author: Justice O’Connor

text:
    PILOT LIFE INSURANCE CO. v. DEDEAUX
    No. 85-1043.
    Argued January 21, 1987
    Decided April 6, 1987

      O’Connor, J., delivered the opinion for a unanimous Court.

      John E. Nolan, Jr., argued the cause for petitioner. With him on.the briefs were Paul J. Ondrasik, Jr., Antonia B. Ianniello, George F. Woodliff III, and David L. Bacon.

      William C. Walker, Jr., argued the cause for respondent. With him on the brief was William L. Denton.

        Erwin N. Griswold, Jack H. Blaine, Phillip E. Stano, and John P. Dineen filed a brief for the American Council of Life Insurance et al. as amici curiae urging reversal.

        Solicitor General Fried, Deputy Solicitor General Kuhl, Christopher J. Wright, George R. Salem, and Allen H. Feldman filed a brief for the United States as amicus curiae.

   Justice O’Connor

delivered the opinion of the Court.

This case presents the question whether the Employee Retirement Income Security Act of 1974 (ERISA), 88 Stat. 829, as amended, 29 U. S. C. § 1001 et seq., pre-empts state common law tort and contract actions asserting improper processing of a claim for benefits under an insured employee benefit plan.

I

In March 1975, in Gulfport, Mississippi, respondent Everate W. Dedeaux injured his back in an accident related to his employment for Entex, Inc. (Entex). Entex had at this time a long term disability employee benefit plan established by purchasing a group insurance policy from petitioner, Pilot Life Insurance Co. (Pilot Life). Entex collected and matched its employees’ contributions to the plan and forwarded those funds to Pilot Life; the employer also provided forms to its employees for processing disability claims, and forwarded completed forms to Pilot Life. Pilot Life bore the responsibility of determining who would receive disability benefits. Although Dedeaux sought permanent disability benefits following the 1975 accident, Pilot Life terminated his benefits after two years. During the following three years Dedeaux’s benefits were reinstated and terminated by Pilot Life several times.

In 1980, Dedeaux instituted a diversity action against Pilot Life in the United States District Court for the Southern District of Mississippi. Dedeaux’s complaint contained three counts: “Tortious Breach of Contract”; “Breach of Fiduciary Duties”; and “Fraud in the Inducement.” App. 18-23. Dedeaux sought “[djamages for failure to provide benefits under the insurance policy in a sum to be determined at the time of trial,” “[gjeneral damages for mental and emotional distress and other incidental damages in the sum of $250,000.00,” and “[pjunitive and exemplary damages in the sum of $500,000.00.” Id., at 23-24. Dedeaux did not assert any of the several causes of action available to him under ERISA, see infra, at 53.

At the close of discovery, Pilot Life moved for summary judgment, arguing that ERISA pre-empted Dedeaux’s common law claim for failure to pay benefits on the group insurance policy. The District Court granted Pilot Life summary judgment, finding all Dedeaux’s claims pre-empted. App. to Pet. Cert. 16a.

The Court of Appeals for the Fifth Circuit reversed, primarily on the basis of this Court’s decision in Metropolitan Life Ins. Co. v. Massachusetts, 471 U. S. 724 (1985). See 770 F. 2d 1311 (1985). We granted certiorari, 478 U. S. 1004 (1986), and now reverse.

II

In ERISA, Congress set out to

“protect . . . participants in employee benefit plans and their beneficiaries, by requiring the disclosure and reporting to participants and beneficiaries of financial and other information with respect thereto, by establishing standards of conduct, responsibility, and obligation for fiduciaries of employee benefit plans, and by providing for appropriate remedies, sanctions, and ready access to the Federal courts.” §2, as set forth in 29 U. S. C. § 1001(b).

ERISA comprehensively regulates, among other things, employee welfare benefit plans that, “through the purchase of insurance or otherwise,” provide medical, surgical, or hospital care, or benefits in the event of sickness, accident, disability, or death. § 3(1), 29 U. S. C. § 1002(1).

Congress capped off the massive undertaking of ERISA with three provisions relating to the pre-emptive effect of the federal legislation:

“Except as provided in subsection (b) of this section [the saving clause], the provisions of this subchapter and subchapter III of this chapter shall supersede any and all State laws insofar as they may now or hereafter relate to any employee benefit plan . . . .” § 514(a), as set forth in 29 U. S. C. § 1144(a) (pre-emption clause).
“Except as provided in subparagraph (B) [the deemer clause], nothing in this subchapter shall be construed to exempt or relieve any person from any law of any State which regulates insurance, banking, or securities.” § 514(b)(2)(A), as set forth in 29 U. S. C. § 1144(b)(2)(A) (saving clause).
“Neither an employee benefit plan . . . nor any trust established under such a plan, shall be deemed to be an insurance company or other insurer, bank, trust company, or investment company or to be engaged in the business of insurance or banking for purposes of any law of any State purporting to regulate insurance companies, insurance contracts, banks, trust companies, or investment companies.” § 514(b)(2)(B), 29 U. S. C. § 1144(b) (2)(B) (deemer clause).

To summarize the pure mechanics of the provisions quoted above: If a state law “relate[s] to . . . employee benefit plan[s],” it is pre-empted. § 514(a). The saving clause excepts from the pre-emption clause laws that “regulat[e] insurance.” § 514(b)(2)(A). The deemer clause makes clear that a state law that “purport[s] to regulate insurance” cannot deem an employee benefit plan to be an insurance company. § 514(b)(2)(B).

“[T]he question whether a certain state action is preempted by federal law is one of congressional intent. ‘ “The purpose of Congress is the ultimate touchstone.”’” Allis-Chalmers Corp. v. Lueck, 471 U. S. 202, 208 (1985), quoting Malone v. White Motor Corp., 435 U. S. 497, 504 (1978), quoting Retail Clerks v. Schermerhorn, 375 U. S. 96, 103 (1963). We have observed in the past that the express preemption provisions of ERISA are deliberately expansive, and designed to “establish pension plan regulation as exclusively a federal concern.” Alessi v. Raybestos-Manhattan, Inc., 451 U. S. 504, 523 (1981). As we explained in Shaw v. Delta Air Lines, Inc., 463 U. S. 85, 98 (1983):

“The bill that became ERISA originally contained a limited pre-emption clause, applicable only to state laws relating to the specific subjects covered by ERISA. The Conference Committee rejected those provisions in favor of the present language, and indicated that section’s preemptive scope was as broad as its language. See H. R. Conf. Rep. No. 93-1280, p. 383 (1974); S. Conf. Rep. No. 93-1090, p. 383 (1974).”

The House and Senate sponsors emphasized both the breadth and importance of the pre-emption provisions. Representative Dent described the “reservation to Federal authority [of] the sole power to regulate the field of employee benefit plans” as ERISA’s “crowning achievement.” 120 Cong. Rec. 29197 (1974). Senator Williams said:

“It should be stressed that with the narrow exceptions specified in the bill, the substantive and enforcement provisions of the conference substitute are intended to preempt the field for Federal regulations, thus eliminating the threat of conflicting or inconsistent State and local regulation of employee benefit plans. This principle is intended to apply in its broadest sense to all actions of State or local governments, or any instrumentality thereof, which have the force or effect of law.” Id., at 29933.

See also Shaw v. Delta Air Lines, Inc., supra, at 99-100, n. 20 (describing remarks of Sen. Javits).

In Metropolitan Life, this Court, noting that the preemption and saving clauses “perhaps are not a model of legislative drafting,” 471 U. S., at 739, interpreted these clauses in relation to a Massachusetts statute that required minimum mental health care benefits to be provided Massachusetts residents covered by general health insurance policies. The appellants in Metropolitan Life argued that the state statute, • as applied to insurance policies purchased by employee health care plans regulated by ERISA, was pre-empted.

The Court concluded, first, that the Massachusetts statute did “relate to . . . employee benefit plants],” thus placing the state statute within the broad sweep of the pre-emption clause, § 514(a). Metropolitan Life, supra, at 739. However, the Court held that, because the state statute was one that “regulate[d] insurance,” the saving clause prevented the state law from being pre-empted. In determining whether the Massachusetts statute regulated insurance, the Court was guided by case law interpreting the phrase “business of insurance” in the McCarran-Ferguson Act, 59 Stat. 33, as amended, 15 U. S. C. § 1011 et seq.

Given the “statutory complexity” of ERISA’s three preemption provisions, Metropolitan Life, supra, at 740, as well as the wide variety of state statutory and decisional law arguably affected by the federal pre-emption provisions, it is not surprising that we are again called on to interpret these provisions.

Ill

There is no dispute that the common law causes of action asserted in Dedeaux’s complaint “relate to” an employee benefit plan and therefore fall under ERISA’s express preemption clause, § 514(a). In both Metropolitan Life, supra, and Shaw v. Delta Air Lines, Inc., supra, at 96-100, we noted the expansive sweep of the pre-emption clause. In both cases “[t]he phrase ‘relate to’ was given its broad common-sense meaning, such that a state law ‘relatéis] to’ a benefit plan ‘in the normal sense of the phrase, if it has a connection with or reference to such a plan.’” Metropolitan Life, supra, at 739, quoting Shaw v. Delta Air Lines, supra, at 97. In particular we have emphasized that the preemption clause is not limited to “state laws specifically designed to affect employee benefit plans.” Shaw v. Delta Air Lines, supra, at 98. The common law causes of action raised in Dedeaux’s complaint, each based on alleged improper processing of a claim for benefits under an employee benefit plan, undoubtedly meet the criteria for pre-emption under § 514(a).

Unless these common law causes of action fall under an exception to § 514(a), therefore, they are expressly pre-empted. Although Dedeaux’s complaint pleaded several state common law causes of action, before this Court Dedeaux has described only one of the three counts — called “tortious breach of contract” in the complaint, and “the Mississippi law of bad faith” in respondent’s brief — as protected from the preemptive effect of § 514(a). The Mississippi law of bad faith, Dedeaux argues, is a law “which regulates insurance,” and thus is saved from pre-emption by § 514(b)(2)(A).

In Metropolitan Life, we were guided by several considerations in determining whether a state law falls under the saving clause. First, we took what guidance was available from a “common-sense view” of the language of the saving clause itself. 471 U. S., at 740. Second, we made use of the case law interpreting the phrase “business of insurance” under the McCarran-Ferguson Act, 15 U. S. C. § 1011 et seq., in interpreting the saving clause. Three criteria have been used to determine whether a practice falls under the “business of insurance” for purposes of the McCarran-Ferguson Act:

“[FJirst, whether the practice has the effect of transferring or spreading a policyholder’s risk; second, whether the practice is an integral part of the policy relationship between the insurer and the insured; and third, whether the practice is limited to entities within the insurance industry.” Union Labor Life Ins. Co. v. Pireno, 458 U. S. 119, 129 (1982) (emphasis in original).

In the present case, the considerations weighed in Metropolitan Life argue against the assertion that the Mississippi law of bad faith is a state law that “regulates insurance.”

As early as 1915 the Mississippi Supreme Court had recognized that punitive damages were available in a contract case when “the act or omission constituting the breach of the contract amounts also to the commission of a tort.” See Hood v. Moffett, 109 Miss. 757, 767, 69 So. 664, 666 (1915) (involving a physician’s breach of a contract to attend to a woman at her approaching “accouchement”). In American Railway Express Co. v. Bailey, 142 Miss. 622, 631, 107 So. 761, 763 (1926), a case involving a failure of a finance company to deliver to the plaintiff the correct amount of money cabled to the plaintiff through the finance company’s offices, the Mississippi Supreme Court explained that punitive damages could be available when the breach of contract was “attended by some intentional wrong, insult, abuse, or gross negligence, which amounts to an independent tort.” In Standard Life Insurance Co. v. Veal, 354 So. 2d 239 (1977), the Mississippi Supreme Court, citing D. L. Fair Lamber Co. v. Weems, 196 Miss. 201, 16 So. 2d 770 (1944) (breach of contract was accompanied by “the breaking down and destruction of another’s fence”), American Railway Express Co. v. Bailey, supra, and Hood v. Moffett, supra, upheld an award of punitive damages against a defendant insurance company for failure to pay on a credit life policy. Since Veal, the Mississippi Supreme Court has considered a large number of cases in which plaintiffs have sought punitive damages from insurance companies for failure to pay a claim under an insurance contract, and in a great many of these cases the court has used the identical formulation, first stated in Bailey, of what must “attend” the breach of contract in order for punitive damages to be recoverable. See, e. g., Employers Mutual Casualty Co. v. Tompkins, 490 So. 2d 897, 902 (1986); State Farm Fire & Casualty Co. v. Simpson, 477 So. 2d 242, 248 (1985); Consolidated American Life Ins. Co. v. Toche, 410 So. 2d 1303, 1304 (1982); Gulf Guaranty Life Ins. Co. v. Kelley, 389 So. 2d 920, 922 (1980); State Farm Mutual Automobile Ins. Co. v. Roberts, 379 So. 2d 321, 322 (1980); New Hampshire Ins. Co. v. Smith, 357 So. 2d 119, 121 (1978); Lincoln National Life Ins. Co. v. Crews, 341 So. 2d 1321, 1322 (1977). Recently the Mississippi Supreme Court stated that “[w]e have come to term an insurance carrier which refuses to pay a claim when there is no reasonably arguable basis to deny it as acting in ‘bad faith,’ and a lawsuit based upon such an arbitrary refusal as a ‘bad faith’ cause of action.” Blue Cross & Blue Shield of Mississippi, Inc. v. Campbell, 466 So. 2d 833, 842 (1984).

Certainly a common-sense understanding of the phrase “regulates insurance” does not support the argument that the Mississippi law of bad faith falls under the saving clause. A common-sense view of the word “regulates” would lead to the conclusion that in order to regulate insurance, a law must not just have an impact on the insurance industry, but must be specifically directed toward that industry. Even though the Mississippi Supreme Court has identified its law of bad faith with the insurance industry, the roots of this law are firmly planted in the general principles of Mississippi tort and contract law. Any breach of contract, and not merely breach of an insurance contract, may lead to liability for punitive damages under Mississippi law.

Neither do the McCarran-Ferguson Act factors support the assertion that the Mississippi law of bad faith “regulates insurance.” Unlike the mandated-benefits law at issue in Metropolitan Life, the Mississippi common law of bad faith does not effect a spreading of policyholder risk. The state common law of bad faith may be said to concern “the policy relationship between the insurer and the insured.” The connection to the insurer-insured relationship is attenuated at best, however. In contrast to the mandated-benefits law in Metropolitan Life, the common law of bad faith does not define the terms of the relationship between the insurer and the insured; it declares only that, whatever terms have been agreed upon in the insurance contract, a breach of that contract may in certain circumstances allow the policyholder to obtain punitive damages. The state common law of bad faith is therefore no more “integral” to the insurer-insured relationship than any State’s general contract law is integral to a contract made in that State. Finally, as we have just noted, Mississippi’s law of bad faith, even if associated with the insurance industry, has developed from general principles of tort and contract law available in any Mississippi breach of contract case. Cf. Hart v. Orion Ins. Co., 453 F. 2d 1358 (CA10 1971) (general state arbitration statutes do not regulate the business of insurance under the McCarran-Ferguson Act); Hamilton Life Ins. Co. v. Republic National Life Ins. Co., 408 F. 2d 606 (CA2 1969) (same). Accordingly, the Mississippi common law of bad faith at most meets one of the three criteria used to identify the “business of insurance” under the McCarran-Ferguson Act, and used in Metropolitan Life to identify laws that “regulat[e] insurance” under the saving clause.

In the present case, moreover, we are obliged in interpreting the saving clause to consider not only the factors by which we were guided in Metropolitan Life, but also the role of the saving clause in ERISA as a whole. On numerous occasions we have noted that “““[i]n expounding a statute, we must not be guided by a single sentence or member of a sentence, but look to the provisions of the whole law, and to its object and policy.””” Kelly v. Robinson, 479 U. S. 36, 43 (1986), quoting Offshore Logistics, Inc. v. Tallentire, 477 U. S. 207, 221 (1986) (quoting Mastro Plastics Corp. v. NLRB, 350 U. S. 270, 285 (1956) (in turn quoting United States v. Heirs of Boisdoré, 8 How. 113, 122 (1849))). Because in this case, the state cause of action seeks remedies for the improper processing of a claim for benefits under an ERISA-regulated plan, our understanding of the saving clause must be informed by the legislative intent concerning the civil enforcement provisions provided by ERISA § 502(a), 29 U. S. C. § 1132(a).

The Solicitor General, for the United States as amicus curiae, argues that Congress clearly expressed an intent that the civil enforcement provisions of ERISA § 502(a) be the exclusive vehicle for actions by ERISA-plan participants and beneficiaries asserting improper processing of a claim for benefits, and that varying state causes of action for claims within the scope of § 502(a) would pose an obstacle to the purposes and objectives of Congress. Brief for United States as Amicus Curiae 18-19. We agree. The conclusion that § 502(a) was intended to be exclusive is supported, first, by the language and structure of the civil enforcement provisions, and second, by legislative history in which Congress declared that the pre-emptive force of § 502(a) was modeled on the exclusive remedy provided by §301 of the Labor Management Relations Act, 1947 (LMRA), 61 Stat. 156, 29 U. S. C. § 185.

The civil enforcement scheme of § 502(a) is one of the essential tools for accomplishing the stated purposes of ERISA. The civil enforcement scheme is sandwiched between two other ERISA provisions relevant to enforcement of ERISA and to the processing of a claim for benefits under an employee benefit plan. Section 501, 29 U. S. C. § 1131, authorizes criminal penalties for violations of the reporting and disclosure provisions of ERISA. Section 503, 29 U. S. C. § 1133, requires every employee benefit plan to comply with Department of Labor regulations on giving notice to any participant or beneficiary whose claim for benefits has been denied, and affording a reasonable opportunity for review of the decision denying the claim. Under the civil enforcement provisions of § 502(a), a plan participant or beneficiary may sue to recover benefits due under the plan, to enforce the participant’s rights under the plan, or to clarify rights to future benefits. Relief may take the form of accrued benefits due, a declaratory judgment on entitlement to benefits, or an injunction against a plan administrator’s improper refusal to pay benefits. A participant or beneficiary may also bring a cause of action for breach of fiduciary duty, and under this cause of action may seek removal of the fiduciary. §§ 502(a)(2), 409. In an action under these civil enforcement provisions, the court in its discretion may allow an award of attorney’s fees to either party. § 502(g). See Massachusetts Mutual Life Ins. Co. v. Russell, 473 U. S. 134, 147 (1985). In Russell, we concluded that ERISA’s breach of fiduciary duty provision, § 409(a), 29 U. S. C. § 1109(a), provided no express authority for an award of punitive damages to a beneficiary. Moreover, we declined to find an implied cause of action for punitive damages in that section, noting that “ ‘[t]he presumption that a remedy was deliberately omitted from a statute is strongest when Congress has enacted a comprehensive legislative scheme including an integrated system of procedures for enforcement.’” Russell, supra, at 147, quoting Northwest Airlines, Inc. v. Transport Workers, 451 U. S. 77, 97 (1981). Our examination of these provisions made us “reluctant to tamper with an enforcement scheme crafted with such evident care as the one in ERISA.” Russell, supra, at 147.

In sum, the detailed provisions of § 502(a) set forth a comprehensive civil enforcement scheme that represents a careful balancing of the need for prompt and fair claims settlement procedures against the public interest in encouraging the formation of employee benefit plans. 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. “The six carefully integrated civil enforcement provisions found in § 502(a) of the statute as finally enacted . . . provide strong evidence that Congress did not intend to authorize other remedies that it simply forgot to incorporate expressly.” Russell, supra, at 146 (emphasis in original).

The deliberate care with which ERISA’s civil enforcement remedies were drafted and the balancing of policies embodied in its choice of remedies argue strongly for the conclusion that ERISA’s civil enforcement remedies were intended to be exclusive. This conclusion is fully confirmed by the legislative history of the civil enforcement provision. The legislative history demonstrates that the pre-emptive force of § 502(a) was modeled after § 301 of the LMRA.

The Conference Report on ERISA describing the civil enforcement provisions of § 502(a) says:

“Under the conference agreement, civil actions may be brought by a participant or beneficiary to recover benefits due under the plan, to clarify rights to receive future benefits under the plan, and for relief from breach of fiduciary responsibility. . . . [W]ith respect to suits to enforce benefit rights under the plan or to recover benefits under the plan which do not involve application of the title I provisions, they may be brought not only in U. S. district courts but also in State courts of competent jurisdiction. All such actions in Federal or State courts are to be regarded as arising under the laws of the United States in similar fashion to those brought under section SOI of the Labor-Management Relations Act of 191ft ” H. R. Conf. Rep. No. 93-1280, p. 327 (1974) (emphasis added).

Congress was well aware that the powerful pre-emptive force of § 301 of the LMRA displaced all state actions for violation of contracts between an employer and a labor organization, even when the state action purported to authorize a remedy unavailable under the federal provision. Section 301 pre-empts any “state-law claim [whose resolution] is substantially dependent upon the analysis of the terms of an agreement made between the parties in a labor contract.” Allis-Chalmers Corp. v. Lueck, 471 U. S., at 220. As we observed in Allis-Chalmers, the broad pre-emptive effect of §301 was first analyzed in Teamsters v. Lucas Flour Co., 369 U. S. 95 (1962). In Lucas Flour the Court found that “[t]he dimensions of §301 require the conclusion that substantive principles of federal labor law must be paramount in the area covered by the statute.” Id., at 103. “[I]n enacting §301 Congress intended doctrines of federal labor law uniformly to prevail over inconsistent local rules.” Id., at 104. Indeed, for purposes of determining federal jurisdiction, this Court has singled out §301 of the LMRA as having “pre-emptive force ... so powerful as to displace entirely any state cause of action ‘for violation of contracts between an employer and a labor organization.’ Any such suit is purely a creature of federal law . . . .” Franchise Tax Board of Cal. v. Construction Laborers Vacation Trust for Southern Cal., 463 U. S. 1, 23 (1983), referring to Avco Corp. v. Machinists, 390 U. S. 557 (1968).

Congress’ specific reference to § 301 of the LMRA to describe the civil enforcement scheme of ERISA makes clear its intention that all suits brought by beneficiaries or participants asserting improper processing of claims under ERISA-regulated plans be treated as federal questions governed by § 502(a). See also H. R. Rep. No. 93-533, p. 12 (1973), reprinted in 2 Senate Committee on Labor and Public Welfare, Legislative History of ERISA, 94th Cong., 2d Sess., 2359 (Comm. Print 1976) (“The uniformity of decision which the Act is designed to foster will help administrators, fiduciaries and participants to predict the legality of proposed actions without the necessity of reference to varying state laws”); 120 Cong. Rec. 29933 (1974) (remarks of Sen. Williams) (suits involving claims for benefits “will be regarded as arising under the laws of the United States, in similar fashion to those brought under section 301 of the Labor Management Relations Act”); id., at 29942 (remarks of Sen. Javits) (“[i]t is also intended that a body of Federal substantive law will be developed by the courts to deal with issues involving rights and obligations under private welfare and pension plans”). The expectations that a federal common law of rights and obligations under ERISA-regulated plans would develop, indeed, the entire comparison of ERISA’s § 502(a) to § 301 of the LMRA, would make little sense if the remedies available to ERISA participants and beneficiaries under § 502(a) could be supplemented or supplanted by varying state laws.

In Metropolitan Life Ins. Co. v. Massachusetts, 471 U. S., at 746, this Court rejected an interpretation of the saving clause of ERISA’s express pre-emption provisions, § 514(b) (2)(A), 29 U. S. C. § 1144(b)(2)(A), that saved from pre-eruption “only state regulations unrelated to the substantive provisions of ERISA,” finding that “[njothing in the language, structure, or legislative history of the Act” supported this reading of the saving clause. Metropolitan Life, however, did not involve a state law that conflicted with a substantive provision of ERISA. Therefore the Court’s general observation — that state laws related to ERISA may also fall' under the saving clause — was not focused on any particular relationship or conflict between a substantive provision of ERISA and a state law. In particular, the Court had no occasion to consider in Metropolitan Life the question raised in the present case: whether Congress might clearly express, through the structure and legislative history of a particular substantive provision of ERISA, an intention that the federal remedy provided by that provision displace state causes of action. Our resolution of this different question does not conflict with the Court’s earlier general observations in Metropolitan Life.

Considering the common-sense understanding of the saving clause, the McCarran-Ferguson Act factors defining the business of insurance, and, most importantly, the clear expression of congressional intent that ERISA’s civil enforcement scheme be exclusive, we conclude that Dedeaux’s state law suit asserting improper processing of a claim for benefits under an ERISA-regulated plan is not saved by § 514(b)(2)(A), and therefore is pre-empted by § 514(a). Accordingly, the judgment of the Court of Appeals is

Reversed.

       Decisional law that “regulates insurance” may fall under the saving clause. The saving clause, § 514(b)(2)(A), covers “any law of any State.” For purposes of § 514, “[t]he term ‘State law’ includes all laws, decisions, rules, regulations, or other State action having the effect of law, of any State.” 29 U. S. C. §§ 1144(e)(1) and (2).

       The McCarran-Ferguson Act provides, in relevant part: “The business of insurance, and every person engaged therein, shall be subject to the laws of the several States which relate to the regulation or taxation of such business.” 15 U. S. C. § 1012(a).

       Section 502(a), as set forth in 29 U. S. C. § 1132(a), provides:

        “A civil action may be brought—
      “(1) by a participant or beneficiary—
      “(A) for the relief provided for in subsection (c) of this section [concerning requests to the administrator for information], or
      “(B) to recover benefits due to him under the terms of his plan, to enforce his rights under the terms of the plan, or to clarify his rights to future benefits under the terms of the plan;
      “(2) by the Secretary, or by a participant, beneficiary or fiduciary for appropriate relief under section 1109 of this title [breach of fiduciary duty];
      “(3) by a participant, beneficiary, or fiduciary (A) to enjoin any act or practice which violates any provision of this subchapter or the terms of the plan, or (B) to obtain other appropriate equitable relief (i) to redress such violations or (ii) to enforce any provisions of this subchapter or the terms of the plan;
      “(4) by the Secretary, or by a participant, or beneficiary for appropriate relief in the case of a violation of 1025(e) of this title [information to be furnished to participants];
      “(5) except as otherwise provided in subsection (b) of this subsection, by the Secretary (A) to enjoin any act or practice which violates any provision of this subehapter, or (B) to obtain other appropriate equitable relief (i) to redress such violation or (ii) to enforce any provision of this subchapter;
      “(6) by the Secretary to collect any civil penalty under subsection (i) of this section.”

       Because we conclude that Dedeaux’s state common law claims fall under the ERISA pre-emption clause and are not rescued by the saving clause, we need, not reach petitioner’s argument that when an insurance company is engaged in the processing and review of claims for benefits under an employee benefit plan, it is acting in place of the plan’s trustees and should be protected from direct state regulation by the deemer clause.


source: Caselaw Access Project

author: Justice O’Connor Justice Brennan,

license: Public Domain

text:
    METROPOLITAN LIFE INSURANCE CO. v. TAYLOR
    No. 85-686.
    Argued January 21, 1987
    Decided April 6, 1987

      O’Connor, J., delivered the opinion for a unanimous Court. Brennan, J., filed a concurring opinion, in which Marshall, J., joined, post, p. 67.

      David M. Davis argued the cause for petitioners in both cases. With him on the briefs were Eugene L. Hartwig, Daniel G. Galant, Stanley R. Strauss, George J. Pantos, William J. Toppeta, Nancy I. Mayer, James M. Lenaghan, Robert L. Stem, Paul M. Bator, and Stephen M. Shapiro.

      Peter E. Scheer argued the cause and filed a brief for respondents in both cases.

      Together with No. 85-688, General Motors Corp. v. Taylor, also on certiorari to the same court.

      /o/m M. Vine and Harris Weinstein filed a brief for the ERISA Industry Committee as amicus curiae urging reversal.

   Justice O’Connor

delivered the opinion of the Court.

In Pilot Life Ins. Co. v. Dedeaux, ante, p. 41, the Court held that state common law causes of action asserting improper processing of a claim for benefits under an employee benefit plan regulated by the Employee Retirement Income Security Act of 1974 (ERISA), 88 Stat. 829, 29 U. S. C. § 1001 et seq., are pre-empted by the Act. 29 U. S. C. § 1144 (a). The question presented by this litigation is whether these state common law claims are not only pre-empted by ERISA, but also displaced by ERISA’s civil enforcement provision, § 502(a)(1)(B), 29 U. S. C. § 1132(a)(1)(B), to the extent that complaints filed in state courts purporting to plead such state common law causes of action are removable to federal court under 28 U. S. C. § 1441(b).

General Motors Corporation, a Delaware corporation whose principal place of business is in Michigan, has set up an employee benefit plan subject to the provisions of ERISA for its salaried employees. The plan pays benefits to salaried employees disabled by sickness or accident and is insured by the Metropolitan Life Insurance Company (Metropolitan).

General Motors employed Michigan resident Arthur Taylor as a salaried employee from 1959-1980. In 1961 Taylor was involved in a job-related automobile accident and sustained a back injury. Taylor filed a workers’ compensation claim for this injury, and he eventually returned to work. In May 1980, while embroiled in a divorce and child custody dispute, Taylor took a leave of absence from his work on account of severe emotional problems. Metropolitan began paying benefits under General Motors’ employee benefit plan, but asked Taylor to submit to a psychiatric examination by a designated psychiatrist. He did so and the psychiatrist determined that Taylor was emotionally unable to work. Six weeks later, after a followup examination, however, Metropolitan’s psychiatrist determined that Taylor was now fit for work; Metropolitan stopped making payments as of July 30, 1980.

Meanwhile, Taylor had filed a supplemental claim for benefits alleging that his back injuries disabled him from continuing his work. Metropolitan again sent Taylor to be examined, this time by an orthopedist. The physician found no orthopedic problems and Metropolitan subsequently denied the supplemental disability claim. On October 31, General Motors requested that Taylor report to its medical department for an examination. That examination took place on November 5 and a General Motors physician concluded that Taylor was not disabled. When Taylor nevertheless refused to return to work, General Motors notified him that his employment had been terminated.

Six months later Taylor filed suit against General Motors and Metropolitan in Michigan state court praying for judgment for “compensatory damages for money contractually owed Plaintiff, compensation for mental anguish caused by breach of this contract, as well as immediate reimplementation of all benefits and insurance coverages Plaintiff is entitled to,” App. to Pet. for Cert, in No. 85-688, pp. 28a-29a. Taylor also asserted claims for wrongful termination of his employment and for wrongfully failing to promote him in retaliation for the 1961 worker’s compensation claim. Id., at 25a-26a. General Motors and Metropolitan removed the suit to federal court alleging federal question jurisdiction over the disability benefits claim by virtue of ERISA and pendent jurisdiction over the remaining claims. Id., at 30a. The District Court found the case properly removable and granted General Motors and Metropolitan summary judgment on the merits. 588 F. Supp. 562 (ED Mich. 1984).

The Court of Appeals reversed on the ground that the District Court lacked removal jurisdiction. 763 F. 2d 216 (CA6 1985). Noting a split in authority on the question among the federal courts, the Court of Appeals found that Taylor’s complaint stated only state law causes of action subject to the federal defense of ERISA pre-emption, and that the “well-pleaded complaint” rule of Louisville & Nashville R. Co. v. Mottley, 211 U. S. 149 (1908), precluded removal on the basis of a federal defense. 763 F. 2d, at 219. The Court of Appeals further held that the established doctrine permitting the removal of cases purporting to state only state law causes of action in labor cases pre-empted by §301 of the Labor Management Relations Act, 1947 (LMRA), 61 Stat. 156, 29 U. S. C. § 185, did not apply to this case. 763 F. 2d, at 220. We granted certiorari, 475 U. S. 1009 (1986), and now reverse.

II

Under our decision in Pilot Life Ins. Co. v. Dedeaux, ante, p. 41, Taylor’s common law contract and tort claims are preempted by ERISA. This lawsuit “relate[s] to [an] employee benefit plan.” § 514(a), 29 U. S. C. § 1144(a). It is based upon common law of general application that is not a law regulating insurance. See Pilot Life Ins. Co. v. Dedeaux, ante, at 48-51. Accordingly, the suit is pre-empted by § 514(a) and is not saved by § 514(b)(2)(A). Ante, at 48. Moreover, as a suit by a beneficiary to recover benefits from a covered plan, it falls directly under § 502(a)(1)(B) of ERISA, which provides an exclusive federal cause of action for resolution of such disputes. Ante, at 56.

I — I HH 1 — I

The century-old jurisdictional framework governing removal of federal question cases from state into federal courts is described in Justice Brennan’s opinion for a unanimous Court in Franchise Tax Board of Cal. v. Construction Laborers Vacation Trust for Southern Cal., 463 U. S. 1 (1983). By statute “any civil action brought in a State court of which the district courts of the United States have original jurisdiction, may be removed by the defendant or the defendants, to the district court of the United States for the district and division embracing the place where such action is pending.” 28 U. S. C. § 1441(a). One category of cases over which the district courts have original jurisdiction are “federal question” cases; that is, those cases “arising under the Constitution, laws, or treaties of the United States.” 28 U. S. C. § 1331. It is long settled law that a cause of action arises under federal law only when the plaintiff’s well-pleaded complaint raises issues of federal law. Gully v. First National Bank, 299 U. S. 109 (1936); Louisville & Nashville R. Co. v. Mottley, swpra. The “well-pleaded complaint rule” is the basic principle marking the boundaries of the federal question jurisdiction of the federal district courts. Franchise Tax Board of Cal. v. Construction Laborers Vacation Trust for Southern Cal., supra, at 9-12.

Federal pre-emption is ordinarily a federal defense to the plaintiff’s suit. As a defense, it does not appear on the face of a well-pleaded complaint, and, therefore, does not authorize removal to federal court. Gully v. First National Bank, supra. One corollary of the well-pleaded complaint rule developed in the case law, however, is that Congress may so completely pre-empt a particular area that any civil complaint raising this select group of claims is necessarily federal in character. For 20 years, this Court has singled out claims pre-empted by § 301 of the LMRA for such special treatment. Avco Corp. v. Machinists, 390 U. S. 557 (1968).

“The necessary ground of decision [in Avco] was that the pre-emptive force of §301 is so powerful as to displace entirely any state cause of action ‘for violation of contracts between an employer and a labor organization.’ Any such suit is purely a creature of federal law, notwithstanding the fact that state law would provide a cause of action in the absence of § 301.” Franchise Tax Board of Cal. v. Construction Laborers Vacation Trust for Southern Cal., supra, at 23 (footnote omitted).

There is no dispute in this litigation that Taylor’s complaint, although pre-empted by ERISA, purported to raise only state law causes of action. The question therefore resolves itself into whether or not the Avco principle can be extended to statutes other than the LMRA in order to rechar-acterize a state law complaint displaced by § 502(a)(1)(B) as an action arising under federal law. In Franchise Tax Board, the Court held that ERISA pre-emption, without more, does not convert a state claim into an action arising under federal law. Franchise Tax Board of Cal. v. Construction Laborers Vacation Trust for Southern Cal., 463 U. S., at 25-27. The court suggested, however, that a state action that was not only pre-empted by ERISA, but also came “within the scope of § 502(a) of ERISA” might fall within the Avco rule. Id., at 24-25. The claim in this case, unlike the state tax collection suit in Franchise Tax Board, is within the scope of § 502(a) and we therefore must face the question specifically reserved by Franchise Tax Board.

In the absence of explicit direction from Congress, this question would be a close one. As we have made clear today in Pilot Life Ins. Co. v. Dedeaux, ante, at 54, “[t]he 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.” Cf. Franchise Tax Board of Cal. v. Construction Laborers Vacation Trust for Southern Cal., 463 U. S., at 25-26 (“Unlike the contract rights at issue in Avco, the State’s right to enforce its tax levies is not of central concern to the federal statute”). Even with a provision such as § 502(a)(1)(B) that lies at the heart of a statute with the unique pre-emptive force of ERISA, id., at 24, n. 26, however, we would be reluctant to find that extraordinary-pre-emptive power, such as has been found with respect to § 301 of the LMRA, that converts an ordinary state common law complaint into one stating a federal claim for purposes of the well-pleaded complaint rule. But the language of the jurisdictional subsection of ERISA’s civil enforcement provisions closely parallels that of § 301 of the LMRA. Section 502(f) says:

“The district courts of the United States shall have jurisdiction, without respect to the amount in controversy or the citizenship of the parties, to grant the relief provided for in subsection (a) of this section in any action.” 29 U. S. C. § 1132(f).

Cf. § 301(a) of the LMRA, 29 U. S. C. § 185(a). The presumption that similar language in two labor law statutes has a similar meaning is fully confirmed by the legislative history of ERISA’s civil enforcement provisions. The Conference Report on ERISA describing the civil enforcement provisions of § 502(a) says:

“[W]ith respect to suits to enforce benefit rights under the plan or to recover benefits under the plan which do not involve application of the title I provisions, they may be brought not only in U. S. district courts but also in State courts of competent jurisdiction. All such actions in Federal or State courts are to be regarded as arising under the laws of the United States in similar fashion to those brought under section SOI of the Labor-Management Relations Act of 194-7.” H. R. Conf. Rep. No. 93-1280, p. 327 (1974) (emphasis added).

No more specific reference to the Avco rule can be expected and the rest of the legislative history consistently sets out this clear intention to make § 502(a)(1)(B) suits brought by participants or beneficiaries federal questions for the purposes of federal court jurisdiction in like manner as § 301 of the LMRA. See Pilot Life Ins. Co. v. Dedeaux, ante, at 54-55. For example, Senator Williams, a sponsor of ERISA, emphasized that the civil enforcement section would enable participants and beneficiaries to bring suit to recover benefits denied contrary to the terms of the plan and that when they did so “[i]t is intended that such actions will be regarded as arising under the laws of the United States, in similar fashion to those brought under section 301 of the Labor Management Relations Act.” 120 Cong. Rec. 29933 (1974). See also id., at 29942 (remarks of Sen. Javits) (federal substantive law to “deal with issues involving rights and obligations under private welfare and pension plans”).

Taylor argues strenuously that this action cannot be removed to federal court because it was not “obvious” at the time he filed suit that his common law action was both preempted by § 514(a), 29 U. S. C. § 1144(a), and also displaced by the civil enforcement provisions of § 502(a). See Brief for Respondent 14-21. But the touchstone of the federal district court’s removal jurisdiction is not the “obviousness” of the pre-emption defense but the intent of Congress. Indeed, as we have noted, even an “obvious” pre-emption defense does not, in most cases, create removal jurisdiction. In this case, however, Congress has clearly manifested an intent to make causes of action within the scope of the civil enforcement provisions of § 502(a) removable to federal court. Since we have found Taylor’s cause of action to be within the scope of § 502(a), we must honor that intent whether pre-emption was obvious or not at the time this suit was filed.

Accordingly, this suit, though it purports to raise only state law claims, is necessarily federal in character by virtue of the clearly manifested intent of Congress. It, therefore, “arise[s] under the . . . laws ... of the United States,” 28 U. S. C. § 1331, and is removable to federal court by the defendants, 28 U. S. C. § 1441(b). The judgment of the Court of Appeals is

Reversed.

Justice Brennan,

with whom Justice Marshall joins, concurring.

I write separately only to note that today’s holding is a narrow one. The Court rejects the position, urged by respondent, that removal jurisdiction exists only when the complaint states a claim that is “obviously” pre-empted by state law— that is, when a federal statute has obviously pre-empted state law, or when a decision of this Court has construed an ambiguous federal statute to pre-empt state law. The Court instead focuses on the “intent of Congress,” ante, at 66, to make respondent’s cause of action removable to federal court. This intent to pre-empt became effective when ERISA became law. Consequently, although pre-emption was not obvious under respondent’s standard at the time of removal, the District Court did in fact have jurisdiction over respondent’s pre-empted claim.

While I join the Court’s opinion, I note that our decision should not be interpreted as adopting a broad rule that any defense premised on congressional intent to pre-empt state law is sufficient to establish removal jurisdiction. The Court holds only that removal jurisdiction exists when, as here, “Congress has clearly manifested an intent to make causes of action . . . removable to federal court” Ibid, (emphasis added). In future cases involving other statutes, the prudent course for a federal court that does not find a clear congressional intent to create removal jurisdiction will be to remand the case to state court.

       Section 502(a)(1)(B) provides:
      “A civil action may be brought—
      “(1) by a participant or beneficiary—
      “(B) to recover benefits due to him under the terms of his plan, to enforce his rights under the terms of the plan, or to clarify his rights to future benefits under the terms of the plan.”

       Compare Clorox Co. v. United States District Court, 779 F. 2d 517, 521 (CA9 1985); Roe v. General American Life Ins. Co., 712 F. 2d 450, 452 (CA10 1983); Leonardis v. Local 282 Pension Trust Fund, 391 F. Supp. 554, 556-557 (EDNY 1975); Tolson v. Retirement Committee of the Briggs & Stratton Retirement Plan, 566 F. Supp. 1503, 1504 (ED Wis. 1983) (all finding removal jurisdiction), with Taylor v. General Motors Corp., 763 F. 2d 216, 219-220 (CA6 1985); Powers v. South Central United Food & Commercial Workers Unions, 719 F. 2d 760, 763-767 (CA5 1983) (no removal jurisdiction).

      In the understated words of a prior ease which this Court repeats today, the pre-emption provisions of ERISA “ ‘perhaps are not a model of legislative drafting,’ ” Pilot Life Ins. Co. v. Dedeaux, ante, at 46, quoting Metropolitan Life Ins. Co. v. Massachusetts, 471 U. S. 724, 739 (1985). Accordingly, before today’s decision in- Pilot Life, the answer to the question whether ERISA pre-empted state claims of the sort at issue here was not obvious.