for serious consideration until after the preliminary work was completed, and the results of the studies by the MAC Group and the OETF were received.
46. Neither the October 25, 1990 memorandum from Mr. Crist nor any other communication to the plaintiffs concerning possible retirement incentives constituted an affirmative misrepresentation, much less a material one.
47. The plaintiffs have failed to prove a material misrepresentation, reasonable and detrimental reliance upon the misrepresentation, or any extraordinary circumstances justifying the use of equitable estoppel.
48. The defendants did not intentionally conceal information about a possible amendment to the Pension Plan from the plaintiffs for the purpose of inducing them to retire before such an amendment was adopted.
Conclusions of Law
1. This court has jurisdiction under 29 U.S.C. §§ 1132(e) (1), 1140 and 28 U.S.C. § 1331.
2. Venue is proper under 29 U.S.C. § 1132(e) (2) and 28 U.S.C. § 1391(b).
3. The Pension Plan is an "employee pension benefit plan" within the meaning of 29 U.S.C. § 1002(2) (A).
4. Bell Atlantic is the "administrator" of the Pension Plan and the "plan sponsor" within the meaning of 29 U.S.C. § 1002(16).
5. As plan administrator, Bell Atlantic is a fiduciary and is required to "discharge [its] duties . . . solely in the interest of the participants and beneficiaries." 29 U.S.C. § 1104 (a).
6. A plan administrator breaches its fiduciary obligations by making affirmative material misrepresentations to plan participants about changes to an employee pension benefit plan. Fischer v. Philadelphia Elec. Co., 994 F.2d 130, 135 (3d Cir.), cert. denied, 126 L. Ed. 2d 586, 114 S. Ct. 622 (1993).
7. A plan administrator may not circumvent its fiduciary obligations "by building a 'Chinese wall' around those employees on whom plan participants reasonably rely for important information and guidance about retirement." Fischer, 994 F.2d at 135.
8. ERISA does not impose a "duty of clairvoyance" on fiduciaries. Fischer, 994 F.2d at 135. "An ERISA fiduciary is under no obligation to offer precise predictions about future changes to its plan. Rather, its obligation is to answer participants' questions forthrightly, 'a duty that does not require the fiduciary to disclose its internal deliberations nor interfere with the substantive aspects of the [collective] bargaining process.'" Id. (citations omitted).
9. Whether a communication to a pension plan participant constitutes an affirmative misrepresentation is a question of fact. Fischer, 994 F.2d at 135.
10. Whether an affirmative misrepresentation is material is a mixed question of law and fact. Fischer, 994 F.2d at 135. A misrepresentation is material if there is a substantial likelihood that it would mislead a reasonable employee in making an adequately informed decision about if and when to retire. Id. The seriousness with which a possible amendment is being considered at the time the misrepresentation is made is a factor in the overall materiality inquiry. Id. All else being equal, the more seriously a plan change is being considered, the more likely it is that a misrepresentation will pass the threshold of materiality. Id.
11. "Serious consideration" cannot be tied to a single objective event. Kurz v. Philadelphia Elec. Co., 994 F.2d 136, 139 (3d Cir.), cert. denied, 126 L. Ed. 2d 586, 114 S. Ct. 622 (1993).
12. Bell Atlantic did not breach any fiduciary duty owed to the plaintiffs, since it made no affirmative misrepresentations to the plaintiffs about forthcoming changes in pension benefits at a time when such changes were under serious consideration. See Fischer, 994 F.2d at 135.
13. To establish a claim for equitable estoppel under ERISA, a plaintiff must prove: (1) a material representation, (2) reasonable and detrimental reliance upon the representation; and (3) extraordinary circumstances. Curcio v. John Hancock Mutual Life Ins. Co., 33 F.3d 226, 235 (3d Cir. 1994.) The determination of an equitable estoppel claim is a mixed question of law and fact. Id. at 236. Since the plaintiffs have failed to prove any of the elements of equitable estoppel, they are not entitled to recover under that theory.
14. Section 510 of ERISA makes it "unlawful for any person . . . to discriminate against a participant . . . for the purpose of interfering with the attainment of any right to which such participant may become entitled under the Plan, this subchapter, or the Welfare and Pension Plans Disclosure Act." 29 U.S.C. § 1140. Because the court has found that the defendants did not engage in any prohibited conduct for the purpose of inducing the plaintiffs to retire before the adoption of the 1991 Amendment, the plaintiffs cannot prevail on their Section 510 claim. See Gavalik v. Continental Can Co., 812 F.2d 834, 852 (3d Cir.), cert. denied, 484 U.S. 979, 98 L. Ed. 2d 492, 108 S. Ct. 495 (1987).
15. In light of the previous conclusions, the plaintiffs are not entitled to recover benefits to which they would have been entitled if they had retired on or after December 15, 1991, the effective date of the 1991 Amendment.
BY THE COURT:
MARVIN KATZ, J.
AND NOW, this 18th day of January, 1995, judgment is entered in favor of defendants and against plaintiffs.
BY THE COURT:
MARVIN KATZ, J.