Submitted: February 15, 2018
from United States District Court for the Western District of
Arkansas - Fayetteville
LOKEN, BENTON, and ERICKSON, Circuit Judges.
an interlocutory appeal under 28 U.S.C. § 1292(b) of an
order of the district court dismissing plaintiff Megan
Moore's ("Moore") state law claims against
defendant Apple Central, LLC ("Apple Central"), as
preempted by the remedial provisions of the Employee
Retirement Income Security Act ("ERISA"), 29 U.S.C.
§ 1132(a). See Aetna Health Inc. v. Davila, 542
U.S. 200, 209 (2004). Moore initially filed the action in
Arkansas state court. Apple Central removed the action,
arguing the district court has federal question jurisdiction
under 28 U.S.C. § 1331 based on ERISA preemption, and
diversity jurisdiction under 28 U.S.C. § 1332. Moore
then filed an Amended Complaint in the district court,
asserting diversity jurisdiction over her state law claims.
After ruling that the state law claims are preempted, the
district court held the motion to dismiss in abeyance, giving
Moore an opportunity to file a Second Amended Complaint
asserting claims under ERISA. Moore filed that complaint,
which is pending in district court. Thus, a decision
reversing the district court's preemption ruling, as
Moore urges, will not deprive the district court of federal
jurisdiction. But this interlocutory appeal will establish
whether federal or state law governs the merits of
Moore's claims. Reviewing the issue of ERISA preemption
de novo, we affirm the district court's order.
See Painter v. Golden Rule Ins. Co., 121 F.3d 436,
438 (8th Cir. 1997) (standard of review), cert.
denied, 523 U.S. 1074 (1998).
Central acquired the Applebee's Neighborhood Grill &
Bar in Rogers, Arkansas, and offered its employees a benefits
package that included life insurance provided by The Guardian
Life Insurance Company of America ("Guardian"). The
Amended Complaint alleges that employee James Moore
"submitted an enrollment form for voluntary life
insurance to Apple as part of its employee benefits
plan." The form, attached as Exhibit A to Moore's
state court complaint, reflected that James Moore would have
"basic life coverage" equal to 150% of his $62, 000
annual salary, and chose "voluntary term life
coverage" equal to five times his salary ($310, 000).
Moore was designated his primary beneficiary. The Amended
Complaint alleges that Apple Central then withheld premiums
for the voluntary coverage from James Moore's salary
until he died on March 12, 2013, but "failed to pay over
those premiums" and forward Moore's application to
Guardian. After James Moore's death, Moore filed a proof
of claim for life insurance benefits with Guardian. The
Amended Complaint alleges that Moore's "claim for
the elected voluntary life benefits was denied and it was
indicated to Megan Moore that premiums had not been received
from Apple." Accordingly, the Amended Complaint alleges,
Moore "is left without appropriate insurance overage in
the amount of $160, 000.00, representing the difference
between the elected coverage and the guaranteed benefit
voluntarily paid by Guardian."
Amended Complaint asserts state law claims for breach of
contract, negligence, breach of fiduciary duty, and
promissory estoppel and seeks actual and punitive damages for
Apple Central's "failure to procure" $160, 000
of voluntary life insurance coverage under the Guardian
policy. Apple Central filed a motion to dismiss, arguing
ERISA preempted all of Moore's claims. The district court
agreed: Moore's claims "are premised on the
existence of an ERISA plan in which [Apple Central] failed to
enroll her husband." The plan did not designate a plan
administrator so Apple Central, the plan sponsor, was the
plan administrator and an ERISA entity. See 29
U.S.C. §§ 1002(16)(A)(ii), (B)(i). Accordingly, the
court concluded, Moore's state law claims are preempted.
"Allowing state law claims premised on the existence of
an ERISA plan to proceed against the plan administrator would
affect relations between primary ERISA entities and impact
the administration of the plan."
filed a Second Amended Complaint alleging claims under ERISA
and then obtained certification from the district court and
from this court for her § 1292(b) interlocutory appeal
of the district court's preemption ruling. The pending
Second Amended Complaint, which is not at issue on appeal,
asserts claims against Apple Central and Guardian under 29
U.S.C. §§ 1132(a)(1)(B) and (a)(3) for wrongful
denial of plan benefits, breach of fiduciary duty, and
equitable estoppel. Guardian is not a party to this appeal.
is a comprehensive legislative scheme that includes an
integrated system of procedures for enforcement that are
essential to accomplish Congress' purpose of creating a
comprehensive statute for the regulation of employee benefit
plans." Dakotas & W. Minn. Elec. Indus. Health
& Welfare Fund v. First Agency, Inc., 865 F.3d 1098,
1101 (8th Cir. 2017) (quotations omitted), cert.
denied, 138 S.Ct. 1285 (2018). As a threshold matter,
Moore does not dispute that Apple Central's plan was a
covered "employee welfare benefit plan" governed by
ERISA. See 29 U.S.C. § 1002(1); 29 C.F.R.
§ 2510.3-1(a)(2). Indeed, her Amended Complaint alleges
that Apple Central offered James Moore voluntary life
insurance "as part of its employee benefits plan."
502(a) of ERISA, 29 U.S.C. § 1132(a), sets forth a
comprehensive, integrated civil enforcement mechanism that is
"a distinctive feature of ERISA." Davila,
542 U.S. at 208. Among other remedies, these provisions allow
a plan participant or beneficiary to sue to recover benefits
due under the plan and to seek equitable relief for an ERISA
fiduciary's breach of fiduciary duty. See 29
U.S.C. §§ 1132(a)(1)(B), (a)(3); Varity Corp.
v. Howe, 516 U.S. 489, 507-15 (1996).
["]The policy choices reflected in the inclusion of
certain remedies and the exclusion of others under the
federal scheme would be completely undermined if ERISA-plan
participants and beneficiaries were free to obtain remedies
under state law that Congress rejected in ERISA. . .
.["] Therefore, any state-law cause of action that
duplicates, supplements, or supplants the ERISA civil
enforcement remedy conflicts with the clear congressional
intent to make the ERISA remedy exclusive and is therefore
Davila, 542 U.S. at 208-09, quoting Pilot Life
Ins. Co. v. Dedeaux, 481 U.S. 41, 54 (1987). ERISA
preempts "'state common law tort and contract
actions asserting improper processing of a claim for
benefits' under an ERISA plan." Thompson v.
Gencare Health Sys., Inc., 202 F.3d 1072, 1073 (8th Cir.
2000), quoting Pilot Life, 481 U.S. at 43. If the
essence of a state law claim "relates to the
administration of plan benefits, it falls within the scope of