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ARGUED MAY 2, 2007

Before EVANS, WILLIAMS, and SYKES, Circuit Judges.

Mostly Memories, Inc. (“Mostly Memories”) sued For Your Ease Only, Inc. (“For Your Ease”) and its owners alleging copyright infringement and various state-law claims. After the district court dismissed the entire case with prejudice, the defendants moved for an award of attorney’s fees on several grounds: the Copyright Act, 17 U.S.C. § 505; the Illinois Trade Secrets Act (“ITSA”), 765 ILL. COMP. STAT. 1065/5 (2004); the vexatious litigation statute, 28 U.S.C. § 1927; and the court’s inherent power. Although the suit had been dismissed on Mostly Memories’ own motion because its counsel had concluded it was completely baseless, the district court denied the defendants’ motion without explanation. The court also sua sponte dismissed the defendants’ counterclaims with leave to refile them in the District of Missouri. The defendants argue that neither ruling can withstand appeal, and we agree.

 
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