Maupin v. Hallmark Cards, Inc.

Decision Date14 February 1995
Docket NumberNo. WD,WD
Citation894 S.W.2d 688
PartiesEddie L. MAUPIN, Appellant, v. HALLMARK CARDS, INC., Respondent. 48987.
CourtMissouri Court of Appeals

Kelly Lee McClelland, Liberty, for appellant.

Paul E. Donnelly, Kansas City, for respondent.


KENNEDY, Presiding Judge.

Plaintiff Eddie L. Maupin sued his former employer, Hallmark Cards, Incorporated, for damages for Hallmark's alleged breach of a settlement agreement, by which Hallmark and Maupin settled certain pending claims asserted by Maupin against Hallmark, growing out of Maupin's employment by Hallmark. The claims which were settled are described in the settlement agreement as follows: "[C]omplaints of age discrimination and retaliation regarding his employment."

Maupin claims Hallmark breached the settlement agreement in denying him certain retirement benefits, and in excluding him from consideration in his post-resignation business of buying and selling used and surplus office supplies, furnishings and equipment. He also claims he was induced to enter into the settlement agreement by Hallmark's false and fraudulent misrepresentations that he would receive the retirement benefits and that he would have access to Hallmark's used and surplus office supplies, furnishings and equipment.

Maupin appeals from a summary judgment in Hallmark's favor on all counts of his petition.

Maupin was employed by Hallmark continuously from 1955 until 1988, with a two-year interruption for military service. He was still employed by Hallmark when he asserted the claims described in the preceding paragraph, and which were resolved by the settlement agreement mentioned above. The settlement agreement was dated February 18, 1988. As a part of his agreement, Maupin agreed to resign his employment by Hallmark on February 29, 1988. The agreement recited that Maupin's "job assignment and responsibilities" had ended January 29, 1988. Maupin at this time was 52 years of age. Under the terms of Hallmark's retirement plan, the earliest age at which an employee could retire and be entitled to retirement benefits was 55.


Maupin's petition claims that Hallmark was obligated to pay to him, when he reached age 55, a retirement stipend of $330 per month. This pension, Maupin claimed, was provided by "Hallmark's Career Rewards Benefit Plans," to which reference was made in the settlement agreement. "Hallmark's Career Rewards Benefit Plans" are referred to twice in the agreement. In Paragraph 4, the agreement says:

4. Hallmark agrees to continue Maupin's benefits under the Hallmark Career Benefit Plans (including the Thrift and Profit Sharing Plans) through February 29, 1988, except as provided in paragraph 7 hereinbelow....

In Paragraph 10, the agreement says:

10. Maupin acknowledges that after February 29, 1988 he shall no longer be an employee of Hallmark and that he is not entitled to any further wages, payments or benefits accorded to Hallmark employees, beyond those specifically provided for herein or under the terms of Hallmark's Career Rewards Benefit Plans.

We have underlined the language stressed by Maupin.

Hallmark's "Career Rewards Benefit Plans" describe certain retirement benefits available to retired Hallmark employees, including the $330-per-month pension which Maupin is claiming. There is no argument but that these plans come within the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), 29 U.S.C.A. § 1001 et seq. (1985).

Hallmark argues that Maupin's claim for the $330-per-month pension is preempted by ERISA, and that Maupin's exclusive remedy is that provided by ERISA. 29 U.S.C.A. § 1144(a) provides that ERISA (insofar as applicable here) "shall supersede any and all State laws insofar as they may now or hereafter relate to any employee benefit plan described in section 1003(a) of this title and not exempt under section 1003(b) of this title." Section 1144(c)(1) says: "The term 'State law' includes all laws, decisions, rules, regulations, or other State action having the effect of law, of any State."

Hallmark, defending its summary judgment, argues, with respect to Maupin's claim for breach of contract and for fraud in denying the retirement benefits, that ERISA has preempted state law, and ERISA provides Maupin's only remedy. 1 Maupin argues the contrary, i.e., that ERISA has not preempted his common law cause of action.

Both parties assume that if ERISA has preempted state law, including Maupin's common law claim and remedy, then Hallmark is entitled to summary dismissal of Maupin's claim for denial of the retirement benefits, and summary judgment in Hallmark's favor on that part of his claim.

This is not the case. Even though ERISA may have preempted state law with respect to Maupin's claim for denial of retirement benefits, "[s]tate courts of competent jurisdiction and district courts of the United States shall have concurrent jurisdiction of actions under subsection (a)(1)(B) of this section." 29 U.S.C.A. 1132(e)(1). Subsection (a)(1)(B) says: "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...."

The fact of ERISA preemption, if true, does not defeat Maupin's claim. The state court would have jurisdiction of the case. State ex rel. Montgomery Ward & Co., Inc. v. Peters, 636 S.W.2d 99 (Mo.App.1982). The fact of ERISA pre-emption would mean only that the trial court would apply federal law as embodied in ERISA. See, In re Estate of Carroll, 857 S.W.2d 848, 857 (Mo.App.1993); Montner v. Interfaith Medical Ctr., 157 Misc.2d 583, 596 N.Y.S.2d 975, 981 (N.Y. City Civ.Ct.1993); Rodriguez v. Travelers Ins. Co., 54 Wash.App. 725, 775 P.2d 973, 975 (1989). (Contra: O'Brien v. Great Lakes Container Corp., 748 S.W.2d 412 (Mo.App.1988). That case held that the state court had no subject matter jurisdiction of a claim for benefits under ERISA. This holding was based upon a misunderstanding of our case of Hagler v. J.F. Jelenko & Co., 719 S.W.2d 486 (Mo.App.1986). O'Brien seems to have overlooked 29 U.S.C.A. 1132(e)(1). The case is not in harmony with other cases on the topic.)

Hallmark does not argue that it is entitled to summary judgment on the ground that ERISA furnishes it a matter-of-law defense to Maupin's claims for retirement benefits. It is therefore not necessary for us to decide the issue of preemption.


Hallmark then says, ERISA aside, that the very terms of the settlement agreement (including the terms of Hallmark's Career Rewards Benefit Plans, which were specifically incorporated into the settlement agreement), unambiguously foreclose Maupin's retirement benefit claim, and it is therefore entitled to summary judgment.

If the contract is unambiguous, its meaning is declared by the court as a matter of law. J.E. Hathman, Inc. v. Sigma Alpha Epsilon Club, 491 S.W.2d 261, 264 (Mo. banc 1973).

Maupin began receiving early retirement benefits from the Hallmark Retirement Plan when he reached the age of 55. 2 He claims that he was entitled, not only to the benefits from the Hallmark Retirement Plan, but also to supplemental retirement benefits of $330 per month, in accordance with the terms of a temporary supplemental retirement program which was in effect from December 31, 1987 to July 31, 1988. This temporary supplemental plan provided that an employee under the age of 62 could elect to retire in 1988, before July 31, and receive a supplement of $10 per month for each year's The plan nowhere provides for an employee's retirement before age 55. The settlement agreement specifically calls for Maupin's resignation as of February 29, 1988, when Maupin was 52. He did not "retire" during the seven-month 1988 window, which would have entitled him to the supplementary retirement benefits. For one thing, his agreement called for his resignation, not his retirement. Secondly, he was not old enough to retire. By the time he had reached the minimum retirement age of 55, the 1988 window was closed; he was no longer an employee, and he could not elect to retire.

service. This benefit would continue until the retiree was first eligible for old-age benefits under the Social Security Act. In Maupin's case, having served 33 years, this supplemental benefit would amount to $330 per month.

Maupin claims also that he has been denied other Hallmark retirement benefits which he is entitled to under the settlement agreement. These are an employee discount card for use in Hallmark's stores; participation in Hallmark's 25-Year Club and Retirement Club; and receiving certain Hallmark employee publications. None of these are included in the settlement agreement or in the retirement plan documents referred to in the settlement agreement. Maupin has no contractual claim upon these benefits, and summary judgment is proper with respect to them.

Maupin also claims he was entitled to have retiree's coverage under Hallmark's medical and dental insurance plans upon reaching age 55, upon the same terms and conditions as any other former Hallmark employee. Hallmark was entitled to summary judgment on this claim. In correspondence between Maupin's and Hallmark's attorneys in the negotiation of the settlement agreement, it was expressly pointed out to Maupin that the Hallmark's medical and dental insurance plans for retirees, contrary to an earlier understanding between the parties, would not be available to Maupin. Because of that, the cash payment from Hallmark to Maupin was increased from $60,000 to $110,000. This is substantiated by affidavits and copies of correspondence filed by Hallmark in support...

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