[PUBLISH]
IN THE UNITED STATES COURT OF APPEALS
FOR THE ELEVENTH CIRCUIT FILED
U.S. COURT OF APPEALS
________________________ ELEVENTH CIRCUIT
APRIL 3, 2003
No. 02-13767 THOMAS K. KAHN
________________________ CLERK
D. C. Docket No. 02-60194-CV-WMH
MANUEL DAVILA,
Plaintiff-Appellant,
versus
DELTA AIR LINES, INC.,
Defendant-Appellee.
________________________
Appeal from the United States District Court
for the Southern District of Florida
_________________________
(April 3, 2003)
Before HULL, MARCUS and FARRIS*, Circuit Judges.
MARCUS, Circuit Judge:
*
Honorable Jerome Farris, United States Circuit Judge for the Ninth Circuit, sitting by
designation.
Manuel Davila appeals the district court’s dismissal pursuant to Fed. R. Civ.
P. 12(b)(6) of his claims sounding in breach of contract and an alleged violation of
the Americans with Disabilities Act (“ADA”), 42 U.S.C. § 12101 et seq. On
appeal, Davila argues that the district court erred by holding that his claims are
barred under the doctrine of res judicata. Delta Air Lines, Inc. (“Delta”) defends
the district court’s application of res judicata, and also argues that Davila’s breach
of contract claim is preempted by the Railway Labor Act, 45 U.S.C. § 151 et seq.,
and that both of his claims are untimely.
We review de novo the dismissal of a complaint pursuant to Fed. R. Civ. P.
12(b)(6). Next Century Communications Corp. v. Ellis, 318 F.3d 1023, 1025 (11th
Cir. 2003); Harris v. Ivax Corp., 182 F.3d 799, 802 (11th Cir. 1999). The
plaintiff’s factual allegations are accepted as true. South Fla. Water Mgm’t Dist.
v. Montalvo, 84 F.3d 402, 406 (11th Cir. 1996). Dismissal is not appropriate
unless it is plain that the plaintiff can prove no set of facts that would support the
claims in the complaint. See id. However, conclusory allegations, unwarranted
factual deductions or legal conclusions masquerading as facts will not prevent
dismissal. See id. at 408 n.10.
Upon thorough review of the record and a careful consideration of the
parties’ briefs and oral argument, we find no reversible error and affirm.
2
Davila, who was a pilot employed by Delta, injured his lower back in
December, 1989 when he accidentally fell over a planter. He sought medical
treatment for his injury, and was prescribed medication that disqualified him for
flight duty. Nonetheless, he asserts that he chose to undergo an FAA physical
examination on January 31, 1990 in an attempt to obtain a first-class medical
certificate, which was necessary to qualify him for a return to flight status. On
May 3, 1990, the FAA approved him for this certificate with the caveat that
“[b]ecause of your history of low back condition, operation of aircraft is
prohibited at any time new symptoms or adverse changes occur or for 12 hours
after use of medication.”
On July 19, 1990, Davila informed Delta of his flight eligibility. However,
he said that he was still experiencing back problems and taking medication that
prohibited him from piloting a commercial aircraft. Accordingly, on August 21,
1990, Delta approved him for disability payments for 6 months. On February 6,
1991, these benefits were extended for two additional months, i.e., until April 6,
1991. On March 19, 1991, Davila was reexamined by Dr. Jose Berrios, an
Aviation Medical Examiner, who found that he was not qualified for a first-class
medical certificate. Based on this finding, Delta’s payment of disability benefits
continued past April 6, 1991.
3
Davila alleges that on his own initiative he again sought a first-class
medical certificate from Dr. Berrios on January 31, 1992. Davila says that
although he was found to be qualified, Berrios told him that the certificate could
not issue because of his previous denial and that the FAA would need to approve
and issue the certificate. Importantly, Davila asserts that instead of marking the
space on the relevant form corresponding to the disposition: “No Certificate
Issued - deferred for further evaluation,” Berrios’s secretary accidentally checked
the box corresponding to: “Has been issued medical certificate.” Delta, by
contrast, says that the secretary checked this box because Davila actually received
the certificate. On June 30, 1992, the FAA approved Davila’s first-class medical
certification, but repeated its caveat concerning the operation of an aircraft during
“flair-ups” or periods of medication. However, Davila asserts that he never
physically received the certificate. He also says that his back problems (and his
attendant need for medication) persisted.
Davila adds that in 1993 this precise sequence of events -- from his
voluntary pursuit of a medical certificate to the secretary’s typographical error --
was repeated, and that on October 12, 1993 the FAA advised him that he was
flight-eligible. Davila asserts that he finally received a first-class certificate on
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November 15, 1993, and that he notified Delta of its issuance on November 25,
1993.
After receiving this notification, Delta had Davila examined by its own
physician, Dr. Michael Berry, who found him to be qualified for flight status.
However, Berry further reported that Davila had withheld from Delta the fact that
he had possessed a first-class medical certificate since May 3, 1990. Delta began
an investigation into whether Davila had defrauded it since that time, and deferred
his reinstatement pending the conclusion of its inquiry. Because he had not been
restored to active flight status, Davila filed a grievance with Delta on August 24,
1994 (the “pay status grievance”), but that grievance was denied on October 28,
1994. Despite this denial, however, on May 17, 1995 Delta settled the grievance
and awarded Davila back pay for the period between December 13, 1993 and May
17, 1995. Within one hour following the parties’ agreement to this settlement,
Delta fired Davila, justifying this action on the grounds that he had fraudulently
obtained disability benefits since January 31, 1990.
Davila filed a grievance pertaining to his termination on May 18, 1995 (the
“discharge grievance”), but this second grievance was denied on June 7, 1995.
The following day Davila appealed his discharge to Delta’s System Board of
5
Adjustment (“System Board”),1 which ultimately found on April 18, 1997 that his
firing was justified, as Delta had “submitted clear and compelling evidence that . .
. Davila intentionally defrauded” the company. After the System Board issued its
adverse ruling, Davila petitioned the district court pursuant to 45 U.S.C. §§ 153(q)
and 184 to vacate its decision (“Davila I”), arguing that the Board had ignored the
settlement agreement. Delta filed a motion to dismiss, which the court granted,
reasoning that there are only limited grounds on which a RLA arbitration award
may be vacated, and that none of those circumstances were present. The district
court then said that Davila had “presented no grounds that would support the
jurisdiction of this Court over this matter.” Davila appealed the order of dismissal
to this Court, and we issued a summary affirmance on the basis of the district
court’s opinion.
Subsequently, on July 31, 2000, Davila filed an EEOC charge in which he
alleged that his termination violated the ADA. The EEOC dismissed Davila’s
charge on May 7, 2001, stating that it had been unable to find a violation.
However, it did issue Davila a right to sue letter. Davila then filed this action in
the state Circuit Court for the Seventeenth Judicial Circuit, in and for Broward
County (“Davila II”). He advanced one claim sounding in breach of contract, in
1
The System Board is composed in accordance with the Railway Labor Act, 45 U.S.C. § 184.
6
which he asserted that his discharge violated the grievance settlement agreement,
and a second claim that Delta had violated the ADA by firing him. Delta promptly
removed the action to the United States District Court for the Southern District of
Florida, and in lieu of an answer, moved that court to dismiss both of Davila’s
claims on res judicata and timeliness grounds. It also argued that Davila’s breach
of contract claim was preempted by the RLA. The district court dismissed both
claims, reasoning that they were precluded under the doctrine of res judicata.2
The doctrine of res judicata, or claim preclusion, “‘will bar a subsequent
action if: (1) the prior decision was rendered by a court of competent jurisdiction;
(2) there was a final judgment on the merits; (3) the parties were identical in both
suits; and (4) the prior and present causes of action are the same.’” Jang v. United
Techs. Corp., 206 F.3d 1147, 1149 (11th Cir. 2000) (quoting Israel Disc. Bank,
Ltd. v. Entin, 951 F.2d 311, 314 (11th Cir. 1992)). Importantly, this bar pertains
not only to claims that were raised in the prior action, see id., but also to claims
that could have been raised previously. Trustmark Ins. Co. v. ESLU, Inc., 299
F.3d 1265, 1271 (11th Cir. 2002) (“‘Res judicata bars the filing of claims which
were raised or could have been raised in an earlier proceeding’” (quoting Ragsdale
2
Moreover, the district court denied Davila’s request for leave to amend his complaint,
reasoning that any such amendment would be futile, as no breach of contract claim would be
cognizable for the reasons stated in its dismissal.
7
v. Rubbermaid, Inc., 193 F.3d 1235, 1238 (11th Cir. 1999))). In determining
whether the prior and present causes of action are the same, we must decide
whether the actions arise “out of the same nucleus of operative fact, or [are] based
upon the same factual predicate.” In re Piper Aircraft Corp., 244 F.3d 1289, 1297
(11th Cir. 2001) (quotation omitted), cert. denied TDY Indus., Inc. v. Kaiser
Aerospace & Elecs. Corp., 534 U.S. 827, 122 S. Ct. 66, 151 L. Ed. 2d 33 (2001).
On appeal, Davila argues that res judicata does not bar either of his claims
because the district court’s dismissal in Davila I was not on the merits, as the court
found that it lacked subject matter jurisdiction over the dispute. In this vein, he
says that the court lacked the power in Davila II to recharacterize its holding in
Davila I as having been “on the merits.” He also argues that his ADA claim is not
precluded because (1) lacking a right to sue letter, he could not have brought this
claim in Davila I; and (2) it entails different elements than the breach of contract
claim at issue in Davila I.
Of these assertions, only the first -- that the district court’s dismissal in
Davila I was not on the merits -- warrants any extended discussion. Preliminarily,
neither of Davila’s latter two contentions regarding the applicability of claim
preclusion are at all persuasive. In Jang, we explicitly rejected the argument that
8
an ADA claim is not barred by res judicata where the plaintiff previously has
brought a state law action prior to obtaining a right to sue letter. We said:
Appellant asserts that he could not have raised his ADA claim in Jang
I and thus res judicata should not bar his ADA claim in Jang II.
Appellant explains that he attempted to obtain a “right to sue” letter
before filing Jang I but that the Equal Employment Opportunity
Commission (EEOC) and the Department of Labor’s Office of
Federal Contract Compliance Programs (OFCCP) failed to transmit
the letter. At least three other Circuits have rejected similar
arguments and held that plaintiffs may not split causes of action to
bring, for example, state law claims in one suit and then file a second
suit with federal causes of action after receiving a “right to sue” letter.
. . . We agree with these other Circuits . . . and hold that res judicata
barred Appellant from splitting his causes of action and bringing his
ADA claim after his first suit proceeded to a judgment on the merits.
206 F.3d at 1149 (internal citations omitted).
Moreover, there is no question that Davila’s instant ADA claim shares
precisely the same transactional basis as the claim he advanced before the System
Board, i.e., his termination, and that as such he could have raised it in Davila I.
Accordingly, the fact that the elements of proof in the context of the ADA claim
differ from those at issue in Davila’s breach of contract claim is not a basis on
which we may hold res judicata to be inapplicable.
There is no question that the United States District Court for the Southern
District of Florida is a court of competent jurisdiction over appeals from the
System Board, that the parties were identical in both suits and that the prior and
9
present causes of action are the same, i.e., both stemmed from Davila’s discharge
and were or could have been brought in Davila I. This leaves only the question of
whether Davila I represented a final judgment on the merits. More specifically,
we must determine whether the district court dismissed Davila’s initial action for
lack of subject matter jurisdiction, which plainly is not an adjudication on the
merits that would give rise to a viable res judicata defense. See Sewell v. Merrill
Lynch, Pierce, Fenner & Smith, Inc., 94 F.3d 1514, 1518 (11th Cir. 1996)
(“‘[O]rdinarily a judgment dismissing an action or otherwise denying relief for
want of jurisdiction . . . does not preclude a subsequent action in a court of
competent jurisdiction on the merits of the cause of action originally involved.’”
(quoting 1B James W. Moore, et al., Moore’s Federal Practice ¶ 0.405[5] (2d ed.
1996))); id. (“If the court in which an action is brought has no jurisdiction of the
subject matter, the suit must be dismissed; ‘[i]n such cases, the dismissal is not a
determination of the claim, but rather a refusal to hear it, and the plaintiff is free to
pursue it in an appropriate forum.’” (quoting 1B James W. Moore, et al., Moore’s
Federal Practice ¶ 0.409[1.-2])); American Nat’l Bank v. FDIC, 710 F.2d 1528,
1535 (11th Cir. 1983) (“The earlier damages action, while arising out of the same
transaction, was dismissed for lack of subject matter jurisdiction. Thus, no final
judgment was entered on the merits of that action and res judicata may not apply
10
to bar claims that were or should have been raised in that action.”). If, however,
the district court adjudicated Davila’s claims on their merits in Davila I, there is no
question that claim preclusion bars both of Davila’s instant claims.
In Davila I, the district court unquestionably couched its holding in
jurisdictional terms. In particular, after noting the limited circumstances under
which the System Board’s determination could be vacated and finding that none of
those circumstances were present, it concluded that it consequently lacked
jurisdiction over the subject matter of the appeal. Put differently, the court said
that because Davila was not entitled to relief from the Board’s judgment, it did not
have jurisdiction over his claims.
Although the district court thus employed “jurisdictional” language, it is
equally plain as a substantive matter that the court did not actually conclude that it
lacked the power to adjudicate the dispute before it. Indeed, it was only after
reaching the very merits of Davila’s challenge to the System Board’s
determination that the court found subject matter jurisdiction to be lacking.
Specifically, the district court expressly noted that it could set aside that
determination “[(1)] for failure of the [System Board] to comply with the
requirements of this chapter[; (2)] for failure of the [Board’s] order to conform, or
confine itself, to matters within the scope of the [Board’s] jurisdiction[;] or [(3)]
11
for fraud or corruption by a member of the [Board] making the order.” 45 U.S.C.
§ 153(q). Of these circumstances, Davila argued only that the second was
manifest, asserting specifically that because his first pay status grievance
ultimately was resolved in his favor the System Board was barred by the CBA and
principles of collateral estoppel from resolving his discharge grievance against
him. Accordingly, he claimed, the Board lacked jurisdiction to make its April 18,
1997 finding that his firing was justified.
The district court squarely rejected Davila’s collateral estoppel argument,
saying that:
Apart from other problems with Davila’s argument [e.g., that Davila
himself invoked the Board’s jurisdiction over his second grievance],
the two very different and separate grievances addressed two very
different and separate problems. The pay status grievance claimed
that Delta should have returned Davila to its payroll . . . once Davila
presented a valid medical certificate on December 13, 1993. The
discharge grievance, however, claimed that under the “just cause”
provision of the CBA Delta should not have fired Davila. Not only
did the two grievances address entirely different actions by Delta, but
the remedies sought and received were also different.
Because collateral estoppel applies only to issues actually litigated in a previous
action, see Agripost, Inc. v. Miami-Dade County, 195 F.3d 1225, 1230 n.11 (11th
Cir. 1999), cert. denied, 531 U.S. 815, 121 S. Ct. 51, 148 L. Ed. 2d 20 (2000), the
district court determined that the Board was not precluded from resolving the
12
latter grievance against Davila. The district court similarly found that although the
CBA prevented the Board from disturbing a “previously settled” issue, the pay
status grievance did not “settle” the propriety of his termination. Based on these
conclusions, the court held that the System Board possessed jurisdiction over
Davila’s termination grievance, and that none of the circumstances identified in §
153(q) were present. Consequently, the district court found that it lacked any
basis for disturbing the System Board’s determination.
Simply put, this analysis can only be considered a decision on the merits.
The court focused not on its ability to adjudicate the case before it, but instead on
the substantive shortcomings in Davila’s arguments. In other words, it is not that
the court found that it lacked the power to hear Davila’s claims; it is simply that
the court found those claims to be unpersuasive. By contrast, if the district court
truly had dismissed the case for lack of subject matter jurisdiction it could not
legitimately have reached the merits of Davila’s contentions, as narrow as those
questions may have been. Indeed, the district court recognized as much in Davila
II, in which it said that “in granting Delta’s 1999 Motion to Dismiss, this Court
stated that it lacked jurisdiction, the Court never discussed the issue and . . . now
find[s] that this was an improper characterization of the dismissal. More
accurately, the Court reviewed the decision of the Board on limited grounds and
13
affirmed . . . .” This explanation plainly is accurate, for the reasons set forth
above. Nor is it an ex post alteration to, or “recharacterization” of, the Davila I
holding; it merely is an accurate summary of the substance of the court’s holding
in that case.
More than one court of appeals has looked past the linguistic label
employed by the district court in determining whether a dismissal transpired on
jurisdictional grounds. See, e.g., Stewart v. U.S. Bancorp, 297 F.3d 953, 957 (9th
Cir. 2002) (analyzing the substantive basis for the district court’s dismissal, not
merely considering that the district court had acted pursuant to Fed. R. Civ. P.
12(b)(6), in determining that a dismissal was a decision on the merits); Criales v.
Am. Airlines, Inc., 105 F.3d 93, 97 (2d Cir. 1997) (“We recognize that the district
court’s dismissal of Criales’s complaint arising from his untimely charge was
styled as a dismissal for failure to state a claim under Rule 12(b)(6) of the Federal
Rules of Civil Procedure, and that dismissals under Rule 12(b)(6) are generally
considered judgments on the merits, unless the court specifies otherwise.
Nonetheless, we would not permit the choice of labels to distort substance,
especially where the consequence would be so drastic as to deprive a party of the
opportunity to be heard.”) (internal citation omitted). When we undertake such a
substantive inquiry in this case, there can be no reasoned doubt that -- as the
14
district court itself recognized in Davila II -- the court did not base its dismissal on
jurisdictional grounds. Accordingly, it was a final judgment on the merits, and it
is entitled to preclusive effect. Thus, both of Davila’s instant claims are barred by
res judicata.3
AFFIRMED.
3
Because this conclusion disposes of this appeal, we need not address Delta’s arguments
concerning preemption and timeliness.
15