[NOT FOR PUBLICATION]

UNITED STATES COURT OF APPEALS FOR THE FIRST CIRCUIT

No. 97-1241

KENNETH HOWARD, ET AL.,

Plaintiffs, Appellants,

v.

STATE OF RHODE ISLAND, WATER RESOURCES BOARD,

Defendant, Appellee.

APPEAL FROM THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF RHODE ISLAND

[Hon. Ernest C. Torres, U.S. District Judge]

Before

Selya, Circuit Judge,

Campbell, Senior Circuit Judge,

and Lynch, Circuit Judge.

John W. Dineen and Yesser, Glasson & Dineen on brief for

appellants. Jeffrey B. Pine, Attorney General, and Rebecca Tedford

Partington, Assistant Attorney General, on brief for appellee.

October 14, 1997

Per Curiam. Upon careful review of the briefs and

record, we conclude that appellants' complaint properly was

dismissed under Fed. R. Civ. P. 12(b)(6) for failure to state

a claim and that their motion to amend the complaint properly

was denied as futile. We reach this conclusion for

substantially the same reasons stated by the district court

in its Memorandum and Order dated December 31, 1996.

Affirmed. See 1st Cir. Loc. R. 27.1.

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