Thomas v. Metropolitan Life Insurance

                  UNITED STATES COURT OF APPEALS
                      FOR THE FIRST CIRCUIT
                                           

No. 94-1286

                   BARBARA THOMAS, AS COMMITTEE
                      FOR FRANCES L. WERNER,

                      Plaintiff - Appellee,

                                v.

               METROPOLITAN LIFE INSURANCE COMPANY,

                      Defendant - Appellant.

                                           

No. 94-1287

                   BARBARA THOMAS, AS COMMITTEE
                      FOR FRANCES L. WERNER,

                      Plaintiff - Appellant,

                                v.

               METROPOLITAN LIFE INSURANCE COMPANY,

                      Defendant - Appellee.

                                           

           APPEAL FROM THE UNITED STATES DISTRICT COURT

                FOR THE DISTRICT OF MASSACHUSETTS

           [Hon. William G. Young, U.S. District Judge]
                                                                
        [Hon. David S. Nelson, Senior U.S. District Judge]
                                                                   

                                           

                              Before

                     Torruella, Chief Judge,
                                                     

                 Campbell, Senior Circuit Judge,
                                                         

                    and Stahl, Circuit Judge.
                                                      

                                           


     Joseph Trovato, with  whom David J.  Larkin, Jr. and  Sandra
                                                                           
Parker were on brief for defendant-appellant.
                
     Lawrence J. Casey, with whom Scott E. Bettencourt and Crowe,
                                                                           
Crowe & Vernaglia, P.C. were on brief for plaintiff-appellee.
                                 

                                           

                        November 28, 1994
                                           

                               -2-


          TORRUELLA, Chief  Judge.  This case  involves a dispute
                    TORRUELLA, Chief  Judge.
                                           

arising  under an  insurance  policy, part  of  the Empire  Plan,

issued by defendant-appellant Metropolitan Life Insurance Company

("Met Life")  to plaintiff-appellee Frances Werner.1   Because we

agree with  the  district court  that  the policy  terms  mandate

coverage  here, and  that  Met  Life  acted  in  good  faith  and

committed no unfair or deceptive practices, we affirm.

                          I.  BACKGROUND
                                    I.  BACKGROUND

          McLean  Hospital ("McLean")  is a  psychiatric hospital

located in Belmont, Massachusetts.  Its forty-six building campus

consists numerous  patient care  buildings, as well  as buildings

for the hospital's operations, such as offices, laundry, storage,

and  garages.  McLean primarily  provides, on an inpatient basis,

diagnostic   and  therapeutic   facilities  for   the  diagnosis,

treatment  and   care  of   mentally  ill  persons   by  licensed

physicians.    McLean  also  provides  continuous,  24-hour-a-day

nursing services  to  its patients  under  the supervision  of  a

registered graduate nurse.

          Through  its  various facilities  and  programs, McLean

offers its patients a spectrum of care and treatment that aims to

foster less dependence on  institutional support.  These programs

range from the psychotic disorders program, in which patients are

constantly  supervised and  have  little  responsibility, to  the

community  residential  and  treatment  programs,  which  provide

                    
                              

1  Ms. Werner  brings suit by and through  her Committee, Barbara
Thomas.

                               -3-


patients with  a structured  environment, a  somewhat independent

living arrangement,  and the same 24-hour-a-day  professional and

ancillary  hospital  services  that  are available  in  the  more

restrictive  treatment  units.   The  Hope Cottage  and  the Mill

Street  Lodge   are  two  such   residential  treatment  programs

available at McLean.

          All   of  the   programs  at   McLean,   including  the

residential treatment programs, are  staffed by McLean employees,

and  all  services provided  through  these  programs are  billed

through McLean's central accounting department.

          In September 1985, Frances Werner, a diagnosed paranoid

schizophrenic, was admitted to McLean and initially placed in the

psychotic  disorders  unit.   In  March 1986,  her  condition had

improved, and  she was  transferred to the  community residential

and  treatment  program  at  McLean.    While  in  the  community

residential and treatment program,  Werner was assigned a  bed in

the  Hope  Cottage building  until March  1989,  and in  the Mill

Street  Lodge  building from  March  1989  until February  1992.2

Werner was  assessed a room and  board charge during her  stay at

McLean,  including the period she  spent in the  Hope Cottage and

Mill Street Lodge buildings.

          Werner is  an enrollee  under a group  health insurance

policy known  as  the Empire  Plan (the  "Plan"), which  provides

health insurance benefits to  New York State Government employees
                    
                              

2   Werner  was  transferred back  into  the psychotic  disorders
program for approximately one  month during September and October
1989.

                               -4-


and  their dependents.   Under  the Plan,  Werner is  eligible to

receive benefits  for covered medical services  that are provided

to her.    The Plan  provides  that Blue  Cross pay  for  covered

services for  the first 120 days  of care, and that  Met Life pay

for such services after the initial 120 days.

          Blue Cross  paid its liability  for the first  120 days

that Werner was in McLean.  After the initial 120  days, Met Life

paid for  the services received  by Werner  while she was  in the

psychotic disorders program (September 5,  1985 to March 6, 1986,

and September 14  to October 10, 1989).  Met Life denied Werner's

claims for services received while  she was in McLean's community

residential  and  treatment  program,  however,  contending  that

neither the Hope Cottage nor the Mill Street Lodge are within the

scope of the Plan.

          The Plan  specifically provides that Met  Life will pay

for certain  covered medical  expenses, including  "[s]ervices of

private  proprietary hospitals  for the  treatment of  mental and
                                        

nervous conditions  and alcoholism"  (emphasis added).   The Plan

further defines  "hospital" as  "only an institution  which meets

fully every one" of three tests.  The Plan sets forth these tests

as follows:

            1.  It is  primarily engaged in providing
            on  an  inpatient  basis  diagnostic  and
            therapeutic  facilities  for surgical  or
            medical diagnosis, treatment and  care of
            injured and sick persons by  or under the
            supervision of a staff of  physicians who
            are duly licensed to practice; and

            2.  It continuously  provides 24-hours-a-
            day  nursing  service  by  or  under  the

                               -5-


            supervision   of   registered    graduate
            nurses; and 

            3.  It is  not a skilled nursing facility
            and it is not, other than incidentally, a
            place of  rest, a  place for the  aged, a
            place  for  drug  addicts,  a  place  for
            alcoholics or a nursing home.

The phrase "on an  inpatient basis" is defined under the  Plan to

mean that the institution assesses a room and board charge.

          Met Life received a letter dated October 18,  1990 from

one of Werner's physicians at  McLean, Dr. Peter Choras.  In  his

letter,   written  on  McLean  Hospital  letterhead,  Dr.  Choras

explained  the  urgency  of   Werner's  medical  situation,   and

entreated Met Life to provide coverage  for Werner's treatment at

the Mill  Street Lodge, which he  called a "half-way  house."  In

response, Met  Life reiterated  that no benefits  were available,

because  residential facilities  or programs,  including "halfway

houses,"  were not  covered  by  the  Plan.    Met  Life  further

explained  that  it  "must  adhere  to  the  plan  provisions  as

stipulated by the contract holder."

          After  receiving  requests  on  Werner's   behalf  from

another  physician and  an attorney  to reconsider its  denial of

coverage, Met Life apparently looked for the Mill Street Lodge in

the American Hospital Association accreditation manual.  Although

McLean  Hospital was listed, the Mill  Street Lodge was not.  Met

Life responded  to these  appeals  on March  5, 1991,  requesting

additional information  about the  Mill Street  Lodge to  aid its

reconsideration.   According to Met  Life, it never  received any

information that  changed its determination that  the Mill Street

                               -6-


Lodge was not a covered facility.

          Werner brought  suit against  Met Life in  August 1991,

alleging breach  of contract, breach  of the implied  covenant of

good faith and  fair dealing, unfair  and deceptive practices  in

violation of  Mass. Gen. L. ch.  93A and 176D, and  infliction of

emotional distress.3

          Werner   moved  for  declaratory  relief,  for  summary

judgment  on her breach of  contract claim, and  requested a jury

trial  on her  other claims.   Met  Life cross-moved  for summary

judgment  on all  Werner's  claims, contending  that Mill  Street

Lodge and the Hope Cottage were not hospitals under the Plan, and

that it had not engaged in any unfair or deceptive practices.

          After  a hearing  on  the motions,  the district  court

granted judgment in Werner's favor on her request for declaratory

relief and  her claim of  breach of contract,  and in Met  Life's

favor  on the  remaining  claims.    Both  Met  Life  and  Werner

appealed.

                          II.  ANALYSIS
                                    II.  ANALYSIS

          A.  Standard of Review
                    A.  Standard of Review
                                          

          Because  the district court granted summary judgment in

Werner's favor regarding the breach of contract claim,  we review

that decision de novo.  Serrano-P rez v. FMC Corp., 985 F.2d 625,
                                                            

626 (1st Cir. 1993); Pagano v. Frank, 983 F.2d 343, 347 (1st Cir.
                                              

1993).  We must determine whether the record, viewed in the light
                    
                              

3   Werner  has  voluntarily withdrawn  her  claim for  emotional
distress on  appeal, but  preserves her right  to seek  emotional
distress damages under Mass. Gen. L. ch. 93A.

                               -7-


most favorable to Met Life and drawing all reasonable  inferences

in  Met Life's  favor, presents  any genuine  issues of  material

fact, and whether Werner is  entitled to judgment as a matter  of

law.  Summary judgment may not be granted if the evidence is such

that  a  reasonable jury  could return  a  verdict for  Met Life.

Serrano-P rez, 985  F.2d at 626.  Mere allegations, or conjecture
                       

unsupported in the  record, are insufficient  to raise a  genuine

issue of material fact.   Wynne v. Tufts Univ. Sch. of  Med., 976
                                                                      

F.2d  791, 794  (1st Cir. 1992),  cert. denied,  113 S.  Ct. 1845
                                                        

(1993).

          Regarding  Werner's  other claims,  conversely, because

the district court granted summary judgment in favor of Met Life,

we review this  decision de  novo, and are  required to view  the
                                           

record in  the  light most  favorable to  Werner, the  non-moving

party.  Serrano-P rez, 985 F.2d at 626.
                               

          B.  Werner's Claims for Breach of Contract
                    B.  Werner's Claims for Breach of Contract
                                                              

          Werner  claims  that the  Mill  Street  Lodge and  Hope

Cottage  fully meet each of  the Plan's tests,  and therefore all

services rendered are fully  covered expenses.  Met Life,  on the

other hand, claims that the facilities fail to meet the first two

of  the three  tests  set  forth  in  the  Plan's  definition  of

"hospital," arguing that they  are not "inpatient" facilities and

do not provide 24-hour nursing service.4
                    
                              

4   Werner  claims,  and Met  Life does  not  disagree, that  the
facilities fully meet the third test of the  Plan, i.e., they are
not skilled nursing facilities, a place of rest, a place  for the
aged, a place for drug addicts or alcoholics, or a nursing home. 
As the record fully supports this  claim, we need not address  it

                               -8-


          We  first  address a  preliminary  matter.   While  the

rights and  obligations of parties under  insurance contracts are

determined  by the  language  contained in  the policy,  New York

law5 requires that  the court determine,  in the first  instance,

whether  language in a  contract is ambiguous  and susceptible to

two or  more reasonable interpretations.  Newin Corp. v. Hartford
                                                                           

Accident  and  Indem.  Co.,  467  N.E.2d 887,  889  (N.Y.  1984);
                                    

Hartford  Accident and Indem.  Co. v. Wesolowski,  305 N.E.2d 907
                                                          

(N.Y.  1973).   We  agree  with the  parties  that  there are  no

ambiguities in the relevant language of  the Plan.  The issue  at

the  heart of  this  case is  whether  the residential  treatment

facilities  at McLean  meet the  Plan's three-part  definition of

"hospital."  Although the dispute arises under the Plan, there is

no  dispute  over  the  meaning of  the  terms  contained within.

Specifically,  the  parties  do not  disagree  as  to  the Plan's

definition of the  term "hospital," nor  do they offer  differing

constructions  of  that  three-part  definition.    Rather,  they

disagree over whether the facts presented by Werner's case -- the

treatment she received in the residential facilities -- fit  that

unambiguous  definition.  In other  words, this is  not a dispute

over the construction of ambiguous terms; rather, it is a dispute

over  the   application  of  clear  terms   to  somewhat  unusual

circumstances.   Therefore, because "the words  in the paragraphs

                    
                              

here, and assume it true for purposes of this opinion. 

5    The parties  do not dispute that  we are bound  to apply New
York law to the construction and interpretation of the Plan.  

                               -9-


of  the  policy under  examination  have a  definite  and precise

meaning, unattended by danger of  misconception in the purport of

the policy  itself, and concerning  which there is  no reasonable

basis for a  difference of  opinion," Breed v.  Insurance Co.  of
                                                                           

North America,  413 N.E.2d 1280, 1282  (N.Y. 1978), we find  as a
                       

matter of  law that there  is no ambiguity  in the  relevant Plan

terms here.

          In the absence of  ambiguity, well-settled New York law

requires  courts to  enforce  provisions of  an insurance  policy

according  to  their plain  and  ordinary meaning.    Lavanant v.
                                                                        

General Accident Ins. Co.  of America, 595 N.E.2d 819,  822 (N.Y.
                                               

1992) (citations omitted); American  Home Prods. Corp. v. Liberty
                                                                           

Mut.  Ins.  Co., 565  F.  Supp.  1485,  1491-92  (S.D.N.Y.  1983)
                         

(discussing New York  contracts law).   Courts may  not vary  the

terms of a policy  to accomplish "notions of abstract  justice or

moral  obligation."  Breed, 385  N.E.2d at 1283.   Applying these
                                    

principles,  our task  is to  determine  whether the  Mill Street

Lodge and Hope Cottage  fully meet each of the  unambiguous tests

set  forth  in the  Plan's definition  of  "hospital."   Met Life

argues first that the Mill Street Lodge and Hope Cottage fail the

first test.  It contends that these facilities do not operate "on

an  inpatient  basis" and  do  not provide  "surgical  or medical

diagnosis, treatment and care . . .  by or under the  supervision

of  a staff  or physicians  who are  duly licensed  to practice."

Instead, Met Life  contends that  the two  facilities are  merely

"community or group residences."

                               -10-


          Under  the  plain terms  of  the  Plan, however,  these

facilities  do operate on an "inpatient" basis.  The Plan defines

"inpatient"  to mean  simply  that a  room  and board  charge  is

assessed  to the patient.  The record establishes that Werner was

assessed such charges for each night of her stay at both the Mill

Street Lodge and Hope Cottage.  Thus, this requirement is clearly

met, and Met Life's contentions to the contrary have no merit.

          Met  Life   further   insists  that   the   residential

facilities  are not  primarily  engaged in  "surgical or  medical

diagnosis, treatment,  or care" as the Plan  requires. Met Life's

counsel  conceded in  oral argument  before this  court that  the

facilities  are staffed and operated by  McLean personnel, are on

the  same campus  as McLean,  and all  operational  and treatment

decisions  are  made  by McLean  doctors  and  staff.   Met  Life

nevertheless contends that the facilities are completely separate

and independent  entities from  McLean, and have  different, non-

covered  functions.  In support of this argument, Met Life points

to  the fact  that they are  licensed separately by  the state of

Massachusetts  as  either  a  "community  residence"  or   "group

residence."

          We do  not see the  relevance of the  state's licensing

scheme   to  the   Plan's  definition   of  covered   facilities.

Presumably,  a  state  has  its  own  purposes and  criteria  for

licensing and regulating mental health  facilities, far different

than  the intentions of parties  to an insurance  contract.  This

case  involves the application  of contractual terms.   The label

                               -11-


that  state officials  may  place  on  a particular  facility  or

treatment  program  is  not  part of  the  Plan's  definition  of

"hospital,"  and  we see  no reason  to  add any  other elements,

including  licensing  nomenclature,  to  the  Plan's  unambiguous

three-part definition of covered facilities.6

          Furthermore, we  do not  agree that  the  facts in  the

record show that  the facilities are  separate and distinct  from

McLean  Hospital.  McLean  provides comprehensive, individualized

treatment  plans  for  mentally  ill  people,  with  the  aim  of

developing  independent  living skills.    In order  to  meet its

patients' diverse  medical  needs, McLean  necessarily  offers  a

continuum  of programs  with varying  degrees of  supervision and

responsibility.   When  a  McLean patient  commences a  treatment

scheme at the hospital, the  programs and services provided  will

naturally depend on the  patient's condition, and as part  of her

ongoing treatment, a McLean  patient may be transferred  from one

program to  another.  Not all  of these programs are  in the same

building, although  they are on the  same campus.   They are all,

however,  operated  and staffed  by  the  same McLean  personnel.

                    
                              

6   Even  if  we were  to  consider the  residential  facilities'
licenses,  they nevertheless  do not  necessarily prove  that the
facilities are "separate and  distinct" from McLean.  In  a sworn
affidavit   explaining  the   licenses,   the  Director   of  the
Massachusetts  Department of  Mental  Health,  Michael H.  Weeks,
stated that  McLean Hospital Corporation is  "licensed to conduct
residential programs at McLean Hospital . . . in its Hope Cottage
and Mill Street  Lodge buildings."  This  characterization by the
head  licensing official  of the  state actually  contradicts Met
Life's arguments,  and supports the finding  that the residential
facilities are not distinct entities, but are integral components
of McLean, two of the several treatment programs McLean offers.

                               -12-


While  the Mill Street Lodge  and Hope Cottage  exist in separate

buildings  from the  main hospital  building, their  function and

services  are not separate from  the hospital.   On the contrary,

they  constitute just  two  of these  various treatment  programs

developed and administered by McLean physicians and staff.  Thus,

they are two of the integral components that comprise the overall

institution of McLean Hospital.

          This is not to say that  any or all facilities owned or

even  operated by a hospital are necessarily covered by the Plan.

Modern hospitals  are frequently owned by  corporations that also

own other  healthcare  entities, such  as  laboratories,  nursing

homes, or  outpatient facilities.   These entities  clearly would

not meet the Plan's  coverage terms.  The programs at issue here,

however,  are  part  and   parcel  of  McLean's  various  medical

diagnosis  and treatment  programs, and  thus are covered  by the

Plan.

          Met  Life also  contends  that because  nurses are  not

physically  present 24  hours a day  at the Mill  Street Lodge or

Hope  Cottage,  these facilities  fail  the second  prong  of the

Plan's  definition of  "hospital."   We agree  with the  district

court,  however, that the Plan's terms do not require that nurses

be physically present  24 hours  a day, but  merely that  nursing

services be available  24 hours  a day.   The record  establishes

that  all of  the hospital's  nursing and ancillary  services are

provided in the residential programs.   Although those nurses are

not physically present in those buildings and must be summoned if

                               -13-


needed, the patients in the residential programs nonetheless have

the benefit of the nursing services that are available 24 hours a

day in the  main building.  Thus, the Mill  Street Lodge and Hope

Cottage fully meet  this element  of the Plan,  and the  district

court's ruling on  Werner's breach  of contract claims  must   be

affirmed.

          C.  Werner's other claims
                    C.  Werner's other claims
                                             

          Werner  contends  that  the  district  court  erred  in

granting  summary judgment in Met  Life's favor as  to her claims

for  breach of  the  implied  covenant  of  good  faith  and  for

violations  of the Massachusetts  unfair and  deceptive practices

statutes, Mass. Gen. L. ch. 93A and 176D.  Werner argues that the

record contains sufficient evidence giving rise to genuine issues

of material fact suitable for a jury trial on these claims.

            1.  Breach of the covenant of good faith
                      1.  Breach of the covenant of good faith

          Under New  York law,  a plaintiff may  recover punitive

damages for  "bad  faith"  breach  of  contract  where  there  is

evidence of morally reprehensible conduct directed at the general

public,  Halpin  v. Prudential  Ins.  Co., 401  N.E.2d  171 (N.Y.
                                                   

1979), or an extraordinary showing of a disingenuous or dishonest

failure to carry  out a contract.  Gordon v. Nationwide Mut. Ins.
                                                                           

Co., 285 N.E.2d 849, 854 (N.Y. 1972),  cert. denied, 410 U.S. 942
                                                             

(1973).

          Regarding  her  allegations of  Met  Life's  bad faith,

Werner  simply has  not  shown that  Met  Life's conduct  in  the

instant  case rises to the level of morally reprehensible conduct

                               -14-


or  extraordinary  dishonesty.    To avoid  summary  judgment,  a

nonmoving party must be able to point to some specific, competent

evidence in support of its claim.  Wynne, 976 F.2d at  794.  Mere
                                                  

allegations  or conjecture  are insufficient  to raise  a genuine

issue  of material fact.   Id.  Although  Werner heatedly accuses
                                       

Met  Life of  callous indifference  to Werner's  predicament, the

record contains no evidence of any bad faith by Met  Life.  True,

Met  Life   denied  Werner's   claims.    Contrary   to  Werner's

contention,  however, Met Life did state the basis for its denial

-- it concluded  that the charges were  not covered by  the Plan.

Although this conclusion was  erroneous, it was not unreasonable,

particularly in light of  Dr. Choras' own characterization of the

Mill Street Lodge as a "half-way house."  Certainly, an insurance

company  may deny claims  if it honestly  and reasonably believes

that it is  not obligated to pay them.7   Werner also claims that

Met Life  conducted no investigation of  the relationship between

McLean  and the  Mill  Street Lodge.   If  true, this  failure to

investigate may  constitute ordinary negligence, but  it does not

rise  to  the  level   of  extraordinary  dishonesty  or  morally

reprehensible conduct directed  at the general public.   A claims

adjuster in a  large insurance company is usually not a doctor or

an attorney,  and  cannot  be expected  to  compile  and  analyze

extensive  information for  every claim.   We  refuse to  issue a

                    
                              

7   We  also  note  that  Werner's  dire  medical  and  financial
situation does not transform Met Life's denial of coverage into a
bad faith act.  Met Life honestly and reasonably believed that it
was not legally bound to pay Werner's claims.  

                               -15-


directive   to   insurance  companies   requiring   such  lengthy

procedures.

          Moreover, the record  does contain evidence that  after

receiving letters  on Werner's  behalf, Met Life  did investigate

Werner's  claims, and  requested  additional information  to that

effect, which  it never received.   We therefore  find that  as a

matter  of  law,  Werner  has  not shown  any  specific  evidence

supporting  its claims of  bad faith sufficient  to avoid summary

judgment, and the  district court's judgment in  Met Life's favor

on this claim must be affirmed.

                               -16-


            2.  Violation of the  Massachusetts unfair  practices
                      2.  Violation of the  Massachusetts unfair  practices
                statute
                          statute

          Werner  also claims  that Met  Life has  violated Mass.

Gen. L. ch. 93A and 176D, which prohibit unfair or deceptive acts

or  practices in the business  of insurance.   It is questionable

whether, under choice-of-law analysis,  these statutes can fairly

be applied to Met Life in this context, in light of the fact that

the claims arise  under a  contract governed by  the laws of  New

York.   We need not address this issue, however, because assuming

arguendo that  chapters  93A and  176D can  properly be  applied,
                  

Werner has  failed to point to sufficient evidence supporting her

claims to avoid summary judgment.  Wynne, 976 F.2d at 794.
                                                  

          Chapters  93A  and  176D together  prohibit  unfair  or

deceptive practices in  the business of insurance,  and allow one

injured by such unlawful acts to bring an action for  damages and

equitable relief.  Section  3 of chapter 176D sets  forth several

unfair claim settlement  practices, including "[r]efusing  to pay

claims without conducting a  reasonable investigation based  upon

all available information."  Mass. Gen. L. ch. 176D   3(9)(d).8

          The Massachusettts Supreme Judicial Court has held that

a  plaintiff  may  recover under  chapters  93A  and  176D for  a

deceptive act  that  is the  result  of the  insurance  company's
                    
                              

8  Section 3 of chapter 176D lists eleven unfair claim settlement
practices.  In her  brief, Werner states that Met  Life committed
"several" of these,  but she  does not specify  which ones,  much
less how they  were committed.   The only  violation that  Werner
specifically  alleges  is  a  failure  to  conduct  a  reasonable
investigation.   Because  we find no  hint in  the record  of any
other  possible violations,  we  only analyze  Werner's  specific
allegation.

                               -17-


negligence.  Swanson  v. Bankers  Life Co., 450  N.E.2d 577,  580
                                                    

(Mass.  1983).  The plaintiff need not  show any actual intent to

deceive, and an act may  be deceptive even absent any showing  of

negligence.   Id. at 580.   The court  warned, however, that "not
                          

every  negligent act is  unfair or  deceptive" and  thus unlawful

under  chapter 93A.    Id.   To  determine whether  an  insurer's
                                   

negligence  constitutes "unfairness"  for 93A  purposes,  a court

must look to several factors, including what the insurer "knew or

should have known" about the circumstances of a particular claim.

Id. (citations omitted).
            

          Werner argues that, on the  facts presented, a trier of

fact could  reasonably  find  that  Met Life's  failure  to  call

McLean, look  into the  hospital's accreditation, or  examine the

letterhead on  which correspondence  was sent, was  "sufficiently

egregious" to incur liability under 93A.  These facts constitute,

according to Werner,  a blanket  denial of  coverage without  any

reasonable investigation.

          As  we noted  above, the  record does  contain evidence

that after receiving several letters on Werner's behalf, Met Life

investigated   Werner's   claims,   and    requested   additional

information.  We therefore cannot agree with Werner that Met Life

failed altogether to investigate her claim.  Perhaps the Met Life

employees could have been more thorough; perhaps they should have

taken  more  initiative after  receiving  Dr.  Choras' letter  on

McLean letterhead  and inquired  after the specifics  of McLean's

residential  programs.    As  we have  noted,  however,  hospital

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corporations often own and operate healthcare entities that would

not come within the Plan's coverage.  This reality, combined with

the fact that the Mill Street  Lodge was not listed in a hospital

accreditation manual,  and that  Dr. Choras himself  labelled the

facility as a  "half-way house,"  compels us to  find that  their

failure to inquire further,  and their decision to deny  Werner's

claims, was  not unreasonable, and certainly  does not constitute

"unfairness" in violation of 93A and 176D.

                         III.  CONCLUSION
                                   III.  CONCLUSION

          For  the  foregoing   reasons,  the  district   court's

judgment as to each of Werner's claims is hereby affirmed.
                                                                   

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