United States Court of Appeals
Fifth Circuit
F I L E D
In the August 3, 2006
United States Court of Appeals Charles R. Fulbruge III
for the Fifth Circuit Clerk
_______________
m 05-50345
_______________
JAMES H. WOODS,
Plaintiff-Appellant,
VERSUS
TEXAS AGGREGATES, L.L.C.,
Defendant-Appellee.
_________________________
Appeal from the United States District Court
for the Western District of Texas
______________________________
Before SMITH, GARZA, and OWEN, I.
Circuit Judges. Woods, a former employee of the defend-
ant, Texas Aggregates, L.L.C. (‘Texas Aggre-
JERRY E. SMITH, Circuit Judge: gates”), was injured on the job. He brought a
common law suit in Texas state court, alleging
James Woods appeals the denial of his mo- that Texas Aggregates’ negligent maintenance
tion to remand to state court and the orders of an unsafe workplace caused his injuries.
dismissing and compelling arbitration of this Texas Aggregates does not participate in the
case. Because the district court lacked juris- Texas Workers’ Compensation system but in-
diction over Woods’s state law claim, we re- stead maintains an Occupational Injury Benefit
verse and remand. Plan (“the plan”), which the parties agree is
governed by the Employee Retirement Income
Security Act of 1974 (“ERISA”), 29 U.S.C.
§§ 1001-1461. Woods’s complaint raises a federal question,
we must decide whether his state law negli-
Texas Aggregates removed the case to fed- gence claim is preempted by ERISA. There
eral court, arguing that Woods’s suit seeks are two sections of ERISA that might operate
damages that duplicate benefits available under to preempt Woods’s claim: §§ 514(a) and
the plan and therefore is preempted by ERISA. 502(a).1
The district court denied Woods’s motion to
remand, then ordered the parties to arbitrate, We begin with § 514(a), which states:
as provided for by the plan, and dismissed the
case. Except as provided in subsection (b) of this
section, the provisions of this subchapter
Woods filed this appeal, and Texas Aggre- and subchapter III of this chapter shall su-
gates moved that the appeal be dismissed be- persede any and all State laws insofar as
cause no final, appealable order had issued. they may now or hereafter relate to any em-
We denied that motion because the orders ployee benefit plan described in section
compelling arbitration and dismissing the case 1003(a) of this title and not exempt under
constituted a final, appealable disposition. We section 1003(b) of this title.
have jurisdiction to hear this case on that basis.
29 U.S.C. § 1144(a). In analyzing preemption
Woods contends on appeal that ERISA issues under § 514(a), we first ask whether the
does not preempt his state law negligence benefit plan at issue constitutes an ERISA
claim, because he does not seek benefits under plan; if it is, we must then determine whether
the plan or challenge the way the plan has been the state law claims “relate to” the plan. Her-
administered. He merely claims that Texas nandez, 282 F.3d at 362 n.3. Here, there is no
Aggregates’ negligence caused his injuries. dispute that the plan is governed by ERISA.2
Texas Aggregates responds that Woods’s
claim is actually one for benefits under the plan
despite the fact that his complaint artfully 1
See Arana v. Ochsner Health Plan, 338 F.3d
avoids any mention of ERISA or the plan.
433, 438-40 (5th Cir. 2003) (en banc) (holding that
Texas Aggregates reasons that because the § 502(a) may serve as an independent basis for
damages Woods seeks in his negligence ac- preemption where § 514(a), the blanket ERISA
tions are the same kind of damages that would preemption provision, is inapplicable).
be available to him were he to pursue his
options under the plan, there is ERISA pre- 2
The order denying remand addresses only
emption. whether the plan is excepted from preemption and
makes no mention of whether Woods’s claims “re-
II. late to” the plan. The district court correctly
We review de novo the denial of a motion determined that the plan does not fall within an ex-
to remand. Hernandez v. Jobe Concrete, 282 ception to preemption. It is, however, the “relates
F.3d 360, 361 (5th Cir. 2001). Absent diver- to” element of the analysis that is most important
here. The case relied on by the district court,
sity of citizenship, removal is available only
Hernandez v. Jobe Concrete, 282 F.3d 360 (5th
where the complaint presents a federal ques-
Cir. 2002), supports that court’s conclusion that
tion. Aetna Health Inc. v. Davila, 542 U.S. the plan is subject to preemption. It does not,
200, 207 (2004). To determine whether (continued...)
2
In determining whether state law claims “relate is totally independent from the existence
to” a plan, we have commonly asked and administration of MMC’s ERISA plan.
(1) whether the state law claims address areas She neither seeks benefits under the plan
of exclusive federal concern, such as the right nor claims that MMC improperly processed
to receive benefits under the terms of an her claim for benefits. She seeks only
ERISA plan; and (2) whether the claims di- damages for MMC’s alleged negligent
rectly affect the relationship among the tradi- maintenance of its workplace.
tional ERISA entitiesSSthe employer, the plan
and its fiduciaries, and the participants and Hook, 38 F.3d at 784.3 Hook remains binding
beneficiaries. Mem. Hosp. Sys. v. Northbrook law4 and informs our conclusion that the state
Life Ins. Co., 904 F.2d 236, 245 (5th Cir. law claims raised by Woods do not “relate to”
1990). Texas Aggregates’ ERISA plan and are there-
In applying these factors, we are bound by
Hook v. Morrison Milling Co., 38 F.3d 776 3
The only facts distinguishing Hook from the
(5th Cir. 1994), to hold that Woods’s claims
case at hand make our determination that Woods’s
do not “relate to” the plan. The situation we claims are not preempted an easier one than that
confronted in Hook is virtually indistinguis- faced by the Hook court. Hook had signed a waiv-
hable from that found here. er of the right to sue in conjunction with her en-
rollment in the ERISA plan; Woods never signed
Hook sued her employer in Texas court for such an agreement.
negligent failure to maintain a safe workplace.
Hook’s claims were made exclusively on the The only connection this lawsuit has to Texas
basis of the alleged breach of a common law Aggregates’ ERISA plan is that it seeks damages
tort duty and did not involve plan benefits or that might also be available in the form of plan
the administration of the plan in any way. The benefits. Texas Aggregates essentially asks this
damages Hook sought in her lawsuit over- court to hold that by creating an ERISA plan, an
lapped with benefits that might have been employer gains immunity from state court tort ac-
tions for all job-related accidents, regardless of
available under her employer’s ERISA plan.
negligence.
The Hook court held that preemption did not
apply, because Hook’s common law claims did If Texas Aggregates wanted to shield itself from
not “relate to” the plan at issue. The court employee suits, however, it could have chosen to
explained that participate in the Texas Workers’ Compensation
scheme. It elected not to, presumably because it
Hook’s unsafe workplace claim, however, thought maintenance of an ERISA plan would be
a less expensive alternative. The cost of that
choice is exposure to lawsuits such as Woods’s,
2
(...continued) which have a legal and factual basis independent of
however, support a conclusion that Woods’s com- any ERISA plan. Such suits are not preempted
mon law negligence claims “relate to” the plan. merely because they seek damages that might also
The parties in Hernandez did not dispute whether be available in the form of plan benefits.
the claims related to the relevant ERISA plan; the
4
sole issue was whether the plan fell under an ex- See Holloway v. Avalon Residential Care
ception to preemption. Texas Aggregates’ reliance Homes, Inc., 107 Fed. Appx. 398, 400-01 (5th Cir.
on Hernandez is therefore misguided. 2004).
3
fore not preempted by ERISA §514(a).5 employee under an ERISA plan. The set of
claims described by § 502(a) will rarely, if ev-
We turn now to ERISA § 502(a), which er, differ from the set of claims that “relate to”
can, in certain circumstances, operate as an in- an ERISA plan under § 514(a). Texas Aggre-
dependent grounds for preemption where gates offers no compelling reasons why we
§ 514(a) is inapplicable. See Arana, 338 F.3d should employ § 502(a) to find preemption of
at 438-40. Section 502(a) authorizes an em- a claim, like Woods’s, that does not “relate to”
ployee to bring a “civil action . . . to recover an ERISA plan.
benefits due to him under the terms of the
plan, to enforce his rights under the terms of Moreover, the language of § 502(a) coun-
the plan, or to clarify his rights to future bene- sels against complete preemption here. By this
fits under the terms of the plan.” 29 U.S.C. suit Woods does not seek to recover benefits
§ 1132(a)(1)(B). Where a state law claim due him under the plan, to enforce his rights
merely duplicates the remedies provided in under it, or to clarify his rights to future bene-
§ 502(a), the state law claim is completely pre- fits under it. Rather, he hopes to recover
empted and will be recharacterized as a federal damages for injuries he suffered as a result of
claim under § 502(a). See, e.g., Davila, 542 Texas Aggregates’ alleged breach of its duty
U.S. at 210. to provide him with a safe workplace. His
cause of action would exist, in precisely the
Section 502(a) may provide for preemption same form as it was pleaded in state court, ev-
where § 514(a) is inapplicable by operation of en if there were no such thing as the Texas
one of § 514’s exemptions from preemption.6 Aggregates ERISA plan. ERISA does not
Texas Aggregates points to no case, however preempt such claims.7
(and we are aware of none), in which § 502(a)
preemption was found to be proper where the Because ERISA does not preempt Woods’s
state law claims did not “relate to” the ERISA state law negligence claim, his complaint raises
plan under our § 514(a) analysis. Section no federal question, so the district court was
502(a) encompasses claims to “recover,” without jurisdiction. The orders denying
“enforce,” or “clarify” that which is owed an remand, compelling arbitration, and dismissing
are VACATED, and this matter is RE-
MANDED to the district court with instruc-
5
Texas Aggregates’ only argument against the tion that it be remanded to state court.
application of Hook is that it is no longer good law
or should be overturned. Hook remains good law,
however, and this panel lacks the authority to
overturn a prior panel decision absent an interven-
ing decision to the contrary by the Supreme Court
or this court en banc. See Hogue v. Johnson, 131
F.3d 466, 491 (5th Cir. 1997).
6 7
Arana, 338 F.3d at 339-40 (holding that See Rokohl v. Texaco, Inc., 77 F.3d 126, 129
§ 502(a) operated to preempt state law claims de- (5th Cir. 1997) (“The ultimate question is whether,
spite the fact that the law in question may have if the appellant[‘s] claims were stripped of their
been exempt from § 514(a) preemption as a law link to the pension plans, they would cease to
regulating insurance). exist.”).
4