NOT FOR PUBLICATION UNITED STATES COURT OF APPEALS FOR THE NINTH CIRCUIT
JEANNE DRAKE; CARLY WHITE ) No. 11-56918 DAVIS; DAWN ELMORE; ROGER ) STAGGS, individually and on behalf ) D.C. No. 8:09-cv-01450-CJC-RNB of all other persons similarly situated, ) ) MEMORANDUM * Plaintiffs - Appellants, ) ) v. ) ) OPTION ONE MORTGAGE ) CORPORATION, a California ) corporation; SAND CANYON ) CORPORATION, a California ) corporation; H&R BLOCK, INC, ) a Missouri corporation, ) ) Defendants - Appellees. ) ) Appeal from the United States District Court for the Central District of California Cormac J. Carney, District Judge, Presiding Submitted March 5, 2014 ** Pasadena, California 

# FILED
MAR 18 2014 MOLLY C. DWYER, CLERK

U.S. COURT OF APPEALS

* This disposition is not appropriate for publication and is not precedent except as provided by 9th Cir. R. 36-3.

** The panel unanimously finds this case suitable for decision without oral argument. Fed. R. App. P. 34(a)(2).Before: FERNANDEZ, GRABER, and MURGUIA, Circuit Judges. Jeanne Drake, Carly White Davis, Dawn Elmore and Roger Staggs (collectively “Drake”) appeal from the di strict court’s grant of summary judgment on their action for severance pay benefits against Option One Mortgage Corporation, Sand Canyon Corporation and H& R Block, Inc. (collectively “Option One”). We affirm. In order to prevail, Drake was required to show that there was an implied-infact contract whose particular terms and conditions 1 provided for severance pay benefits when Option One employees transfe rred to the same or comparable jobs in a new entity that purchased an ongoing business segment from Option One. We agree with the district court that Drake did not present evidence that could permit “a reasonable jury [to] return a verdict” 2that under the “totality of the circumstances” 3 there was an implied-in-fact contr act of that nature. The district

1 SeeGuz v. Bechtel Nat’l, Inc. , 24 Cal. 4th 317, 337, 8 P.3d 1089, 1101, 100 Cal. Rptr. 352, 365–66 (2000).
2 Anderson v. Liberty Lobby, Inc. , 477 U.S. 242, 248, 106 S. Ct. 2505, 2510, 91 L. Ed. 2d 202 (1986); see also Galen v. Cnty. of L.A. , 477 F.3d 652, 658 (9th Cir. 2007).
3 Foley v. Interactive Data Corp. , 47 Cal. 3d 654, 681, 765 P.2d 373, 388, 254 Cal. Rptr. 211, 226 (1988); see also Guz , 24 Cal. 4th at 335–37, 8 P.3d at 1100–01, 100 Cal. Rptr. at 364–66; Scott v. Pac. Gas & Elec. Co. , 11 Cal. 4th 454, (continued...) 2court did not err. Because, as the district court pointed out , Drake’s other state law claims rely on the existence of an implied-in-fact contr act claim, they fall with it. Similarly, because of the failure of the state law cl aims, we need not, and do not, take up the ERISA 4preemption issue, 5 or the state law vesting issue. 6 AFFIRMED.

3 (...continued) 463–64, 904 P.2d 834, 838–39, 46 Cal. Rptr. 2d 427, 431–32 (1995).
4 Employee Retirement Income Security Act of 1974, Pub. L. No. 93-406, 88 Stat. 829 (codified in part at 29 U.S.C. §§ 1001–1461).
5 SeeJoseph Rosenbaum, M.D., Inc. v. Hartford Fire Ins. Co. , 104 F.3d 258, 263 (9th Cir. 1996); Brooks v. Hilton Casinos Inc. , 959 F.2d 757, 766 (9th Cir. 1992).
6 See, e.g. , Lawson v. Lawson (In re Marriage of Lawson) , 208 Cal. App. 3d 446, 450–52, 256 Cal. Rptr. 283, 285–87 (1986); Chapin v. Fairchild Camera & Instrument Corp. , 31 Cal. App. 3d 192, 198–99, 107 Cal. Rptr. 111, 115–16 (1973). 3