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Erbe v. Billeter

September 28, 2007


The opinion of the court was delivered by: McVERRY, J.

Judge Terrence F. McVerry

Magistrate Judge Lisa Pupo Lenihan

Doc. No. 28


Currently before the Court for disposition is Defendants' Motion to Dismiss Plaintiff's Amended Complaint pursuant to Fed.R.Civ.P. 12(b)(6) (Doc. No. 28). In accordance with this Court's Order dated November 13, 2006 (Doc. No. 25) granting Defendant's Motion to Dismiss and granting Plaintiff's Motion to File an Amended Complaint, Plaintiff filed an amended complaint asserting claims for violations of Section 502(a) and (c) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"), codified at 29 U.S.C. §§ 1132(a) and (c), as well as a federal common law claim for breach of contract. Defendants now move to dismiss the amended complaint pursuant to Fed.R.Civ.P. 12(b)(6). For the reasons that follow, the Court will grant Defendants Motion to Dismiss (Doc. No. 28) as to Defendant Brian Billeter on all Counts, and will grant said motion as to Defendant Connecticut General Life Insurance Company on Count I as to Plaintiff's claim for relief under 29 U.S.C. § 1132(a)(1)(A), and on Counts II, III and IV. In all other respects, Defendants' motion will be denied.


Because this action comes before the Court on a motion to dismiss, the Court must accept as true all of Plaintiff's allegations of fact and must view the facts in the light most favorable to her.

This case arises out of an alleged oral settlement agreement between Plaintiff's counsel and Defendant Brian Billeter on behalf of Defendant Connecticut General Life Insurance Company ("Connecticut General") with regard to accidental death benefits allegedly due under a group accidental death and dismemberment insurance policy provided by Connecticut General as part of the Exxon Mobile Life Insurance Plan ("Plan") in which Edward Erbe was a participant.*fn1 The Summary Plan Description dated January 2000 ("SPD") provides that the Plan Sponsor is Exxon Mobile Corporation ("Exxon"). (Ex. A to Defs.' Mot. to Dismiss at CGLIC - 000036.) The SPD further provides that administration of the Plan shall be handled by the Administrator - Benefits, who is defined as the Policy, Benefits and Planning Division Manager of Exxon, and by the Administrator- Finance, who is defined as the Treasurer of Exxon. (Id. at CGLIC - 000037.) With regard to claims for benefits, the SPD designates the CIGNA Claims Office in Pittsburgh, Pennsylvania, as the entity to which all claims for basic life coverage and basic accidental death and dismemberment insurance shall be submitted in writing. (Id. at CGLIC - 000038.) The SPD further instructs that if a claim is denied in whole or in part, the claimant shall receive written notice of the decision, and that denial of the claim may be appealed in writing to the Administrator - Benefits within 90 days. (Id. at CGLIC - 000038-39.) The SPD states that the decision on the appeal will be issued by the Administrator - Benefits. (Id. at CGLIC - 000039.)

The parties have not supplied the "Plan", however, it appears that the Exxon Mobile Corporation Life and Accidental Death & Dismemberment Policy between Exxon and Connecticut General ("Policy") fulfills that purpose. (Defs.' Ex. B attached to Mot. to Dismiss.) The Polcy does not contain any express provisions regarding the identity of the Plan Administrator(s) or fiduciaries, or the extent of any discretionary authority or control delegated to either the Plan Administrator(s) or fiduciaries. In addition, the Policy includes an integration clause, which provides that the Plan documents consist of the insurance policy, including rider certificates, plus any applications submitted by Exxon or a beneficiary. (Id. at CGLIC - 000077.) The Policy also provides that any amendments to the contract shall be agreed to by both parties in writing. (Id.)

The relevant facts are as follows. After Mr. Erbe's death, Plaintiff, Mary Karen Erbe, as Edward Erbe's widow and executrix of his estate, filed a claim for basic accidental death benefits under the Policy. Connecticut General denied that claim on January 23, 2004. (Am. Compl. ¶¶ 37, 60, & Ex. 4 attached thereto.) In the denial letter from Connecticut General, Plaintiff was advised of her right to appeal that determination and request an administrative review of the denial of her claim. (Am. Compl. ¶ 60; Ex. 4 at 2-3.) Plaintiff filed a timely appeal of the denial of her claim as directed by Connecticut General in the January 23, 2004 denial letter. (Am. Compl. ¶¶ 38, 61.) Connecticut General acknowledged receipt of Plaintiff's appeal and advised her that it was being referred to one of its claims examiners, Defendant Brian Billeter. (Am. Compl. ¶¶ 34, 62; Ex. 8 attached thereto.) During the administrative review and appeal process, counsel for Plaintiff had several discussions with Defendant Billeter, including one in which he and Defendant Billeter agreed that Connecticut General's final decision on Plaintiff's appeal of the denial of her claim for accidental death benefits should be postponed until a determination was issued in Plaintiff's workers' compensation case, as the determination of coverage under Policy was in large part dependent upon whether the injury was determined to be "work-related" and whether workers' compensation benefits would be paid as a result of the injury.*fn2 (Am. Compl. ¶ 73.)

While the administrative appeal was pending, Plaintiff's counsel made a formal request to Connecticut General for "numerous items of information including any and all plan documents applicable to [Plaintiff's] claim" for accidental death benefits. (Am. Compl. ¶ 34; Ex. 1 attached thereto.) In response, Defendant Billeter allegedly forwarded a copy of the insurance policy and claim file, but did not provide, at that time, any Plan documents or the SPD. (Am. Compl. ¶ 34.)

On July 13, 2005, Defendant Billeter called and left a message for Plaintiff's counsel, at which time it is alleged Billeter informed counsel's secretary that "CIGNA" was reversing its decision and would be paying Plaintiff. (Am. Compl. ¶¶ 82-83.) Later that same day, Plaintiff's counsel and Billeter engaged in a telephone conversation wherein it is alleged that Billeter confirmed that "CIGNA" agreed to pay the death benefit under the AD&D policy in the amount of $710,024.00. (Am. Compl. ¶ 87.) It is further alleged that Billeter discussed the method of payment and other details regarding issuance of the check. (Id.) In addition, Billeter allegedly indicated that he would look into whether Plaintiff was entitled to statutory interest and would get back to Plaintiff's counsel. (Id.)

On July 19, 2005, after not receiving any communication from Defendant Billeter, Plaintiff's counsel corresponded with Billeter by facsimile, confirming the oral settlement agreement allegedly reached on July 13, 2005. (Am. Compl. ¶¶ 90.) On August 11, 2005, Billeter corresponded in writing, informing Plaintiff's counsel that Plaintiff's administrative appeal of her claim for accidental death benefits was being denied and Connecticut General was maintaining its initial position that "no basic and occupational accidental death benefits [were] due" under the policy. (Am. Compl. ¶ 95; Ex. 5 attached thereto.) Thereafter, Plaintiff's counsel attempted to contact Defendant Billeter on numerous occasions without success, and even faxed documents regarding the alleged oral settlement agreement to Billeter's supervisor without any response. (Am. Compl. ¶ 69.) On October 21, 2005, the SPD was provided to Plaintiff's counsel, well after the issuance date the final administrative determination. (Am. Compl. ¶ 34.)

Consequently, Plaintiff instituted the present action on December 29, 2005 in state court, and Defendants subsequently removed it to this federal district court based on federal question jurisdiction. In her amended complaint, Plaintiff seeks to enforce the alleged oral settlement agreement under federal common law of contract (Count II). In addition, in Count I, Plaintiff asserts a claim for recovery of basic accidental death benefits allegedly due under the Plan pursuant to 29 U.S.C. §1132(a)(1)(B), and a claim for statutory damages under 29 U.S.C. §§ 1132(a)(1)(A) and 1132(c)(1)(B) for Defendants' alleged failure to comply with her request for Plan documents and the SPD in a timely fashion as required by section 1132(c)(1)(B).*fn3 In Count III, Plaintiff asserts a claim for equitable estoppel under 29 U.S.C. § 1132(a)(3). Finally, in Count IV, Plaintiff asserts a claim for breach of fiduciary duty under ERISA against both Defendants arising out of material misrepresentations allegedly made to her by Defendants in a fiduciary capacity.*fn4

In response, Defendants moved to dismiss the amended complaint pursuant to Fed. R. Civ. P. 12(b)(6). That motion has been fully briefed and is now ripe for disposition.


A motion to dismiss is an appropriate means of challenging the legal sufficiency of the Complaint. See, e.g., Sturm v. Clark, 835 F.2d 1009, 111 (3d Cir. 1987). It should be granted where the Complaint fails to set forth facts stating a claim to relief that is plausible on its face. Bell Atlantic Corp. v. Twombly, 127 S.Ct. 1955 (May 21, 2007). In considering a motion to dismiss, the Court accepts as true the factual allegations made in the complaint and draws reasonable inferences in favor of the non-moving party.*fn5 Cruz v. Beto, 405 U.S. 319, 322 (1972); Carino v. Stefan, 376 F.3d 156, 159 (3d Cir. 2004). It may address documents attached to or referenced in the Complaint and those attached as exhibits to the motion to dismiss if they are integral to plaintiff's claims. See Pension Benefit Guar. v. White Consol. Indus., 998 F.2d 1192, 1196 (3d Cir. 1993); In re Burlington Coat Factory Sec. Litig., 114 F.3d 1410, 1426 (3d Cir. 1997).


A. Claims Agains Defendant Billeter

In order for Plaintiff to maintain a claim against Defendant Billeter under ERISA, she must establish that he is a fiduciary. Section 3(21)(A) of ERISA provides the following definition of a fiduciary:

[A] person is a fiduciary with respect to a plan to the extent (i) he exercises any discretionary authority or discretionary control respecting management of such plan or exercises any authority or control respecting management or disposition of its assets, . . . or (iii) he has any discretionary authority or discretionary responsibility in the administration of such plan. Such term includes any person designated under section 1105(c)(1)(B) of [title 29].

29 U.S.C. § 1002(21)(A).*fn6 ERISA further provides that a corporation may be a "person" under the definition of fiduciary. 29 U.S.C. § 1002(9). It is well established that a determination about whether a claimant is entitled to benefits under the terms of the plan documents is a fiduciary act connected to plan administration. Aetna Health Inc. v. Davila, 542 U.S. 200, 219-20 (2004) (citing Varity Corp. v. Howe, 516 U.S. 489, 512 (1996)). Fiduciary status does not simply attach to any administrative activity, but rather, only to the person who has final authority to authorize or disallow a claim for benefits under the plan. Varity, 516 U.S. at 512 (citing Dep't of Labor Interpretative Bulletin § 75-8, 29 C.F.R. § 2509.75-8 (1995)). In addition, such person must be acting as a fiduciary when determining a claim for benefits. Davila, 542 U.S. at 220.

In the case at bar, Defendants submit that the claims against Defendant Billeter should be dismissed because the allegations in the amended complaint do not establish that he is a fiduciary under ERISA. In support of this argument, Defendants rely primarily on Confer v. Custom Eng'g Co., 952 F.2d 34 (3d Cir. 1991). In Confer, a participant in an employee health benefit plan brought suit in federal court against his employer, who was the plan administrator and fiduciary, as well as against the officers of the employer corporation, alleging breach of fiduciary duty in denying his claim. The plaintiff in that case also sued the plan's third-party administrator, who was delegated the day-to-day administrative responsibilities for the plan. The Court of Appeals affirmed the district court's grant of summary judgment in favor of the corporate officers, holding that "when an ERISA plan names a corporation as a fiduciary, the officers who exercise discretion on behalf of that corporation are not fiduciaries within the meaning of section 3(21)(A)(iii), unless it can be shown that these officers have individual discretionary roles as to plan administration." Id. at 37. The Court of Appeals went on to explain that, ...

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