(Slip Opinion) OCTOBER TERM, 2010 1 

Syllabus 

NOTE: Where it is feasible, a syllabus (headnote) will be released, as is

being done in connection with this case, at the time the opinion is issued.

The syllabus constitutes no part of the opinion of the Court but has been

prepared by the Reporter of Decisions for the convenience of the reader. 

See United States v. Detroit Timber & Lumber Co., 200 U. S. 321, 337. 

SUPREME COURT OF THE UNITED STATES 

Syllabus 

CIGNA CORP. ET AL. v. AMARA ET AL., INDIVIDUALLY 

AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED

CERTIORARI TO THE UNITED STATES COURT OF APPEALS FOR 

THE SECOND CIRCUIT 

No. 09–804. Argued November 30, 2010—Decided May 16, 2011 

Until 1998, petitioner CIGNA Corporation’s pension plan provided a 

retiring employee with an annuity based on preretirement salary and 

length of service. Its new plan replaced that annuity with a cash

balance based on a defined annual contribution from CIGNA, increased by compound interest. The new plan translated alreadyearned benefits under the old plan into an opening amount in the

cash balance account. Respondents, on behalf of beneficiaries of the

CIGNA Pension Plan (also a petitioner), challenged the new plan’s 

adoption, claiming, as relevant here, that CIGNA’s notice of the 

changes was improper, particularly because the new plan in certain 

respects provided them with less generous benefits. The District 

Court found that CIGNA’s disclosures violated its obligations under 

§§102(a), 104(b), and 204(h) of the Employee Retirement Income Security Act of 1974 (ERISA). In determining relief, it found that 

CIGNA’s notice defects had caused the employees “likely harm.” It 

then reformed the new plan and ordered CIGNA to pay benefits accordingly, finding its authority in ERISA §502(a)(1)(B), which authorizes a plan “participant or beneficiary” to bring a “civil action” to “recover benefits due . . . under the terms of his plan.” The Second 

Circuit affirmed. 

Held: 

1. Although §502(a)(1)(B) did not give the District Court authority

to reform CIGNA’s plan, relief is authorized by §502(a)(3), which allows a participant, beneficiary, or fiduciary “to obtain other appropriate equitable relief” to redress violations of ERISA “or the [plan’s]

terms.” Pp. 12–20.

(a) The court ordered relief in two steps. Step 1: It ordered the 
2 CIGNA CORP. v. AMARA 

Syllabus 

terms of the plan reformed. Step 2: It ordered CIGNA to enforce the 

plan as reformed. Step 2 orders recovery of the benefits provided by

the “terms of [the reformed] plan” and is thus consistent with

§502(a)(1)(B). However, that provision—which speaks of “enforc[ing]”

the plan’s terms, not changing them—does not suggest that it authorizes a court to alter those terms here, where the change, akin to reforming a contract, seems less like the simple enforcement of a contract as written and more like an equitable remedy. Nor can the 

Court accept the Solicitor General’s alternative rationale: that the

District Court enforced the summary plan descriptions and that they

are plan terms. That reading cannot be squared with ERISA §102(a),

which obliges plan administrators to furnish summary plan descriptions, but does not suggest that information about the plan provided

by those disclosures is itself part of the plan. Nothing in

§502(a)(1)(B) suggests the contrary. The Solicitor General’s reading

also cannot be squared with the statute’s division of authority between a plan’s sponsor—who, like a trust’s settlor, creates the plan’s

basic terms and conditions, executes a written instrument containing 

those terms and conditions, and provides in that instrument a procedure for making amendments—and the plan’s administrator—a trustee-like fiduciary who manages the plan, follows its terms in doing so,

and provides participants with the summary plan descriptions. ERISA carefully distinguishes these roles, and there is no reason to believe that the statute intends to mix the responsibilities by giving the 

administrator the power to set plan terms indirectly in the summaries, even when, as here, the administrator is also the plan sponsor.

Finally, it is difficult to reconcile an interpretation that would make a

summary’s language legally binding with the basic summary plan 

description objective of clear, simple communication. Pp. 12–15. 

(b) This Court has interpreted §502(a)(3)’s phrase “appropriate

equitable relief” as referring to “ ‘those categories of relief ’ ” that, before the merger of law and equity,“ ‘were typically available in equity.’ ” Sereboff v. Mid Atlantic Medical Services, Inc., 547 U. S. 356, 

361. This case—concerning a beneficiary’s suit against a plan fiduciary (whom ERISA typically treats as a trustee) about the terms of a

plan (which ERISA typically treats as a trust)—is the kind of lawsuit

that, before the merger, could have been brought only in an equity

court, where the remedies available were traditionally considered equitable remedies. The District Court’s injunctions obviously fall

within this category. The other relief it ordered closely resembles 

three forms of traditional equitable relief. First, what the court did 

here may be regarded as the reformation of the plan’s terms, in order 

to remedy false or misleading information CIGNA provided. The 

power to reform contracts is a traditional power of an equity court 
Cite as: 563 U. S. ____ (2011) 3 

Syllabus 

and is used to prevent fraud. Second, the part of the remedy holding 

CIGNA to its promise that the new plan would not take from its employees previously accrued benefits resembles estoppel, also a traditional equitable remedy. Third, the injunctions require the plan administrator to pay already retired beneficiaries money owed them 

under the plan as reformed. Equity courts possessed the power to

provide monetary “compensation” for a loss resulting from a trustee’s

breach of duty, or to prevent the trustee’s unjust enrichment. That 

surcharge remedy extended to a breach of trust committed by a fiduciary encompassing any violation of duty imposed on that fiduciary.

Pp. 16–20. 

2. Because §502(a)(3) authorizes “appropriate equitable relief” for

violations of ERISA, the relevant standard of harm will depend on

the equitable theory by which the District Court provides relief. That 

court is to conduct the analysis in the first instance, but there are

several equitable principles that it might apply on remand. Neither 

ERISA’s relevant substantive provisions nor §502(a)(3) sets a particular standard for determining harm. And equity law provides no general principle that “detrimental reliance” must be proved before a 

remedy is decreed. To the extent any such requirement arises, it is

because the specific remedy being contemplated imposes that requirement. Thus, when a court exercises authority under §502(a)(3)

to impose a remedy equivalent to estoppel, a showing of detrimental

reliance must be made. However, equity courts did not insist on a 

detrimental reliance showing where they ordered reformation where 

a fraudulent suppression, omission, or insertion materially affected

the substance of a contract. Nor did they require a detrimental reliance showing when they ordered surcharge. They simply ordered a

trust or beneficiary made whole following a trustee’s breach of trust. 

This flexible approach belies a strict detrimental reliance requirement. To be sure, a fiduciary can be surcharged under §502(a)(3)

only upon a showing of actual harm, and such harm may consist of 

detrimental reliance. But it might also come from the loss of a right 

protected by ERISA or its trust-law antecedents. It is not difficult to 

imagine how the failure to provide proper summary information here, 

in violation of ERISA, injured employees even if they did not themselves act in reliance on the summaries. Thus, to obtain relief by

surcharge for violations of §§102(a) and 104(b), a plan participant or

beneficiary must show that the violation caused injury, but need

show only actual harm and causation, not detrimental reliance. 

Pp. 20–22. 

348 Fed. Appx. 627, vacated and remanded. 

BREYER, J., delivered the opinion of the Court, in which ROBERTS, 
4 CIGNA CORP. v. AMARA 

Syllabus 

C. J., and KENNEDY, GINSBURG, ALITO, and KAGAN, JJ., joined. SCALIA, 

J., filed an opinion concurring in the judgment, in which THOMAS, J., 

joined. SOTOMAYOR, J., took no part in the consideration or decision of 

the case. 
_________________ 

_________________ 

Cite as: 563 U. S. ____ (2011) 1 

Opinion of the Court 

NOTICE: This opinion is subject to formal revision before publication in the

preliminary print of the United States Reports. Readers are requested to

notify the Reporter of Decisions, Supreme Court of the United States, Washington, D. C. 20543, of any typographical or other formal errors, in order

that corrections may be made before the preliminary print goes to press. 

SUPREME COURT OF THE UNITED STATES 

No. 09–804 

CIGNA CORPORATION, ET AL., PETITIONERS v.

JANICE C. AMARA, ET AL., INDIVIDUALLY

AND ON BEHALF OF ALL OTHERS

SIMILARLY SITUATED

ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF

APPEALS FOR THE SECOND CIRCUIT

[May 16, 2011] 

JUSTICE BREYER delivered the opinion of the Court. 

In 1998, petitioner CIGNA Corporation changed the

nature of its basic pension plan for employees. Previously,

the plan provided a retiring employee with a defined 

benefit in the form of an annuity calculated on the basis of 

his preretirement salary and length of service. The new 

plan provided most retiring employees with a (lump sum)

cash balance calculated on the basis of a defined annual 

contribution from CIGNA as increased by compound interest. Because many employees had already earned at least

some old-plan benefits, the new plan translated alreadyearned benefits into an opening amount in the employee’s 

cash balance account. 

Respondents, acting on behalf of approximately 25,000

beneficiaries of the CIGNA Pension Plan (which is also a 

petitioner here), challenged CIGNA’s adoption of the new 

plan. They claimed in part that CIGNA had failed to give 

them proper notice of changes to their benefits, particularly because the new plan in certain respects provided 
2 CIGNA CORP. v. AMARA 

Opinion of the Court 

them with less generous benefits. See Employee Retirement Income Security Act of 1974 (ERISA) §§102(a),

104(b), 204(h), 88 Stat. 841, 848, 862, as amended, 29 

U. S. C. §§1022(a), 1024(b), 1054(h).

The District Court agreed that the disclosures made by

CIGNA violated its obligations under ERISA. In determining relief, the court found that CIGNA’s notice failures 

had caused the employees “likely harm.” The Court then 

reformed the new plan and ordered CIGNA to pay benefits 

accordingly. It found legal authority for doing so in 

ERISA §502(a)(1)(B), 29 U. S. C. §1132(a)(1)(B) (authorizing a plan “participant or beneficiary” to bring a “civil 

action” to “recover benefits due to him under the terms of 

his plan”).

We agreed to decide whether the District Court applied 

the correct legal standard, namely, a “likely harm” standard, in determining that CIGNA’s notice violations 

caused its employees sufficient injury to warrant legal 

relief. To reach that question, we must first consider a

more general matter—whether the ERISA section just

mentioned (ERISA’s recovery-of-benefits-due provision, 

§502(a)(1)(B)) authorizes entry of the relief the District

Court provided. We conclude that it does not authorize 

this relief. Nonetheless, we find that a different equityrelated ERISA provision, to which the District Court also 

referred, authorizes forms of relief similar to those that 

the court entered. §502(a)(3), 29 U. S. C. §1132(a)(3).

Section 502(a)(3) authorizes “appropriate equitable

relief” for violations of ERISA. Accordingly, the relevant

standard of harm will depend upon the equitable theory by 

which the District Court provides relief. We leave it to the 

District Court to conduct that analysis in the first instance, but we identify equitable principles that the court 

might apply on remand. 
Cite as: 563 U. S. ____ (2011) 3 

Opinion of the Court 

I 

Because our decision rests in important part upon the

circumstances present here, we shall describe those circumstances in some detail. We still simplify in doing so. 

But the interested reader can find a more thorough description in two District Court opinions, which set forth 

that court’s findings reached after a lengthy trial. See 559 

F. Supp. 2d 192 (Conn. 2008); 534 F. Supp. 2d 288 (Conn.

2008). 

A 

Under CIGNA’s pre-1998 defined-benefit retirement 

plan, an employee with at least five years service would 

receive an annuity annually paying an amount that depended upon the employee’s salary and length of service.

Depending on when the employee had joined CIGNA, the

annuity would equal either (1) 2 percent of the employee’s 

average salary over his final three years with CIGNA,

multiplied by the number of years worked (up to 30); or (2) 

12⁄3 percent of the employee’s average salary over his final 

five years with CIGNA, multiplied by the number of years

worked (up to 35). Calculated either way, the annuity 

would approach 60 percent of a longtime employee’s final

salary. A well-paid longtime employee, earning, say, 

$160,000 per year, could receive a retirement annuity 

paying the employee about $96,000 per year until his

death. The plan offered many employees at least one 

other benefit: They could retire early, at age 55, and receive an only-somewhat-reduced annuity. 

In November 1997, CIGNA sent its employees a newsletter announcing that it intended to put in place a new 

pension plan. The new plan would substitute an “account 

balance plan” for CIGNA’s pre-existing defined-benefit 

system. App. 991a (emphasis deleted). The newsletter 

added that the old plan would end on December 31, 1997, 

that CIGNA would introduce (and describe) the new plan 
4 CIGNA CORP. v. AMARA 

Opinion of the Court 

sometime during 1998, and that the new plan would apply 

retroactively to January 1, 1998. 

Eleven months later CIGNA filled in the details. Its 

new plan created an individual retirement account for

each employee. (The account consisted of a bookkeeping 

entry backed by a CIGNA-funded trust.) Each year 

CIGNA would contribute to the employee’s individual 

account an amount equal to between 3 percent and 8.5 

percent of the employee’s salary, depending upon age, 

length of service, and certain other factors. The account 

balance would earn compound interest at a rate equal to

the return on 5-year treasury bills plus one-quarter percent (but no less than 4.5 percent and no greater than 9 

percent). Upon retirement the employee would receive the 

amount then in his or her individual account—in the form 

of either a lump sum or whatever annuity the lump sum 

then would buy. As promised, CIGNA would open the 

accounts and begin to make contributions as of January 1,

1998. 

But what about the retirement benefits that employees 

had already earned prior to January 1, 1998? CIGNA 

promised to make an initial contribution to the individual’s account equal to the value of that employee’s already 

earned benefits. And the new plan set forth a method for

calculating that initial contribution. The method consisted of calculating the amount as of the employee’s 

(future) retirement date of the annuity to which the employee’s salary and length of service already (i.e., as of 

December 31, 1997) entitled him and then discounting 

that sum to its present (i.e., January 1, 1998) value.

An example will help: Imagine an employee born on 

January 1, 1966, who joined CIGNA in January 1991 on

his 25th birthday, and who (during the five years preceding the plan changeover) earned an average salary of 

$100,000 per year. As of January 1, 1998, the old plan

would have entitled that employee to an annuity equal to 
Cite as: 563 U. S. ____ (2011) 5 

Opinion of the Court 

$100,000 times 7 (years then worked) times 12⁄3 percent, or

$11,667 per year—when he retired in 2031 at age 65. The 

2031 price of an annuity paying $11,667 per year until

death depends upon interest rates and mortality assumptions at that time. If we assume the annuity would pay 7 

percent until the holder’s death (and we use the mortality 

assumptions used by the plan, see App. 407a (incorporating the mortality table prescribed by Rev. Rul. 95–6, 

1995–1 Cum. Bull. 80)), then the 2031 price of such an

annuity would be about $120,500. And CIGNA should 

initially deposit in this individual’s account on January 1,

1998, an amount that will grow to become $120,500, 33 

years later, in 2031, when the individual retires. If we 

assume a 5 percent average interest rate, then that

amount presently (i.e., as of January 1, 1998) equals about 

$24,000. And (with one further mortality-related adjustment that we shall describe infra, at 6–7) that is the 

amount, more or less, that the new plan’s transition rules 

would have required CIGNA initially to deposit. Then 

CIGNA would make further annual deposits, and all the

deposited amounts would earn compound interest. When 

the employee retired, he would receive the resulting lump 

sum. 

The new plan also provided employees a guarantee: An 

employee would receive upon retirement either (1) the

amount to which he or she had become entitled as of 

January 1, 1998, or (2) the amount then in his or her 

individual account, whichever was greater. Thus, the 

employee in our example would receive (in 2031) no less

than an annuity paying $11,667 per year for life. 

B 

1 

The District Court found that CIGNA’s initial descriptions of its new plan were significantly incomplete and 

misled its employees. In November 1997, for example, 
6 CIGNA CORP. v. AMARA 

Opinion of the Court 

CIGNA sent the employees a newsletter that said the new

plan would “significantly enhance” its “retirement program,” would produce “an overall improvement in . . . 

retirement benefits,” and would provide “the same benefit 

security” with “steadier benefit growth.” App. 990a, 991a, 

993a. CIGNA also told its employees that they would “see 

the growth in [their] total retirement benefits from 

CIGNA every year,” id., at 952a, that its initial deposit

“represent[ed] the full value of the benefit [they] earned 

for service before 1998,” Record E–503 (Exh. 98), and that 

“[o]ne advantage the company will not get from the retirement program changes is cost savings.” App. 993a.

In fact, the new plan saved the company $10 million

annually (though CIGNA later said it devoted the savings

to other employee benefits). Its initial deposit did not 

“represen[t] the full value of the benefit” that employees

had “earned for service before 1998.” And the plan made a

significant number of employees worse off in at least the 

following specific ways:

First, the initial deposit calculation ignored the fact that

the old plan offered many CIGNA employees the right to

retire early (beginning at age 55) with only somewhat 

reduced benefits. This right was valuable. For example, 

as of January 1, 1998, respondent Janice Amara had 

earned vested age-55 retirement benefits of $1,833 per 

month, but CIGNA’s initial deposit in her new-plan individual retirement account (ignoring this benefit) would 

have allowed her at age 55 to buy an annuity benefit of

only $900 per month.

Second, as we previously indicated but did not explain, 

supra at 5, the new plan adjusted CIGNA’s initial deposit

downward to account for the fact that, unlike the old 

plan’s lifetime annuity, an employee’s survivors would

receive the new plan’s benefits (namely, the amount in the

employee’s individual account) even if the employee died 

before retiring. The downward adjustment consisted of 
Cite as: 563 U. S. ____ (2011) 7 

Opinion of the Court 

multiplying the otherwise-required deposit by the probability that the employee would live until retirement—a 

90 percent probability in the example of our 32-year-old, 

supra, at 4–5. And that meant that CIGNA’s initial deposit in our example—the amount that was supposed to

grow to $120,500 by 2031—would be less than $22,000,

not $24,000 (the number we computed). The employee, of

course, would receive a benefit in return—namely, a form 

of life insurance. But at least some employees might have 

preferred the retirement benefit and consequently could 

reasonably have thought it important to know that the 

new plan traded away one-tenth of their already-earned

benefits for a life insurance policy that they might not 

have wanted. 

Third, the new plan shifted the risk of a fall in interest

rates from CIGNA to its employees. Under the old plan,

CIGNA had to buy a retiring employee an annuity that 

paid a specified sum irrespective of whether falling interest rates made it more expensive for CIGNA to pay for 

that annuity. And falling interest rates also meant that 

any sum CIGNA set aside to buy that annuity would grow 

more slowly over time, thereby requiring CIGNA to set 

aside more money to make any specific sum available at 

retirement. Under the new plan CIGNA did not have to

buy a retiring employee an annuity that paid a specific 

sum. The employee would simply receive whatever sum 

his account contained. And falling interest rates meant 

that the account’s lump sum would earn less money each 

year after the employee retired. Annuities, for example,

would become more expensive (any fixed purchase price 

paying for less annual income). At the same time falling 

interest meant that the individual account would grow

more slowly over time, leaving the employee with less

money at retirement.

Of course, interest rates might rise instead of fall, leaving CIGNA’s employees better off under the new plan. 
8 CIGNA CORP. v. AMARA 

Opinion of the Court 

But the latter advantage does not cancel out the former

disadvantage, for most individuals are risk averse. And 

that means that most of CIGNA’s employees would have

preferred that CIGNA, rather than they, bear these risks. 

The amounts likely involved are significant. If, in our 

example, interest rates between 1998 and 2031 averaged 4

percent rather than the 5 percent we assumed, and if in 

2031 annuities paid 6 percent rather than the 7 percent

we assumed, then CIGNA would have had to make an 

initial deposit of $35,500 (not $24,000) to assure that 

employee the $11,667 annual annuity payment to which

he had already become entitled. Indeed, that $24,000 that 

CIGNA would have contributed (leaving aside the lifeinsurance problem) would have provided enough money to

buy (in 2031) an annuity that assured the employee an

annual payment of only about $8,000 (rather than

$11,667).

We recognize that the employee in our example (like

others) might have continued to work for CIGNA after 

January 1, 1998; and he would thereby eventually have 

earned a pension that, by the time of his retirement, was

worth far more than $11,667. But that is so because 

CIGNA made an additional contribution for each year

worked after January 1, 1998. If interest rates fell (as

they did), it would take the employee several additional 

years of work simply to catch up (under the new plan) to

where he had already been (under the old plan) as of 

January 1, 1998—a phenomenon known in pension jargon 

as “wear away,” see 534 F. Supp. 2d, at 303–304 (referring

to respondents’ requiring 6 to 10 years to catch up).

The District Court found that CIGNA told its employees 

nothing about any of these features of the new plan—

which individually and together made clear that CIGNA’s 

descriptions of the plan were incomplete and inaccurate.

The District Court also found that CIGNA intentionally 

misled its employees. A focus group and many employees 
Cite as: 563 U. S. ____ (2011) 9 

Opinion of the Court 

asked CIGNA, for example, to “‘[d]isclose details’” about

the plan, to provide “‘individual comparisons,’” or to show 

“‘[a]n actual projection for retirement.’” Id., at 342. But 

CIGNA did not do so. Instead (in the words of one internal document), it “‘focus[ed] on NOT providing employees 

before and after samples of the Pension Plan changes.’” 

Id., at 343. 

The District Court concluded, as a matter of law, that 

CIGNA’s representations (and omissions) about the plan, 

made between November 1997 (when it announced the

plan) and December 1998 (when it put the plan into effect) 

violated: 

(a) ERISA §204(h), implemented by Treas. Reg.

§1.411(d)–6, 26 CFR §1.411(d)–6 (2000), which (as it existed at the relevant time) forbade an amendment of a

pension plan that would “provide for a significant reduction in the rate of future benefit accrual” unless the plan

administrator also sent a “written notice” that provided

either the text of the amendment or summarized its likely 

effects, 29 U. S. C. §1054(h) (2000 ed.) (amended 2001); 

Treas. Reg. §1.411(d)–6, Q&A–10, 63 Fed. Reg. 68682

(1998); and

(b) ERISA §§102(a) and 104(b), which require a plan 

administrator to provide beneficiaries with summary plan

descriptions and with summaries of material modifications, “written in a manner calculated to be understood by

the average plan participant,” that are “sufficiently accurate and comprehensive to reasonably apprise such participants and beneficiaries of their rights and obligations

under the plan,” 29 U. S. C. §§1022(a), 1024(b) (2006 ed.

and Supp. III). 

2 

The District Court then turned to the remedy. First, the 

court agreed with CIGNA that only employees whom

CIGNA’s disclosure failures had harmed could obtain 
10 CIGNA CORP. v. AMARA 

Opinion of the Court 

relief. But it did not require each individual member of

the relevant CIGNA employee class to show individual

injury. Rather, it found (1) that the evidence presented 

had raised a presumption of “likely harm” suffered by the

members of the relevant employee class, and (2) that 

CIGNA, though free to offer contrary evidence in respect

to some or all of those employees, had failed to rebut that 

presumption. It concluded that this unrebutted showing 

was sufficient to warrant class-applicable relief. 

Second, the court noted that §204(h) had been interpreted by the Second Circuit to permit the invalidation of 

plan amendments not preceded by a proper notice, prior to

the 2001 amendment that made this power explicit. 559 

F. Supp. 2d, at 207 (citing Frommert v. Conkright, 433 

F. 3d 254, 263 (2006)); see 29 U. S. C. §1054(h)(6) (2006

ed.) (entitling participants to benefits “without regard to

[the] amendment” in case of an “egregious failure”). But 

the court also thought that granting this relief here would

harm, not help, the injured employees. That is because 

the notice failures all concerned the new plan that took 

effect in December 1998. The court thought that the 

notices in respect to the freezing of old-plan benefits, 

effective December 31, 1997, were valid. To strike the new 

plan while leaving in effect the frozen old plan would not 

help CIGNA’s employees.

The court considered treating the November 1997 notice

as a sham or treating that notice and the later 1998 notices as part and parcel of a single set of related events.

But it pointed out that respondents “ha[d] argued none of

these things.” 559 F. Supp. 2d, at 208. And it said that 

the court would “not make these arguments now on [respondents’] behalf.” Ibid. 

Third, the court reformed the terms of the new plan’s 

guarantee. It erased the portion that assured participants

who retired the greater of “A” (that which they had already earned as of December 31, 1997, under the old plan, 
Cite as: 563 U. S. ____ (2011) 11 

Opinion of the Court 

$11,667 in our example) or “B” (that which they would

earn via CIGNA’s annual deposits under the new plan, 

including CIGNA’s initial deposit). And it substituted a 

provision that would guarantee each employee “A” (that 

which they had already earned, as of December 31, 1997,

under the old plan) plus “B” (that which they would earn

via CIGNA’s annual deposits under the new plan, excluding CIGNA’s initial deposit). In our example, the District

Court’s remedy would no longer force our employee to 

choose upon retirement either an $11,667 annuity or his 

new plan benefits (including both CIGNA’s annual deposits and CIGNA’s initial deposit). It would give him an

$11,667 annuity plus his new plan benefits (with CIGNA’s 

annual deposits but without CIGNA’s initial deposit).

Fourth, the court “order[ed] and enjoin[ed] the CIGNA 

Plan to reform its records to reflect that all class members 

. . . now receive [the just described] ‘A + B’ benefits,” and 

that it pay appropriate benefits to those class members 

who had already retired. Id., at 222. 

Fifth, the court held that ERISA §502(a)(1)(B) provided 

the legal authority to enter this relief. That provision 

states that a “civil action may be brought” by a plan “participant or beneficiary . . . to recover benefits due to him 

under the terms of his plan.” 29 U. S. C. §1132(a)(1)(B).

The court wrote that its orders in effect awarded “benefits 

under the terms of the plan” as reformed. 559 F. Supp. 2d,

at 212. 

At the same time the court considered whether ERISA 

§502(a)(3) also provided legal authority to enter this relief.

That provision states that a civil action may be brought 

“by a participant, beneficiary, or fiduciary (A) to enjoin any act or practice which violates any provision of 

this subchapter or the terms of the plan, or (B) to obtain other appropriate equitable relief (i) to redress 

such violations or (ii) to enforce any provisions of this 
12 CIGNA CORP. v. AMARA 

Opinion of the Court 

subchapter or the terms of the plan.” 29 U. S. C. 

§1132(a)(3) (emphasis added). 

The District Court decided not to answer this question 

because (1) it had just decided that the same relief was

available under §502(a)(1)(B), regardless, cf. Varity Corp. 

v. Howe, 516 U. S. 489, 515 (1996); and (2) the Supreme

Court has “issued several opinions . . . that have severely 

curtailed the kinds of relief that are available under 

§502(a)(3),” 559 F. Supp. 2d, at 205 (citing Sereboff v. 

Mid Atlantic Medical Services, Inc., 547 U. S. 356 (2006); 

Great-West Life & Annuity Ins. Co. v. Knudson, 534 U. S. 

204 (2002); and Mertens v. Hewitt Associates, 508 U. S. 

248 (1993)). 

3 

The parties cross-appealed the District Court’s judgment. The Court of Appeals for the Second Circuit issued 

a brief summary order, rejecting all their claims, and 

affirming “the judgment of the district court for substantially the reasons stated” in the District Court’s “wellreasoned and scholarly opinions.” 348 Fed. Appx. 627 

(2009). The parties filed cross-petitions for writs of certiorari in this Court. We granted the request in CIGNA’s

petition to consider whether a showing of “likely harm” is

sufficient to entitle plan participants to recover benefits

based on faulty disclosures. 

II 

CIGNA in the merits briefing raises a preliminary 

question. Brief for Petitioners 13–20. It argues first and

foremost that the statutory provision upon which the

District Court rested its orders, namely, the provision for 

recovery of plan benefits, §502(a)(1)(B), does not in fact 

authorize the District Court to enter the kind of relief it 

entered here. And for that reason, CIGNA argues, 

whether the District Court did or did not use a proper 
Cite as: 563 U. S. ____ (2011) 13 

Opinion of the Court 

standard for determining harm is beside the point. We 

believe that this preliminary question is closely enough

related to the question presented that we shall consider it 

at the outset. 

A 

The District Court ordered relief in two steps. Step 1: It

ordered the terms of the plan reformed (so that they provided an “A plus B,” rather than a “greater of A or B” 

guarantee). Step 2: It ordered the plan administrator 

(which it found to be CIGNA) to enforce the plan as reformed. One can fairly describe step 2 as consistent with

§502(a)(1)(B), for that provision grants a participant the

right to bring a civil action to “recover benefits due . . . 

under the terms of his plan.” 29 U. S. C. §1132(a)(1)(B).

And step 2 orders recovery of the benefits provided by the 

“terms of [the] plan” as reformed. 

But what about step 1? Where does §502(a)(1)(B) grant 

a court the power to change the terms of the plan as they 

previously existed? The statutory language speaks of 

“enforc[ing]” the “terms of the plan,” not of changing them. 

29 U. S. C. §1132(a)(l)(B) (emphasis added). The provision

allows a court to look outside the plan’s written language

in deciding what those terms are, i.e., what the language 

means. See UNUM Life Ins. Co. of America v. Ward, 526 

U. S. 358, 377–379 (1999) (permitting the insurance terms 

of an ERISA-governed plan to be interpreted in light of

state insurance rules). But we have found nothing suggesting that the provision authorizes a court to alter those 

terms, at least not in present circumstances, where that

change, akin to the reform of a contract, seems less like 

the simple enforcement of a contract as written and more

like an equitable remedy. See infra, at 18. 

Nor can we accept the Solicitor General’s alternative

rationale seeking to justify the use of this provision. The 

Solicitor General says that the District Court did enforce 
14 CIGNA CORP. v. AMARA 

Opinion of the Court 

the plan’s terms as written, adding that the “plan” includes the disclosures that constituted the summary plan

descriptions. In other words, in the view of the Solicitor 

General, the terms of the summaries are terms of the 

plan.

Even if the District Court had viewed the summaries 

as plan “terms” (which it did not, see supra, at 10–11), 

however, we cannot agree that the terms of statutorily 

required plan summaries (or summaries of plan modifications) necessarily may be enforced (under §502(a)(1)(B)) as

the terms of the plan itself. For one thing, it is difficult to

square the Solicitor General’s reading of the statute with 

ERISA §102(a), the provision that obliges plan administrators to furnish summary plan descriptions. The syntax

of that provision, requiring that participants and beneficiaries be advised of their rights and obligations “under the 

plan,” suggests that the information about the plan provided by those disclosures is not itself part of the plan. 

See 29 U. S. C. §1022(a). Nothing in §502(a)(1)(B) (or, as

far as we can tell, anywhere else) suggests the contrary. 

Nor do we find it easy to square the Solicitor General’s

reading with the statute’s division of authority between a 

plan’s sponsor and the plan’s administrator. The plan’s

sponsor (e.g., the employer), like a trust’s settlor, creates 

the basic terms and conditions of the plan, executes a 

written instrument containing those terms and conditions,

and provides in that instrument “a procedure” for making 

amendments. §402, 29 U. S. C. §1102. The plan’s administrator, a trustee-like fiduciary, manages the plan, follows

its terms in doing so, and provides participants with the 

summary documents that describe the plan (and modifications) in readily understandable form. §§3(21)(A), 101(a),

102, 104, 29 U. S. C. §§1002(21)(A), 1021(a), 1022, 1024

(2006 ed. and Supp. III). Here, the District Court found 

that the same entity, CIGNA, filled both roles. See 534 

F. Supp. 2d, at 331. But that is not always the case. 
Cite as: 563 U. S. ____ (2011) 15 

Opinion of the Court 

Regardless, we have found that ERISA carefully distinguishes these roles. See, e.g., Varity Corp., 516 U. S., at 

498. And we have no reason to believe that the statute 

intends to mix the responsibilities by giving the administrator the power to set plan terms indirectly by including

them in the summary plan descriptions. See CurtissWright Corp. v. Schoonejongen, 514 U. S. 73, 81–85 (1995).

Finally, we find it difficult to reconcile the Solicitor 

General’s interpretation with the basic summary plan 

description objective: clear, simple communication. See 

§§2(a), 102(a), 29 U. S. C. §1001(a), 1022(a) (2006 ed.). To 

make the language of a plan summary legally binding

could well lead plan administrators to sacrifice simplicity

and comprehensibility in order to describe plan terms in

the language of lawyers. Consider the difference between 

a will and the summary of a will or between a property 

deed and its summary. Consider, too, the length of Part I 

of this opinion, and then consider how much longer Part I

would have to be if we had to include all the qualifications

and nuances that a plan drafter might have found important and feared to omit lest they lose all legal significance. 

The District Court’s opinions take up 109 pages of the

Federal Supplement. None of this is to say that plan

administrators can avoid providing complete and accurate

summaries of plan terms in the manner required by 

ERISA and its implementing regulations. But we fear 

that the Solicitor General’s rule might bring about complexity that would defeat the fundamental purpose of the

summaries. 

For these reasons taken together we conclude that the

summary documents, important as they are, provide

communication with beneficiaries about the plan, but that

their statements do not themselves constitute the terms of 

the plan for purposes of §502(a)(1)(B). We also conclude 

that the District Court could not find authority in that 

section to reform CIGNA’s plan as written. 
16 CIGNA CORP. v. AMARA 

Opinion of the Court 

B 

If §502(a)(1)(B) does not authorize entry of the relief 

here at issue, what about nearby §502(a)(3)? That provision allows a participant, beneficiary, or fiduciary “to

obtain other appropriate equitable relief” to redress violations of (here relevant) parts of ERISA “or the terms of the

plan.” 29 U. S. C. §1132(a)(3) (emphasis added). The 

District Court strongly implied, but did not directly hold,

that it would base its relief upon this subsection were it 

not for (1) the fact that the preceding “plan benefits due”

provision, §502(a)(1)(B), provided sufficient authority; and 

(2) certain cases from this Court that narrowed the application of the term “appropriate equitable relief,” see, e.g., 

Mertens, 508 U. S. 248; Great-West, 534 U. S. 204. Our 

holding in Part II–A, supra, removes the District Court’s 

first obstacle. And given the likelihood that, on remand, 

the District Court will turn to and rely upon this alternative subsection, we consider the court’s second concern. 

We find that concern misplaced. 

We have interpreted the term “appropriate equitable 

relief” in §502(a)(3) as referring to “‘those categories of 

relief’” that, traditionally speaking (i.e., prior to the

merger of law and equity) “‘were typically available in 

equity.’” Sereboff, 547 U. S., at 361 (quoting Mertens, 508 

U. S., at 256). In Mertens, we applied this principle to a

claim seeking money damages brought by a beneficiary 

against a private firm that provided a trustee with actuarial services. We found that the plaintiff sought “nothing

other than compensatory damages” against a nonfiduciary. Id., at 253, 255 (emphasis deleted). And we held that 

such a claim, traditionally speaking, was legal, not equitable, in nature. Id., at 255. 

In Great-West, we considered a claim brought by a fiduciary against a tort-award-winning beneficiary seeking 

monetary reimbursement for medical outlays that the plan

had previously made on the beneficiary’s behalf. We noted 
Cite as: 563 U. S. ____ (2011) 17 

Opinion of the Court 

that the fiduciary sought to obtain a lien attaching to (or a 

constructive trust imposed upon) money that the beneficiary had received from the tort-case defendant. But we 

noted that the money in question was not the “particular”

money that the tort defendant had paid. And, traditionally speaking, relief that sought a lien or a constructive 

trust was legal relief, not equitable relief, unless the funds 

in question were “particular funds or property in the

defendant’s possession.” 534 U. S., at 213 (emphasis 

added).

The case before us concerns a suit by a beneficiary 

against a plan fiduciary (whom ERISA typically treats as

a trustee) about the terms of a plan (which ERISA typically treats as a trust). See LaRue v. DeWolff, Boberg & 

Associates, Inc., 552 U. S. 248, 253, n. 4 (2008); Varity 

Corp., 516 U. S., at 496–497. It is the kind of lawsuit that, 

before the merger of law and equity, respondents could

have brought only in a court of equity, not a court of law.

4 A. Scott, W. Fratcher, & M. Ascher, Trusts §24.1, p. 1654

(5th ed. 2007) (hereinafter Scott & Ascher) (“Trusts are,

and always have been, the bailiwick of the courts of equity”); Duvall v. Craig, 2 Wheat. 45, 56 (1817) (a trustee 

was “only suable in equity”). 

With the exception of the relief now provided by 

§502(a)(1)(B), Restatement (Second) of Trusts §§198(1)–(2) 

(1957) (hereinafter Second Restatement); 4 Scott & Ascher

§24.2.1, the remedies available to those courts of equity 

were traditionally considered equitable remedies, see

Second Restatement §199; J. Adams, Doctrine of Equity:

A Commentary on the Law as Administered by the Court 

of Chancery 61 (7th Am. ed. 1881) (hereinafter Adams);

4 Scott & Ascher §24.2. 

The District Court’s affirmative and negative injunctions obviously fall within this category. Mertens, supra, 

at 256 (identifying injunctions, mandamus, and restitution

as equitable relief). And other relief ordered by the Dis-
18 CIGNA CORP. v. AMARA 

Opinion of the Court 

trict Court resembles forms of traditional equitable relief.

That is because equity chancellors developed a host of 

other “distinctively equitable” remedies—remedies that 

were “fitted to the nature of the primary right” they were

intended to protect. 1 S. Symons, Pomeroy’s Equity Jurisprudence §108, pp. 139–140 (5th ed. 1941) (hereinafter 

Pomeroy). See generally 1 J. Story, Commentaries on 

Equity Jurisprudence §692 (12th ed. 1877) (hereinafter 

Story). Indeed, a maxim of equity states that “[e]quity 

suffers not a right to be without a remedy.” R. Francis, 

Maxims of Equity 29 (1st Am. ed. 1823). And the relief 

entered here, insofar as it does not consist of injunctive 

relief, closely resembles three other traditional equitable 

remedies. 

First, what the District Court did here may be regarded

as the reformation of the terms of the plan, in order to 

remedy the false or misleading information CIGNA provided. The power to reform contracts (as contrasted with

the power to enforce contracts as written) is a traditional

power of an equity court, not a court of law, and was used

to prevent fraud. See Baltzer v. Raleigh & Augusta R. Co., 

115 U. S. 634, 645 (1885) (“[I]t is well settled that equity 

would reform the contract, and enforce it, as reformed, if 

the mistake or fraud were shown”); Hearne v. Marine Ins. 

Co., 20 Wall. 488, 490 (1874) (“The reformation of written

contracts for fraud or mistake is an ordinary head of equity jurisdiction”); Bradford v. Union Bank of Tenn., 13 

How. 57, 66 (1852); J. Eaton, Handbook of Equity Jurisprudence §306, p. 618 (1901) (hereinafter Eaton) (courts of 

common law could only void or enforce, but not reform, a 

contract); 4 Pomeroy §1375, at 1000 (reformation “chiefly 

occasioned by fraud or mistake,” which were themselves

concerns of equity courts); 1 Story §§152–154; see also 4

Pomeroy §1375, at 999 (equity often considered reformation a “preparatory step” that “establishes the real 

contract”). 
Cite as: 563 U. S. ____ (2011) 19 

Opinion of the Court 

Second, the District Court’s remedy essentially held

CIGNA to what it had promised, namely, that the new 

plan would not take from its employees benefits they had 

already accrued. This aspect of the remedy resembles 

estoppel, a traditional equitable remedy. See, e.g., E. 

Merwin, Principles of Equity and Equity Pleading §910

(H. Merwin ed. 1895); 3 Pomeroy §804. Equitable estoppel 

“operates to place the person entitled to its benefit in the 

same position he would have been in had the representations been true.” Eaton §62, at 176. And, as Justice Story 

long ago pointed out, equitable estoppel “forms a very

essential element in . . . fair dealing, and rebuke of all 

fraudulent misrepresentation, which it is the boast of

courts of equity constantly to promote.” 2 Story §1533, at 

776. 

Third, the District Court injunctions require the plan

administrator to pay to already retired beneficiaries

money owed them under the plan as reformed. But the 

fact that this relief takes the form of a money payment

does not remove it from the category of traditionally equitable relief. Equity courts possessed the power to provide

relief in the form of monetary “compensation” for a loss 

resulting from a trustee’s breach of duty, or to prevent the 

trustee’s unjust enrichment. Restatement (Third) of

Trusts §95, and Comment a (Tent. Draft No. 5, Mar. 2,

2009) (hereinafter Third Restatement); Eaton §§211–212,

at 440. Indeed, prior to the merger of law and equity this

kind of monetary remedy against a trustee, sometimes 

called a “surcharge,” was “exclusively equitable.” Princess 

Lida of Thurn and Taxis v. Thompson, 305 U. S. 456, 464 

(1939); Third Restatement §95, and Comment a; G. Bogert

& G. Bogert, Trusts and Trustees §862 (rev. 2d ed. 1995) 

(hereinafter Bogert); 4 Scott & Ascher §§24.2, 24.9, at 

1659–1660, 1686; Second Restatement §197; see also 

Manhattan Bank of Memphis v. Walker, 130 U. S. 267, 271 

(1889) (“The suit is plainly one of equitable cognizance, the 
20 CIGNA CORP. v. AMARA 

Opinion of the Court 

bill being filed to charge the defendant, as a trustee, for a 

breach of trust”); 1 J. Perry, A Treatise on the Law of

Trusts and Trustees §17, p. 13 (2d ed. 1874) (common-law 

attempts “to punish trustees for a breach of trust in damages, . . . w[ere] soon abandoned”). 

The surcharge remedy extended to a breach of trust 

committed by a fiduciary encompassing any violation of a

duty imposed upon that fiduciary. See Second Restatement §201; Adams 59; 4 Pomeroy §1079; 2 Story §§1261,

1268. Thus, insofar as an award of make-whole relief is 

concerned, the fact that the defendant in this case, unlike 

the defendant in Mertens, is analogous to a trustee makes 

a critical difference. See 508 U. S., at 262–263. In sum, 

contrary to the District Court’s fears, the types of remedies the court entered here fall within the scope of the

term “appropriate equitable relief” in §502(a)(3). 

III 

Section 502(a)(3) invokes the equitable powers of the

District Court. We cannot know with certainty which 

remedy the District Court understood itself to be imposing, nor whether the District Court will find it appropriate

to exercise its discretion under §502(a)(3) to impose that

remedy on remand. We need not decide which remedies 

are appropriate on the facts of this case in order to resolve 

the parties’ dispute as to the appropriate legal standard in 

determining whether members of the relevant employee

class were injured.

The relevant substantive provisions of ERISA do not set 

forth any particular standard for determining harm. They

simply require the plan administrator to write and to 

distribute written notices that are “sufficiently accurate

and comprehensive to reasonably apprise” plan participants and beneficiaries of “their rights and obligations

under the plan.” §102(a); see also §§104(b), 204(h). Nor 

can we find a definite standard in the ERISA provision, 
Cite as: 563 U. S. ____ (2011) 21 

Opinion of the Court 

§502(a)(3) (which authorizes the court to enter “appropriate equitable relief” to redress ERISA “violations”). Hence 

any requirement of harm must come from the law of 

equity.

Looking to the law of equity, there is no general principle that “detrimental reliance” must be proved before a 

remedy is decreed. To the extent any such requirement

arises, it is because the specific remedy being contemplated imposes such a requirement. Thus, as CIGNA 

points out, when equity courts used the remedy of estoppel, they insisted upon a showing akin to detrimental 

reliance, i.e., that the defendant’s statement “in truth, 

influenced the conduct of” the plaintiff, causing “prejudic[e].” Eaton §61, at 175; see 3 Pomeroy §805. Accordingly, when a court exercises its authority under 

§502(a)(3) to impose a remedy equivalent to estoppel, a 

showing of detrimental reliance must be made. 

But this showing is not always necessary for other

equitable remedies. Equity courts, for example, would 

reform contracts to reflect the mutual understanding of

the contracting parties where “fraudulent suppression[s], 

omission[s], or insertion[s],” 1 Story §154, at 149, “material[ly] . . . affect[ed]” the “substance” of the contract, even

if the “complaining part[y]” was negligent in not realizing 

its mistake, as long as its negligence did not fall below a 

standard of “reasonable prudence” and violate a legal 

duty. 3 Pomeroy §§856, 856b, at 334, 340–341; see Baltzer, 115 U. S., at 645; Eaton §307(b). 

Nor did equity courts insist upon a showing of detrimental reliance in cases where they ordered “surcharge.” 

Rather, they simply ordered a trust or beneficiary made

whole following a trustee’s breach of trust. In such instances equity courts would “mold the relief to protect the

rights of the beneficiary according to the situation involved.” Bogert §861, at 4. This flexible approach belies a

strict requirement of “detrimental reliance.” 
22 CIGNA CORP. v. AMARA 

Opinion of the Court 

To be sure, just as a court of equity would not surcharge

a trustee for a nonexistent harm, 4 Scott & Ascher §24.9,

a fiduciary can be surcharged under §502(a)(3) only upon a

showing of actual harm—proved (under the default rule 

for civil cases) by a preponderance of the evidence. That 

actual harm may sometimes consist of detrimental reliance, but it might also come from the loss of a right protected by ERISA or its trust-law antecedents. In the 

present case, it is not difficult to imagine how the failure

to provide proper summary information, in violation of the

statute, injured employees even if they did not themselves

act in reliance on summary documents—which they might 

not themselves have seen—for they may have thought

fellow employees, or informal workplace discussion, would 

have let them know if, say, plan changes would likely 

prove harmful. We doubt that Congress would have

wanted to bar those employees from relief. 

The upshot is that we can agree with CIGNA only to a

limited extent. We believe that, to obtain relief by surcharge for violations of §§102(a) and 104(b), a plan participant or beneficiary must show that the violation injured 

him or her. But to do so, he or she need only show harm 

and causation. Although it is not always necessary to 

meet the more rigorous standard implicit in the words

“detrimental reliance,” actual harm must be shown. 

We are not asked to reassess the evidence. And we are 

not asked about the other prerequisites for relief. We are 

asked about the standard of prejudice. And we conclude 

that the standard of prejudice must be borrowed from 

equitable principles, as modified by the obligations and 

injuries identified by ERISA itself. Information-related 

circumstances, violations, and injuries are potentially too 

various in nature to insist that harm must always meet 

that more vigorous “detrimental harm” standard when

equity imposed no such strict requirement. 
Cite as: 563 U. S. ____ (2011) 23 

Opinion of the Court 

IV 

We have premised our discussion in Part III on the need

for the District Court to revisit its determination of an 

appropriate remedy for the violations of ERISA it identified. Whether or not the general principles we have discussed above are properly applicable in this case is for it or 

the Court of Appeals to determine in the first instance. 

Because the District Court has not determined if an appropriate remedy may be imposed under §502(a)(3), we 

must vacate the judgment below and remand this case for 

further proceedings consistent with this opinion. 

It is so ordered. 

JUSTICE SOTOMAYOR took no part in the consideration 

or decision of this case. 
_________________ 

_________________ 

Cite as: 563 U. S. ____ (2011) 1 

SCALIA, J., concurring in judgment 

SUPREME COURT OF THE UNITED STATES 

No. 09–804 

CIGNA CORPORATION, ET AL., PETITIONERS v.

JANICE C. AMARA, ET AL., INDIVIDUALLY

AND ON BEHALF OF ALL OTHERS

SIMILARLY SITUATED

ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF

APPEALS FOR THE SECOND CIRCUIT

[May 16, 2011] 

JUSTICE SCALIA, with whom JUSTICE THOMAS joins,

concurring in the judgment. 

I agree with the Court that §502(a)(1)(B) of the Employee Retirement Income Security Act of 1974 (ERISA),

29 U. S. C. §1132(a)(1)(B), does not authorize relief for 

misrepresentations in a summary plan description (SPD).

I do not join the Court’s opinion because I see no need and 

no justification for saying anything more than that. 

Section 502(a)(1)(B) of ERISA states that a plan participant or beneficiary may bring 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.”

ERISA defines the word “plan” as “an employee welfare 

benefit plan or an employee pension benefit plan or a plan

which is both,” 29 U. S. C. §1002(3), and it requires that 

a “plan” “be established and maintained pursuant to a

written instrument,” §1102(a)(1). An SPD, in contrast, is 

a disclosure meant “to reasonably apprise [plan] participants and beneficiaries of their rights and obligations 

under the plan.” §1022(a). It would be peculiar for a document meant to “apprise” participants of their rights

“under the plan” to be itself part of the “plan.” Any doubt 
2 CIGNA CORP. v. AMARA 

SCALIA, J., concurring in judgment 

that it is not is eliminated by ERISA’s repeated differentiation of SPDs from the “written instruments” that constitute a plan, see, e.g., §§1029(c), 1024(b)(2), and ERISA’s

assignment to different entities of responsibility for drafting and amending SPDs on the one hand and plans on the 

other, see §§1002(1), (2)(A); 1021(a) (2006 ed. and Supp.

III), 1024(b)(1); Beck v. PACE Int’l Union, 551 U. S. 96, 

101 (2007). An SPD, moreover, would not fulfill its purpose of providing an easily accessible summary of the plan

if it were an authoritative part of the plan itself; the minor

omissions appropriate for a summary would risk revising 

the plan.

Nothing else needs to be said to dispose of this case. 

The District Court based the relief it awarded upon

ERISA §502(a)(1)(B), and that provision alone. It thought 

that the “benefits” due “under the terms of the plan,” 29 

U. S. C. §1132(a)(1)(B), could derive from an SPD, either

because the SPD is part of the plan or because it is capable

of somehow modifying the plan. Under either justification, that conclusion is wrong. An SPD is separate from a

plan, and cannot amend a plan unless the plan so provides. See Curtiss-Wright Corp. v. Schoonejongen, 514 

U. S. 73, 79, 85 (1995). I would go no further.

The Court, however, ventures on to address a different 

question: whether respondents may recover under 

§502(a)(3) of ERISA, which allows plan participants “to

obtain other appropriate equitable relief.” 29 U. S. C. 

§1132(a)(3). The District Court expressly declined to 

answer this question, stating that it “need not consider 

whether any relief ordered under §502(a)(1)(B) would also 

be available under §502(a)(3).” 559 F. Supp. 2d 192, 205 

(Conn. 2008). It did note that §502(a)(3) might not help 

respondents because that provision authorizes only relief 

that was “‘typically available in equity.’” Ibid. (quoting 

Great-West Life & Annuity Ins. Co. v. Knudson, 534 U. S. 

204, 210 (2002)). But it described this question as “par-
Cite as: 563 U. S. ____ (2011) 3 

SCALIA, J., concurring in judgment 

ticularly complicated,” 559 F. Supp. 2d, at 205, and said 

that “in view of these knotty issues . . . the Court need not,

and does not, decide whether Plaintiffs could obtain relief 

under §502(a)(3),” id., at 206. 

It is assuredly not our normal practice to decide issues 

that a lower court “need not, and does not, decide,” see 

Cooper Industries, Inc. v. Aviall Services, Inc., 543 U. S. 

157, 168–169 (2004), and this case presents no exceptional

reason to do so. To the contrary, it presents additional

reasons not to do so. Mertens v. Hewitt Associates, 508 

U. S. 248 (1993), the case the District Court feared had 

“severely curtailed the kinds of relief . . . available under 

§502(a)(3),” 559 F. Supp. 2d, at 205, is cited exactly one 

time in the parties’ briefs—by the CIGNA petitioners for

the utterly unrelated proposition that ERISA contains 

a “‘carefully crafted and detailed enforcement scheme.’” 

Brief for Petitioners 2. And there is no discussion whatsoever of contract reformation or surcharge in the briefs of 

the parties or even amici.1 

The opinion for the Court states that the District Court

“strongly implied . . . that it would base its relief upon 

[§502(a)(3)] were it not for (1) the fact that . . . 

§502(a)(1)(B) . . . provided sufficient authority; and (2) 

certain cases from this Court that narrowed the application of the term ‘appropriate equitable relief.’” Ante, at 16. 

I find no such implication whatever—not even a weak one. 

The District Court simply said that §502(a)(1)(B) provided

relief, and that under our cases §502(a)(3) might not do so.

While some Members of this Court have sought to divine 

what legislators would have prescribed beyond what they

did prescribe, none to my knowledge has hitherto sought 

to guess what district judges would have decided beyond 

—————— 

1 “[P]lan reformation” makes an appearance in one sentence of one 

footnote of the Government’s brief, see Brief for United States as 

Amicus Curiae 30, n. 9. This cameo hardly qualifies as “discussion.” 
4 CIGNA CORP. v. AMARA 

SCALIA, J., concurring in judgment 

what they did decide. And this, bear in mind, is not just a 

guess as to what the District Court would have done if it

had known that its §502(a)(1)(B) relief was (as we today 

hold) improper. The apparent answer to that is that it 

would have denied relief, since it thought itself constrained by “certain cases from this Court that [have]

narrowed [§502(a)(3)],” ante, at 16. No, the course the 

Court guesses about is what the District Court would have

done if it had known both that §502(a)(1)(B) denies relief 

and that §502(a)(3) provides it. This speculation upon

speculation hardly renders our discussion of §502(a)(3) 

relevant to the decision below; it is utterly irrelevant. 

Why the Court embarks on this peculiar path is beyond 

me. It cannot even be explained by an eagerness to 

demonstrate—by blatant dictum, if necessary—that, by

George, plan members misled by an SPD will be compensated. That they will normally be compensated is not in 

doubt. As the opinion for the Court notes, ante, at 10, the 

Second Circuit has interpreted ERISA as permitting the

invalidation of plan amendments not preceded by proper

notice, by reason of §204(h), which reads: 

“An applicable pension plan may not be amended so

as to provide for a significant reduction in the rate of

future benefit accrual unless the plan administrator 

provides the notice described in paragraph (2) to each 

applicable individual . . . .” 29 U. S. C. §1054(h)(1). 

This provision appears a natural fit to respondents’ claim, 

which is not that CIGNA was prohibited from changing its

plan, but that CIGNA “failed to give them proper notice of 

changes to their benefits.” Ante, at 1. It was inapplicable 

here only because of the peculiar facts of this case and the 

manner in which respondents chose to argue the case. 2 

—————— 

2The District Court found that §204(h) was unhelpful because 

CIGNA had provided a valid notice of its decision to freeze benefits

under the old plan. If the new plan were invalidated because of a 
Cite as: 563 U. S. ____ (2011) 5 

SCALIA, J., concurring in judgment 

Rather than attempting to read the District Judge’s

palm, I would simply remand. If the District Court dismisses the case based on an incorrect reading of Mertens, 

the Second Circuit can correct its error, and if the Second 

Circuit does not do so this Court can grant certiorari. The 

Court’s discussion of the relief available under §502(a)(3) 

and Mertens is purely dicta, binding upon neither us nor

the District Court. The District Court need not read any

of it—and, indeed, if it takes our suggestions to heart, we 

may very well reverse. Even if we adhere to our dicta that 

contract reformation, estoppel, and surcharge are “‘distinctively equitable’ remedies,” ante, at 18, it is far from 

clear that they are available remedies in this case. The 

opinion for the Court does not say (much less hold) that 

they are and disclaims the implication, see ante, at 20. 

Contract reformation is a standard remedy for altering

the terms of a writing that fails to express the agreement 

of the parties “owing to the fraud of one of the parties and 

mistake of the other.” 27 Williston on Contracts §69:55, 

p. 160 (4th ed. 2010). But here, the Court would be employing that doctrine to alter the terms of a contract in

response to a third party’s misrepresentations—not those 

of a party to the contract. The SPD is not part of the 

ERISA plan, and it was not written by the plan’s sponsor.

Although in this case CIGNA wrote both the plan and the 

SPD, it did so in different capacities: as sponsor when

writing the plan, and as administrator when preparing the 

SPD. ERISA “carefully distinguishes these roles,” ante, at 

15; see also Beck, 551 U. S., at 101, and nothing the Court 

cites suggests that they blend together when performed by 

—————— 

defective §204(h) notice, the freeze would return to force, and respondents would be worse off. Respondents might (and likely should) have

argued that the notice for the freeze was itself void, but they “argued

none of these things,” and the District Court declined to “make these

arguments now on [their] behalf.” 559 F. Supp. 2d 192, 208 (Conn. 

2008). 
6 CIGNA CORP. v. AMARA 

SCALIA, J., concurring in judgment 

the same entity.

Admittedly, reformation might be available if the third

party was an agent of a contracting party and its misrepresentations could thus be attributed to it under agency

law. But such a relationship has not been alleged and is 

unlikely here. An ERISA administrator’s duty to provide

employees with an SPD arises by statute, 29 U. S. C. 

§1024(b)(1), and not by reason of its relationship to the 

sponsor. The administrator is a legally distinct entity.

Moreover, it is incoherent to think of the administrator as 

agent and the sponsor as principal. Were this the case, 

and were the administrator contracting with employees as 

an agent of the sponsor in producing the SPD, then the

SPD would be part of the plan or would amend it—exactly 

what the opinion for the Court rejects in Part II–A, ante, 

at 13–15. And, in any event, SPDs may be furnished 

months after an employee accepts a pension or benefit

plan. §1024(b)(1). Reformation is meant to effectuate 

mutual intent at the time of contracting, and that intent is

not retroactively revised by subsequent misstatements. 

Equitable estoppel and surcharge are perhaps better

suited to the facts of this case. CIGNA admits that respondents might be able to recover under §502(a)(3) pursuant to an equitable estoppel theory, but it presumably 

makes this concession only because questions of reliance 

would be individualized and potentially inappropriate for 

class-action treatment. Surcharge (which CIGNA does not 

concede and which is not briefed) may encounter the same

problem. The amount for which an administrator may 

be surcharged is, as the opinion for the Court notes, the

“actual harm” suffered by an employee, ante, at 22—that 

is, harm stemming from reliance on the SPD or the lost

opportunity to contest or react to the switch. Cf. 3 A. Scott 

& W. Fratcher, Law of Trusts §205, pp. 237–243 (4th ed. 

1988). A remedy relating only to that harm would of course 
Cite as: 563 U. S. ____ (2011) 7 

SCALIA, J., concurring in judgment 

be far different from what the District Court imposed.3 

* * * 

I agree with the Court that an SPD is not part of 

an ERISA plan, and that, as a result, a plan participant 

or beneficiary may not recover for misrepresentations in 

an SPD under §502(a)(1)(B). Because this is the only

question properly presented for our review, and the only 

question briefed and argued before us, I concur only in the

judgment. 

—————— 

3 It is also not obvious that the relief sought in this case would constitute an equitable surcharge allowable under Mertens v. Hewitt Associates, 508 U. S. 248 (1993). Cf. Knieriem v. Group Health Plan, Inc., 434 

F. 3d 1058, 1063–1064 (CA8 2006). This question, however, like the 

Court’s entire discussion of §502(a)(3), is best left for a case in which

the issue is raised and briefed.