Carol-Lynn Fetterhoff v. Liberty Life Assurance Co

[DO NOT PUBLISH]
IN THE UNITED STATES COURT OF APPEALS
FILED
FOR THE ELEVENTH CIRCUIT U.S. COURT OF APPEALS
________________________ ELEVENTH CIRCUIT
JUNE 17, 2008
No. 07-15799 THOMAS K. KAHN
Non-Argument Calendar CLERK
________________________
D. C. Docket No. 06-00278-CV-CG
CAROL-LYNN FETTERHOFF,
Plaintiff-Counter
Defendant-Appellant,
versus
LIBERTY LIFE ASSURANCE COMPANY,
Defendant-Counter
Claimant-Appellee,
ST. PAUL FIRE AND MARINE
INSURANCE COMPANY,
Defendant-Appellee.
________________________
Appeal from the United States District Court
for the Southern District of Alabama
_________________________
(June 17, 2008)
Before TJOFLAT, BLACK and KRAVITCH, Circuit Judges.
PER CURIAM:
Pro-se appellant Carol-Lynn Fetterhoff appeals the district court’s dismissal
of her complaint for benefits under her employer St. Paul Fire and Marine
Insurance Company’s (“St. Paul”) long-term disability benefits plan, insured by
Liberty Life Assurance Company (“Liberty Life”), under the Employee Retirement
Income Security Act of 1974 (“ERISA”), 29 U.S.C. § 1132(a)(1)(B).
Fetterhoff had been receiving long-term disability benefits through Liberty
Life from 1999 until July 2000, when Liberty Life denied Fetterhoff’s claim for
continued benefits. Fetterhoff appealed the denial and Liberty Life notified her
that it would uphold the denial on January 11, 2001. On May 3, 2006, Fetterhoff
filed a complaint against Liberty Life and St. Paul in which she alleged that her
policy qualified as a benefits plan under ERISA and that Liberty Life had
arbitrarily and in bad faith rejected her claim for benefits. Liberty Life answered
the complaint and averred that the complaint was time-barred, and filed a counter
claim against Fetterhoff. Fetterhoff then sought to amend her complaint to add
wrongful discharge, breach of fiduciary duty, and punitive damage claims. The
district court dismissed the claim for punitive damages, denied the motion to
amend the complaint as futile, and dismissed the complaint as time-barred. This
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appeal followed.
1. Motion to Amend
We generally review the denial of a motion to amend a complaint for an
abuse of discretion, but review questions of law de novo. Williams v. Bd. of
Regents of Univ. Sys. of Ga., 477 F.3d 1282, 1291 (11th Cir. 2007). “A party may
amend [its] pleading once as a matter of course at any time before a responsive
pleading is served.” Fed.R.Civ.P. 15(a). After a responsive pleading is served, “a
party may amend its pleading only with the opposing party’s written consent or the
court’s leave . . . when justice so requires.” Id. The court may deny a motion to
amend on numerous grounds, including futility of the amendment. Brewer-
Giorgio v. Producers Video, Inc., 216 F.3d 1281, 1284 (11th Cir. 2000) (internal
quotations omitted). An amendment is futile where it fails to state a claim for
relief. Daewoo Motor Am., Inc. v. General Motors Corp., 459 F.3d 1249, 1260-61
(11th Cir. 2006), cert. denied, 127 S.Ct. 2032 (2007).
Under ERISA, a beneficiary may commence a civil action “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.” 29 U.S.C. § 1132(a)(1)(B). Further, a beneficiary may bring an action for
breach of fiduciary duty under 29 U.S.C. § 1109. 29 U.S.C. § 1132(a)(2). ERISA
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does not provide for extra-contractual relief or punitive damages under 29 U.S.C.
§§ 1109, 1132(a)(1)(B), or 1140. Mass. Mut. Life Ins. Co. v. Russell, 473
U.S. 134, 144, 105 S.Ct. 3085, 3091, 87 L.Ed.2d 96 (1985) (§ 1109); Godfrey v.
BellSouth Telecomms., Inc., 89 F.3d 755, 761 (11th Cir. 1996) (§§ 1132 and
1140).
Additionally, ERISA contains no statute of limitations for claims to recover
benefits under § 1132(a)(1)(B) or claims of wrongful termination under § 1140.
Northlake Reg’l Med. Ctr. v. Waffle House Sys. Employee Benefit Plan, 160 F.3d
1301, 1303 (11th Cir. 1998); Musick v. Goodyear Tire & Rubber Co., Inc., 81
F.3d 136, 137-38 (11th Cir. 1996). However, under the statute, a plaintiff cannot
commence an action for breach of fiduciary duty “three years after the earliest date
on which the plaintiff had actual knowledge of the breach or violation.” 29 U.S.C.
§ 1113(2). Actual knowledge requires more than mere “notice that something was
awry.” Brock v. Nellis, 809 F.2d 753, 755 (11th Cir. 1987). Instead, the plaintiff
“must have had specific knowledge of the actual breach of duty upon which he
sues.” Id.State law claims are completely preempted by ERISA where (1) there is a
relevant ERISA plan, (2) the plaintiff has standing to sue under that plan, (3) the
defendant is an ERISA entity, and (4) the complaint seeks compensatory relief akin
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to that available under § 1132(a), which is normally a claim for benefits under the
plan. See Jones v. LMR Int’l, Inc., 457 F.3d 1174, 1178 (11th Cir. 2006). If a
state insurance law is completely preempted by ERISA, the exemption of 29
U.S.C. § 1144(b)(2)(a) does not apply. Cotton v. Mass. Mut. Life Ins. Co., 402
F.3d 1267, 1282 n.14 (11th Cir. 2005). Completely preempted state law claims are
recharacterized as ERISA claims and arise under federal law. Jones, 457 F.3d
at 1178.
Here, the court did not abuse its discretion. The district court properly
denied the motion to amend the complaint because Fetterhoff’s amended claims
were futile. Any state-law claim of wrongful termination, bad faith, breach of
contract, or breach of fiduciary duty was completely preempted by ERISA and was
time-barred by the policy’s one-year contractual limitations period. Further,
Fetterhoff’s claim for breach of fiduciary duty was time-barred by ERISA’s three-
year statute of limitations.
2. Motion to Dismiss
We review de novo a “district court’s grant of a motion to dismiss under
[Fed.R.Civ.P.] 12(b)(6) for failure to state a claim, accepting the allegations in the
complaint as true and construing them in the light most favorable to the plaintiff.”1
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“A court is generally limited to reviewing what is within the four corners of the
complaint on a motion to dismiss.” Bickley v. Caremark RX, Inc., 461 F.3d 1325, 1329 n.7
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Castro v. Sec’y of Homeland Sec., 472 F.3d 1334, 1336 (11th Cir. 2006).
Fetterhoff argues that the district court erred in dismissing her initial
complaint as time-barred because (a) the policy was not covered by ERISA
pursuant to 29 U.S.C. § 1321(b)(11), (b) the policy’s one-year contractual
limitations period conflicted with the state’s statute of limitations, requiring the
court to apply the statute of limitations pursuant to the policy’s conformity clause,
and (c) and Liberty Life and St. Paul failed to provide her with notice of her right
to sue for benefits and the policy’s time limitation pursuant to 29 C.F.R.
§ 2560.503-1(g).2
Upon review of the record, we find no reversible error. First, the doctrine of
judicial estoppel prevents a party from presenting an inconsistent position after
successfully maintaining that position in an earlier proceeding. New Hampshire v.
Maine, 532 U.S. 742, 749, 121 S.Ct. 1808, 1814, 149 L.Ed.2d 968 (2001). Judicial
estoppel is appropriate where (1) the party’s later position is “clearly inconsistent”
with its earlier position, (2) the party succeeded in persuading the court to accept
(11th Cir. 2006). “If, on a motion for judgment on the pleadings, matters outside the pleadings
are presented to and not excluded by the court, the motion must be treated as one for summary
judgment under [Fed.R.Civ.P.] 56.” Fed.R.Civ.P. 12(d). However, a district court may consider
a document attached to a motion to dismiss without converting the motion into a motion for
summary judgment where, as here, the document is central to the plaintiff’s claim, and its
authenticity is not challenged. Day v. Taylor, 400 F.3d 1272, 1276 (11th Cir. 2005).
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Because Fetterhoff failed to argue the issue of punitive damages in her initial brief, the
issue is deemed abandoned on appeal.
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its earlier proposition, and (3) the party would derive an unfair advantage or
impose an unfair detriment on the opposing party if not estopped. Id., 532 U.S. at
749-51. Thus, Fetterhoff was judicially estopped from arguing that ERISA did not
control the policy because her complaint premised relief on ERISA and the district
court relied on that premise in ruling on her motion to amend.
Second, as noted above, ERISA does not provide a statute of limitations for
suits brought under 29 U.S.C. § 1132(a)(1)(B) to recover benefits. Northlake
Reg’l Med. Ctr., 160 F.3d at 1303. Although we generally apply the most closely
analogous limitations period, in this case contract law, from the state in which the
action was brought, Harrison v. Digital Health Plan, 183 F.3d 1235, 1238-39, 1241
(11th Cir. 1999), where the parties have contractually agreed upon a limitations
period, borrowing a state’s statute of limitations is unnecessary. Northlake Reg’l
Med. Ctr., 160 F.3d at 1303.
Here, the district court properly determined that the policy’s contractual one-
year statute of limitations applied because it did not conflict with the state’s statute
of limitations for contracts. Thus, because Fetterhoff filed her complaint more than
one year after she exhausted her administrative remedies with Liberty Life, her
complaint was time-barred under the policy’s one-year limitation period for filing
legal action. Finally, the notice provisions of 29 C.F.R. § 2560.503-1(g) did not
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apply because Fetterhoff filed her claim for benefits prior to January 1, 2002.
Accordingly, we AFFIRM.
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