Nat'l R.R. Passenger Corp. v. McDonald

Decision Date24 February 2015
Docket NumberDocket No. 13–4161–cv.
PartiesNATIONAL RAILROAD PASSENGER CORPORATION, Plaintiff–Appellant, v. Joan McDONALD, Commissioner, The New York State Department of Transportation, Defendant–Appellee.
CourtU.S. Court of Appeals — Second Circuit

?779 F.3d 97

Joan McDONALD, Commissioner, The New York State Department of Transportation, Defendant–Appellee.

Docket No. 13–4161–cv.

United States Court of Appeals, Second Circuit.

Argued: Aug. 27, 2014
Decided: Feb. 24, 2015


[779 F.3d 98]

Kathleen M. Sullivan (Christopher E. Kulawik, on the brief), Quinn Emanuel Urquhart & Sullivan, LLP, New York, for Plaintiff–Appellant.

Cecelia C. Chang, Speciaadl Counsel (Barbara D. Underwood, Solicitor General, Andrew W. Amend & Mark H. Shawhan, Assistant Solicitors General, of counsel), on the brief for Eric T. Schneiderman, Attorney General of the State of New York, for Defendant–Appellee.

Before: WINTER, RAGGI, and CARNEY, Circuit Judges. WINTER, Circuit Judge:

The National Railroad Passenger Corporation (“Amtrak”) appeals from Judge McMahon's grant of summary judgment dismissing its federal Supremacy Clause claims brought against Joan McDonald, Commissioner of the New York State Department of Transportation (the “Commissioner”). Amtrak's complaint claimed that, in light of federal statutes that organize and regulate Amtrak, the Supremacy Clause of the United States Constitution deprived the New York State Department of Transportation (“NYSDOT”) of authority to condemn Amtrak's property by eminent domain. Because Amtrak brought its

[779 F.3d 99]

federal claims more than six years after its claims accrued, the action was time-barred. We therefore affirm.


The relevant facts are undisputed.

Amtrak is a private corporation created by the Rail Passenger Service Act of 1970, 49 U.S.C. § 24101 et seq., to operate intercity commuter rail service throughout the United States. See 49 U.S.C. §§ 24101(a); 24301(a)(2). In furtherance of its objectives, Amtrak owns and uses real property, much of which was conveyed to it pursuant to the Regional Rail Reorganization Act of 1973. See 45 U.S.C. § 701 et seq.

The NYSDOT is currently engaged in a project called the Bronx River Greenway, involving joint federal and state efforts to convert a 23–mile–long stretch of land along both sides of the Bronx River into urban parkland. Part of the planned Greenway adjoins Amtrak's Northeast Corridor rail lines. In the course of carrying out the project, NYSDOT determined that it needed to build on several parcels of land owned by Amtrak. The Commissioner sought to acquire the land by eminent domain under the authority given her by the New York State Highway Law, N.Y. High. Law §§ 22, 30 (McKinney 2004), and the Eminent Domain Procedure Law (“EDPL”), N.Y. Em. Dom. Proc. Law § 101 et seq. (McKinney 2004).

Before resorting to eminent domain, NYSDOT contacted Amtrak and attempted to negotiate the purchase of the land and easements it needed. As a result, beginning in 2001, NYSDOT and Amtrak communicated for several years about the Greenway project's need for the land in question. However, a stalemate resulted. Although Amtrak was willing to sell the land to New York, it demanded indemnification from all potential environmental cleanup liability and the right to pre-approve NYSDOT's entering and working on the land. NYSDOT did not make the desired concessions.

In April 2005, NYSDOT began proceedings under the EDPL to condemn the properties. In accordance with EDPL §§ 202–203, NYSDOT published notices of a public hearing. It also notified Amtrak officials that the hearing would occur on May 19, 2005. On May 11, 2005, Roger Weld, a NYSDOT employee, called and emailed a regional Amtrak official, Earl Watson, and notified him of the hearing. Watson, in turn, forwarded the NYSDOT email to the Amtrak personnel with authority to act in eminent domain cases, namely the Project Director of Real Estate Development—Sheila Sopper—and the legal department. However, NYSDOT's EDPL-mandated notice was sent to an erroneous address for Amtrak, not at the statutory address where Amtrak is to receive service of process. See 49 U.S.C. § 24301(b); N.Y. Em. Dom. Proc. Law §§ 202–03.

On May 19, 2005, NYSDOT held the public hearing as scheduled. No one from Amtrak attended, and Amtrak did not submit written comments. Subsequently, on August 17, 2005, NYSDOT published the determinations and findings necessary for condemnation of the land. See N.Y. Em. Dom. Proc. Law § 204. Amtrak could have challenged the condemnation under the EDPL's judicial review provision, see id. § 207, but did not. As it conceded at oral argument, it could also have brought the present action. Instead, from 2005 through 2008, it continued to discuss the Greenway project with NYSDOT.

Meanwhile, in 2007 and 2008, NYSDOT sent Amtrak notice that it planned to condemn six parcels and made an offer of compensation. On February 19, 2008, the Commissioner filed notices of appropriation

[779 F.3d 100]

and maps with the county clerk. When those documents were filed, title to the land vested in New York state. Id. § 204; see id. § 402(A)(3). A year and a half later, on August 13, 2009, Sopper sent NYSDOT “agreement of sale” documents that proposed to sell the land and easements for the same price as the compensation proffered by NYSDOT but also provided for Amtrak's pre-approval of construction and for indemnification for environmental liability. On August 28, 2009, NYSDOT responded that it had already acquired title to the parcels by eminent domain. Nearly two and a half years later, on April 9, 2012, Amtrak brought the present action claiming that the takings were invalid under the Supremacy Clause as expressly or impliedly preempted by federal law. Joint App. at 8–22.1

The district court held that Amtrak's Supremacy Clause claims against the Commissioner were barred under the Eleventh Amendment. Nat'l R.R. Passenger Corp. v. McDonald, 978 F.Supp.2d 215, 245 (S.D.N.Y.2013). Alternatively, it held them time-barred, because Amtrak brought suit over six years after it knew or should have known that it had a claim....

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