United States District Court, D. Massachusetts
MEMORANDUM AND ORDER
retired flight attendants, bring this action against their
former employer, defendant American Airlines, Inc.
("American"), for eliminating one of their
retirement benefits. They allege breach of contract,
promissory estoppel, unjust enrichment, and fraudulent and
negligent misrepresentation. They also seek a permanent
injunction reinstating the benefit.
plaintiffs retired, they were covered by collective
bargaining agreements ("CBAs") that provided flight
attendants who retired with 25 or more years of service, at
age 45 or older, with free travel under the same priority
boarding status as active employees (the "25/45
Benefit"). Plaintiffs qualified for this benefit.
However, in 2014, after plaintiffs retired, American
eliminated part of the 25/45 Benefit. As a result, plaintiffs
no longer have the same priority boarding status as active
brought suit in Massachusetts state court, and American
timely removed to this court on the basis of diversity
jurisdiction. American now moves to dismiss, arguing that
this court lacks subject matter jurisdiction because the
Railway Labor Act ("RLA"), 45 U.S.C. §151 et
seq., preempts plaintiffs' claims.
establishes mandatory procedures for resolving disputes
between airlines and their employees. It categorizes disputes
as "major" or "minor," and prescribes
different procedures for each. In particular, the RLA vests
exclusive jurisdiction over minor disputes with arbitration
boards created by airlines and labor unions. A dispute is
"minor" if its resolution requires interpretation
of a CBA. Therefore, the RLA preempts any claim that requires
interpretation of a CBA to resolve.
court finds that plaintiffs' claims for breach of
contract, promissory estoppel, and unjust enrichment require
interpretation of CBAs. Therefore, the court is dismissing
those claims. However, plaintiffs' claims for fraudulent
and negligent misrepresentation do not depend on
interpretation of CBAs. Therefore, the court is denying
American's Motion to Dismiss with regard to those claims.
Railway Labor Act ("RLA"), 45 U.S.C. §151 et
seeks to "promote stability in labor-management
relations by providing a comprehensive framework for
resolving labor disputes." Hawaiian Airlines, Inc.
v. Norris, 512 U.S. 246, 252 (1994). To do so, it
establishes mandatory procedures for the resolution of labor
disputes between common carriers and their employees,
including airlines and flight attendants. See 4 5 U.S.C.
§181 (extending RLA to "every common carrier by air
engaged in interstate or foreign commerce"). However,
the RLA's dispute resolution procedures differ for
"major" v. "minor" disputes.
"Major" disputes relate to "the formation of
collective agreements or efforts to secure them."
Elgin, J. & E. Ry. Co. v. Burley, 325 U.S. 711,
723 (1945). "They arise where there is no such agreement
or where it is sought to change the terms of one ."
Id. Accordingly, in major disputes "the issue
is not whether an existing agreement controls the
contrast, "minor" disputes relate to "the
meaning of an existing [CBA] in a particular fact situation,
generally involving only one employee." Bhd. R.R.
Trainmen v. Chi. River & Ind. R.R. Co., 353 U.S. 30,
33 (1957). They "gro[w] out of grievances or out of the
interpretation or application of agreements covering rates of
pay, rules, or working conditions." Hawaiian Airlines,
512 U.S. at 252-53 (quoting 45 U.S.C. §151a).
Accordingly, in minor disputes the issue is "the
interpretation and application of the parties' CBA."
de la Rosa Sanchez v. E. Airlines, Inc., 574 F.2d
29, 31 (1st Cir. 1978).
"requires air carriers and employees, acting through
their representatives," to create "system boards of
adjustment" to resolve minor disputes. Id.
These boards have "exclusive primary jurisdiction"
over such disputes. Pa. R.R. Co. v. Day, 360 U.S.
548, 550 (1959). "Thus, a determination that
[plaintiffs'] complaints constitute a minor dispute would
pre-empt [plaintiffs'] state-law actions." Hawaiian
Airlines, 512 U.S. at 253.
determine whether a particular dispute is major or minor, the
court does not rely on the cause of action. See Andrews
v. Louisville & Nashville R.R. Co., 406 U.S. 320,
323-24 (1972). Otherwise, plaintiffs could "make an
end-run around the jurisdictional scope of RLA by the use of
an ingeniously framed complaint alleging a tort." de la
Rosa Sanchez, 574 F.2d at 32. The key question is whether
resolution of the dispute "hinges upon"
interpretation of the CBA. Adames v. Exec. Airlines,
Inc., 258 F.3d 7, 11 (1st Cir. 2001). If so, the dispute
"claims requiring only consultation with the CBA, versus
actual interpretation," are not preempted. Id.
at 12. For example, the Supreme Court has stated that
"purely factual questions about an employee's
conduct or an employer's conduct and motives do not
requir[e] a court to interpret any term of a [CBA] ."
Hawaiian Airlines, 512 U.S. at 261 (internal quotation marks
omitted) . A claim is only preempted if it "is dependent
on the interpretation of a CBA." Id. at 262.
Subject Matter Jurisdiction
challenged, the party invoking subject matter jurisdiction
[in this case plaintiffs] has the burden of proving by a
preponderance of the evidence the facts supporting
jurisdiction." Padilla-Manqual v. Pavia Hosp.,
516 F.3d 29, 31 (1st Cir. 2008) (internal quotation marks
omitted). "There are two types of challenges to a
court's subject matter jurisdiction: facial challenges
and factual challenges." Torres-Neqron v. J & N
Records, LLC, 504 F.3d 151, 162 (1st Cir. 2007).
facial challenge, the movant argues that the pleadings do not
sufficiently allege subject matter jurisdiction. See id; at
162 n.8 (citing 5C Wright & Miller, Federal Practice and
Procedure, §1363, at 653-54 (1969)). Therefore, the
court accepts allegations in the complaint as true and
decides whether, if proven, they would establish
jurisdiction. See Id. at 162.
factual challenge, the movant raises factual questions that
"den[y] or controvert the pleader's allegations of
jurisdiction." Id. at 162 n.8 (quoting citing
5C Wright & Miller, Federal Practice and Procedure,
§1363, at 653-54 (1969)). Here, American raises a
factual challenge. It denies plaintiffs' allegations of
jurisdiction, and has submitted copies of CBAs and
arbitration board decisions as evidence. Plaintiffs have also
submitted documents and affidavits. See, e.g., Dkt. No. 18.
standard a court uses to evaluate a factual challenge to its
jurisdiction depends on "whether the relevant facts,
which would determine the court's jurisdiction, also
implicate elements of the plaintiff's cause of
action." Id. at 163. When "the
jurisdictional issue and substantive claims are so
intertwined the resolution of the jurisdictional question is
dependent on factual issues going to the merits, the district
court should employ the standard applicable to a motion for
summary judgment." Id. (internal quotation
marks omitted). However, when "the facts relevant to the
jurisdictional inquiry are not intertwined with the merits of
the plaintiff's claim . . . the  court is free to weigh
the evidence and satisfy itself as to the existence of its
power to hear the case." Id. (internal
quotation marks omitted).
case, the jurisdictional issue and substantive claims are
intertwined. If resolving plaintiffs' substantive claims
requires interpretation of the CBAs, then plaintiffs'
substantive claims are minor disputes over which this court
lacks jurisdiction. Similarly, if resolving plaintiffs'
substantive claims does not require interpretation of the
CBAs, then plaintiffs' substantive claims are not minor
disputes, and this court has jurisdiction. Accordingly, the
court must assess American's Motion to Dismiss using the
standard applicable to a motion for summary judgment.
the court must allow American's Motion to Dismiss
"only if the material jurisdictional facts are not in
dispute and the moving party is entitled to prevail as a
matter of law." Id. at 163 (quoting
Trentacosta v. Frontier Pac. Aircraft Indus., Inc., 813
F.2d 1553, 1558 (9th Cir. 1987)). "If the plaintiff
presents sufficient evidence to create a genuine dispute of
material (jurisdictional) facts, then the case proceeds to
trial, so that the factfinder can determine the facts, and
the jurisdictional dispute will be reevaluated at that
Merna Van, James Holcombe, and Karen Swieton are retired
flight attendants. See Compl. ¶8 (Dkt. No. 12).
Plaintiff Holcombe began employment as a flight attendant in
1980 with Piedmont, a predecessor of U.S. Airways, which is
itself a predecessor of American. See id ¶57.
In 2005, Holcombe considered retiring. See
id. ¶58. At the time, he was covered by a CBA
executed in January 2005 (the "2005 CBA"), which
A flight attendant who has completed twenty-five (25) years
of service with the Company as a flight attendant and has
attained the age of forty-five (45) and who leaves the
Company shall be eligible for on-line passes in accordance
with Company policy as if he/she were still in an active
status. When a flight attendant under this Paragraph becomes
eligible for and receives retirement benefits, he/she shall
be eligible for other travel benefits that are effective
under the retirement benefit program for flight attendants.
Ackerman Decl., Ex. A, §22.1.2, at 7 of 97 (Dkt. No.
September 7, 2005, U.S. Airways told Holcombe that
"flight attendants who voluntarily resign from [US
Airways] with at least 25 years of seniority and who are at
least 45 years of age enjoy lifetime travel under the [25/45]
language of the contract." Compl. ¶64 (Dkt. No.
12). On November 2, 2005, Holcombe submitted a resignation
letter, "in which he expressly referenced the lifetime
right to travel with active status boarding priority . . .
." Id. ¶65. Plaintiff Van began employment
as a flight attendant in 1983 with USAir, a predecessor of
American. See Id. ¶24. In the spring of 2014,
while on medical disability leave, Van considered retiring.
See io\ ¶¶25, 27. On May 13, 2014, Rick Carpenter,
Director of In-Flight Planning for American, sent Van a
letter listing "lifetime travel" as a retirement
benefit, and stating that "flight attendants who retired
with 25/45 status '. . . will receive SA3 (active)
boarding priority as opposed to SA4 (inactive) [.]
'" Id. ¶¶32-33 (emphasis in
19, 2014, Van received another letter listing "lifetime
non-revenue space available travel" as a retirement
benefit. Id. ¶35. After following up with
Carpenter about her eligibility for active status boarding
priority, Carpenter responded, "Don't worry about it
as it's my department that makes the 25/4 5 happen."