Wallace A. Heusser is an owner and guarantor of several corporations that defaulted on loans from MLQ Investors’ (“MLQ”) predecessor in interest. In a receivership action commenced by MLQ, a court-appointed receiver sold all the assets of the corporations’ radio stations. Heusser appeals the district court’s orders directing the receiver to distribute to MLQ all the proceeds from the sale, including proceeds from the sale of the radio stations’ Federal Communications Commission (“FCC”) broadcast licenses.
Because we find that a lender may perfect a security interest in the proceeds from a radio station’s broadcasting license and that MLQ perfected its security interest in the debtor’s intangible property prior to the filing of tax liens by the Internal Revenue Service (“IRS”), we affirm the district court’s judgment.
I.
FACTUAL AND PROCEDURAL BACKGROUND
In late 1988, the corporate owners of several radio stations entered into a loan agreement with MLQ’s predecessor in interest. The loan documents purported to create a security interest in the station owners’ intangible personal property, including all FCC broadcast licenses, to the extent permitted by law. In the event of default, the lender was authorized to obtain a judgment of a court of competent jurisdiction enabling it to sell the collateral and apply the proceeds to the outstanding debt.
Between 1988 and 1994, the station owners defaulted on the loans and failed to pay taxes to the IRS. MLQ’s predecessor in interest perfected its security interest under the loan documents in December 1988 and January 1989, and subsequently filed continuation statements. The IRS’ first tax lien on the station owners’ property arose in 1991. The station owners debt to MLQ exceeded the combined value of the owners’ assets.
In 1994, MLQ filed suit against the station owners and two guarantors, including Heus-ser, for breach of contract, foreclosure of a security interest, and breach of guarantees. MLQ also sought the appointment of a receiver and injunctive relief. In May 1994, the district court appointed a receiver- and issued a preliminary injunction authorizing the receiver to perform his duties. The parties stipulated that the proceeds were to be distributed according to bankruptcy law and that the case would be referred to a magistrate judge for all purposes, including the issuance of final orders.
On November 15 and 22, 1994, the district court entered orders authorizing the receiver to sell all the assets of the radio stations at private sale, after securing FCC approval for transfer of the broadcast licenses. On December 1, 1994 and January 5, 1995, the district court entered orders directing the receiver to disburse the sales proceeds to MLQ. '
The receiver dutifully disbursed the sales proceeds to MLQ, - and on April 5, 1996, the district court entered an order approving the receiver’s Final Report of Administration and Accounting (“Final Report”). A stipulation and order dismissing the case was entered on July 2,1996. Heusser filed a notice of appeal on July 31,1996.
■■ II.
STANDARD OF REVIEW
We review the district court’s determination of questions of law de novo. See Torres-
III.
DISCUSSION
A. The Timeliness of Appeal
As a threshold matter, MLQ argues that the receiver’s Final Report constituted a final order that resolved all substantive issues in the case. As a result, Heusser’s failure to appeal within 60 days of the April 5 filing of the report deprives this court of jurisdiction to review the disbursement orders entered earlier in the case. We find this argument has no merit.
The Final Order terminated the receivership, but it did not dispose of all of MLQ’s claims-sueh as MLQ’s claim for breach of guarantees. Moreover, the district court did not enter judgment on the claims under Fed. R.Civ.P. 54(b). The court did not “terminate the action as to any of the claims or parties” under the rule and, as a result, Heusser was barred from appealing the court’s disbursement orders until the entire case was- dismissed on July 2, 1996. See Chacon v. Babcock,
B. Perfecting Security Interest in a Broadcasting License
Heusser argues that a debtor cannot create a voluntary security interest in an FCC broadcasting license because doing so would be inconsistent with federal laws that limit the transfer of such licenses. However, this argument is directly contrary to the holding of In re Ridgely Communications, Inc.,
The district court in the present case followed the reasoning of In re Ridgely and In re Cheskey and held that MLQ had a perfected security interest in the proceeds of the sale of the FCC broadcasting licenses. The reasoning of these cases is sound, and while the issue they present is one of first impression in this circuit, analogous authority supports the district court’s conclusion. See, e.g., Freightliner Mkt. Dev. Corp. v. Silver Wheel Freightlines, Inc.,
Heusser argues, however, that even if MLQ had a security interest in the proceeds from the sale of the licenses, this interest did not arise, and therefore could not be perfected, until the licenses were sold. As a result, MLQ’s security interest was junior to the IRS tax liens created prior to the sale of the licenses. We disagree.
Government licenses, as a general rule, are considered to be “general intangibles” under the Uniform Commercial Code, “i.e., personal property interests in which security interests may be perfected.” In re Ridgely,
Since the licensee has rights and interests in the license proceeds which include a limited right to pledge those proceeds as collateral, we see no reason why the proceeds should not be considered “general intangibles,” therefore subject to perfection prior to sale. Indeed, a contrary outcome would mean that the distinction between private and public interests in FCC license proceeds, outlined in In re Ridgely and In re Cheskey, would have no meaning, and the private interests would be devoid of value. A security interest in proceeds that could not be perfected until after foreclosure and sale of the license would, in almost every circumstance, be primed by IRS liens and claims of other creditors. The fact that in the present case the actual dollar proceeds from the sale of the licenses were generated only after the sale-and thus after the tax lien filing, as well-is immaterial. “[Njearly all forms of security must be reduced to cash before they pay off the debt secured thereby.” See Peter F. Coogan, Tax Liens and the UCC, 81 Harv. L.Rev. 1369, 1385 (1968).
It is undisputed that MLQ’s security agreement with the debtor was entered into prior to the dates the IRS filed notices of its tax liens on the debtor’s property. MLQ also filed the financing statements necessary to perfect the interest prior to the IRS filing of notices of its tax liens. Absent provision to the contrary, “priority for purposes of federal law is governed by the common-law principle that ‘the first in time is the first in right.’ ” See United States v. McDermott,
IV.
CONCLUSION
A creditor may obtain a security interest in the proceeds of the sale of an FCC license, and such an interest constitutes a “general intangible” that may be perfected prior to sale of the license. Because MLQ perfected its security interest in the debtor’s “general intangibles” before the IRS filed its tax liens, MLQ’s interest prevails.
AFFIRMED.
Notes
. MLQ’s perfected interest in the debtor's “intangibles” is distinguishable from a security interest in "after acquired property.” Under Uniform Commercial Code § 9203(1) & (2), such interests are “generally not considered perfected when the financing statement is filed, but only when the security interest has attached to particular property upon the debtor's acquisition of that property.” See United States v. McDermott,