Paul Satterfield v. District Attorney of Philadelphia Co0unty; Attorney General of Pennsylvania; Secretary Pennsylvania Department of Corrections

Society views the conviction of an innocent person as

perhaps the most grievous mistake our judicial system can

commit. Reflecting the gravity of such an affront to liberty,

the “fundamental miscarriage of justice” exception has evolved

to allow habeas corpus petitioners to litigate their

constitutional claims despite certain procedural bars if the

petitioner can make a credible showing of actual innocence. In

3

2013, the Supreme Court’s decision in McQuiggin v. Perkins,

133 S. Ct. 1924 (2013), extended this doctrine to allow

petitioners who can make this showing to overcome the

Antiterrorism and Effective Death Penalty Act’s (“AEDPA”)

one-year statute of limitations.1 In doing so, the Supreme

Court recognized that an untimely petition should not prevent

a petitioner who can adequately demonstrate his actual

innocence from pursuing his claims. This view reflects

society’s value judgment that procedure should yield to

substance when actual innocence is at stake.

Despite repeatedly asserting his innocence, Appellant

Paul Satterfield was convicted of first degree murder in 1985

and sentenced to life in prison. After many years of direct and

collateral litigation, he appeared to emerge victorious when the

District Court, acting on his habeas petition, found that his

ineffective assistance of counsel claim was meritorious. But

Satterfield’s hopes for relief were short-lived, as we reversed

the order granting habeas relief after finding that his petition

was barred by AEDPA’s statute of limitations. Satterfield’s

fight was revived several years later when the Supreme Court

handed down its decision in McQuiggin. Had this decision

been earlier, Satterfield had more solid support to pursue his

ineffective assistance of counsel claim in spite of his untimely

petition. In McQuiggin’s wake, Satterfield sought relief from

the judgment denying his habeas petition, characterizing

1 AEDPA, 110 Stat. 1214, states that “[a] 1-year period

of limitation shall apply to an application for a writ of habeas

corpus by a person in custody pursuant to the judgment of a

State court.” 28 U.S.C. § 2244(d)(1).

4

McQuiggin’s change in relevant decisional law as an

extraordinary circumstance to justify relief under Federal Rule

of Civil Procedure 60(b)(6).

The District Court denied Satterfield’s Rule 60(b)(6)

motion after determining that McQuiggin was not an

extraordinary circumstance. While we do not opine whether

the Rule 60(b)(6) motion should ultimately be granted, we will

nonetheless vacate the District Court’s order. In Cox v. Horn,

757 F.3d 113 (3d. Cir. 2014), we held that changes in

decisional law may—when paired with certain

circumstances—justify Rule 60(b)(6) relief. A district court

addressing a Rule 60(b)(6) motion premised on a change in

decisional law must examine the full panoply of equitable

circumstances in the particular case before rendering a

decision. In this case, we believe that the District Court did not

articulate the requisite equitable analysis, and we will remand

for proper consideration.

Separately, and perhaps more importantly, we explain

that the nature of the change in decisional law must be weighed

appropriately in the analysis of pertinent equitable factors.

McQuiggin implicates the foundational principle of avoiding

the conviction of an innocent man and attempts to prevent such

a mistake through the fundamental miscarriage of justice

exception. If Satterfield can make the required credible

showing of actual innocence to avail himself of the

fundamental miscarriage of justice exception had McQuiggin

been decided when his petition was dismissed, equitable

analysis would weigh heavily in favor of deeming

McQuiggin’s change in law, as applied to Satterfield’s case, an

exceptional circumstance justifying Rule 60(b)(6) relief.

While Satterfield’s ability to show actual innocence is not case

determinative in that the District Court must weigh all of the

5

equitable factors as guided by precedent, we clarify that the

nature of the change in law cannot be divorced from that

analysis.

I.

The tortuous path to Satterfield’s current appeal begins

more than three decades ago. In 1983, Satterfield visited the

home of Azzizah Abdullah to repair her television set. When

Satterfield had finished and the television appeared to be

working properly, Abdullah paid Satterfield’s fee. But the

television ceased working only a short while later, prompting

Abdullah to summon Satterfield back to her home to complete

the task. He made several additional attempts to fix the

recalcitrant television, but his efforts were in vain. During

Satterfield’s final service call to Abdullah’s home, her husband

William Bryant became frustrated with Satterfield’s repeated

failures. Conflict erupted. When Bryant demanded

Abdullah’s money back while brandishing a knife and a

baseball bat,2 Satterfield returned the money and quickly

departed, never reporting the incident to the police.

Approximately one week after the altercation in

Abdullah’s home, Bryant was shot outside his home in the

early morning hours. Police interviewed two eyewitnesses—

2 There are three versions of this event: (1) Satterfield

testified that Bryant poked him with the baseball bat, (J.A.

544); (2) Wayne Edwards claimed that Satterfield told him

Bryant had struck him with the bat, (J.A. 488); and (3)

Abdullah explained that Bryant had nudged Satterfield’s

shoulder with the bat, (J.A. 465).

6

brothers Eric and Grady Freeman—on the morning of Bryant’s

murder. The Freemans had been in their home at the time of

the shooting and, upon hearing the gunshots, peered out from

their windows at the crime scene. Eric Freeman reportedly saw

a man who “looked like he was white,” “had like blond hair,”

and was about 5’ 9”.3 (J.A. 695–97.) According to Eric, the

man briskly walked to a parked car, looked both ways before

getting in, and had his hand inside his jacket “like he was

putting away something.” (J.A. 695–97.) Grady Freeman

similarly described seeing a “light skin guy” about 5’7” or 8”.

(J.A. 698.) Critically, Satterfield is a black man with brown

hair and stands six feet tall. (J.A. 439.)

Investigators soon learned of Satterfield’s recent

altercation with Bryant. This information yielded a search

warrant for Satterfield’s home and car. Upon execution,

however, the searches produced no evidence implicating

Satterfield, and the investigation went dormant for about a

year.

The story picks back up in 1984, when Satterfield met

Patricia Edwards at a nearby racquet club. Mrs. Edwards

suggested that Satterfield play tennis with her husband, Wayne

Edwards. After playing together on several occasions,

Satterfield and Mr. Edwards met for lunch at the racquet club.

The conversation began with benign pleasantries, with the two

discussing commonalities in their upbringings, among other

things. Mr. Edwards claimed that the conversation eventually

culminated with Satterfield admitting to Bryant’s murder in

3 Both brothers also described the shooter has having

closely cropped hair, while Satterfield was said to have had a

bushy Afro of a brown or reddish color. (J.A. 436, 614.)

7

fairly explicit detail. Mr. Edwards contacted the police through

his attorney, and Satterfield was arrested days later.

At Satterfield’s trial, Mr. Edwards testified to

Satterfield’s confession. The State Respondents characterize

Mr. Edwards’ testimony on the stand as both credible and

corroborated by the evidence. Mr. Edwards told the jury that

Satterfield had not reported his altercation with Bryant to the

police because he assumed it would be futile based on a past

experience with a customer. Mr. Edwards also explained that

Satterfield had admitted to disposing of his .44 caliber gun—

the purported murder weapon—shortly after the killing, only

to later tell police the firearm had been stolen. According to

the State Respondents, Mr. Edwards also testified to details of

the crime that nobody beside the killer could have known; for

instance, that the killer had fired four shots at the victim and

that the victim was running away at the time he was struck.4

Satterfield took the stand in his own defense. He

admitted that he had told Mr. Edwards that he was once

suspected of murder and recounted to Mr. Edwards the details

laid bare in the search warrants he had been served with during

the investigation. But Satterfield insisted that Mr. Edwards had

fabricated the rest of the confession, possibly prompted by a

developing romantic relationship between Satterfield and Mr.

Edwards’ wife. Satterfield also testified that he had owned a

.44 caliber special gun like the one used in Bryant’s murder,

but reaffirmed that it had been stolen in an unreported burglary

years before the killing. He nonetheless admitted that he had

4 We note, however, that the search warrants indicated

four bullets were removed from Bryant’s body. (J.A. 708.)

8

purchased .44 special ammunition on the very day that he was

assaulted by Bryant.

Satterfield was represented by attorney Lee Mandell at

his murder trial. Mandell did not call either of the Freeman

brothers as witnesses, nor did Mandell even interview either of

the brothers prior to trial.5 Instead, the only mention of either

brother’s eyewitness statement came when Satterfield read

Eric Freeman’s description of the suspect from a search

warrant affidavit. The jury convicted Satterfield of first degree

murder in June 1985.

After his conviction, Satterfield filed post-verdict

motions alleging that Mandell was ineffective for failing to

present the Freemans as defense witnesses at trial. The trial

court held an evidentiary hearing during which it heard

testimony from Mandell and both Freeman brothers. Eric

Freeman repeated his earlier description of the suspect as a

white man with blonde hair. (J.A. 642.) Grady Freeman,

however, took the opportunity to clarify his initial description

of the suspect as having “light skin,” now explaining that the

suspect was “Caucasian” and had light blonde hair. (J.A. 620.)

He further proclaimed that he was “positive” Satterfield was

not the man he had seen at the time of the shooting. (J.A. 620.)

Importantly, there was some sparring at the evidentiary hearing

over whether Grady’s initial statement to police that the

5 Mandell testified his investigator had encountered

difficulty tracking the Freeman brothers down. Both brothers,

however, responded to the State’s subpoena to appear for the

trial. Satterfield’s initial post-trial counsel, Ms. Gelb, also had

no problem locating the brothers and easily procuring their

appearance at the post-trial motion hearing.

9

suspect was light-skinned meant that the suspect had lighter

black skin or was white. (J.A. 612.)

Following the evidentiary hearing, the trial court

dismissed Satterfield’s post-verdict motion and sentenced him

to life imprisonment. The Pennsylvania Superior Court then

denied his appeal, determining that that Mandell had pursued a

valid trial strategy in attempting to avoid a rebuttal of Eric’s

favorable description of the suspect with Grady’s initial

statement. (J.A. 675.) But the Superior Court’s conclusion

relied on its observation that Grady Freeman had identified the

fleeing man “as a ‘light-skinned’ black male, with cut short

hair, in his early thirties,” a description which “closely fit that

of Satterfield.” (J.A. 674.) Later, the District Court presiding

over Satterfield’s habeas proceedings would point out that the

Superior Court’s characterization of Grady’s statement was in

error. Grady Freeman had never described the suspect as a

“light-skinned black male,” but merely as “light-skinned.”

Nonetheless, the Pennsylvania Supreme Court denied

allocatur.

Satterfield next filed a pro se King’s Bench petition

with the Pennsylvania Supreme Court in 1996. This petition

was denied, along with his petition for reconsideration.

Satterfield’s 1997 pro se PCRA petition was also denied, and

his appeals were unsuccessful.

In 2002—almost 20 years after Bryant’s murder—

Satterfield filed a federal habeas petition raising nine claims,

including actual innocence and ineffective assistance of trial

counsel for failing to present the Freemans as witnesses. A

Magistrate Judge initially recommended the petition be

dismissed as time-barred. After finding that Satterfield’s

King’s Bench petition was a “properly filed” application for

10

state post-conviction review, the District Court remanded the

petition to the Magistrate Judge for further analysis of the

timeliness issue and the merits of Satterfield’s claims. The

Magistrate Judge then issued a supplemental report

recommending Satterfield’s claims be denied on their merits,

which the District Court initially adopted. But after

Satterfield’s objections, the District Court granted relief on his

ineffective-assistance-of-counsel claim. The District Court

concluded that the Pennsylvania Superior Court’s

determination that Mandell had a reasonable basis in not

putting forth the Freemans’ testimony was based, as mentioned

earlier, on a misreading of Grady Freeman’s statement.

Satterfield v. Johnson, 322 F. Supp. 2d 613, 620, 623–24 (E.D.

Pa. 2004). The District Court, however, adopted the

supplemental report and recommendation of the Magistrate

Judge denying relief on Satterfield’s other claims. Id. at 624.

The State Respondents appealed the District Court’s

decision, arguing that Satterfield’s petition should be

dismissed as time-barred. We reversed and remanded, finding

that Satterfield’s King’s Bench petition to the Pennsylvania

Supreme Court was not a “properly filed” collateral challenge

to his conviction for the purposes of 28 U.S.C. § 2244(d)(2),

and thus did not toll AEDPA’s statute of limitations.

Satterfield v. Johnson, 434 F.3d 185, 195 (3d Cir. 2006). We

also determined that Satterfield was not entitled to equitable

tolling. Id. at 196. Upon remand, the District Court dismissed

Satterfield’s petition.

In 2014, approximately 30 years after Satterfield’s

arrest in connection with Bryant’s murder, he filed a motion

with the District Court under Federal Rule of Civil Procedure

60(b)(6) seeking relief from the judgment dismissing his

habeas petition. Satterfield argued that the Supreme Court’s

11

holding in McQuiggin was a change in decisional law that

served as an extraordinary circumstance upon which Rule

60(b)(6) relief may issue. McQuiggin held that “actual

innocence, if proved, serves as a gateway through which a

petitioner may pass” to overcome an untimely petition under

AEDPA. 133 S. Ct. at 1928. Upon review, the District Court

ruled that McQuiggin was not a ground for relief and denied

the Rule 60(b)(6) motion. Satterfield then requested a

Certificate of Appealability, which we granted on the issue of

whether McQuiggin, either alone or in combination with other

equitable factors, is sufficient to invoke relief from final

judgment under Rule 60(b)(6) to allow an appellant to raise an

otherwise time-barred valid claim that trial counsel was

ineffective.

II.

The District Court had jurisdiction pursuant to 28 U.S.C

§ 2241 and § 2254. We have appellate jurisdiction under 28

U.S.C. § 1291 and § 2253. We review the District Court’s

denial of Satterfield’s Rule 60(b)(6) motion for abuse of

discretion. Cox v. Horn, 757 F.3d 113, 118 (3d Cir. 2014). “A

district court abuses its discretion when it bases its decision

upon a clearly erroneous finding of fact, an erroneous

conclusion of law, or an improper application of law to fact.”

Id.

III.

Satterfield invokes Federal Rule of Civil Procedure

60(b)(6) to seek relief from the District Court’s judgment

dismissing his habeas petition. Rule 60(b) provides litigants

with a mechanism by which they may obtain relief from a final

judgment “under a limited set of circumstances including

12

fraud, mistake, and newly discovered evidence.” Gonzalez v.

Crosby, 545 U.S. 524, 528 (2005). Satterfield specifically

relies upon Rule 60(b)(6), a catch-all provision extending

beyond the listed circumstances to “any other reason that

justifies relief.” Despite the open-ended nature of the

provision, a district court may only grant relief under Rule

60(b)(6) in “extraordinary circumstances where, without such

relief, an extreme and unexpected hardship would occur.”

Cox, 757 F.3d at 120 (quoting Sawka v. Healtheast, Inc., 989

F.2d 138, 140 (3d Cir. 1993)); see also Boughner v. Sec’y of

Health, Ed. & Welfare, 572 F.2d 976, 978 (3d Cir. 1978). This

is a difficult standard to meet, and “[s]uch circumstances will

rarely occur in the habeas context.” Gonzalez, 545 U.S. at 535.

Satterfield asserts in his Rule 60(b)(6) motion that a

change in relevant decisional law occurring after his petition

had been denied is an extraordinary circumstance upon which

his Rule 60(b)(6) relief may issue. Satterfield identifies the

Supreme Court’s ruling in McQuiggin—handed down seven

years after the District Court dismissed Satterfield’s habeas

petition on remand—as an intervening change in relevant

decisional law that requires such relief. McQuiggin focused on

the “fundamental miscarriage of justice” exception, a doctrine

that had previously been applied to allow a habeas petitioner

“to pursue his constitutional claims . . . on the merits

notwithstanding the existence of a procedural bar to relief”

where the petitioner makes “a credible showing of actual

innocence.” 133 S. Ct. at 1931. The Supreme Court clarified

that the fundamental miscarriage of justice exception would

also permit a petitioner to overcome a petition that failed to

comply with AEDPA’s statute of limitations. Even so, a

petitioner asserting actual innocence may not avail himself of

the exception “unless he persuades the district court that, in

13

light of the new evidence, no juror, acting reasonably, would

have voted to find him guilty beyond a reasonable doubt.” Id.

at 1928, 1935 (quoting Schlup v. Delo, 513 U.S. 298, 329

(1995)).

The decision in McQuiggin is particularly relevant to

Satterfield’s case because we reversed his successful

ineffective assistance of counsel claim after finding that his

petition was untimely under AEDPA. Had McQuiggin been in

place at the time of Satterfield’s habeas proceedings, an

appropriate showing of actual innocence may have allowed

Satterfield to overcome his untimely petition and pursue his

ineffective assistance claim. Thus, we must determine whether

McQuiggin is a change in decisional law that can serve as an

extraordinary circumstance upon which Rule 60(b)(6) relief

may issue, either on its own or when paired with the equitable

circumstances of the case.

A.

Satterfield properly characterizes McQuiggin as

effecting a change in our decisional law. Prior to McQuiggin,

we had never affirmatively held that a showing of actual

innocence could serve as an equitable exception to AEDPA’s

one-year statute of limitations. In fact, several circuits were

split on the issue of whether such an equitable exception or

basis for equitable tolling existed at the time McQuiggin was

decided. Compare Rivas v. Fischer, 687 F.3d 514, 548 (2d Cir.

2012) (a compelling claim of actual innocence may excuse an

otherwise untimely habeas petition); Lee v. Lampert, 653 F.3d

929, 934 (9th Cir. 2011) (en banc) (same); San Martin v.

McNeil, 633 F.3d 1257, 1267–68 (11th Cir. 2011) (same);

Lopez v. Trani, 628 F.3d 1228, 1230–31 (10th Cir. 2010)

(same); and Souter v. Jones, 395 F.3d 577 (6th Cir. 2005)

14

(same), with David v. Hall, 318 F.3d 343, 347 (1st Cir. 2003)

(a showing of actual innocence does not excuse an otherwise

untimely filing of a habeas petition); Cousin v. Lensing, 310

F.3d 843, 849 (5th Cir. 2002) (same); and Escamilla v.

Jungwirth, 426 F.3d 868, 871–72 (7th Cir. 2004) (same).

We had numerous opportunities to confront habeas

petitioners’ arguments that their actual innocence should

permit an equitable exception to, or equitable tolling of,6 the

statute of limitations. In each case, we declined to decide

whether a showing of actual innocence could provide a basis

for an equitable exception or equitable tolling in the habeas

context and instead opted to sidestep the issue by determining

that the petitioners had failed to establish actual innocence.

See, e.g., Munchinski v. Wilson, 694 F.3d 308, 329 n.16 (3d

Cir. 2012) (noting that other circuits were split on the existence

of an actual innocence exception, but declining to consider the

issue because the petitioner had shown the diligence and

extraordinary circumstances sufficient for equitable tolling);

Scott v. Lavan, 190 F. App’x 196, 199 (3d Cir. 2006) (declining

to consider whether an actual innocence exception exists

because the petitioner had no basis to assert a claim of actual

innocence); Hussmann v. Vaughn, 67 F. App’x 667, 669 (3d

Cir. 2003) (same); see also Sistrunk v. Rozum, 674 F.3d 181,

191 (3d Cir. 2012) (avoiding the question of whether actual

6 The Supreme Court explained in McQuiggin that there

is a distinction between equitable tolling, where a petitioner

seeks an extension of the prescribed statutory period to file, and

an equitable exception, which would permit a petitioner to

override the statute of limitations. 133 S. Ct. at 1931; see also

Rivas, 687 F.3d at 547 n.42 (distinguishing between equitable

tolling and equitable exceptions).

15

innocence allowed for equitable tolling, and instead finding the

petitioner’s showing of actual innocence to be inadequate);

Teagle v. Diguglielmo, 336 F. App’x 209, 212 (3d Cir. 2009)

(same); Knecht v. Shannon, 132 F. App’x 407, 409 (3d Cir.

2005) (same). While Satterfield could have looked to other

circuits to make an equitable-exception argument at the time

his petition was denied, actual innocence had not yet been

established as a basis for an equitable exception to untimely

filing under AEDPA in our circuit.7

B.

We turn next to whether the change in law borne by

McQuiggin may properly serve as the basis of a Rule 60(b)(6)

motion. Precedent makes clear that changes in decisional law

alone will “rarely” constitute “extraordinary circumstances”

for purposes of a Rule 60(b) motion. Cox, 757 F.3d at 121.

Satterfield’s reliance on an intervening change in the law is

hardly novel in the habeas context, and petitioners have had

little success with such arguments. The Supreme Court’s

decision in Gonzalez v. Crosby is a prime example of the

difficulty of pursuing a Rule 60(b)(6) motion premised on a

change in law. In Gonzalez, a district court had denied a

prisoner’s habeas petition on statute of limitations grounds.

The prisoner later sought Rule 60(b)(6) relief, arguing that the

Supreme Court’s intervening decision in Artuz v. Bennett, 531

U.S. 4 (2000), marked a change in the interpretation of

7 Satterfield did argue that actual innocence should

allow for equitable tolling at the time of his petition.

16

AEDPA’s statute of limitations.8 Gonzalez, 545 U.S. at 536.

The Court affirmed the denial of the prisoner’s Rule 60(b)(6)

motion, emphasizing that the district court’s initial ruling on

the timeliness of the petition was consistent with the Eleventh

Circuit’s then-prevailing interpretation of the statute. In that

sense, the Court observed, “[i]t is hardly extraordinary that

subsequently, after petitioner’s case was no longer pending,

this Court arrived at a different interpretation,” and “[a]lthough

[the Court’s] constructions of federal statutes customarily

apply to all cases then pending on direct review, not every

interpretation of the federal statutes setting forth the

requirements for habeas provides cause for reopening cases

long since final.” Id. (citation omitted).

Both the State Respondents and the District Court

interpret Gonzalez as foreclosing Rule 60(b)(6) relief in

Satterfield’s case. They conclude that the change in law

brought about by McQuiggin—or any change in habeas law for

that matter—cannot serve as an extraordinary circumstance

justifying Rule 60(b)(6) relief. But Gonzalez does not mean

that a change in law may never serve as the basis for Rule

60(b)(6) relief. See Cox, 757 F.3d at 123 (“Gonzalez did not

say that a new interpretation of the federal habeas statutes—

much less, the equitable principles invoked to aid their

enforcement—is always insufficient to sustain a Rule 60(b)(6)

motion.”). Rather, Gonzalez leaves open the possibility that a

8 The Supreme Court in Artuz held “that an application

for state postconviction relief can be ‘properly filed’ even if the

state courts dismiss it as procedurally barred.” Gonzalez, 545

U.S. at 527.

17

change in law may—when accompanied by appropriate

equitable circumstances—support Rule 60(b)(6) relief.9

9 The State’s brief and District Court’s opinion cite

several Eastern District of Pennsylvania decisions holding that

the change in law in McQuiggin is not an “extraordinary

circumstance” that can support a 60(b)(6) motion. See, e.g.,

Garcia v. Varner, Civ. A. No. 00-3668, 2014 WL 2777398, at

*4 (E.D. Pa. June 19, 2014); Williams v. Patrick, Civ. A. No.

07-776, 2014 WL 2452049, at *6 (E.D. Pa. June 2, 2014);

Pridgen v. Shannon, Civ. A. No. 00-4561, 2014 WL 1884919,

at *3 (E.D. Pa. May 12, 2014); Akiens v. Wynder, Civ. A. No.

06-5239, 2014 WL 1202746, at *2–3 (E.D. Pa. Mar. 24, 2014).

All of these decisions compare McQuiggin to Gonzalez, noting

that both represent a change in decisional law based on the

interpretation of the federal habeas statute of limitations. As

in Gonzalez, these courts found that McQuiggin was not

sufficient to be an extraordinary circumstance. We later

explain that McQuiggin is not merely a change in the

procedural law governing the statute of limitations in habeas

cases, as Gonzalez was. But to the extent that McQuiggin and

Gonzalez are similar, our decision in Cox, emphatically rejects

the notion that a particular change in law is never an

extraordinary circumstance. Notably, all of these district court

cases were decided before Cox was issued, and none engage in

a thorough examination of the case-specific equities.

The State Respondents also cite several cases from

other circuits, all of which were rendered before Cox. See, e.g.,

Tamayo v. Stephens, 740 F.3d 986, 990 (5th Cir. 2014); Ryburn

v. Ramos, No. 09-cv-1176, 2014 WL 51880, at *2–3 (C.D. Ill.

Jan. 7, 2014); Rodgers v. Pfister, No. 11-3120, 2013 WL

18

Our decision in Cox, rendered almost ten years after

Gonzalez, further confirms that our Circuit has “not embraced

any categorical rule that a change in decisional law is never an

adequate basis for Rule 60(b)(6) relief.” Id. at 121–22.

Instead, we have consistently taken the position “that

intervening changes in the law rarely justify relief from final

judgments under 60(b)(6).” Id. (emphasis in original). Rather

than impose any per se or bright-line rule that a particular

change in law is never an extraordinary circumstance, we

adhere to a “case-dependent analysis” rooted in equity. Id. at

124. This analysis manifests as a “flexible, multifactor

approach to Rule 60(b)(6) motions . . . that takes into account

all the particulars of a movant’s case,” even where the

proffered ground for relief is a post-judgment change in the

law.10 Cox, 757 F.3d at 122.

5745835, at *2 (C.D. Ill. Oct. 23, 2013). Indeed, the Fifth

Circuit decision in Tamayo relies on an earlier decision in

Adams v. Thayler, 679 F.3d 312, 320 (5th Cir. 2012), which we

explicitly declined to adopt in Cox. 757 F.3d at 121.

10 We have explained that district courts should

examine, “inter alia, [1] the general desirability that a final

judgment should not be lightly disturbed; [2] the procedure

provided by Rule 60(b) is not a substitute for an appeal; [3]

the Rule should be liberally construed for the purpose of

doing substantial justice; [4] whether, although the motion is

made within the maximum time, if any, provided by the Rule,

the motion is made within a reasonable time; ... [5] whether

there are any intervening equities which make it inequitable

to grant relief; [6] any other factor that is relevant to the

justice of the [order] under attack....” Lasky v. Cont’l Prods.

19

In this context, we opt for more analysis of the equitable

circumstances at play in Satterfield’s case. The District Court

concluded that the change of law in McQuiggin was not an

extraordinary circumstance that could support Rule 60(b)(6)

relief. As best we can tell, it incorrectly focused on whether

McQuiggin, in isolation, was sufficient to serve as an

extraordinary circumstance. Cox, on the other hand, requires a

district court to consider the full panoply of equitable

circumstances before reaching its decision. Whenever a

petitioner bases a Rule 60(b)(6) motion on a change in

decisional law, the court should evaluate the nature of the

change along with all of the equitable circumstances and

clearly articulate the reasoning underlying its ultimate

determination. Thus we remand.

We will vacate the order of the District Court as it

relates to Satterfield’s Rule 60(b)(6) motion and remand to it

to carry out another analysis. The task of weighing the

equitable factors in order to grant or deny a Rule 60(b)(6)

motion is “left, in the first instance, to the discretion of a district

court.” Cox, 757 F.3d at 124. Should the District Court grant

Satterfield’s motion, he will be permitted to pursue his

meritorious ineffective-assistance-of-counsel claim once

more.

IV.

While the District Court must take the first pass at

weighing the equitable factors involved in Satterfield’s Rule

60(b)(6) motion, we emphasize that the nature of the change in

Corp., 804 F.2d 250, 256 (3d Cir. 1986) (quoting Mayberry v.

Maroney, 558 F.2d 1159, 1163 (3d Cir. 1977)).

20

decisional law itself must be a factor in the analysis. The

principles underlying the Supreme Court’s decision in

McQuiggin are fundamental to our system of government and

are important to the inquiry on remand.

McQuiggin allows a petitioner who makes a credible

showing of actual innocence to pursue his or her constitutional

claims even in spite of AEDPA’s statute of limitations by

utilizing the fundamental-miscarriage-of-justice exception—

an exception “grounded in the ‘equitable discretion’ of habeas

courts to see that federal constitutional errors do not result in

the incarceration of innocent persons.” McQuiggin, 133 S. Ct.

at 1931. Underlying the fundamental-miscarriage-of-justice

exception is a “[s]ensitivity to the injustice of incarcerating an

innocent individual,” and the doctrine aims “to balance the

societal interests in finality, comity, and conservation of scarce

judicial resources with the individual interest in justice that

arises in the extraordinary case.” Id. at 1932. For this reason,

“‘[i]n appropriate cases,’ the principles of comity and finality

that inform the concepts of cause and prejudice ‘must yield to

the imperative of correcting a fundamentally unjust

incarceration.’” Murray v. Carrier, 477 U.S. 478, 495 (1986)

(quoting Engle v. Isaac, 456 U.S. 109, 135 (1982)) (alteration

in the original). The Supreme Court has underscored the

importance of these principles, explaining that “concern about

the injustice that results from the conviction of an innocent

person has long been at the core of our criminal justice system.

That concern is reflected, for example, in the ‘fundamental

value determination of our society that it is far worse to convict

an innocent man than to let a guilty man go free.’” Id. at 325

(quoting In re Winship, 397 U.S. 358, 372 (1970) (Harlan, J.,

concurring)).

21

The values encompassed by the fundamentalmiscarriage-

of-justice exception and which drive the Supreme

Court’s decision in McQuiggin cannot be divorced from the

Rule 60(b)(6) inquiry. Cox requires a weighing of the

equitable factors at play in a particular case, and the nature of

the change in law itself is highly relevant to that analysis.

McQuiggin illustrates that where a petitioner makes an

adequate showing of actual innocence, our interest in avoiding

the wrongful conviction of an innocent person permits the

petitioner to pursue his constitutional claims in spite of the

statute-of-limitations bar. This interest is so deeply embedded

within our system of justice that we fail to see a set of

circumstances under which this change in law, paired with a

petitioner’s adequate showing of actual innocence, would not

be sufficient to support Rule 60(b)(6) relief in this context.11

Put another way, a proper demonstration of actual innocence

by Satterfield should permit Rule 60(b)(6) relief unless the

totality of equitable circumstances ultimately weigh heavily in

the other direction. A contrary conclusion would leave open

the possibility of preventing a petitioner who can make a

credible showing of actual innocence from utilizing the

fundamental-miscarriage-of-justice exception simply because

we had not yet accepted its applicability at the time his petition

was decided—an outcome that would plainly betray the

principles upon which the exception was built. Such an

outcome would also implicate two factors of the Rule 60(b)

11 This also marks the key difference between

McQuiggin and Gonzalez, where the change in law was a

statutory interpretation of AEDPA’s statute of limitations, not

an equitable exception to the statute’s procedural requirements.

22

analysis recently identified by the Supreme Court: “the risk of

injustice to the parties” and “the risk of undermining the

public’s confidence in the judicial process.” Buck v. Davis,

137 S. Ct. 759, 778 (2017). Thus, if a petitioner can make a

showing of actual innocence, McQuiggin’s change in law is

almost certainly an exceptional circumstance.12

Given this observation about the importance of the

change in law effected by McQuiggin and the weight it should

carry in the equitable analysis, a court should focus its efforts

primarily on determining whether Satterfield has made an

adequate showing of actual innocence to justify relief. The

change in law brought about by McQuiggin will only permit

him to overcome his time-barred petition if he can make a

credible showing of actual innocence—a burdensome task that

requires a petitioner to “persuade[] the district court that, in

light of the new evidence, no juror, acting reasonably, would

have voted to find him guilty beyond a reasonable doubt.”

McQuiggin, 133 S. Ct. at 1928, 1935 (quoting Schlup, 513 U.S.

at 329). Thus, the miscarriage-of-justice exception and

McQuiggin’s holding more broadly will not be applicable to

Satterfield’s case if he cannot make a proper showing of actual

innocence, and the District Court must determine whether such

a showing has been made as a threshold matter. We leave this

inquiry entirely to the District Court on remand, and recognize

that the issue may require an evidentiary hearing during which

other equitable factors may come into play.

12 Because the equitable circumstances must be

balanced, we acknowledge that, just as there may be facts that

strengthen the determination that a change in law is

extraordinary, there could also be a set of heavily unfavorable

facts that require a different outcome.

23

Among these additional equitable factors, the District

Court may consider Satterfield’s meritorious ineffectiveassistance-

of-counsel claim. The Supreme Court’s recent

decision in Buck v. Davis established that the severity of the

underlying constitutional violation is an equitable factor that

may support a finding of extraordinary circumstances under

Rule 60(b)(6). The appellant in Buck sought to vacate the

court’s judgment so he could present an otherwise defaulted

claim of ineffective assistance of trial counsel. 137 S. Ct. at

777–79.

McQuiggin also makes relevant whether Satterfield

raises a colorable claim of ineffective assistance of trial

counsel, as the actual innocence exception only provides a

gateway for courts to review a petitioner’s separate claim of

constitutional error. See McQuiggin, 133 S. Ct. at 1931; see

also Schlup, 513 U.S. at 316–17 (noting that petitioners

seeking habeas relief carry less of a burden when their

convictions are the result of unfair proceedings—and the actual

innocence threshold standard applies—than when they have

been convicted after a fair trial). Because Satterfield’s claim

of constitutional error—counsel’s unreasonable failure to

investigate and present exculpatory eyewitness testimony—is

the reason why the actual innocence exception could apply to

his case, the gravity of that error bears on the weight of his

McQuiggin claim.

In previously granting Satterfield’s ineffectiveassistance

claim, the District Court concluded that Satterfield’s

counsel was ineffective in failing to call the Freeman brothers

as witnesses or otherwise to present their testimony, and that

counsel’s error prejudiced Satterfield. Such a finding of

constitutionally deficient performance under Strickland v.

Washington, 466 U.S. 668 (1984), is rare. Thus, the District

24

Court may consider weighing this factor in favor of finding

extraordinary circumstances.

Because the District Court is ruling on a Rule 60(b)

motion in the habeas context, it may also account for the

“[p]rinciples of finality and comity, as expressed through

AEDPA and habeas jurisprudence” by “consider[ing] whether

the conviction and initial federal habeas proceeding were only

recently completed or ended years ago.” Cox, 757 F.3d at 125.

When more time has elapsed since the final conviction, a court

will give more weight to the state’s interest in finality.

The Supreme Court, however, has established that

considerations of finality and comity must yield to the

fundamental right not to be wrongfully convicted. See House

v. Bell, 547 U.S. 518, 536–37 (2006); Schlup, 513 U.S. at 320–

21 (citing Murray, 477 U.S. at 496); cf. Calderon v. Thompson,

523 U.S. 538, 557 (1998) (“In the absence of a strong showing

of ‘actual innocence,’ the State’s interests in actual finality

outweigh the prisoner’s interest in obtaining yet another

opportunity for review.” (citation omitted)). Hence the District

Court should give less weight to these factors when a petitioner

asserts a threshold claim of actual innocence. The fact that

Satterfield’s state proceeding ended a decade ago should not

preclude him from obtaining relief under Rule 60(b) if the court

concludes that he has raised a colorable claim that he meets this

threshold actual-innocence standard and that other equitable

factors weigh in his favor.

As we have explained, though, the weighing of the

equitable factors in this case belongs to the District Court in

the first instance. Though we have pointed out the importance

of the change in McQuiggin and its weight in the Rule 60(b)(6)

analysis—as well as several other equitable factors for

25

consideration—we express no opinion on the final outcome.

The District Court is best positioned to carry out this analysis.

For the foregoing reasons, we will vacate the April 16,

2015 order of the District Court with respect to the denial of

Satterfield’s request for Rule 60(b)(6) relief and remand for

reconsideration of the whether the change of law wrought by

McQuiggin, combined with the other circumstances of the

case, merits relief under Rule 60(b)(6).