Henglein v. Colt Industries Operating Corp.

Decision Date10 August 2001
Docket NumberNos. 00-2529,CROSS-APPELLEES,00-2746,CROSS-APPELLANT,s. 00-2529
Citation260 F.3d 201
Parties(3rd Cir. 2001) GEORGE W. HENGLEIN; L. C. ALBACKER; R. B. ANDREWS; R. L. APPELDORN; R. H. ASHENBAUGH; A. L. AUSTIN; J. W. BAGOSI; J.D. BALSER; A. BARRASSO; J. O. BAUER; E. E. BEST; H. W. BIG LEMAN; C. R. BLAZIER; J. P. BRESSANELLI; G. D. BROW N; F. C. BUCHHOLZ; E. C. CALVIN; R. R. CAMPBELL; P. D. CASTELLANO; J. L. CERASI; E. CHAPMAN; S. CHRISTY; T. M. COSTELLO; C. A. DAUKA; A. J. DECOSTA; M. G. DEGRANDE; A. S. DICCIO; A. P. DIMARZIO; C. J. DIMARZIO; R. J. DOUGHERTY; M. DRUGA; E. P. ERATH; E. P. FAHNERT; H. FARRINGTON; M. FERLAINO; R. D. FEYDO; E. R. FINGER; J. N. FLARA; N. E. FRED ERICK; J. P. FRENN; R. E. FRONKO; L. L. GIBBS; W. L. GLEASON; L. E. GORDON; R. W. GOTT; J. E. GRIMM; P. E. GRUBBS; E. R. GUERRA; A. J. GULUTZ; J. T. HAAF; J. D. HAMACHER, JR.; P. J. HANNON; R. M. HANSEN; M. I. HARPHAM; D. H. HELDMAN; J. K. HILE; R. S. HOGSETT; R. T. HOPPER; H. M. HOWELL; W. M. HYAMS; J. M. JANKE; C. L. JOBE; K. H. JOHNS; R. O. JOHNSON, JR.; E. T. JONES; R. KAO; D. P. KERR, JR.; P. A. KEYS; R. W. KNALLAY; E. E. KNAPEK; W. J. KOFALT; S. W. KOHLER; T. KOMINITSKY; T. R. KRUPA; P. R. KULLEN; J. R. KUNDICK; W. LAKE; D. F. LAVENE; T. T. LEHMANN; R. H. LEWIS; R. A. LIPPERT; W. R. LIVINGSTON; J. H. LUTTON; A. J. LYNN; D. B. MCCLAIN; P. F. MCNICOL; E. L. MARSH; F. S. MATSUKAS; H. J. MERCER; A. R. MIDDLETON; M. MITROVICH; M. A. MOLCHAN; R. A. MONTGOMERY; R. T. MORELLI; A. N. MORRISON; H. MRAUNAC; M. R. MUCKIAN; C. W. MURRAY, III; C. J. MYERS; L. V. NAGLE; D. A. NOBERS; J. A. NUZO; E. ORDICH; W. H. ORR; T. H. PARSONS; A. J. PASKO; H. S. PEASE, III; G. J. PESCION ; G. V. PETERSON; J. J. POPP; G. P. PORTO; G. POSTICH; D. E. POWELL; R. W. PRENTICE; J. V. PRESUTTI; W. C. PRICE; L. E. RAYKOVICS; T. R. REED; J. W. REIDER; J. J. ROSE; A. J. ROSEPILLER; C. S. RUSSELL; K. E. SANDERS; M. A. SARVER; P. K. SCHAKE; J. W. SCHOLTZ; A. H. SCHELINE; M. L. SHERRY; F. R. SHUSS; W. W. SIMPSON; A. E. SIX; J. E. SMITH ; E. H. SPAZIANI; W. H. STEPHENS; C. D. STROSNIDER; J. F. SUFFOLETTA; H. L. TAYLOR; K. E.
CourtU.S. Court of Appeals — Third Circuit

ON APPEAL FROM THE UNITED STATES DISTRICT COURT FOR THE WESTERN DISTRICT OF PENNSYLVANIA (D.C. No. 86-CV-02021) District Judge: Honorable Donald J. Lee

[Copyrighted Material Omitted]

[Copyrighted Material Omitted]

James J. Ahearn (argued) 825 B Morewood Avenue Pittsburgh, Pennsylvania 15213 Attorney for Appellants/ Cross-Appellees

Mark G. Arnold (argued) Husch & Eppenberger, LLC 100 North Broadway, Suite 1300 St. Louis, Missouri 63102 William H. Powderly, III, Esq. Metz Schermer & Lewis, LLC 11 Stanwix Street Pittsburgh, Pennsylvania 15222 Attorneys for Appellee/ Cross-Appellant

Before: Nygaard, Weis, Circuit Judges, and KAUFFMAN,* District Judge

OPINION OF THE COURT

Weis, Circuit Judge.

In this appeal we determine that a ruling on a statute of limitations issue in a declaratory judgment action had preclusive effect despite the fact that other requests for a declaration were denied because of unresolved factual matters. As a consequence, the District Court erred in applying a different limitations period in a related ERISA case and barring the claims of some of the employee plaintiffs. We also conclude that the District Court properly found that an ERISA plan was in existence and provided benefits for employees at the time of a plant shutdown. Accordingly, we will reverse in part, and affirm in part.

Plaintiffs are former non-union salaried employees of Crucible, Inc. who worked at one of the company's steel manufacturing facilities in Pennsylvania that closed in 1982. Most of the plaintiffs were at the Midland plant, and most were terminated that year, with a few remaining in their positions until as late as 1986. In 1982, Crucible changed its name to Colt Industries Operating Corporation, which today is a dormant corporation. We described in detail the background facts leading up to this litigation in Henglein v. Informal Plan for Shutdown Benefits for Salaried Employees, 974 F.2d 391, 395-96 (3d Cir. 1992) ("Henglein I"), and need not repeat them here.

The employees first filed suit against the employer in August, 1983, presenting a number of claims. Those for shutdown benefits were dismissed on appeal because the complaint failed to name the proper defendant. Schake v. Colt Indus. Operating Corp., No. 85-3381 (3d Cir. May 14, 1986).2

In September 1986, the employees filed the present action ("Henglein") under ERISA section 502(a)(1)(B), 29 U.S.C. S 1132(a)(1)(B), against two plans alleged to be administered by Colt, an "Informal Plan" and a "Parity Plan." The complaint alleged that plaintiffs were entitled to shutdown benefits pursuant to an Informal Plan that was created by Crucible's 1962 plan, and amended by 1968 and 1969 documents. In addition, some of the employees sought a $400 monthly supplement under the so-called Parity Plan.

As described in the complaint, the Informal Plan provided plant closing benefits for older, long-time employees who had not yet qualified for 30-year pension benefits under the company's Formal Plan. These supplemental benefits were to be paid monthly until the recipient reached the age when Social Security benefits became available. The claim for Parity Plan benefits was based on management's alleged promise to equalize plant shutdown benefits between union and non-union employees.

Rather than answering the employees' complaint, Colt in its capacity as administrator of the putative Plans, filed a declaratory judgment action seeking rulings that the Informal Plan and Parity Plan did not exist, and the employees' rights to a pension were governed solely by the Formal Plan in effect in 1982. The District Court stayed the employees' action and proceeded with the declaratory judgment.

In November 1988, the District Court ruled that there was no Parity Plan, and that the statute of limitations for the employee claims was six years. Colt v. Frenn, No. 86-2642 (W.D. Pa. Nov. 30, 1988). Colt's counts seeking declarations of the non-existence of other benefit plans were dismissed because unresolved material issues of fact precluded summary judgment. Id. Neither party appealed.

The employees' suit (Henglein) then resumed. After taking testimony, the District Court ruled that it lacked subject matter jurisdiction because the employees had failed to prove that an Informal Plan existed under ERISA. On appeal we reversed and remanded for fact-finding to determine whether the alleged Informal Plan straddled the enactment of ERISA. We also held that the employees were collaterally estopped from raising the Parity Plan matter because of the ruling in the Frenn declaratory judgment. Henglein I, 974 F.2d at 402.

Extensive District Court proceedings that followed resulted in two more appeals to this Court. Henglein II, No. 93-3219 (3d Cir. Jan. 13, 1994); Henglein III , No. 94-3074 (3d Cir. Sept. 26, 1994). In both instances, we remanded for additional consideration by the trial court. During the pendency of the third appeal, the district judge who had presided over the litigation retired; on remand another judge was assigned the case. Following a bench trial, the second judge filed extensive findings of fact and conclusions of law, and entered the judgment now on appeal. We will summarize the District Court's findings.

Evidence of the employer's representations and conduct extended from before the 1975 effective date of ERISA up until the time the claims arose in 1982. In 1968 Crucible adopted an "Early Severance and Disability Program." This document and a memorandum were distributed to the employees. The 1968 Plan was amended in 1969 by the "Hardship Retirement Guidelines," which, however, was not generally distributed to the employees. In 1972, a board of directors resolution purported to rescind the 1968 Early Severance And Disability Programs. No notice of this action was given to the employees.

In 1972, Crucible amended and rewrote its retirement plan entitled "Crucible Inc. Retirement Plan for Eligible Salaried Employees." It was printed in booklet form and circulated to all salaried non-union employees. Various amendments were made by the "1975 Salaried Retirement Plan," which the employees received in 1976. Those booklets failed to contain any statement that the employees' benefits were limited to those described therein.

Crucible never issued to its employees in general any written notice that the 1968 and 1969 Early Severance and Disability Benefit Programs had been rescinded. In a 1973 memorandum, E. A. March, Group Vice President of Crucible, Inc. wrote to division presidents, controllers, personnel directors, and the retirement board informing them that "there is no `Informal Pension Plan' to which new names can be added." When advising the vice president of Employee Relations for the Midland plant of this news, March directed, "I don't want anyone to talk about it."

Three Crucible vice presidents who served as members of the executive committee were never informed about the cancellation of plant shutdown compensation for salaried employees. John Vensel, president of Crucible's Alloy Division at Midland, Pennsylvania, testified to his belief that shutdown benefits for salaried employees were in existence in 1...

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