Cox v. Administrator U.S. Steel & Carnegie

Citation17 F.3d 1386
Decision Date05 April 1994
Docket NumberNos. 91-7215,92-6218,AFL-CIO-CLC and USX,s. 91-7215
Parties146 L.R.R.M. (BNA) 2158, 127 Lab.Cas. P 11,063, 28 Fed.R.Serv.3d 1166, RICO Bus.Disp.Guide 8527 Leslie Ray COX; R.M. Cox; Larry Driver; Barry Nichols; John Bullard; Robert W. Kennedy, Jr.; Lorenzo G. East; Clarence M. Pope, Jr.; C.R. Altes; Jack E. Merrymon; Terry P. West; R.S. Arnold; M.W. Milstead; J.W. Wade; Manning A.C. Snider; Terry H. Melvin; Thomas E. Hill; Gary D. Swann; Ronald E. Frazier; Anthony J. Crapet; Robert M. Green; Heath L. McMeans, III; Billy Carter; Joe A. Knight, George Boglin, Wardell Clark, Phillip L. Drummond, Don L. Flurry, Dennis R. Fulton, Dennis E. Jones, W.T. Mayberry, James R. Miller, Willie J. Nation, Oscar Lee Perry, Robert Poole, Brack Wells, Willie Young, Harry S. Turner, Plaintiffs-Appellees, Cross-Appellants, v. ADMINISTRATOR UNITED STATES STEEL & CARNEGIE and United States Steel & Carnegie Pension Fund, Defendants, United Steelworkers of America,Corporation, a/k/a United States Steel Corporation, Defendants-Appellants, Cross-Appellees. Leslie Ray COX, R.M. Cox, Larry Driver, Barry Nichols, John Bullard, Robert W. Kennedy, Jr., Lorenzo G. East, Clarence M. Pope, C.R. Altes, Jack E. Merrymon, Terry P. West, R.S. Arnold, M.W. Milstead, J.W. Wade, A.C. Snider, Terry H. Melvin, Thomas E. Hill, Gary D. Swann, Ronald E. Frazier, Anthony J. Crapet, Robert M. Green, Heath L. McMeans, III, Billy Carter, Joe A. Knight, George Boglin, Wardell Clark, Phillip L. Drummond, Don L. Flurry, Dennis R. Fulton, Dennis E. Jones, W.T. Mayberry, James R. Miller, Willie J. Nation, Oscar Lee Perry, Robert Poole, Brack Wells, Willie Young, Harry S. Turner, Plaintiffs-Appellants, v. ADMINISTRATOR UNITED STATES STEEL & CARNEGIE, United States Steel & Carnegie Pension Fund, USX Corporation, a/k/a United States Steel Corporation, Defendants-Appellees.
CourtUnited States Courts of Appeals. United States Court of Appeals (11th Circuit)

Carl B. Frankel, Associate Gen. Counsel, United Steelworkers of America, Pittsburgh, PA, Robert M. Weinberg, Jeremiah A. Collins, Martin S. Lederman, Bredhoff & Kaiser, Washington, DC, Jerome A. Cooper, Joe R. Whatley, Jr., Franklin G. Shuler, Jr., Cooper, Mitch, Crawford, Kuykendall & Whatley, Birmingham, AL, for United Steelworkers of America in No. 91-7215.

Michael L. Lucas, Burr & Forman, William N. Clark, Redden, Mills & Clark, Birmingham, AL, Leonard L. Scheinholtz, Robert W. Hartland, Reed, Smith, Shaw & McClay, J. Michael Jarboe, USX Corp., Pittsburgh, PA, for USX Corp. in No. 91-7215.

J. Vernon Patrick, Jr., Alexander S. Lacy, William M. Acker, III, Elizabeth N. Pitman, Patrick & Lacy, P.C., Samuel Maples, Michael H. Bite, Jr., Bite, Bite and Bite, Birmingham, AL, for appellees in No. 91-7215 and appellants in No. 92-6218.

F.A. Flowers, III, Michael L. Lucas, Richard Arthur Freese, Burr & Forman, Birmingham, AL, Billy M. Tennant, S.G. Clark, USX Corp., Legal Dept., Pittsburgh, PA, Jeremiah A. Collins, Martin S. Lederman, Robert M. Weinberg, Bredhoff & Kaiser, Washington, DC, Carl B. Frankel, Associate Gen. Counsel, United Steelworkers of America, Pittsburgh, PA, Samuel H. Heldman, Joe R. Whatley, Jr., Cooper, Mitch, Crawford, Kuykendall & Whatley, William N. Clark, Redden, Mills & Clark, Birmingham, AL, Robert W. Hartland, Leonard L. Scheinholtz, Reed, Smith, Shaw & McClay, Pittsburgh, PA, for appellees in No. 92-6218.

Appeals from the United States District Court for the Northern District of Alabama.

Before ANDERSON and CARNES, Circuit Judges, and SCHLESINGER *, District Judge.

CARNES, Circuit Judge:

This case arises out of the negotiations between the USX Corporation ("USX" or "the Company"), formerly known as United States Steel, and the United Steelworkers of America ('the Union') leading to the 1983 Collective Bargaining Agreement governing operations at the USX steel mill in Fairfield, Alabama ("the Fairfield Works"). The plaintiffs-appellees, who are or were Union members and employees at the Fairfield Works, brought this suit against USX, the administrator of the United States Steel and Carnegie Pension Fund ("the Fund"), and the Union, alleging that the Union negotiators covertly requested and received pension benefits from the Company to which they were not entitled and that, as a result, the Union negotiators agreed to concessions that damaged the plaintiffs. The district court granted summary judgment to the defendants on several of the plaintiffs' claims, and certified its decision for appeal. We review that decision, along with several of the court's rulings on discovery matters.

In part I, we discuss the facts and prior proceedings of the case as background. In part II, we review the district court's grant of summary judgment for the defendants and explain why we reverse that ruling. More specifically, we discuss the standard of review in subpart A, then we analyze the plaintiffs' RICO claim in subpart B and, in subpart C, their breach of contract claim against USX under Sec. 301 of the Labor Management Relations Act, 29 U.S.C.A. Sec. 185 (1978 & Supp.1993). In part III, we review various rulings of the district court on discovery. After explaining in part IV our lack of jurisdiction to review the district court's decision not to certify a plaintiff class as to the claim for equitable relief, we conclude in part V.

I. BACKGROUND

The Fairfield Works steel mill in Jefferson County, Alabama, had been closed, and its approximately 2,600 employees laid off, for over a year when, in September 1983, USX and the Union sought to reach an agreement under which the mill could be reopened. William Miller, USX Vice President for Labor Relations, headed the USX negotiating team. The Union was represented by Thermon Phillips, a member of the Union's International Executive Board and Director of District 36 (which includes Alabama) and by E.B. Rich, a sub-director of District 36. Both Phillips and Rich had left USX to work for the Union years before; neither had been with the Company long enough to qualify for a pension.

The plaintiffs allege that shortly after the negotiations began, Rich took Miller aside and gave him a note demanding that the Company grant retroactive leaves of absence to a few specified Union representatives (including themselves), so that the years they had spent working for the Union would be counted for pension purposes as years spent with USX and they would therefore become eligible for USX pensions. According to the plaintiffs, the Union negotiators surreptitiously informed Miller that their agreement to any concessions at Fairfield was conditioned on their receiving Company pensions.

The final Fairfield Works Agreement ("the Agreement" or "FWA"), reached on Christmas Eve, 1983, did include sizable concessions, although the Union argues that USX acceded to numerous Union demands before the Agreement was reached, and USX argues that in return for Union concessions it committed itself to making substantial capital investments to modernize the mill. Under the Agreement, more than 500 jobs were eliminated; local working conditions rules (governing such matters as job assignments and crew sizes) were abolished altogether, giving the Company sole discretion in determining job assignments; all pending complaints, grievances, and arbitration cases were dismissed; maintenance and janitorial jobs were contracted out; and salary guarantees and certain types of incentive pay were dropped. Towards the end of the negotiations, one USX official estimated that the Agreement would yield savings of 23.5 million dollars per year. The plaintiffs assert that Rich and Phillips refused to sign the final agreement until USX covertly agreed to their pension demands. Miller testified in deposition that the Union negotiators signed the Agreement after he told them that he was under the impression that their pension request "would be considered favorably" but that he "could not assure them of that."

In 1984, after the Agreement went into effect, Rich contacted USX numerous times to inquire about the status of the pension request. In the fall of 1984, the USX Corporate Policy Committee approved a unilateral change in policy to allow approval of indefinite retroactive leaves of absence for former employees who had left to work for the Union. J. Bruce Johnston, Executive Vice President of Employee Relations, proposed the change, writing to the Committee that "it is in the Company's interest to foster and promote the goodwill of former employees who were granted leaves of absence to work for the [Union]." Shortly thereafter, the Company approved pensions for six of the Union officials that Rich had named during the negotiations (referred to by some as the "Fairfield Six"), including Rich and Phillips themselves. 1 Thus, Rich and Phillips received for themselves and for others that which they had covertly demanded during the negotiations. In November 1984, USX began paying the Fairfield Six their pensions, which were awarded retroactively to February 29 of that year. However, USX did not directly inform the potential beneficiaries, other than the Fairfield Six, of the change in its leave-of-absence policy. In March 1985, Johnston did write a letter to Union president Lynn Williams, informing him that "United States Steel's procedure was revised so that Leaves of Absence applied for by International Union Representatives may be permitted for longer periods than those established in the Labor Agreement, in designated circumstances, at the discretion of the Company on a case-by-case basis." The letter also stated that, "[p]ursuant to the above policy, we have approved requests for Leaves for six (6) International Union Representatives." The Union apparently did not inform any of its other representatives or members of the change in policy, so that the Fairfield Six were the only ones who received pensions under the new policy.

In May 1988, after several other Union representatives heard rumors of the...

To continue reading

Request your trial
710 cases
  • In re Chrysler-Dodge-Jeep Ecodiesel Mktg.
    • United States
    • United States District Courts. 9th Circuit. United States District Courts. 9th Circuit. Northern District of California
    • March 15, 2018
    ...the court only cited a pre- Central Bank out-of-circuit decision for its holding. See id. at 1162 (citing Cox v. Adm'r U.S. Steel & Carnegie , 17 F.3d 1386, 1410 (11th Cir. 1994) ). In contrast, district courts in the Ninth Circuit that have relied on Central Bank have held that "[t]he civi......
  • Loggerhead Turtle v. County Counc., Volusia County, No. 6:95CV587ORL22B.
    • United States
    • United States District Courts. 11th Circuit. United States District Court of Middle District of Florida
    • May 17, 2000
    ...of material fact.'" Cohen v. United American Bank of Cent. Fla., 83 F.3d 1347, 1349 (11th Cir.1996) (quoting Cox v. Administrator U.S. Steel & Carnegie, 17 F.3d 1386, 1396, modified on other grounds, 30 F.3d 1347 (11th Cir. 1994), cert. denied, 513 U.S. 1110, 115 S.Ct. 900, 130 L.Ed.2d 784 ......
  • Durand v. Hanover Ins. Grp., Inc.
    • United States
    • United States District Courts. 6th Circuit. United States District Court of Western District of Kentucky
    • October 14, 2016
    ...doctrine (DN 173 p. 7, 15; citing In re Teleglobe Commc'ns Corp. , 493 F.3d 345, 385 (3d Cir. 2007) ; Cox v. Adm'r U.S. Steel & Carnegie , 17 F.3d 1386, 1423 (11th Cir. 1994) ; Wildbur v. ARCO Chem. Co. , 974 F.2d 631, 646 (5th Cir. 1992) ; Jicarilla Apache Nation v. United States , 88 Fed.......
  • Brown v. Astron Enterprises, Inc., CV-96-N-1141-W.
    • United States
    • United States District Courts. 11th Circuit. United States District Court of Northern District of Alabama
    • October 6, 1997
    ...These are the "facts" for summary judgment purposes only. They may not be the actual facts. Cox v. Administrator U.S. Steel & Carnegie Pension Fund, 17 F.3d 1386, 1400 (11th Cir.1994), cert. denied, 513 U.S. 1110, 115 S.Ct. 900, 130 L.Ed.2d 784 3. The NTSB Factual Report states in part: The......
  • Request a trial to view additional results
2 firm's commentaries
17 books & journal articles
  • Privilege and work product
    • United States
    • James Publishing Practical Law Books Archive Handling Federal Discovery - 2014 Contents
    • August 5, 2014
    ...v. Gallerizzo , 174 F.3d 394, 403 (4th Cir. 1999) (denying motion to compel); Cox v. Administrator United States Steel & Carnegie , 17 F.3d 1386, 1422 n.41 (11th Cir.), modified on other grounds , 30 F.3d 1347 (11th Cir. 1994); Jinks-Umstead v. England , 231 F.R.D. 13 (D.D.C. 2005). Cobell ......
  • Privileges
    • United States
    • ABA Antitrust Library Antitrust Evidence Handbook
    • January 1, 2016
    ...a far stronger showing of necessity and unavailability by other means is required in such a case.”); Cox v. Adm’r U.S. Steel & Carnegie , 17 F.3d 1386, 1422 (11th Cir. 1994) (“The crime-fraud exception presents one of the rare and extraordinary circumstances in which opinion work product is......
  • Privilege and work product
    • United States
    • James Publishing Practical Law Books Archive Handling Federal Discovery - 2016 Contents
    • August 8, 2016
    ...v. Gallerizzo , 174 F.3d 394, 403 (4th Cir. 1999) (denying motion to compel); Cox v. Administrator United States Steel & Carnegie , 17 F.3d 1386, 1422 n.41 (11th Cir.), modified on other grounds , 30 F.3d 1347 (11th Cir. 1994); Jinks-Umstead v. England , 231 F.R.D. 13 (D.D.C. 2005). Cobell ......
  • Table of Cases
    • United States
    • ABA Antitrust Library Antitrust Evidence Handbook
    • January 1, 2016
    ...Cir. 1982), 253 Cowley v. Acands, Inc., No. 07-62831, 2010 WL 5376338 (E.D. Pa. Dec. 23, 2010), 43 Cox v. Adm’r U.S. Steel & Carnegie, 17 F.3d 1386 (11th Cir. 1994), 108, 121 In re Cox Enters., Inc. Set-Top Cable Television Box Antitrust Litig., No. 12-ML-2048-C, 2014 WL 104964 (W.D. Okla. ......
  • Request a trial to view additional results

VLEX uses login cookies to provide you with a better browsing experience. If you click on 'Accept' or continue browsing this site we consider that you accept our cookie policy. ACCEPT