United States Court of Appeals

For the Eighth Circuit

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No. 18-2821

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Sharon Engle

lllllllllllllllllllllPlaintiff - Appellee

v.

Land O'Lakes, Inc.; Unum Life Insurance Company of America

lllllllllllllllllllllDefendants - Appellants

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Appeal from United States District Court 

for the Western District of Missouri - Joplin

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Submitted: April 16, 2019

Filed: September 3, 2019

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Before SMITH, Chief Judge, ARNOLD and KELLY, Circuit Judges.

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ARNOLD, Circuit Judge.

This is an action under the Employment Retirement Income Security Act, see

29 U.S.C. § 1001 et seq., for a declaratory judgment that the administrator of group

insurance plans paid benefits to the wrong person. Administrators of ERISA plans are

frequently given the discretion to interpret those plans and to make benefits

determinations. This case involves just how much deference courts must afford a plan

administrator who exercises that discretion.
Terry Engle was an employee of Land O'Lakes, Inc., when he tragically died

in a car crash. As an employee of Land O'Lakes, Engle had both life insurance and

insurance for accidental death provided by Unum Life Insurance Company of

America. Under the terms of those plans, Land O'Lakes was designated the fiduciary

and plan administrator, but it delegated to Unum the discretion to interpret the plans

and to make benefit determinations. Unum's authority included "determining

eligibility for benefits and the amount of any benefits, resolving factual disputes, and

interpreting and enforcing the provisions of the Plan."

The plans specify that, when, as here, there is no designated beneficiary,

payments will be made, in Unum's discretion, either to the decedent's estate or to

surviving family members in a designated order, starting with a spouse, then to

children, and then to parents. After Engle died, Unum wrote a letter to his mother,

Sharon Engle (whom we will call "Sharon" to avoid confusion), and sought her help

in identifying a beneficiary. Unum told Sharon that the information she provided

would form the basis of its decision regarding whom to pay. With that understanding,

Sharon explained that Engle did not have an estate and that none would be opened for

him. She also noted that, though Engle was unmarried at the time of his death, he was

survived by two minor children and one Jaclyn Jones, a woman whom Sharon

identified as Engle's domestic partner.

Apparently of the view that a domestic partner could count as a spouse under

the plans, Unum asked Jones to complete an affidavit verifying that she was Engle's

domestic partner. That same day, Sharon spoke with a Unum representative by phone.

Notes from the call show that Sharon inquired about the status of the insurance claims,

and Unum advised her that it needed Jones to complete an affidavit, which Sharon

said she understood. She then asked if "domestic partner" meant something similar to

common-law marriage, and the Unum representative opined that it did. The call notes

say Sharon then "stated good" because "Terry & Jaclyn lived together & were to be

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married." Sharon asked how much longer claims processing would take, and when the

Unum representative explained it would not take long and that no additional

information (besides Jones's affidavit) was needed, Sharon "understood & call ended

cordially." Jones soon returned a completed affidavit to Unum, and shortly thereafter

Unum paid her $266,000 under the life and accidental-death plans.

All appeared well until Sharon contacted Unum about three months later to

complain that it had paid Jones rather than Engle's children. She then opened an estate

for Engle and became its personal representative. When Sharon sued Land O'Lakes

and Unum on behalf of Engle's estate in Missouri state court, seeking a declaratory

judgment that Unum should have paid Engle's estate rather than Jones, the defendants

removed the case to federal court. That court remanded the case to Unum to develop

the record further: Unum did so and upheld its earlier decision to give the benefits to

Jones.

Back in federal court, the parties moved for summary judgment. The district

court sided with Sharon and held that Unum had adopted an unreasonable

interpretation of the plans to support its decision to pay Jones rather than Engle's

estate. We review the district court's decision de novo. See Manning v. Am. Republic

Ins. Co., 604 F.3d 1030, 1038 (8th Cir. 2010).

The crux of the parties' dispute is whether Unum reasonably interpreted the

plans as allowing it to pay a decedent's domestic partner in the absence of a designated

beneficiary. As we noted before, the plans provide that Unum may pay benefits to a

decedent's estate or "spouse," if he had one. When Unum made the payments it was

operating under Sharon's assurance that Engle did not and would not have an estate,

so it was reasonable for Unum to determine whether Engle had a "spouse." The parties

dispute whether the word "spouse," as used in this portion of the plans, encompasses

domestic partners.

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Unum thought so even though the plans' glossary contained no definition for

the word "spouse." Unum relied instead on a reference to "spouse" found elsewhere

in the plans. Under a heading delimiting what dependents are eligible for lifeinsurance coverage, the plan specifies that a "spouse" is eligible and that "'[s]pouse'

wherever used includes domestic partner." That same "spousal enlargement language,"

as the district court termed it, makes an encore under the heading delimiting what

dependents are eligible for accidental-death coverage.

Unum interprets the phrase "wherever used" broadly to mean that the term

"spouse" includes a domestic partner even in the provisions involving the payment of

benefits. The district court read an implied limit into the spousal-enlargement

language and held that the phrase "wherever used" meant only wherever the word

"spouse" appeared under the headings relating to insurance coverage, and not to

benefits. After all, the district court reasoned, if Unum wanted "spouse" to include

domestic partners throughout the plans, then it could have said so in the glossary. The

district court rightly pointed out, moreover, that if the phrase "wherever used" is taken

literally, then there was no need for Unum to use the enlargement language twice.

The district court certainly adopted a reasonable reading of the plans, though

its interpretation is not without its own difficulties. For example, its interpretation

essentially requires reading the phrase "wherever used" to mean "wherever used under

this heading," arguably adding words to the plans. Further, if the spousal-enlargement

language applies only to uses of the word "spouse" under the heading in which it

appears, then curious anomalies arise in other parts of the plans where "spouse" is

used. For example, the term "spouse" is used several times in the plans' insuranceportability sections without any enlargement, and it would seem odd to interpret

"spouse" there as not including domestic partners when domestic partners are deemed

to be spouses in the coverage sections.

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But in any case, the job for a court in these circumstances is not to adopt some

reasonable alternative to Unum's interpretation of the plans, or even to adopt the best

reading of them. A court must instead determine whether the party given the job of

interpreting the plans (Unum here) came up with a reasonable interpretation. See

Manning, 604 F.3d at 1038. Where plans are "susceptible to multiple, reasonable

interpretations, an administrator's choice among the reasonable interpretations is not

an abuse of discretion," even if a court would interpret the language differently as an

original matter. Donaldson v. Nat'l Union Fire Ins. Co. of Pittsburgh, 863 F.3d 1036,

1040–41 (8th Cir. 2017). So though the district court's reading of the plans is

reasonable, perhaps even the best reading, we cannot agree that Unum's literal

interpretation of the enlargement language is unreasonable, especially given the

shortcomings of the district court's interpretation that we have noted. We think, in fact,

that even if no enlargement language appeared anywhere in the plans, it would be

reasonable for Unum to interpret the term "spouse" to include domestic partners, even

if that reading might not have resonated in days gone by.

It is instructive that Sharon does not seriously attempt to defend the district

court's opinion in her brief. She instead argues that Engle undoubtedly would have

wanted the insurance proceeds to go to his children via his estate. But this is mere

speculation. Rather than trying to guess at a decedent's undocumented desires, we look

to the plans themselves, as they set out how Unum will determine whom to pay.

"[W]hile ERISA is designed to protect the interests of plan participants and

beneficiaries, those interests are specified by the written plan." See Admin. Comm. of

Wal-Mart Stores, Inc. Assocs.' Health & Welfare Plan v. Shank, 500 F.3d 834, 838–39

(8th Cir. 2007).

The district court also held that, even if the term "spouse" includes domestic

partners, Jones did not meet the criteria set forth in the plans for being a domestic

partner. Immediately after the enlargement language, the plans explain that a person

must meet certain requirements to be deemed a domestic partner, the most important

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of which for our purposes is that the employee (Engle here) must provide the plan

administrator with a declaration identifying the domestic partner and explaining how

the domestic partner meets other requirements. Engle did not designate Jones as his

domestic partner before he died, so, the district court reasoned, Jones was not a

"domestic partner" as the plans contemplate that term.

In response, Unum takes a position that at first appears inconsistent with its

expansive view of the spousal-enlargement language: it maintains that the domesticpartner designation requirement is relevant to determining when a domestic partner

is eligible for insurance coverage, not for determining if someone is due insurance

benefits as a domestic partner. Unum asserts, though, that the plans' terms justify its

ostensibly inconsistent positions, and we think Unum's explanation is reasonable. The

spousal-enlargement language states broadly that "'[s]pouse' wherever used includes

domestic partner[s]." The terms of the designation requirement are not so broad; in

fact, they are expressly limited to the insurance-coverage context. For example, the

designation requirement says the employee must provide a declaration "giv[ing] proof

that the domestic partner has had the same permanent residence as [the employee] for

a minimum of 6 consecutive months prior to the date insurance would become

effective for that domestic partner." That language can reasonably be construed to

limit the designation requirement to the insurance-coverage setting; that kind of

requirement makes little sense in the benefits context.

We emphasize that, if we had the authority to interpret the plans instead of

Unum, we might well interpret them as the district court did. But the plans expressly

gave Unum authority to determine eligibility for benefits and the amount of any

benefits, to resolve factual disputes, and to interpret and enforce plan provisions. The

Supreme Court has recognized the importance of a court's deference to a plan

administrator imbued with this authority, noting that it "preserves the 'careful

balancing' on which ERISA is based" and "promotes efficiency by encouraging

resolution of benefits disputes through internal administrative proceedings rather than

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costly litigation. It also promotes predictability, as an employer can rely on the

expertise of the plan administrator rather than worry about unexpected and inaccurate

plan interpretations that might result from de novo judicial review." See Conkright v.

Frommert, 559 U.S. 506, 517 (2010). We observe, finally, that our deference is near

its zenith when the plan administrator opts to pay benefits rather than keep the money

for itself. See Manning, 604 F.3d at 1038–39. In other words, we see no reason why

it would have helped Unum's bottom line to pay Jones rather than Engle's estate.

We therefore reverse the district court's judgment and remand with instructions

to enter judgment in the defendants' favor.

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