2000 Decisions

Opinions of the United

States Court of Appeals

for the Third Circuit

5-31-2000

Syed v. Hercules, Inc.

Precedential or Non-Precedential:

Docket 99-5472

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Recommended Citation

"Syed v. Hercules, Inc." (2000). 2000 Decisions. Paper 116.

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Filed May 30, 2000 

UNITED STATES COURT OF APPEALS 

FOR THE THIRD CIRCUIT 

No. 99-5472 

SAJID L. SYED, 

 Appellant 

v. 

HERCULES INC., a Delaware corporation; HERCULES 

INCORPORATED INCOME PROTECTION PLAN, an 

employee welfare benefit plan; HERCULES 

INCORPORATED, Plan Administrator of Disability Plan

ON APPEAL FROM THE 

UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF DELAWARE 

(Dist. Court No. 96-62) 

District Court Judge: Joseph J. Farnan, Jr., C.J. 

Argued January 11, 2000 

Before: BECKER, Chief Judge, and ALITO and BARRY, 

Circuit Judges. 

(Opinion Filed: May 30, 2000) 

 John M. Stull, Esq. (Argued) 

 1220 North Market St., Ste. 510 

 P.O. Box 1947 

 Wilmington, DE 19899 

 Counsel for Appellant 
 Kevin R. Shannon (Argued) 

 Potter, Anderson & Corroon, LLP 

 1313 N. Market St. 

 P.O. Box 951 

 Wilmington, DE 19899 

 Counsel for Appellee 

OPINION OF THE COURT 

ALITO, Circuit Judge: 

Sajid Syed ("Syed") injured his back in January 1992, 

while working as a chemical operator for Hercules, Inc. 

("Hercules"). Syed brought this action under ERISA 

S 502(a)(1)(B), 29 U.S.C. S 1132(a)(1)(B), alleging that 

Hercules denied him disability benefits owed under the 

company's employee benefits plan. In addition to damages, 

Syed requested the imposition of sanctions against 

Hercules for failure to provide him with the plan document 

pursuant to a written request, as required by ERISA

S 502(c), 29 U.S.C. S 1132(c). He also sought redress for 

Hercules's failure to give him adequate written notice of the 

reasons for the denial of his claim, as required by ERISA 

S 503, 29 U.S.C. S 1133. Syed appeals the District Court's 

grant of summary judgment in favor of Hercules on all 

counts. We affirm. 

Hercules discharged Syed on March 4, 1992, effective 

March 31, 1992, as part of a reduction in force. Following 

his termination, Syed submitted a claim for long-term 

disability benefits under the Hercules Incorporated Income 

Protection Plan (the "Plan"). His claim was approved on 

June 18, 1993, and Syed began receiving benefits 

retroactive to April 1, 1992. 

Benefits are payable under the Plan when a worker 

becomes totally disabled and remains disabled for six 

consecutive months.1 See App. at B21. Because Syed was 

_________________________________________________________________ 

1. This six-month period, known as the "elimination period," was 

apparently not imposed by Provident in Syed's case. He began receiving 

benefits less than three months after his workplace accident. 

 2 
under 62 when he started receiving benefits, he was eligible 

to receive benefits for as long as he remained totally 

disabled, up to age 65. See id. at B22. The Plan provides 

two definitions of total disability, one that applies for the 

first 24 months after the "elimination period" and another 

that applies thereafter. The Plan states: 

 During the elimination period, normally 6 months, and 

 the first 24 months of benefit payments, you are 

 considered totally disabled if you are not able to 

 perform your job. You must not engage in any work for 

 wages or profit during this time. 

 After receiving 24 monthly payments, you are

 considered totally disabled for as long as you are not 

 able to engage in any employment for wage or profit for 

 which you are reasonably qualified by training, 

 education, or experience. 

App. at B24. 

After paying benefits to Syed for almost two years,

Provident Life and Accident Insurance Co. ("Provident"), the 

Claims Fiduciary under the Plan, asked Syed to undergo an 

independent medical evaluation in February 1994 to 

determine if he was totally disabled under the latter 

definition. Dr. Joson, who performed the examination in 

March 1994, reported that Syed could not do heavy work, 

but that he could do "sedentary to light" work. App. at A4. 

Because Syed would no longer qualify for benefits after the 

24-month period lapsed, Provident notified Syed that his 

benefits would be terminated as of March 31, 1994. See id. 

at A6-7. 

Syed appealed the decision to terminate his disability 

benefits to Provident's ERISA Committee, which upheld its 

previous decision. See App. at A19-20. Syed renewed his 

appeal to the ERISA Committee on July 27 and October 28, 

1994, each time including updated medical reports. The 

ERISA Committee sent its final denial of benefits to Syed by 

letter dated November 9, 1994. On February 24, 1995, Syed 

requested a copy of the plan document that was effective as 

of the date he began receiving benefits. Hercules sent him 

a document entitled "Summary Plan Description" (SPD). 

App. at B15-32. 

 3 
Syed filed suit on February 6, 1996 -- one year and

eleven months after the initial denial of benefits on March 

31, 1994, and one year and three months after thefinal 

letter from Provident dated November 9, 1994. Shortly 

thereafter, he filed a motion for summary judgment seeking 

recovery of benefits under ERISA S 502(a)(1)(B), sanctions 

under S 502(c) for failure to produce the Plan document in 

response to a written request, and a remedy underS 503 

for failure to provide written notice of the reasons for 

termination of benefits. Hercules made a cross-motion for 

summary judgment, claiming that Syed owed money for

overpayments made under the Plan. 

The District Court denied Syed's motion. As the Plan gave 

the Claims Fiduciary the exclusive discretion to deny claims 

for benefits, the District Court reviewed Syed'sS 502(a)(1)(B) 

claim under the abuse of discretion standard in accordance 

with Firestone Tire and Rubber Co. v. Bruch, 489 U.S. 101, 

115 (1989); see also Abnathya v. Hoffman-La Roche, Inc., 2 

F.3d 40, 45 (3d Cir. 1993). After reviewing the medical 

evidence, the District Court found that there was a genuine 

issue as to whether Provident acted arbitrarily and

capriciously in terminating Syed's medical benefits. 

Nonetheless, after borrowing Delaware's one-year statute of 

limitations applicable to claims for "other benefits arising 

from . . . work, labor or personal services performed," 10 

Del. C. S 8111, the Court granted summary judgment for 

Hercules on this claim. 

Next, the Court dismissed Syed's S 502(c) claim. ERISA 

S 502(c) provides that an administrator must comply with a 

request for information by a plan participant and imposes 

personal liability for failure to do so. Syed contended that 

Hercules improperly sent him the SPD, rather than the 

Insurance Policy, see App. at B60, in response to his 

request. However, the Court held that the SPD was the 

operative plan document for the relevant time period and 

therefore granted summary judgment in favor of Hercules 

on this count. Likewise, the Court refused to remand Syed's 

case to the plan administrator for an out-of-time 

administrative appeal for the alleged violation of ERISA 

S 503, because Hercules's March 31 letter adequately set 

forth the reasons for denying Syed's benefits. 

 4 
Syed makes four arguments on appeal. First, he contends 

that his ERISA claim for employee benefits should be 

governed by Delaware's three-year statute of limitations for 

contract actions, not the one-year statute for claims arising 

out of work, labor, or personal services performed. Second, 

he maintains that Hercules, as Plan Administrator, should 

be subject to sanctions for failing to provide proper 

disclosure as required by ERISA S 502(c). Third, Syed 

argues that Hercules violated ERISA S 503 both by failing to 

provide specific reasons for the denial of his claim and by 

neglecting to name any additional material or information 

that would have helped him perfect his claim. Finally, Syed 

asserts that the District Court should have exercised 

plenary review over the Claims Fiduciary's decision to deny 

his benefits, rather than reviewing for an abuse of

discretion, as the Plan did not grant discretion to the 

Claims Fiduciary to make a disability determination. 

Because we hold that Delaware's one-year statute of

limitations governs this action, we affirm the District 

Court's grant of summary judgment on Syed's S 502(a)(1)(B) 

claim without deciding whether Provident's decision to deny 

Syed's benefits was arbitrary and capricious. We likewise 

affirm the District Court's dismissal of Syed's claims under 

ERISA SS 502(c) and 503. 

ERISA S 502(a)(1)(B): Statute of Limitations 

The chief issue in this appeal concerns the statute of 

limitations that is applicable to Syed's claim for benefits 

under ERISA S 502(a)(1)(B).2 Unfortunately, ERISA does not 

provide a statute of limitations for suits brought under 

S 502(a)(1)(B) to recover benefits, and the new, general 

federal statute of limitations set out in 28 U.S.C.S 1658 

does not apply in this situation.3 Under these 

circumstances, courts generally turn to the most analogous 

_________________________________________________________________ 

2. We exercise plenary review over the District Court's choice of the 

applicable statute of limitations. See Nelson v. County of Allegheny, 60 

F.3d 1010, 1013 (3d Cir. 1995). 

3. This provision, which prescribes a four-year limitations period, 

applies 

only to claims arising under acts of Congress enacted after December 1, 

1990. ERISA was enacted much earlier. 

 5 
state statute of limitations. See DelCostello v. International 

Bhd. of Teamsters, 462 U.S. 151, 158-60 (1983). Although 

this Circuit has not decided which state statute of

limitations is applicable to ERISA S 502(a)(1)(B),4 every other 

circuit to address the issue has applied the statute of 

limitations for a state contract action. See Harrison v. 

Digital Health Plan, 183 F.3d 1235, 1239-40 (11th Cir. 

1999); Daill v. Sheet Metal Workers' Local 73 Pension Fund, 

100 F.3d 62, 65 (7th Cir. 1996); Adamson v. Armco, 44 

F.3d 650, 652 (8th Cir. 1995); Hogan v. Kraft Foods, 969 

F.2d 142, 145 (5th Cir. 1992); Meade v. Pension Appeals & 

Review Comm., 966 F.2d 190, 195 (6th Cir. 1992); Held v. 

Manufacturers Hanover Leasing Corp., 912 F.2d 1197, 1207 

(10th Cir. 1990); Pierce County Hotel Employees & 

Restaurant Employees Health Trust v. Elks Lodge, 827 F.2d 

1324, 1328 (9th Cir. 1987); Dameron v. Sinai Hosp., 815 

F.2d 975, 981 (4th Cir. 1987). Because Delaware, in

essence, has two statutes of limitation for contract 

disputes, however, we must determine which is more 

appropriate. 

Delaware Code S 8106 establishes a three-year statute of 

limitations for general actions on a promise. See Goldman 

v. Braunstein's, Inc., 240 A.2d 577, 578 (Del. 1968). Section 

8106 provides: 

 No action to recover damages for trespass, no action to 

 regain possession of personal chattels, . . . no action 

 based on a promise, . . . shall be brought after the 

 expiration of 3 years from the accruing of the cause of 

 such action. 

Del. Code Ann. tit. 10, S 8106 (emphasis added). Delaware 

also has a more specific statute of limitations covering 

employment disputes, S 8111, which provides: 

 No action for recovery upon a claim of wages, salary, or 

 overtime for work, labor or personal services 

_________________________________________________________________ 

4. We have previously suggested in dicta that the New Jersey state 

statute of limitations for a contract action would apply to claims under 

ERISA S 502(a)(1)(B), but we have never squarely decided the issue. See 

Connell v. Trustees of the Pension Fund of the Ironworkers Dist. Council 

of N. New Jersey, 118 F.3d 154, 156 n.4 (3d Cir. 1997). 

 6 
 performed, . . . or for any other benefits arising from 

 such work, labor or personal services performed . . . 

 shall be brought after the expiration of one year from 

 the accruing of the cause of action on which such 

 action is based. 

Del. Code Ann. tit. 10, S 8111 (emphasis added). In this 

case, the District Court applied S 8111, relying on Mitchell 

v. E.I. DuPont de Nemours & Co., 310 A.2d 641, 642 (Del. 

1973). 

In Mitchell, the Delaware Supreme Court applied S 8110 

(now S 8111) to a claim challenging the denial of benefits 

under a disability wage plan. See Mitchell, 310 A.2d at 642. 

The Court reasoned that the plan at issue was a"benefit" 

arising from work, labor, or services performed within the 

meaning of the statute because eligibility for the plan 

accrued from tenure on the job. See id. Although the 

District Court in the present case mistakenly referred to 

Mitchell as an ERISA case (Mitchell was decided in 1973 and 

ERISA was not effective until 1974), the application of 

S 8111's predecessor in the pre-ERISA context is strong 

evidence of its close relationship to the ERISA claim that 

Syed asserts. See also Sorenson v. Overland Corp., 142 F. 

Supp. 354, 360 (D. Del. 1956) ("The one year statute has a 

comprehensive sweep. It was intended to bar all claims 

arising out of the employer-employee relationship. The Act 

bars claims for `wages', `salary', and it likewise applies to 

`overtime' and to any other `benefits' arising from the 

corporate-officer employment relationship. The word

`benefits' is embracing and covers all advantages growing 

out of the employment."). 

The Eighth Circuit dealt with a similar issue in Adamson 

v. Armco, 44 F.3d 650 (8th Cir. 1995). There, the Court had 

to choose between Minnesota's six-year statute of 

limitations governing general contract disputes and the 

state's two-year statute of limitations for wage claims. The 

Court reasoned that the wage-claim statute of limitations 

was the most analogous to the appellant's S 502(a)(1)(b) 

claim because Minnesota courts had uniformly applied that 

statute broadly to cover all damages arising out of the 

employment relationship. See Adamson, 44 F.3d at 652. In 

support of its conclusion, the Court noted that pre-ERISA 

 7 
case law in Minnesota had applied the two-year statute of 

limitations to cases of unpaid benefits. See id. (citing 

Kohout v. Shakopee Foundry Co., 162 N.W.2d 237 (Minn. 

1968)). 

Syed relies primarily on two cases to bolster his 

argument for application of S 8106: Rich v. Zeneca, Inc., 845 

F. Supp. 162 (D. Del. 1994) and Shaw v. Aetna Life 

Insurance Co., 395 A.2d 384 (Del. Super. Ct. 1978). Rich 

held that S 8106 should apply to a claim under ERISA 

S 510, 29 U.S.C. S 1140, for wrongful termination based on 

a pension-defeating motive. See Rich, 845 F. Supp. at 166 

(citing Goldman v. Braunstein, Inc., 240 A.2d 577 (Del. 

1968)). The Rich Court chose S 8106 rather than S 8111 

because the latter applies to claims for breach of a promise 

to pay something already earned, whereas the former

applies to claims for breach of a promise to pay what would 

have been earned had employment continued. See id. Since 

Syed's disability benefits were already "earned" through his 

period of employment at Hercules, Rich does not support 

the argument that S 8106 should apply here. 

In Shaw, the Delaware Superior Court refused to apply 

S 8111 where an employee brought an action under the 

employer's voluntary group accident insurance policy. 

Shaw, 395 A.2d at 385. The employee was injured in a 

workplace injury which resulted in his permanent and total 

disability. The employer argued that S 8111 should apply to 

the claim because coverage under the policy arose out of 

the employment relationship. See id. at 387 (relying on 

Mitchell). The Court dismissed defendant's argument

summarily. See id. ("That contention of the defendant is 

without merit."). Instead, the Court applied Delaware's twoyear statute of limitations for personal injury claims. Del. 

Code S 8119. It is not immediately clear how Shaw is 

distinguishable from Syed's case, and Hercules has not 

pointed out any meaningful distinction. Nonetheless, 

because the Shaw Court failed to explain whyS 8111 

should not apply, we find Mitchell to be more persuasive. 

Although Syed's S 502(a)(1)(B) claim comes within 

Delaware's more specific statute of limitations for claims 

arising out of the employer-employee relationship, that does 

not conclusively resolve the issue. After all, the selection of 

 8 
an appropriate statute of limitations is a question of federal 

law. See United Auto Workers v. Hoosier, 383 U.S. 696, 706 

(1966). 

Generally, we presume that Congress intended courts to 

apply the most closely analogous state statute of 

limitations. See DelCostello, 462 U.S. at 158. This principle 

rests on the assumption that "Congress would likely intend 

that courts follow their previous practice of borrowing state 

statutes." Id. at 158-59 n.12. We remain mindful of the 

Supreme Court's warning not to apply state statutes of 

limitation mechanically since "[s]tate legislatures do not 

devise their limitations periods with national interests in 

mind, and it is the duty of the federal courts to assure that 

the importation of state law will not frustrate or interfere 

with the implementation of national policies." Occidental 

Life Ins. Co. v. EEOC, 432 U.S. 355, 367 (1977). 

Nonetheless, there is no reason to reject the state statute 

unless we find it "inconsistent with national labor policy." 

Auto Workers, 383 U.S. at 706. 

In this case, we recognize that the one-year statute of 

limitations of S 8111 is short, but we cannot say that it is 

inconsistent with the policy of ERISA. We therefore agree 

with the District Court that Syed's claim was governed by 

S 8111 and was thus barred. 

We are not persuaded by the arguments advanced by the 

dissent in support of its position that Syed's claim for 

disability benefits is more analogous to an ordinary 

contract claim, subject to S 8106, than to a claim for "other 

benefits arising from . . . work, labor or personal services," 

subject to S 8111. Noting that the Mitchell court described 

the plan at issue there as providing a "fringe benefit," the 

dissent argues that "Syed's claim . . . has little or nothing 

to do with work or services performed or fringe benefits 

. . . .," Dissent at 15, but this is simply not true. First, 

Syed's claim was squarely based on his prior employment. 

In order to qualify under the long term disability plan, he 

had to be "a regular, full-time non-represented employee of 

the Company . . . ." Appendix to Answering Brief at B20 

(Summary Plan Desciption). Second, ERISA benefits are 

often termed "fringe benefits." See, e.g., Bricklayers and 

Allied Craftsmen Int'l Union Local 33 Benefit Funds v. 

 9 
America's Marble Source, Inc., 950 F.2d 114, 118 (3d Cir. 

1991).5 We are inclined to agree with the dissent that the 

one-year limitations period of S 8111 is not optimal, and we 

also believe that a uniform, national statute of limitations 

for claims such as Syed's would be beneficial. But forced to 

identify the most analogous Delaware statute of limitations, 

we agree with the District Court that S 8111 is the best fit.6 

ERISA S 502(c) 

Syed urges the Court to impose sanctions on Hercules for 

failing to provide the Plan document pursuant to a written 

request. ERISA S 502(c) provides that a plan administrator 

must comply with a request for information from a plan 

participant within 30 days or face personal liability, at the 

Court's discretion, of $100 a day from the date of the 

refusal. 29 U.S.C. S 1132(c). The District Court did not 

abuse its discretion in refusing to order sanctions against 

Hercules, and we affirm the grant of summary judgment on 

this issue. 

Hercules sent Syed the SPD on March 22, 1995, in 

response to his February 24, 1995, written request for "a 

complete copy of LTD Plan document effective as of March 

4, 1992." App. at A28. Syed contends that a different 

document was in effect at the time he was injured and at 

the time his benefits were denied. Specifically, he points to 

_________________________________________________________________ 

5. We also note that Delaware's Wage Payment and Collection Act 

(WPCA), Del. Code Ann. tit. 19, SS 1101-1115, defines "benefits" as 

"compensation for employment other than wages, including, but not 

limited to, reimbursement for expenses, health, welfare or retirement 

benefits . . . ." Del. Code Ann. tit. 19, S 1109(b). Although the WPCA 

does 

not provide a statutory remedy for the denial of benefits, its definition 

quite clearly encompasses the disability benefits Syed has sued to 

recover here. 

6. In view of the dissent's reference (Dissent footnote 3) to the 

Pennsylvania Wage Payment and Collection Law, 43 P.S. S 260.1 et seq., 

which has a three-year statute, see 43 Pa. Cons. Stat. Ann. S 260.9a(g), 

we wish to make it clear that we express no view regarding the statute 

of limitations that would apply if a claim such as Syed's were brought in 

Pennsylvania. We note, however, that we have held that some ERISA 

claims are governed by the WCPL's statute of limitations and others are 

not. See Gluck v. Unisys Corp., 960 F.2d 1168, 1180-81 (3d Cir. 1992). 

 10 
the insurance policy used to fund Hercules's long-term 

disability plan (LTD). App. at B35-72. 

A comparison of the SPD and LTD reveals no material

differences between the two documents. Syed complains 

that he was not able to verify "whether the definition of 

disability is based on official plan language, SPD language, 

or some internal policy, written or unwritten." Appellant's 

Br. at 20. This argument lacks merit. For example, the 

March 31, 1994, letter denying Syed's benefits, see App. at 

A6, quotes the definition of total disability found at page 8 

of the SPD, see App. at B24. This definition is exactly the 

same as the definition of total disability found on page 3 of 

the LTD, see App. at B43, thus belying Syed's assertion 

that the two-tier definition of disability did not exist in the 

SPD, see Appellant's Br. at 22. The affidavit of Douglas Hill, 

Director of Employee Benefits for Hercules, makes clear 

that the document Hercules allegedly refused to send to 

Syed pursuant to his March 1995 request was, in fact, not 

executed until October 1995 (although it was effective 

retroactively to July 1990). Because the SPD and the LTD 

are identical in all respects material to this dispute, the 

District Court properly refused to impose sanctions against 

Hercules under ERISA S 502(c), 29 U.S.C. S 1132(c).

ERISA S 503 

ERISA S 503 provides, in pertinent part, that every

employee benefit plan shall: 

 provide adequate notice in writing to any participant or 

 beneficiary whose claim for benefits under the plan has 

 been denied, setting forth the specific reasons for such 

 denial, written in a manner calculated to be

 understood by the participant. 

29 U.S.C. S 1133(1). Pursuant to this section, the Secretary 

of Labor has established that written notice of denial of a 

claim must: 

 provide to every claimant who has been denied a claim 

 for benefits written notice setting forth in a manner 

 calculated to be understood by the claimant:

 (1) The specific reason or reasons for the denia l; 

 11 
 (2) Specific reference to pertinent plan provisi ons on 

 which the denial is based; 

 (3) A description of any additional material or 

 information necessary for the claimant to perfect the 

 claim and an explanation of why such material or 

 information is necessary; and 

 (4) Appropriate information as to the steps to be taken 

 if the participant or beneficiary wishes to submit his or 

 her claim for review. 

29 C.F.R. S 2560.503-1(f). 

We have previously held that S 503 sets forth only the 

disclosure obligations of "the Plan" and that it does not 

establish that those obligations are enforceable through the 

sanctions of S 502(c). See Groves v. Modified Retirement 

Plan, 803 F.2d 109, 118 (3d Cir. 1986). Where a 

termination letter does not comply with the statutory and 

regulatory requirements, the time limits for bringing an 

administrative appeal are not enforced against the 

claimant. See Epright v. Environmental Resources 

Management, Inc. Health and Welfare Plan, 81 F.3d 335, 

342 (3d Cir. 1996). Thus, the remedy for a violation of S 503 

is to remand to the plan administrator so the claimant gets 

the benefit of a full and fair review. See Weaver v. Phoenix 

Home Life Mut. Ins. Co., 990 F.2d 154, 159 (4th Cir. 1993). 

The March 31, 1994, letter from Provident to Syed began 

with a quotation from the Plan's definition of total 

disability. See App. at A6. Next, the letter explained 

that Syed's benefits were being terminated because the 

results of Dr. Joson's independent medical evaluation 

demonstrated that Syed was no longer totally disabled as 

the term was defined in the Plan. See App. at A6-7. The 

letter went on to identify several jobs for which Syed would 

be qualified given his present physical condition. See App. 

at A7. Provident stated that Syed could submit a request 

for reconsideration of the decision, accompanied by

documents from Syed's physician. See id. Lastly, the letter 

noted that any information to be considered in connection 

with an appeal would have to be received within 60 days of 

Syed's receipt of the letter. See id. In short, Provident fully 

complied with the statutory and regulatory requirements for 

 12 
notice under ERISA S 503, and Syed has not raised any 

genuine issue of material fact to the contrary. Accordingly, 

we affirm the District Court's grant of summary judgment 

as to Syed's claim under ERISA S 503, 29 U.S.C. S 1133. 

 13 
BARRY, Circuit Judge, concurring and dissenting. 

While I agree with much of the majority's opinion, I 

cannot agree with the conclusion that the most analogous 

state statute of limitations for a S 502(a)(1)(B) claim is found 

in Delaware's S 8111. It is on that issue, and that issue 

alone, that I dissent. 

First, it is clear, as the majority notes, that every circuit 

which has addressed this issue has applied the statute of 

limitations for a state contract action as most analogous to 

an ERISA claim for the denial of benefits. As the majority 

also notes, we, too, have suggested, albeit in dicta, that the 

state statute of limitations for a contract action would apply 

to claims under S 502(a)(1)(B). See Connell v. Trustees of the 

Pension Fund of the Ironworkers Dist. Council of Northern 

New Jersey, 118 F.3d 154, 156 n.4 (3d Cir. 1997). 

Moreover, district courts too numerous to mention have 

also concluded that a state contract statute of limitations is 

most analogous to a S 502(a)(1)(B) claim. This is, indeed, a 

resounding chorus. 

The rub here, however, is this. The majority concludes 

that "Delaware, in essence, has two statutes of limitations 

for contract disputes," specifically S 8106 and S 8111, and 

one, of course, must be selected. The majority then selects 

S 8111, which relates to claims "for wages, salary, or 

overtime for work, labor or personal services performed . . . 

or for any other benefits arising from such work, labor or 

personal services" as being "more specific" and, thus, most 

analogous to a claim for denied disability benefits under 

ERISA than S 8106, the statute traditionally used in 

Delaware for breach of contract, or breach of promise, 

actions. While I agree that S 8111 is "more specific," it 

simply does not apply to a claim that ERISA benefits were 

wrongly denied. 

Delaware courts restrict S 8111 and its one-year statute 

to work or services which have already been performed and 

apply S 8106 to a promise of compensation for work or 

services to be performed. The S 8111 action, in other words, 

is based on the services performed rather than on the 

original promise while the S 8106 action is based on the 

underlying promise with respect to services not yet

 14 
completed. See Goldman v. Braunstein's, Inc., 240 A.2d 

577, 578 (Del. 1968); Brown v. Colonial Chevrolet Co., 249 

A.2d 439, 441 (Del. Super. Ct. 1968).1 Moreover, benefits 

for work or services which have been performed have been 

described in the case on which the majority primarily relies 

as "fringe" benefits. Mitchell v. E.I. duPont deNemours & Co., 

310 A.2d 641, 642 (Del. 1973). Claims for fringe benefits 

are typically governed by S 8111. See e.g. , Compass v. 

American Mirrex Co., 72 F. Supp. 2d 462, 467-68 (D. Del. 

1999)(claim for unpaid bonus governed by S 8111); SCOA 

Industries, Inc. v. Bracken, 374 A.2d 263, 264 (Del. 

1977)(claim for year-end bonus was equivalent of"wages" 

and governed by S 8111). 

In Mitchell, a pre-ERISA case, the Supreme Court of

Delaware determined that Mitchell's action under 

Delaware's Disability Wage Plan was governed byS 8111. 

The Disability Wage Plan, however, had one and only one 

requirement for eligibility -- "at least one year of 

continuous service." The Plan was a "fringe benefit," said 

the Court, which accrued to Mitchell simply because she 

had worked for the one year -- her "work" had been 

"performed." Mitchell, 310 A.2d at 642. 

Syed's claim, however, has little or nothing to do with 

work or services performed or fringe benefits and has 

everything to do with benefits for disability based on an 

interpretation and analysis of the Plan documents, akin to 

the analysis required in a traditional breach of contract 

claim: 

 The [claimant] has brought this action to recover 

 benefits allegedly due him under the terms of the 

 employee pension benefit plan and to enforce and/or 

_________________________________________________________________ 

1. As the majority acknowledges, selecting the appropriate statute of 

limitations is a matter of federal, not state, law, and thus our task is 

not 

to predict which statute of limitations the Delaware Supreme Court 

might select for an ERISA claim. Rather, "in borrowing the state statute 

of limitations to impose a time limitation on the federal cause of action, 

the federal court is `closing the gap' left by Congress in order to 

fashion 

a body of federal common law to supplement the federal statutory cause 

of action." Harrison v. Digital Health Plan , 183 F.3d 1235, 1238-39 (11th 

Cir. 1999). 

 15 
 clarify his rights under the terms of that Plan. The 

 employee pension benefit plan and its predecessor . . . 

 are in written form. Each of the Plans contain extensive 

 and detailed terms and conditions governing the rights 

 and duties of all participants in the fund. 

Jenkins v. Local 705 Int'l Bd. of Teamsters Pension Plan, 

713 F.2d 247, 252-53 (7th Cir. 1983); see also Hogan v. 

Kraft Foods, 969 F.2d 142, 145 (5th Cir. 1992)("[The] claim 

involves the interpretation of the annuity contract[.]"); 

Meade v. Pension Appeals and Review Comm., 966 F.2d

190, 195 (6th Cir. 1992)("[T]he Plan at issue in this case 

constitutes a written contract [for disability benefits]."); 

Johnson v. State Mut. Life Assur. Co. of America, 942 F.2d 

1260, 1264 (8th Cir. 1991)(noting that life insurance policy 

governed by ERISA "is a written promise to pay money if a 

specified condition, accidental death, occurs in the future"). 

Here, as in Jenkins, it is the Plan which will dictate the 

outcome of Syed's claim for unpaid disability benefits.2 

There is simply no reasoned basis for concluding that fringe 

benefits given by the employer to the employee, i.e. 

"benefits arising from . . . work, labor or personal services 

performed," should be stretched to include the very

different pension and health benefits governed by an ERISA 

plan that is subject to contract interpretation. 3 The 

majority's two-fold rejoinder to this is not persuasive. The 

majority misses the point by stating the hardly startling 

_________________________________________________________________ 

2. It also bears mention that ERISA plans involve parties outside the 

employment relationship such as family members, the insurance 

company, and the plan administrator, and for that reason as well a 

S 502(a)(1)(B) claim does not fit squarely within S 8111. See Harrison, 

183 F.3d at 1241-42 (noting that ERISA claims may involve non-work 

related injuries or illnesses and, thus, concluding that state breach of 

contract statute was more analogous to S 502(a)(1)(B) claims than 

workers compensation statute). 

3. Pennsylvania has a similar statute, the Wage Payment and Collection 

Law, 43 P.S. S 260.1 et seq. See Ferguson v. Greyhound Retirement and 

Disability Trust, 613 F. Supp. 323, 324 (W.D. Pa. 1985)(rejecting use of 

wage statute -- and other statutes of limitations-- as most analogous 

and stating "[t]his is an action for recovery of benefits due under the 

terms of an employee pension benefit plan[.] We believe that the claim is 

most analogous to contract law."). 

 16 
proposition that "Syed's claim was squarely based on his 

prior employment," "hardly startling" because Syed, of 

course, had to have been an employee to have brought an 

ERISA claim. Beyond that, the majority's citation to one 

case -- a preemption case which emanated from New 

Jersey, not Delaware -- for the proposition that ERISA 

benefits are "often" termed fringe benefits is somewhat 

disingenuous. The category of funds to which the New 

Jersey Construction Workers' Fringe Benefit Security Act at 

issue in that case applied consisted "largely if not entirely 

of employee benefit plans governed by ERISA." Bricklayers 

and Allied Craftsmen Int'l Union Local 33 Benefit Funds v. 

America's Marble Source Inc., 950 F.2d 114, 118 (3d Cir. 

1991). 

Mitchell aside, the majority also invokes a 1956 District of 

Delaware case which states that S 8111 is meant to 

encompass all disputes arising from the employment 

relationship. See Sorensen v. Overland Corp., 142 F. Supp. 

354 (D. Del. 1956), aff 'd, 242 F.2d 70 (3d Cir. 1959). 

Separate and apart from the fact that this sweeping

language emanates from a case decided long before ERISA 

was even a twinkle in Congress's eye, the statement which 

the majority quotes has been qualified in at least two postERISA District of Delaware cases. In Rich v. Zeneca, Inc., 

845 F. Supp. 162 (D. Del. 1994), relied on by Syed, the 

District Court found Mitchell and the "fairly broad" 

statement in Sorenson inapplicable to Rich's claim under 

ERISA that his employer wrongfully interfered with his 

attainment of pension and employment benefits: 

 S 8111 and its one year statute of limitations for wage, 

 salary and benefit claims should not be read as being 

 so comprehensive as to bar all claims arising out of the 

 employer-employee relationship. Rather [S 8111] is 

 directed to claims alleging a breach of a duty to pay 

 wages, salary or overtime for work performed. Where, 

 as here, a plaintiff alleges that a defendant has 

 breached a different duty arising out of the employer- 

 employee relationship, another statute of limitations 

 may apply to the plaintiff 's claim. 

Rich, 845 F. Supp. at 165. The Court concluded that Rich's 

claims were most analogous to the breach of contract and 

 17 
breach of promise claims asserted in Goldman and Brown 

and, thus, subject to the S 8106 three-year statute of 

limitations. See id. at 165-66. Parenthetically, the 

majority's effort to distinguish Rich by shoe-horning Syed's 

case into "work performed" because his benefits have been 

"earned" makes no sense both on its face and because 

those contracted-for benefits can only be "earned" when 

certain criteria -- criteria stated in the Plan-- are met, a 

finding which cannot now be made.4 

In the second post-ERISA District of Delaware case, the 

Court, referencing what it called the "broad interpretation" 

of S 8111 in Sorensen, found that the bonus at issue -- a 

clear "fringe" benefit -- was subject toS 8111's one-year 

statute of limitations. The Court summarized the 

distinction between S 8106 and S 8111: 

 If a plaintiff alleges a breach of a duty to provide 

 benefits or to pay wages for work already performed, 

 then the one year statute of limitations in section 8111 

 governs. On the other hand, if plaintiff alleges that his 

 employer breached a different duty arising out of the 

 employment agreement, then the three year statute of 

 limitations in section 8106 applies. 

Compass, 72 F. Supp. 2d at 467. Just such a"different 

duty" has been alleged here. See also DeWitt v. Penn-Del 

Directory Corp., 872 F. Supp. 126, 134-35 (D. Del. 

1994)(S 8106 is the most analogous statute of limitations 

for ERISA S 510 claim). 

_________________________________________________________________ 

4. The majority rejects a second case relied on by Syed primarily because 

the Court in that case did not explain why it foundS 8111 inapplicable 

to a claim brought under a group accident insurance policy for personal 

injuries resulting in disability. See Shaw v. Aetna Life Ins. Co., 395 

A.2d 

384 (Del. Super. Ct. 1978). It is very clear, however, why the Shaw Court 

found as it did: the very specific two-year statute of limitations for 

personal injury claims was the perfect fit. I note, for what it is worth, 

that by virtue of subsequent amendments to the personal injury 

protection ("PIP") provisions of Delaware's No Fault Insurance Statute, 

actions for PIP benefits are now statutory causes of action, subject to 

the 

three-year statute of limitations of S 8106. See Harper v. State Farm Mut. 

Auto. Ins. Co., 703 A.2d 136 (Del. 1997). 

 18 
Finally, the majority cites a 1995 Eighth Circuit case 

which applied Minnesota's two-year statute of limitations 

for wage claims as more analogous to a S 502(a)(1)(B) claim 

than the six-year statute of limitations governing contract 

disputes. See Adamson v. Armco, Inc., 44 F.3d 650 (8th 

Cir.), cert. denied, 516 U.S. 823 (1995). Conceding that 

Minnesota courts have not had occasion to determine

whether claims for employee benefits under an ERISA plan 

are wage claims, the Adamson Court found the issue 

"hardly in doubt," but cited in support of its"hardly in 

doubt" conclusion only pre-ERISA cases involving claims 

not for disability benefits but for unpaid vacation benefits, 

salary increases and "adjustment of all fringe benefits." 447 

F.3d at 653. Hardly ringing support. 

It is, thus, clear, at least to me, that S 8106's statute of 

limitations for contract actions is more analogous to an 

ERISA claim for the denial of benefits than that found in 

S 8111.5 Moreover, in our search for the most analogous 

statute, we are not necessarily limited to reviewing the two 

presented to us. It might well be appropriate, therefore, to 

consider Delaware's three-year statute of limitations for 

claims alleging breach of insurance policies, 19 Del. C. 

S 3315. Other circuits have concluded that similar state 

statutes are the most analogous to S 502(a)(1)(B) claims and 

supply the appropriate statute of limitations. See, e.g., Lang 

_________________________________________________________________ 

5. I note in passing, and only in passing because the parties have not 

discussed it, that S 8106 also provides a statute of limitations for 

"action[s] based on a statute". Delaware courts have applied the 

provision to S 8106/S 8111 disputes. See Johnson v. Williams, 728 A.2d 

1185, 1188-89 (Del. Super. Ct. 1998)(concluding that lower court's use 

of S 8106 where fireman sought line-of-duty disability benefits pursuant 

to state statute as an "action based on statute" was not clearly 

erroneous); Vassallo v. Haber Elec. Co., 435 A.2d 1046, 1051 (Del. 

Super. Ct. 1981)(applying S 8106 to plaintiff 's claim that based on a 

state statute he should have been registered by employer to receive 

higher wages). Section 8106 has also been found to provide the statute 

of limitations for a federal RICO claim, a claim"based on a statute." See 

Creamer v. General Teamsters Local Union 326, 579 F. Supp. 1284, 1290 

(D. Del. 1984). Syed's claim is indisputably based on a statute -- ERISA 

-- and because the more specific S 8111 simply does not apply, S 8106 

is arguably a more appropriate candidate for the most analogous statute 

of limitations for this reason as well. 

 19 
v. Aetna Life Ins. Co., 196 F.3d 1102, 1104 (10th Cir. 1999) 

("Our duty . . . is to choose the most analogous state 

statute of limitation. While plaintiff 's ERISA claim is based 

upon a contract, it is more precisely based upon a contract 

of insurance. Therefore, we hold that the three-year statute 

of limitations applies to plaintiff 's claim."); Nikaido v. 

Centennial Life Ins. Co., 42 F.3d 557, 559 (9th Cir. 

1994)(using California's "limitations statute specifically for 

disability policies" rather than general breach of contract 

statute where ERISA Plan contained provision similar to 

that of California's insurance code); Duchek v. Blue Cross 

and Blue Shield of Nebraska, 153 F.3d 648, 649-50 (8th 

Cir. 1998)(applying Nebraska Insurance Statute to action 

for benefits under ERISA). As the Duchek Court put it: 

 [I]t would be anomalous to characterize this suit as a 

 contract action and then borrow Nebraska's generic 

 contract statute of limitations rather than the specific 

 section of the Nebraska insurance laws permitting the 

 contractual limitation in question. 

153 F.3d at 649-50. 

The majority, after concluding that Syed's claim comes 

within S 8111's statute of limitations, recognizes that that 

does not conclusively resolve the issue because the selected 

statute of limitations must not be "inconsistent with 

national labor policy." It is, indeed, quite clear that a state's 

statute of limitations for ERISA claims will only be 

borrowed "so long as application of state statute's time 

period would not impede effectuation of federal policy." 

Pierce County Hotel Employees and Restaurant Employees 

Health Trust v. Elks Lodge, 827 F.2d 1324, 1328 (9th Cir. 

1987); see also Jenkins, 713 F.2d at 251 ("In determining 

the most appropriate state statute of limitations, the court 

must be cognizant of and examine the underlying nature of 

the federal claim as well as the federal policies involved."). 

The majority, while finding S 8111's one-year statute of 

limitations to be "short," and while choosing not to discuss 

the policy behind ERISA, simply concludes that it"cannot 

say" the one-year statute of limitations is inconsistent with 

that policy. That conclusion is not so clear to me.

In enacting ERISA, "Congress sought to protect the 

 20 
interests of participants in employee benefits plans by 

regulating the administration of such plans and by 

providing participants and beneficiaries with a variety of 

remedies to assure compliance with the statutory 

framework." Harrison, 183 F.3d at 1239; see also Held v. 

Manufacturers Hanover Leasing Corp., 912 F.2d 1197, 1202 

(10th Cir. 1990)("The principal purpose of ERISA is to 

protect employees' rights to benefits under a covered 

plan."). While I cannot say that applying S 8111's one-year 

statute of limitations (which, it must be remembered, bars 

Syed's claim) is so unreasonable as to impede the 

effectuation of federal policy, I surely cannot say that we 

are furthering Congress's clearly stated goal by concluding 

that Delaware's employees have a much shorter period of 

time within which to file claims for the wrongful denial of 

benefits than employees in virtually every other state.6 

Perhaps the Delaware Legislature will feel obliged to 

consider this unfortunate result. See Johnson , 942 F.2d at 

1266 ("Either Congress, by amending ERISA, or the 

Missouri Legislature is free to modify the statute of 

limitations. Until such legislative action, we are required to 

_________________________________________________________________ 

6. See e.g., Carey v. Int'l Broth. of Elec. Workers Local 363 Pension 

Plan, 

201 F.3d 44, 46-47 (2d Cir. 1999)(applying New York's six-year 

limitations period); Lang, 196 F.3d at 1104 (applying Utah's three-year 

limitations period); Harrison, 183 F.3d at 1239-40 (applying Georgia's 

six-year limitations period); Duchek, 153 F.3d at 649-50 (applying 

Nebraska's three-year limitations period); Blue Cross & Blue Shield of 

Alabama v. Sanders, 138 F.3d 1347, 1357 (11th Cir. 1998)(applying 

Alabama's six-year limitations); Daill, 100 F.3d at 65 (applying Illinois' 

ten-year limitations period); Nikaido, 42 F.3d at 559 (applying 

California's three-year limitations period); Hogan, 969 F.2d at 145 

(applying Texas' four-year limitations period); Johnson, 942 F.2d at 1263 

(applying Missouri's ten-year limitations period); Meade 966 F.2d at 193, 

195 (applying Ohio's fifteen-year limitations period); Wright v. 

Southwestern Bell Telephone Co., 925 F.2d 1288, 1291 (10th Cir. 

1991)(applying Oklahoma's five-year limitations period); Pierce, 827 F.2d 

at 1328 (applying Washington's six-year limitations period); Hawaii 

Carpenters Trust Funds v. Waiola Carpenter Shop, Inc., 823 F.2d 289, 

297-98 (9th Cir. 1987)(applying Hawaii's six-year limitations period); 

Dameron v. Sinai Hosp. of Baltimore, Inc., 815 F.2d 975, 981-82 (4th Cir. 

1987)(applying Maryland's three-year limitations period); Trustees for 

Alaska Laborers-Constr. Indus. Health and Sec. Fund v. Ferrell, 812 F.2d 

512, 517 (9th Cir. 1987)(applying Alaska's six-year limitations period). 

 21 
hold, consistent with Missouri law, that plaintiff 's claim to 

enforce defendant's written promise for the payment of 

money is governed by the ten-year statute of limitations."). 

One final note. The Supreme Court of Delaware has 

instructed that when a Delaware court is in doubt as to 

which of two statutes of limitations control, it should 

choose the longer. See Sonne v. Sacks, 314 A.2d 194, 196 

(Del. 1973). Indeed, we, ourselves, have recognized this 

principle in a diversity case dealing with an S 8106 and 

S 8111 dispute. See Lindsey v. M.A. Zeccola & Sons, Inc., 26 

F.3d 1236, 1245 (3d Cir. 1994). Although we, of course, are 

not bound to follow that sensible instruction, choosing the 

concededly applicable longer statute of limitations period 

would not only further the federal policy behind ERISA but 

would bring Delaware into line with all of the other states 

in which substantially longer statutes of limitations are 

applied than the one-year period deemed applicable here. I 

respectfully dissent. 

A True Copy: 

Teste: 

 Clerk of the United States Court of Appeals 

 for the Third Circuit 

 22