact the Government Debt Division of the Financial Bureau to have them examine the validity of the bonds. Therefore, it is regrettable that you did not contact that division while you were in Tokyo. Once again I advise you to examine the validity of the bonds. On July 26,1988, depositions were taken in the United States embassy in Japan in connection with the prosecution of Lee and his codefendants for attempting to sell the forged bond certificates in Nevada. A judge of the United States District Court for the District of Nevada authorized Schlei to be present at these deposition proceedings as a consultant to the attorneys for Lee, Dow, and Levine, over the objection of Assistant United States Attorney (“AUSA”) Thomas R. Green. On July 28, 1988, the parties to the criminal prosecution in the District of Nevada deposed Aoyagi at the Tochigi Prison in Japan. Aoyagi .had previously been sentenced to prison for participating in a scheme to counterfeit and distribute the bond certificates and bank notes. She testified that she sold these instruments in Japan. She identified the bond certificates and bank notes taken from Lee and his codefendants as part of the group that had been forged. When the deposition of Aoyagi was completed, AUSA Green, made the following comment to Stephen Stein, Levine’s attorney: “[Ojkay, you have to admit now that these are forgeries, don’t you?” Stein replied: Tom, you got me, I am convinced they’re not real, they couldn’t be real. This woman is so credible that I’m convinced. You’ve got me. These are not real Bonds. No one could believe they are real Bonds. Schlei was standing next to Stein when this exchange took place. Stein turned to Schlei and said “What do you think?” Schlei replied: “I agree. They can’t be real after listening to this.” At trial, AUSA Green testified that Lee pled nolo contendere in the District of Nevada to a charge arising out of his arrest for attempting to sell the bond certificate. 2. Attempted Sale of the Financial Instruments Prior to the Sting Operation a. Roger A. Hill’s Role in Attempting to Negotiate the Financial Instruments David Lazar, a longtime friend of Han, introduced Hill to Han, who in turn introduced Hill to Schlei. On April 24, 1986, approximately three months after Lee was indicted in the District of Nevada for attempting to sell forged bond certificates, Schlei wrote Hill regarding their ongoing negotiations for Hill to purchase some bond certificates and bank notes from the Foundation. The letter provided, in part: It is the purpose of this letter to make it possible for our client to establish that it has made full disclosure of the problems that exist with respect to these instruments, and that your purchase is not based on any material misrepresentation or nondisclosure of material facts. The payees of the instruments here involved, who transferred them to the Foundation, have informed the Foundation that they believe the instruments were in fact issued by the institutions by whom they purport to have been issued, and that the instruments represent a confidential fund of money (the so-called M-Fund) which has been administered by the Liberal Democratic party for some three decades .... Although we have informed you of these matters and other details, we wish to make it clear that this information is entirely hearsay so far as the Foundation is concerned and it cannot and does not warrant the correctness or completeness of this information. The payees of the instruments have also informed the Foundation that in their view there is no legal obstacle to negotiation of the instruments by them.... However, it certainly is clear that the Government of Japan and those of the institutions with whom we have checked do challenge the genuineness and the enforceability of these instruments. In the only case in which any of these instruments was formally presented for payment by our group, a cashier’s check purportedly issued by the Dai-Ichi Kangyo Bank was rejected as not genuine after being held by the Bank for 35 days after presentation. The Foundation is, accordingly, unable to warrant and does not warrant the genuineness or enforceability of the instruments. The April 24, 1986 letter to Hill makes no reference to the fact that Schlei was aware that Lee had been indicted for attempting to sell forged bond certificates. Signed agreements for the sale or lease of the bond certificates and bank notes between the Foundation and Hill & Associates for the years 1986,1987,1988, and 1989 were introduced into evidence at trial. Han or Schlei signed these agreements on behalf of the Foundation. Hill promised to advise any potential buyer that the Japanese government disputed the authenticity of the bonds. Hill was also furnished a written disclosure form for distribution to potential customers. The language contained in the disclosure form was virtually identical to that contained in the April 24, 1986 letter to Hill quoted above. It makes no reference to Lee’s earlier arrest for attempting to sell forged bond certificates. On July 2, 1991, Hill called Agent Phil Renee of the FBI at the request of a law firm he had contacted regarding an attempted sale of the bond certificates. Hill informed Agent Renee that he had been involved in the sale of these instruments for approximately six years. Hill stated that he previously had offered bond certificate number 1261 for sale. Agent Renee notified Hill that he had taken a copy of bond certificate 1261 to the Japanese consulate in San Francisco. A Ministry of Finance representative provided the FBI with a letter that stated that the certificate was not genuine. Approximately one week after his conversation with Agent Renee, Hill received bond certificate 1261 from Bobby Chamberlain, Takahashi’s accountant. In November 1991, Hill asked Agent Renee whether he was doing anything wrong in continuing to try and sell the bond certificates in view of the fact that he intended to have any prospective buyer sign an agreement in which the purchaser acknowledged that he or she had been informed that the genuineness of the bond certificate was in dispute. Agent Renee told Hill that the bond certificates were “bogus,” and that no “buyer-beware clause” would help him if he continued to try to sell the bond certificates. During Hill’s negotiations with the Foundation, he met with Han and Takahashi in Sehlei’s office. Hill saw at least fifty of the bond certificates on Schlei’s coffee table. Hill made several attempts to sell the bond certificates and the bank notes prior to January 18,1992. None was successful. b. The Role of Ah Loo and Howard Olson in Attempting to Negotiate the Financial Instruments Beginning in December 1986, Ah Loo conducted business in Hong Kong as Transfield Investments Limited (“Transfield”). In September 1987, Ah Loo negotiated with John Blomfield of Merrill Lynch, Pierce, Fenner and Smith regarding the sale of “Japanese debentures.” During the course of their correspondence, Blomfield sent Ah Loo a copy of an unsigned letter he had received, dated February 28, 1987, from Minoru Yoneda, an associate advisor in the Government Bond Department of the Bank of Japan in Tokyo. This letter provided in pertinent part that “[i]n Japan, the Government do [sic] not issue the Certificate of Redemption Balance that you sent us in the copy-form. Such Certificate is not a true bond, but a fictitious one, and we reg[r]et to inform you that the Certificate is often used in fraudulent practices.” On October 1, 1987, Takahashi granted Kelly Chang and Lau Jim Koon his power of attorney to “negotiate on [his] behalf with investment consultant firms, financial consortium, banks and trust body [sic] as may be deemed qualified and necessary for the investment of these Debentures.” On October 15, 1987, Koon and Chang assigned bond certificates to Transfield to assist “in the disposition of said Bonds.” On October 28, 1987, Schlei wrote to Ah Loo’s bank in Hong Kong, “[a]t the request of [his] client, Mr. Toshio Takahashi,” to verify that funds were available to pay for the assignment of the bond certificate to Transfield. Schlei also attached an affidavit, in which he alleged that he possessed bond certificates 1276, 1280, 1354, and 1664, and advised that pursuant to instructions from his client, he was prepared to deliver the bond certificates to a buyer. Over the ensuing months, Ah Loo and Alistair Robertson, her attorney, communicated with Takahashi and Schlei regarding her efforts to sell the bond certificates. In January 1988, Ah Loo contacted Howard Olson, a resident of Minot, North Dakota, to discuss his interest in obtaining financing for a proposed real estate development. Ah Loo had met Olson when she resided in Nevada in 1985. In 1985, Olson and Ah Loo had discussed Olson’s plans for a condominium project in North Dakota, and his need for two to three million dollars in financing. When Ah Loo moved to Hong Kong in December 1986, she continued to assist Olson in attempting to obtain financing for Olson’s real estate development. Ah Loo also authorized Olson to serve as a special representative of Transfield. She gave him a power of attorney with respect to a bank account in the name of Transfield at First American Bank & Trust of Minot (“First American”). Ah Loo first mentioned the bond certificates to Olson in January 1988. Olson told Ah Loo that he thought he could use one of the bond certificates as collateral for a loan on his development project. In February 1988, Ah Loo sent bond certificate number 1395 to First American. Olson then transferred bond certificate 1395 to E.F. Hutton Securities (“E.F.Hutton”). E.F. Hutton served as his broker in negotiations concerning the instrument. E.F. Hutton requested that Shearson Lehman determine whether the instrument was valid. After making an inquiry through its Tokyo office, Shearson Lehman informed E.F. Hutton that the bond certificate was forged. E.F. Hutton immediately advised Olson that they would not accept the bond certificate because it was “no good.” Shortly thereafter, the FBI ordered Olson to cease and desist his attempts to negotiate the bond certificate. Olson informed Ah Loo of the FBI’s warning, as well as E.F. Hutton’s refusal to deal with the bond certificate. Once Olson’s plan to use the bond certificate as collateral for a bank loan failed, Olson began negotiating with Paul Bennett, who indicated that a pension fund he represented was interested in purchasing the bond certificate. In the first half of March 1988, Olson and Schlei had several telephone conversations regarding the potential sale of the bond certificate to the pension fund. Olson testified that he informed Schlei that E.F. Hutton “didn’t want to deal with [the bond certificate].” In addition, Olson advised Schlei of the FBI’s warning. Nevertheless, Schlei told him to continue his efforts to sell the bond certificate. On March 9, 1988, Takahashi sent a letter to Olson demanding either $2,362,205 in payment for bond certificate 1395, or immediate return of the instrument to Schlei as Takahashi’s representative. On March 11, 1988, Schlei sent a letter to Ah Loo which included the following: Mr. Takahashi has asked me to advise you that, because of repeated failures by you and your representatives to carry out the terms of your agreement for the purchase of the [bond certificate No. 1395], he has terminated the agreement and hereby makes demand on you to return the Certificate or cause it to be returned forthwith. Since the certificate is now in the United States in the possession of Howard Olson, Mr. Takahashi asks that the certificate be delivered to me as his representative. On March 18, 1988, Olson informed Schlei that Olson would be dealing directly with Schlei regarding bond certificate 1395, and that Ah Loo would no longer participate in the pending negotiations with the pension fund. That same day, Schlei sent a letter to Takahashi concerning Olson’s efforts to sell the bond certificate. It reads in pertinent part as follows: I have your fax of today and understand fully your concerns. I will cancel the transaction with Olson if you feel we must do so. However, before cancelling as you have requested I would like to report my latest communications with Olson. Mr. Olson states that he knows almost nothing about the history of this matter in Hong Kong. I have told him some of the bad things done by Ah Loo and Taguchi and he says he cannot blame you for being angry. However, he adds, he did not participate in those things and feels he has been completely fair and honest with us. Olson readily admits that the form of this transaction has changed since he first became involved. Originally, he says, he had arranged to do a transaction involving the Shearson Lehmann [sic] firm. This transaction also involved Mr. Searcy’s bank and was at one time ready to close. However, Shearson withdrew as a result of its contacts with the Bank of Japan. Therefore, Olson had to make different arrangements. Olson says the transaction he has arranged is the same one he described to me when I first called him, namely, a transaction involving a pension fund. Olson’s company would be buying our certificate and using it (and certain mining properties being pledged by Olson) to borrow money from a pension fund headquartered in Denver. The money being lent by the pension fund would be used to pay the purchase price to us. For all of the above reasons, I recommend that you hold off cancelling Olson’s transaction. (emphasis added). Olson’s proposed sale of bond certificate 1395 to the pension fund fell through in April 1988. At that time, bond certificate 1395 was in Bennett’s possession. Olson instructed Bennett to mail the instrument to Schlei. Schlei also directed Bennett to return the bond. Bond certificate 1395 was never returned to Schlei. Olson had no further direct contact with Schlei after April 1988. On April 22, 1988, Olson wrote the following letter to Dr. Carmelo Profilo and Chang, Ah Loo’s business associates: Once again I have experienced a rejection of a proposed sale of one of the Certificates of Redemption due to influence created by the Issuing Government. The Certificate had been sold and an escrow opened subject to the Buyer checking with the government of the Issuing Country. The reason for checking was that this Buyer (A Prince) is involved on another deal with them of several Billion Dollars on a different Project, and he needed to know that this purchase would not change their relationship or nullify any of them plans. The response was very negative, and the Buyer was forced to drop this purchase immediately and stay clear of those Certificates. The Buyer was also partners with several Senators in the deal and gave strong repercussions back to me, and I was again notified by the Federal Authorities to seize [sic] and desist all operations concerning these Certificates. I have begin [sic] the process of returning the Certificate and all the Supporting Documents to Transfield immediately. On October 7, 1988, Ah Loo was informed by an attorney, with whom she had been dealing with respect to the sale of the bond certificates, that officials at the Bank of Japan had determined that they were forgeries, and were “exactly the same as copies used in a previous case of fraud in Hong Kong.” c. The Attempted Sale of Bond Certificates to Kazimir Golac by Schlei and Takahashi The record shows that, late in 1988, Schlei and Takahashi attempted to sell several bond certificates to Kazimir Golac. In a letter to Schlei, dated October 14,1988, Takahashi set forth a proposed distribution of the proceeds from the anticipated Golac sale. The letter provided that half of the income should go to the Foundation from the sale of “your and my shares” of the ten billion yen bond certificates. Takahashi also suggested that the Foundation should get fifteen billion yen “from our share of the sale of the Y300 billion bond certificates.” Takahashi explained that “personally and privately your income will be 1.8bs + 3.0bs = 4.8 billion japanese yens. Mine is the same.” Takahashi also recommended that the proceeds of the sale, excluding those designated for the Foundation, should be divided equally among Han, Schlei, and Takahashi. The Golac transaction was never consummated. d. Craig Ivester’s Role in Attempting to Negotiate the Financial Instruments Sometime during 1987 or 1988, Ah Loo was introduced to Craig Ivester. Ivester was employed by Bancorp International as a finder of commodity transactions. Ivester informed Ah Loo that he had prospective buyers for the bond certificates. Ah Loo furnished Ivester with a copy of a bond certificate. Ivester sent the copy of the bond certificate to Bancorp International. Ban-corp International presented the copy of the bond certificate to UVS Switzerland. UVS Switzerland later reported to Bancorp International that the bond certificate was fraudulent. Ivester relayed this information to Ah Loo. 3. The Sting Operation In August 1991, Ah Loo was reintroduced to Ivester by Dallas Thompkins. Ivester was assisting Thompkins in attempting to obtain financing for Thompkins’s company, MidWay Capital. Ivester and Ah Loo discussed the bond certificates. Thereafter, Ivester contacted Special Agent Noonan of the United States Customs Service, to determine whether he was interested in investigating Ah Loo’s involvement with the bond certificates. Ivester had previously worked with Agent Noonan as a confidential informant. After Agent Noonan expressed interest in pursuing the investigation, Ivester arranged to meet Ah Loo on September 11,1991. At this meeting, Ivester told Ah Loo that he represented a group interested in purchasing bond certificates. On September 12, 1991, Ah Loo sent Ivester a copy of a document entitled “Private Placement Procedures,” and copies of two bond certificates. Ivester forwarded these documents to Agent Noonan. Agent Noonan shared the information he had received from Ivester with Secret Service Agent Jack Fox. Ivester arranged the initial meeting between Ah Loo and his alleged prospective buyers. This meeting occurred in Reno, Nevada in October 1991. In attendance were Ivester, Ah Loo, Agent Fox, and Customs Service Special Agent Michael Sankey. Agent Fox introduced himself as an officer of the First National Bank of Chicago. Agent Sankey identified himself as Michael Montclair, the president of a large international investment company. The conversation was surreptitiously recorded by the agents. During the Reno meeting, Ah Loo explained to Agent Fox and Agent Sankey that General MacArthur, in an attempt to shorten the supply lines for the Korean War, created a fund to permit Japan, which at the time was prohibited from developing its military, to manufacture munitions for use in the Korean War. She stated that the proceeds for the fund were obtained from the money and property of certain persons who had been loyal followers of the Emperor of Japan. In exchange, these investors received bond certificates. Ah Loo also informed Agent Fox and Agent Sankey that the bank notes had been issued as payment for redemption of the bond certificates, but that someone had printed an overrun of these bank notes. She told the agents that the excess bank notes were fraudulent. Ah Loo warned Agent Fox and Agent San-key that they might not want to purchase the bond certificates because some persons had been arrested, and others killed, for dealing in these financial instruments. She also represented that the bond certificates would not be redeemed at maturity, but would be rolled over. Agent Fox and Agent Sankey expressed interest in purchasing one bond certificate, but no agreement was reached during the Reno meeting. In early September 1991, Hill was introduced to Ah Loo by J. Maillian. Maillian informed Ah Loo that he was representing Hill in his efforts to sell bond certificates. At this time Ah Loo did not have any of the bond certificates in her possession. Hill agreed to make a bond certificate available to Ah Loo for sale to Agent Fox and Agent Sankey. On September 20, 1991, Hill signed a handwritten agreement drafted by Takahashi in which Hill agreed to sell three bond certificates and one bank note. This agreement provides that Hill and Takahashi “should keep strict secrecy from anyone regarding this agreement and should not disclose to any one [sic] else for ever [sic] without written agreement by Both.” The agreement is signed by Hill as “Party A,” and Takahashi as “Party B.” Takahashi provided Hill with three bond certificates, including number 1261, and bank note 59155. On the same date, Takahashi placed nine calls to Schlei, from his hotel room at the Sheraton Grande in Los Angeles. The record also shows that Schlei paid Takahashi’s hotel bill. Hill testified that he did not inform Takahashi that Ah Loo was involved in the transaction. Hill also testified that Takahashi had informed him that Sehlei did not want Takahashi to deal with Hill. Ah Loo met again with Agent Fox and Agent Sankey in early December 1991. Ah Loo represented to the agents that the bond certificates could be redeemed, but not everyone could redeem them. She told the agents that the bonds had already been certified as valid in the Japanese courts, and that she had originally obtained one of these instruments in Hong Kong from Sehlei, a former assistant attorney general of the United States. During this meeting, they did not reach an agreement on the terms of the sale of the bond certificate. In late December 1991, Agent Fox informed Ah Loo that he preferred to use the Smith Barney office in Tampa as the escrow agent. Throughout the early part of January 1992, Agent Fox and Ah Loo communicated by telephone to discuss final arrangements for the sale of the bond certificate. On January 7, 1992, Ah Loo, Ah Loo’s' son Bruce Hansberry, and Lee met at Ah Loo’s residence in Los Angeles to discuss the acquisition of additional bond certificates by Lee. Hansberry testified that during this meeting “the validity or authenticity of these bonds were [sic] brought into question regarding [Lee’s] involvement in an effort by the FBI to confiscate the bonds from [Lee].” Although this meeting was unrelated to the sale of the bond certificate to Agent Fox and Agent Sankey, Hansberry testified that “[t]he [bond certificate] series was the same. The question was implanted, there were doubts.” On January 9, 1992, A. George Saks, the executive vice president and general counsel of Smith Barney, signed a proposal letter, at Agent Fox’s request, that set forth Smith Barney’s purported willingness to purchase three “Series 57 Certificates of Balance of Redemption Japanese National Bonds” from Ah Loo for $140 million. In return, Smith Barney’s fee for its services as escrow agent was set forth as $1.4 million. Ah Loo assured Agent Fox that, at the closing, someone would explain to him how to certify the bond certificate’s authenticity. Hansberry told Agent Fox that he had already sold three of the bond certificates. Hansberry admitted after his arrest that this representation was false. The parties agreed that the purchase price for one bond certificate would be one hundred million dollars. Of that amount, Ah Loo was to receive nineteen million dollars, Smith Barney would be paid one million dollars for its services, and Hill was to receive eighty million dollars. Hill agreed to pay Takahashi twenty million dollars. On January 16, 1992, Hill and Takahashi met in Takahashi’s hotel room at the Sheraton Grande in Los Angeles. Takahashi told Hill that his twenty million dollar share of the proceeds from the sale to Agent Fox and Agent Sankey would be divided between Han, Sehlei, Sakai, Horiguchi, and himself. Takahashi’s notes reflecting this division of the proceeds were described at trial as the “payout sheet.” Takahashi told Hill at the January 16, 1992 meeting that Sehlei knew that a bond certificate transaction was closing. On January 17, 1992, Hill and Hansberry traveled to Tampa to deliver the bond certificate to Agent Fox and Agent Sankey. Because of medical problems, Ah Loo did not attend the meeting, but participated by telephone. On January 18, 1992, Hill handed bond certificate 1291 to Agent Fox. Immediately thereafter, Hill and Hansberry were arrested. At the time of their arrest, Hill and Hans-berry admitted that they knew that bond certificate 1291 was fraudulent. Hill consented to a search of the safety deposit box assigned to him at the Embassy Suites Hotel in Tampa. The search disclosed additional bond certificates, bank note 59155, the disclosure form, a copy of the United States embassy letter identified at trial as Exhibit 21, and Takahashi’s “payout sheet” for the Tampa transaction. Hill placed a telephone call to Takahashi following his arrest. On the same date, Takahashi made eleven phone calls to Sehlei, including two that were placed immediately after he spoke with Hill over the telephone. On January 19,1992, agents searched Takahashi’s Los Angeles hotel room. The room was registered to Osamu Sakai. It was vacant, although food, clothes, and documents were scattered throughout. Takahashi made four phone calls to Sehlei on January 19; twenty-one on January 20; and twenty on January 21. At the time of trial, Takahashi was a fugitive. 4. Proof that the Instruments Were Forgeries At trial, the Government presented the testimony of Hideo Inoue, the special officer for research at the Government Bond Section of the Ministry of Finance in Japan, regarding the authenticity of the bond certificates. He testified that the bond certificates were not genuine. Inoue compared the bond certificates with genuine Japanese bonds. He identified the following distinguishing characteristics: (1) the bond certificates did not contain the term “Government of Japan,” which appears on genuine Japanese bonds; (2) the Japanese government has never issued an instrument termed a “certificate of redemption”; (3) the bond certificates contain the letter “A,” which does not appear on genuine Japanese bonds; (4) the numbering on the bond certificates appeared to have been rubber stamped, whereas genuine bonds contain a “very clear number,” because of the special technology that is used; (5) the bond certificates used four-digit numbers, whereas genuine bonds contain six-digit numbers; (6) the bond certificates contained the words “Dai-Ichi Kangyo Bank,” but genuine bonds do not refer to any private bank; (7) the bond certificates contained Japanese/Chinese characters with a horizontal line through them that genuine bonds do not include; (8) the bond certificates had the name of the nominee and genuine bonds do not bear the name of any person as the bondholder; (9) the seal on the bond certificates was slightly faded, not as clear, and a less-bright red than genuine Japanese bonds, and the fines around the seal of the bond certificates were thicker than around that of genuine bonds; (10) the bond certificates had face amounts of between ten and fifty billion yen, but the government of Japan has never issued a bond in an amount greater than one billion yen; (11) the bond certificates did not have the raised print and Ministry of Finance watermarks that genuine bonds contain; and (12) the reverse side of the bond certificates did not contain the same design and warning as that on genuine bonds. Takashi Iwanaga, a vice president of the Manhattan branch of the Dai-Ichi Kangyo Bank, testified regarding the authenticity of the bank notes. Iwanaga described the physical differences between the bank notes and a genuine Dai-Ichi Kangyo Bank cashier’s check issued in 1982. Iwanaga told the jury that the bank notes were counterfeit. 5. Proceedings in the District Court Sehlei was charged in Count One of the second superseding indictment with conspiring with Ah Loo, Hill, Hansberry, Takahashi, and Alan Reedy (1) to utter and pass falsely made, forged and counterfeit Japanese bonds in violation of 18 U.S.C. § 479; (2) to possess and deliver false and counterfeit foreign bank notes in violation of 18 U.S.C. § 480; (3) to use interstate wires in execution of scheme to defraud in violation of 18 U.S.C. § 1343; (4) to execute a scheme to defraud a bank in violation of 18 U.S.C. §§ 2 and 1344; (5) to offer or sell securities by employing a scheme and artifice to defraud in violation of 15 U.S.C. § 77q; and (6) to engage and attempt to engage in a monetary transaction in criminally derived property that is of a value greater than $10,000 in violation of 18 U.S.C. § 1957. The jury was furnished with a special verdict form. The jury found Sehlei guilty of conspiracy. The jury found that the object of the conspiracy in which Sehlei participated was “[t]o possess and deliver false and counterfeit bank notes, in violation of 18 U.S.C. § 480.” The jury also found that it was not an object of Schlei’s conspiracy “[t]o utter and pass falsely made, forged, and counterfeit Government of Japan Series 57 M-Bonds, in violation of 18 U.S.C. § 479.” Sehlei was found not guilty of uttering or passing false, forged, and counterfeit bonds, five counts of wire fraud, bank fraud, and engaging in a monetary transaction involving unlawfully derived property. Sehlei was found guilty of securities fraud in violation of 15 U.S.C. §§ 77q and 77x. The jury found specially that “[Sehlei] obtained money or property by means of any untrue statement of a material fact or any omission to state a material fact necessary in order to make the statements made in light of the circumstances under which they were made, not misleading.” B. Discussion 1. Tiie Evidence Demonstrates that Schlei Affirmatively Misled Potential Purchasers Regarding Material Facts Schlei argues that the evidence presented to the jury is legally insufficient to demonstrate that he committed fraud — an essential element of conspiracy to commit fraud and the substantive offense of securities fraud charged in Count Ten of the second superseding indictment. Schlei contends that the Government failed to present evidence that he was involved in a scheme “reasonably calculated to deceive persons of ordinary prudence and comprehension.” He argues that pursuant to the rule announced in United States v. Brown, 79 F.3d 1550 (11th Cir.1996), we must reverse. We disagree. The facts and circumstances presented to the jury in this matter are readily distinguishable from those reviewed by this court in Brown. In Brown, the defendants represented to prospective customers from snow-belt states that the homes they were selling in Florida were a safe business investment and could be rented for an amount greater than the mortgage payments. Id. at 1554. In fact, the houses were being sold at a higher price than an almost identical home next door. The houses were not a good investment because they were overpriced. The rental income was less than represented. Some of the purchasers resold their homes for much less than they paid. Id. In reversing the judgment of conviction, this court held that “[a] ‘scheme to defraud’ under the pertinent criminal statutes has not been proved where a reasonable juror would have to conclude that the representation is about something which the customer should, and could, easily confirm — if they wished to do so — from readily available external sources.” Id. at 1559. Applying this rule to the facts before it, this court concluded that potential home buyers were encouraged to travel to Florida at the expense of the developer to visit the properties offered for sale. The court noted that “this matter is not a ‘sale of distant property’ case: the kind where the purchaser has no chance to investigate the property’s condition and value.” Id. at 1560. The court held that reliance on the value representations was unreasonable because a person of ordinary prudence could have easily discovered the cost of buying or renting comparable properties in Florida. Id. at 1551. Here, unlike the situation in Brown, we have a “distant property” case. The conspirators represented that “a secret fund to be used for various purposes not suitable for public view” was created in Japan by General MacArthur and Japanese officials approximately fifty years ago. They also claimed that the government of Japan issued the financial instruments to persons who contributed to the secret fund, but that corrupt Japanese officials were now falsely claiming that they were not genuine. In making these representations, the conspirators told prospective purchasers that a former assistant attorney general of the United States had determined that the financial instruments were genuine and negotiable. Furthermore, a document typed on the letterhead of the United States embassy was shown to potential customers to persuade them that “the United States was supporting Mr. Schlei.” Under these circumstances, a reasonable juror could be persuaded beyond a reasonable doubt that a potential customer could not easily confirm the truth of the representation that a secret fund allegedly created by persons who have since died is now being covered up by a corrupt government of Japan. The conspirators represented that the financial instruments were genuine, but that the government of Japan would deny that the financial instruments were genuine. Had any potential customer of the conspirators and their salespersons attempted to contact the government of Japan, he or she would have been confronted with a self-fulfilling prophecy. Because the instruments were not genuine, the Japanese Minister of Finance would undoubtedly inform any person who inquired that the bond certificates and bank notes were worthless. The exercise of ordinary intelligence would not have assisted a potential customer in confirming from a readily available external source that the conspirators’ representations were truthful. We decline to extend Brown to the false representations made by the conspirators to this fraudulent scheme. 2. Sufficient Evidence Was Presented to Support the Judgment of Conviction for Conspiring to Sell the Fraudulent Bank Notes Schlei also maintains that “[n]o evidence was presented at trial showing that Schlei or anyone else engaged at any time in fraudulent behavior with respect to the ‘bank notes.’” The record does not support this argument. Schlei entered into an agreement with Hiraki, Takahashi, Lee, and Han concerning the negotiation and cashing of bank notes drawn on the Dai-Ichi Kangyo Bank in the spring of 1985. In May of that year, Schlei and Lee attempted to cash one of the bank notes at the Dai-Ichi Kangyo Bank in Japan. They were informed that the bank note was not genuine. Nevertheless, on May 7, 1986, Schlei, as secretary and treasurer of the Foundation, assigned a bank note described as “cashier’s check No. A35240” to Hill & Associates, Inc. The disclosure form letter that Schlei presented to Hill for distribution to potential purchasers expressly referred to cashier’s checks “that purport to be issued by the Dai-Ichi Kangyo Bank.” Thus, contrary to Sehlei’s assertion, members of the conspiracy entered into an agreement to sell fraudulent bank notes after Schlei and Lee had been informed by a representative of the Dai-Ichi Kangyo Bank that they were not genuine. The record also discloses that Hill was furnished an additional bank note by Takahashi on September 20, 1991. Takahashi was aware that Hill was involved in the proposed sale of a bond certificate to Agent Fox and Agent Sankey. One of the bank notes was seized from Hill following his arrest in Tampa, Florida. This evidence was sufficient to persuade a rational juror that the members of the conspiracy, including Schlei, had not abandoned their agreement to sell bank notes that were known to be worthless prior to January 18, 1992. The fact that no bank notes were successfully negotiated does not affect the validity of the judgment of conviction for conspiracy to sell them. See United States v. Cuni, 689 F.2d 1353, 1356 (11th Cir.1982) (“[Wjhether the object of the conspiracy is achieved is immaterial to the commission of the crime of conspiracy.”). 3. The Evidence Is Sufficient to Demonstrate that Schlei’s Misrepresentations and Concealment Were Material Schlei asserts that the representations made by the alleged conspirators did not relate to a material fact. He argues that the only fact that is material to a prospective purchaser of a financial instrument is “whether the instrument will be paid when due.” Schlei contends that where it is represented that a financial instrument will not be paid “other information that might indirectly suggest a possibility or probability of nonpayment becomes merely cumulative and is immaterial.” Schlei’s argument ignores the fact that he and his coconspirators represented that the financial instruments were genuine. Clearly, a representation of genuineness is material to a prospective purchaser of an alleged negotiable instrument. Perhaps of more significance, however, is the fact that Schlei and his coconspirators concealed the fact that Schlei knew that Aoyagi had been convicted in a Japanese court for participating in producing forged bond certificates and bank notes. These financial instruments were delivered to persons who transferred them to the Foundation. Schlei also concealed from the Foundation’s salespersons and prospective purchasers the fact that after hearing Aoyagi’s sworn testimony, when asked his opinion regarding the genuineness of the bond certificates, Schlei stated to Stein and AUSA Green: “I agree. They can’t be real after listening to this.” Notwithstanding his firm conviction that the bond certificates and bank notes were forged, Schlei did not withdraw from the conspiracy. Instead, on January 18,1992, he was still actively involved in attempting to negotiate forged financial instruments that were in the possession of the officers of the Foundation. This evidence was sufficient to persuade a rational juror that Schlei misrepresented and concealed material facts. 4. The Evidence Was Sufficient to Convict Schlei of Conspiracy to Sell Fraudulent Bank Notes Schlei contends that the evidence is insufficient to convict him of conspiracy to sell forged bank notes because he did not personally participate in the Tampa transaction. Schlei also argues that the district court erred in denying his motion for judgment of acquittal because the record shows he had no knowledge that Hill and Ah Loo were planning to sell a bond certificate furnished by Takahashi. A person who is involved in a conspiracy from which he or she has not withdrawn is “responsible for any later act of a co-conspirator which was a necessary or natural consequence of the conspiracy.” United States v. Marable, 574 F.2d 224, 230 (5th Cir.1978). “Each party to a continuing conspiracy may be vicariously hable for substantive criminal offenses committed by a co-conspirator during the course and in the furtherance of the conspiracy, notwithstanding the party’s non-participation in the offenses or lack of knowledge thereof.” United States v. Mothersill, 87 F.3d 1214, 1218 (11th Cir.), cert. denied sub nom. Johnson v. United States,—U.S.-, 117 S.Ct. 531, 136 L.Ed.2d 416 (1996). As set forth above, the undisputed evidence shows that Schlei entered into a written agreement to sell bond certificates and bank notes with knowledge that the government of Japan and the Dai-Ichi Kangyo Bank had declared that these instruments were not genuine. The record shows that Schlei did not withdraw from the conspiracy to sell these forged instruments prior to January 18, 1992. Accordingly, Schlei is responsible as a coconspirator for Takahashi’s transmission of a forged bond certificate to Hill for sale to prospective buyers. As a conspirator, Schlei is also responsible for Hill’s attempt to sell the bond certificate in Tampa, Florida because that transaction was a necessary consequence of the ongoing conspiracy to sell the financial instruments. While the evidence that Schlei entered into an agreement with Lee, Han, Hiraki, and Takahashi to sell the bond certificates and the bank notes is undisputed, the jury found that Schlei conspired to sell the bank notes, but not the bond certificates. We have no clue regarding the basis for this curious determination. Schlei argues that the jury’s finding that Schlei was not involved in a conspiracy whose object was “[t]o utter and pass ... Government of Japan Series 57 M-Bonds” demonstrates that “the jury intended to acquit Schlei of involvement in the Tampa transaction.” This argument ignores the fact that the sale of a bond certificate was a necessary or natural consequence of an agreement to sell fraudulent bank notes also furnished to its salespersons by the Foundation. Sale of the bond certificate in Tampa, Florida was in furtherance of the conspiracy to negotiate fraudulent financial instruments allegedly evidencing a debt owed by the government of Japan. We are persuaded that the evidence was sufficient to support Schlei’s conviction for conspiracy to sell forged bank notes. II JURY INSTRUCTIONS Schlei challenges the district court’s refusal to instruct the jury on seriatim conspiracies, which was his theory of defense. He also challenges the district court’s refusal to instruct on the liability of corporate officers for acts of other officers. In addition, he asserts that the district court erred in its instructions to the jury regarding deliberate ignorance and the definition of securities. We review the district court’s refusal to give a defendant’s requested jury instructions for an abuse of discretion. United States v. Chirinos, 112 F.3d 1089, 1101 (11th Cir.1997). “The district court has broad discretion in formulating a jury charge as long as the charge as a whole is a correct statement of the law.” United States v. Perez-Tosta, 36 F.3d 1552, 1564 (11th Cir.1994), cert. denied sub nom. Perez-Aguilera v. United States, 515 U.S. 1145, 115 S.Ct. 2584, 132 L.Ed.2d 833 (1995). “We will not reverse a conviction unless we find that issues of law were presented inaccurately or the charge improperly guided the jury in such a substantial way as to violate due process.” Id. A. Theory of Defense — Seriatim Conspiracies Sehlei maintains that the district court abused its discretion when it denied his requested jury instructions regarding seriatim conspiracies. “The district court should instruct the jury on the defendant’s defense theory if the theory has a foundation in evidence and legal support.” Chirinos, 112 F.3d at 1101. If the instruction would not assist the jury in deciding the issues before it, the district court need not grant defendant’s request. Id. In determining whether the district court abused its discretion in refusing to give the requested jury instruction, this court considers three factors: (1) whether the requested instruction is a substantially correct statement of the law; (2) whether the jury charge given addressed the requested instruction; and (3) whether the failure to give the requested instruction seriously impaired the defendant’s ability to present an effective defense. Id. Schlei’s theory of defense centered around the written agreements to sell the instruments that were presented at trial. Sehlei argues that [t]hese agreements, whether lawful or not, ended by their own terms and were abandoned years before the Tampa “sting” transaction was initiated. Some of the principals terminated their relationships and had no further contact with each other. [Even if Sehlei] had joined an early “conspiracy,” that would not mean that he was a member of the last conspiracy, which was the one that ended in Tampa, and was the only one that could be charged in the Middle District of Florida. Sehlei requested that his theory of defense be set forth in the following requested jury instructions: NORBERT SCHLEPS REQUESTED INSTRUCTION NO. 2 You must decide whether the evidence presented proves the existence of a single conspiracy, a series of separate conspiracies, or whether it fails to prove any conspiracy at all. If you find that there is proof beyond a reasonable doubt that at least one conspiracy existed, you must next consider whether the evidence proves beyond a reasonable doubt the existence of a single continuous conspiracy or whether instead it shows a series of separate conspiracies. Separate conspiracies exist when each of the agreements has its own end. For instance, a transaction or episode may be separate and distinct from any other transaction, thus constituting an end in itself. The question whether there was a single conspiracy or multiple conspiracies focuses on the nature of the agreement or agreements between the alleged conspirators, because it is the agreement that defines the scope of any conspiracy. When I use the word “agreem