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IN THE UNITED STATES DISTRICT COURT

FOR THE SOUTHERN DISTRICT OF ALABAMA

NORTHERN DIVISION

DELISA BROWN, )

)

Plaintiff/Counter-Defendant, )

)

v. ) CIVIL ACTION NO: 2:05-cv-552-C

)

)

CEMEX, INC. AND AMERICAN GENERAL )

LIFE COS )

)

Defendants/Counter-Plaintiffs )

ORDER

Plaintiff/Counter-Defendant, Delisa Brown, initially commenced this actioninthe Circuit Court of

Marengo County, Alabama, on August 31, 2005, seeking a declaration that she is the sole beneficiary to

certain life insurance benefits provided under a group life insurance policy issued by United States Life

Insurance Company in the City of New York (“U.S. Life”) to her decedent’s former employer, Cemex,

Inc. (“Cemex”). On September 28, 2005, U.S. Life and Cemex removed this lawsuit to federal court

pursuant to 28 U.S.C. § 1331 and 29 U.S.C. § 1132(e)(1), on the grounds that Plaintiff/CounterDefendant seeksto recover benefits under a qualifiedERISAplan. The action is presently before the Court

onPlaintiff/Counter-Defendant’s Motionto Remand to state court, filed onOctober 7, 2005. After careful

considerationofthe arguments of counsel, the relevant law, and the record as a whole, the Court findsthat

the Motion to Remand is due to be DENIED.

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“[A]ny civil action brought in a State court of which the district courts of the United States have

originaljurisdiction, maybe removed by... the defendants, to the district court of the United Statesforthe

district and division embracing the place where such action is pending.” 28 U.S.C. § 1441(a). Federal

district courts have originaljurisdictionover, amongothercases, casesinvolvingfederalquestions, or cases

“arising underthe Constitution, laws, or treatises of the United States.” 28 U.S.C. § 1331. Ordinarily, the

Court would consider whether the plaintiff has stated a claim arising under federal law in her complaint.

See Aetna Heath Inc. v. Davila, 542 U.S. 200 (2004). However, the well-pleaded complaint rule is

qualified by the doctrine of complete preemption. Whitt v. Sherman Int’l Corp., 147 F.3d 1325, 1329

(11th Cir. 1998). 

The Supreme Court has recognized that the comprehensive remedial scheme established by the

Employee Retirement Income Security Act of 1974 (“ERISA”), 29 U.S.C. § 1001, et seq., for loss or

denial of employee benefits is one area where Congress intended to provide for complete or “super

preemption” of state law claims. Metropolitan Life Ins. Co. v. Taylor, 481 U.S. 58, 64-67 (1987).

Therefore, when a plaintiff is seeking relief that is available under 29 U.S.C. § 1132(a), regardless of the

merits of plaintiff’s actual claims, relief is available, and there is complete preemption, when the following

four elements are satisfied:(1) there must be a relevant ERISA plan; (2) the plaintiff must have standing to

sue under the plan; (3) the defendant must be an ERISA entity; and (4) the complaint must seek

compensatory relief akin to that available under 29 U.S.C. § 1132(a). Butero v. Royal Maccabees Life

Ins. Co., 174 F.3d 1207, 1212 (11th Cir. 1999). 

Having reviewed and considered the record evidence, the Court is convinced that all four Butero

factors are satisfied. First of all, the Court finds that Cemex’s group life insurance program qualifies as an

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employee welfare benefit planunder ERISA. Specifically, the facts and undisputed evidence demonstrate

that Cemex established a group life plan (insured through a policy of insurance) in order to provide life

insurance benefits to eligible employees and/or their designated beneficiaries. Complaint ¶ 6; Exhibit B to

Joint Notice ofRemoval. Second, the Eleventh Circuit has recognized that potential beneficiaries, such as

the Plaintiff here, have standing to enforce the terms of anERISAplan. See Brown v. Connecticut General

Life Ins. Co., 934 F.2d 1193, 1196 n.4 (11th Cir. 1991). Third, U.S. Life, the fiduciary responsible for

insuring the Plan and adjudicating claims for benefits, and Cemex, the Employer and Plan Sponsor, are

ERISA entities. See 29 U.S.C. § 1132(d).

Finally, Plaintiff/Counter-Defendant is clearly seeking reliefakin to that available under 29 U.S.C.

§ 1132(a)(1)(B). Specifically, in herComplaint, Plaintiff/Counter-Defendant seeks “an order making the

Change ofBeneficiaryFormvalid and allowing herto receive the benefitsfromthe lifeinsurancepolicy...”.

Based on Plaintiff/Counter-Defendant’s allegations, the Court finds that Plaintiff/Counter-Defendant has

set forth a claim that is actually an ERISAclaimfor wrongful denial of benefits. See Brown, 934 F.2d at

1196 (holding that state court declaratory judgment action filed by potential plan beneficiary to recover

benefits under an ERISA plan is “easily characterized” as a claim for benefits under 29 U.S.C. §

1132(a)(1)(B), and thus was “properly removed from state court to federal court pursuant to 28 U.S.C.

§ 1441(b)...”). 

TheCourthasconsideredPlaintiff/Counter-Defendant’s additionalargumentsinsupportofremand

and findsthose arguments unpersuasive. For the reasons set forth above, the Plaintiff’s Motion to Remand

is DENIED. 

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Defendants/Counter-Plaintiffs shall begin the process ofbringing allthose claiminganinterest inthe

Plan benefits before this Court. If that is not accomplished within sixty days of this Order, a status report

is to be filed stating the reasons for not being able to accomplish this task. 

Done, this 22nd day of November, 2005.

s/WILLIAM E. CASSADY 

UNITED STATES MAGISTRATE JUDGE

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