UNITED STATES COURT OF APPEALS 

FOR THE TENTH CIRCUIT 

 

LUKE LIGHTFOOT, 

 Plaintiff-Appellant, 

v. 

PRINCIPAL LIFE INSURANCE 

COMPANY, 

 Defendant-Appellee. 

No. 12-6322 

(D.C. No. 5:11-CV-00130-M) 

(W.D. Okla.)

 

ORDER AND JUDGMENT*

 

Before HARTZ, BALDOCK, and GORSUCH, Circuit Judges. 

 

 Luke Lightfoot appeals from the district court’s order denying his motion for 

attorney’s fees and costs under 29 U.S.C. § 1132(g)(1). Exercising jurisdiction under 

28 U.S.C. § 1291, we affirm. 

 Mr. Lightfoot was a participant in a health care benefit plan governed by the 

Employee Retirement Income Security Act of 1974 (ERISA). Defendant Principal 

 

*

 After examining the briefs and appellate record, this panel has determined 

unanimously to grant the parties’ request for a decision on the briefs without oral 

argument. See Fed. R. App. P. 34(f); 10th Cir. R. 34.1(G). The case is therefore 

ordered submitted without oral argument. This order and judgment is not binding 

precedent, except under the doctrines of law of the case, res judicata, and collateral 

estoppel. It may be cited, however, for its persuasive value consistent with 

Fed. R. App. P. 32.1 and 10th Cir. R. 32.1. 

FILED 

United States Court of Appeals 

Tenth Circuit 

November 6, 2013

Elisabeth A. Shumaker 

Clerk of Court
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Life Insurance Company (Principal) insured the plan. Mr. Lightfoot sought benefits 

under the plan to pay for medical treatment. Principal denied Mr. Lightfoot’s claim, 

both initially and at the administrative appeal level. 

 Mr. Lightfoot subsequently filed suit against Principal in the Western District 

of Oklahoma under 29 U.S.C. § 1132(a)(1)(B). After reviewing the administrative 

record de novo and receiving extensive briefing from the parties, the district court 

found that, while Principal’s initial and interim denials of Mr. Lightfoot’s claim were 

appropriate, Principal’s final decision to deny his claim was wrong because: 

(1) additional information submitted by Mr. Lightfoot during his administrative 

appeal established the medical necessity of the treatment for which he sought 

payment; and (2) the only doctor who reviewed the matter on behalf of Principal after 

Mr. Lightfoot submitted the additional information failed to address it in his report. 

The court therefore awarded Mr. Lightfoot damages to cover the cost of his 

treatment. Mr. Lightfoot then filed a motion for attorney’s fees and costs under 29 

U.S.C. § 1132(g)(1), but the court denied the motion. Mr. Lightfoot now appeals the 

denial of his motion for attorney’s fees and costs, arguing that the district court 

abused its discretion in denying the motion since he prevailed on the underlying 

claim. 

 In an ERISA action such as this one, “the [district] court in its discretion may 

allow a reasonable attorney’s fee and costs of action to either party.” 29 U.S.C. 
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§ 1132(g)(1). “A fee claimant need not be a prevailing party to be eligible for an 

award of attorney’s fees and costs under ERISA.” Cardoza v. United of Omaha Life 

Ins. Co., 708 F.3d 1196, 1207 (10th Cir. 2013) (citing Hardt v. Reliance Standard 

Life Ins. Co., 130 S. Ct. 2149, 2152 (2010)). Instead, a district court has the 

discretion to award fees “as long as the fee claimant has achieved ‘some degree of 

success on the merits.’” Id. (quoting Hardt, 130 S. Ct. at 2152). 

 “In reviewing a district court’s decision to award fees under § 1132(g)(1), we 

apply an abuse of discretion standard.” Smith v. Rogers Galvanizing Co., 128 F.3d 

1380, 1386 (10th Cir. 1997), aff’d on rehearing, 148 F.3d 1196 (10th Cir. 1998). To 

find “that the district court abused its discretion, we must have a definite conviction 

that the court, upon weighing relevant factors, clearly erred in its judgment.” McGee 

v. Equicor-Equitable HCA Corp., 953 F.2d 1192, 1209 (10th Cir. 1992) (internal 

quotation marks omitted). Further, “[i]t is well established that an appellate court 

plays a limited role in reviewing a district court’s award of attorneys’ fees and costs, 

and deference is given to a district court’s judgment on the matter, since the district 

court is in a better position to assess the course of litigation and quality of work.” Id.

(internal quotation marks omitted). Given this deferential standard of review, it is of 

no consequence that “we might have reached a different conclusion regarding 

attorney’s fees.” Thorpe v. Ret. Plan of the Pillsbury Co., 80 F.3d 439, 445 (10th 

Cir. 1996). 
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 This court has established five factors a district court may consider in deciding 

whether to exercise its discretion to award attorney’s fees and costs in an ERISA 

case: 

(1) the degree of the opposing party’s culpability or bad faith; (2) the 

opposing party’s ability to satisfy an award of fees; (3) whether an 

award of fees would deter others from acting under similar 

circumstances; (4) whether the party requesting fees sought to benefit 

all participants and beneficiaries of an ERISA plan or resolve a 

significant legal question regarding ERISA; and (5) the relative merits 

of the parties’ positions. 

 

Cardoza, 708 F.3d at 1207. In Hardt, the Supreme Court held that these factors “are 

not required for channeling a court’s discretion when awarding fees under [ERISA].” 

130 S. Ct. at 2158. But the court did not hold that district courts are precluded from 

considering the five factors. To the contrary, the court explained that, once a fee 

claimant shows that he has achieved some success on the merits “and thus becomes 

eligible for a fees award under § 1132(g)(1), a court may consider the five factors.” 

Id. at 2158 n.8. 

 The district court correctly noted that Mr. Lightfoot “clearly achieved ‘some 

degree of success on the merits’ and is eligible for attorney’s fees [and costs] under 

29 U.S.C. § 1132(g)(1).” Aplt. App., Vol. 1 at 208. In weighing the five factors set 

forth above, however, the court determined that an award of attorney’s fees and costs 

was not appropriate in this case. We see no abuse of discretion in the court’s 

analysis. As the court explained: 

Specifically, the Court finds that while this Court has found that 

Principal’s decision to deny [Mr. Lightfoot’s] claim was wrong, 
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Principal’s decision does not rise to the level of bad faith required to 

meet the first factor. There is simply no evidence that would justify a 

finding that Principal acted in bad faith in denying [Mr. Lightfoot’s] 

claim for benefits or that any procedural error that occurred in the 

handling of [Mr. Lightfoot’s] claim was intentional or reprehensible. 

Regarding the second factor, there is no dispute that Principal is able to 

satisfy an award of attorney’s fees. Third, the Court finds that an award 

of attorney’s fees would not necessarily deter other plan administrators 

from acting in the same manner under similar circumstances. The facts 

and circumstances of this case are unique and not likely to be frequently 

repeated. Fourth, [Mr. Lightfoot] did not seek to benefit all participants 

and beneficiaries of an ERISA plan or resolve a significant legal issue. 

Finally, the Court finds that [Mr. Lightfoot’s] position was more 

meritorious than Principal’s position. Considering the above, the Court 

finds, on balance, the five factors weigh against an attorney’s fee award. 

Id. at 208-09. 

 The district court’s order denying Mr. Lightfoot’s motion for attorney’s fees 

and costs is affirmed. 

 Entered for the Court 

 Bobby R. Baldock 

 Circuit Judge