Petition for Writ of Certiorari — Chevron Corporation, et al., Petitioners v. San Mateo County, California, et al.

Supreme Court briefNov 22, 2022

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APPENDIX

APPENDIX A

FOR PUBLICATION

UNITED STATES COURT OF APPEALS

FOR THE NINTH CIRCUIT

COUNTY OF SAN MATEO,

individually and on behalf of the

People of the State of California,

Plaintiff-Appellee,

CHEVRON CORPORATION; CHEVRON U.S.A. INC.; EXXON MOBIL

CORPORATION ; BP PLC; BP AMERICA, INC.; SHELL PLC; SHELL OIL

PRODUCTS COMPANY LLC; CITGO

PETROLEUM CORPORATION ; CONOCOPHILLIPS; CONOCOPHILLIPS

COMPANY; PHILLIPS 66 C OMPANY;

PEABODY ENERGY CORPORATION;

TOTAL E&P USA, INC.; TOTAL

SPECIALTIES USA, INC.; ARCH

COAL INC.; ENI OIL & GAS, INC.;

RIO TINTO ENERGY AMERICA, INC.;

RIO TINTO MINERALS, INC.; RIO

TINTO SERVICES, INC.; ANADARKO

PETROLEUM CORPORATION ; OCCIDENTAL PETROLEUM CORPORATION ; OCCIDENTAL CHEMICAL

CORPORATION ; REPSOL ENERGY

NORTH AMERICA CORP.; REPSOL

TRADING USA CORP .; M ARATHON O IL COMPANY ; M ARATHON

No. 18-15499

D.C. No.

3:17-cv04929-VC

OIL CORPORATION ; MARATHON

PETROLEUM CORP .; HESS CORP .;

DEVON ENERGY CORP .; D EVON

ENERGY P RODUCTION COMPANY ,

LP; ENCANA CORPORATION ;

APACHE CORP.,

Defendants-Appellants.

CITY OF IMPERIAL BEACH,

individually and on behalf of the

People of the State of California,

Plaintiff-Appellee,

CHEVRON CORPORATION; CHEVRON U.S.A. INC.; EXXON MOBIL

CORPORATION ; BP PLC; BP AMERICA, INC.; SHELL PLC; SHELL OIL

PRODUCTS COMPANY LLC; CITGO

PETROLEUM CORPORATION ; CONOCOPHILLIPS; CONOCOPHILLIPS

COMPANY; PHILLIPS 66 C OMPANY;

PEABODY ENERGY CORPORATION;

TOTAL E&P USA, INC.; TOTAL

SPECIALTIES USA, INC.; ARCH

COAL INC.; ENI OIL & GAS, INC.;

RIO TINTO ENERGY A MERICA,

INC.; RIO TINTO MINERALS, INC.;

RIO TINTO SERVICES , INC.; ANADARKO P ETROLEUM CORPORATION ; OCCIDENTAL P ETROLEUM

CORPORATION ; OCCIDENTAL

CHEMICAL CORPORATION ;

No. 18-15502

D.C. No.

3:17-cv04934-VC

REPSOL ENERGY NORTH AMERICA

CORP.; REPSOL TRADING USA

CORP .; M ARATHON OIL COMPANY ; M ARATHON O IL CORPORATION ; M ARATHON P ETROLEUM

CORP .; H ESS CORP .; DEVON ENERGY CORP .; D EVON ENERGY

PRODUCTION COMPANY , LP;

ENCANA CORPORATION; APACHE

CORP .,

Defendants-Appellants.

COUNTY OF MARIN,

individually and on behalf of the

People of the State of California,

Plaintiff-Appellee,

CHEVRON CORPORATION; CHEVRON U.S.A. INC.; EXXON MOBIL

CORPORATION ; BP PLC; BP AMERICA, INC.; SHELL PLC; SHELL O IL

PRODUCTS COMPANY LLC;

CITGO P ETROLEUM CORPORATION ; CONOCO PHILLIPS ; CONOCO P HILLIPS COMPANY ; PHILLIPS

66 COMPANY; PEABODY ENERGY

CORPORATION ; TOTAL E&P USA,

INC.; TOTAL SPECIALTIES USA,

INC.; A RCH COAL INC.; ENI O IL &

GAS, INC.; RIO TINTO ENERGY

AMERICA, INC.; RIO TINTO MINERALS , INC.; R IO T INTO SERVICES ,

No. 18-15503

D.C. No.

3:17-cv04935-VC

INC.; ANADARKO P ETROLEUM

CORPORATION ; OCCIDENTAL P ETROLEUM CORPORATION ; OCCIDENTAL C HEMICAL CORPORATION ; REPSOL ENERGY NORTH

AMERICA CORP .; REPSOL TRADING USA CORP .; M ARATHON O IL

COMPANY ; M ARATHON O IL CORPORATION ; M ARATHON P ETROLEUM CORP .; H ESS CORP .;

DEVON ENERGY CORP .; D EVON

ENERGY P RODUCTION COMPANY ,

LP; ENCANA CORPORATION;

APACHE CORP .,

Defendants-Appellants.

COUNTY OF SANTA CRUZ,

individually and on behalf of The

People of the State of California;

CITY OF SANTA CRUZ,

a municipal corporation, individually and on behalf of The People

of the State of California;

CITY OF RICHMOND,

individually and on behalf of The

People of the State of California,

Plaintiffs-Appellees,

CHEVRON CORPORATION; CHEVRON U.S.A. INC.; EXXON MOBIL

CORPORATION ; BP PLC; BP

No. 18-16376

D.C. Nos.

3:18-cv-00450-VC

3:18-cv00458-VC

3:18-cv00732-VC

OPINION

AMERICA, INC.; SHELL PLC; SHELL

OIL PRODUCTS COMPANY LLC;

CITGO PETROLEUM CORPORATION ; CONOCOPHILLIPS; CONOCOPHILLIPS COMPANY; PHILLIPS

66 COMPANY; PEABODY ENERGY

CORPORATION ; TOTAL E&P USA,

INC.; TOTAL SPECIALTIES USA,

INC.; ARCH COAL INC.; ENI OIL &

GAS, INC.; RIO TINTO ENERGY

AMERICA, INC.; RIO TINTO MINERALS, INC.; RIO TINTO SERVICES,

INC.; ANADARKO PETROLEUM CORPORATION ; OCCIDENTAL PETROLEUM CORPORATION ; O CCIDENTAL C HEMICAL CORPORATION ; REPSOL ENERGY NORTH

AMERICA CORP.; REPSOL TRADING

USA CORP .; MARATHON OIL

COMPANY ; M ARATHON OIL CORPORATION ; M ARATHON PETROLEUM CORP .; HESS CORP .;

DEVON ENERGY CORP .; D EVON

ENERGY P RODUCTION COMPANY ,

LP; ENCANA CORPORATION ;

APACHE CORP.,

Defendants-Appellants.

On Remand from the United States Supreme Court

Filed April 19, 2022

Before: Sandra S. Ikuta, Morgan Christen, and

Kenneth K. Lee, Circuit Judges.

Opinion by Judge Ikuta

SUMMARY

Removal Jurisdiction

On remand from the Supreme Court, the panel affirmed the district court’s order remanding globalwarming related complaints to state court after they

were removed by the energy company defendants.

The complaints alleged that the energy companies’ extraction of fossil fuels and other activities were

a substantial factor in causing global warming and

sea level rise. The County of San Mateo and other

plaintiffs asserted causes of action for public and private nuisance, strict liability for failure to warn, strict

liability for design defect, negligence, negligent failure

to warn, and trespass.

In a prior opinion, the panel affirmed the district

court’s determination that no subject matter jurisdiction

existed under the federal-officer removal statute, and

the panel dismissed the rest of the appeal for lack of

appellate jurisdiction. The Supreme Court granted

the energy companies’ petition for certiorari and remanded for further consideration in light of BP p.l.c.

v. Mayor & City Council of Baltimore, 141 S. Ct. 1532

(2021), which interpreted 28 U.S.C. § 1447(d) as permitting appellate review of additional grounds for removal.

On remand, the panel concluded that Baltimore effectively abrogated the reasoning and holding of Patel

v. Del Taco, Inc., 446 F.3d 996 (9th Cir. 2006), which

held that the court of appeals lacked authority to review



This summary constitutes no part of the opinion of the court.

It has been prepared by court staff for the convenience of the

reader.

a remand order considering bases for subject matter

jurisdiction other than federal officer jurisdiction.

Accordingly, the panel considered all bases for removal raised by the defendants, rather than addressing only federal officer removal.

The panel held that the district court lacked federal-question jurisdiction under 28 U.S.C. § 1331 because, at the time of removal, the complaints asserted

only state-law tort claims against the energy companies. The panel held that the plaintiffs’ global-warming claims did not fall within the Grable exception to

the well-pleaded complaint rule, under which federal

jurisdiction over a state law claim will lie if a federal

issue is necessarily raised, actually disputed, substantial, and capable of resolution in federal court without

disrupting the federal-state balance approved by Congress. In addition, plaintiffs’ state law claims did not

fall under the “artful-pleading” doctrine, another exception to the well-pleaded complaint rule, because

they were not completely preempted by the Clean Air

Act. The panel rejected the energy companies’ argument that the complaints arose under federal law for

purposes of § 1331 because the tort claims at issue

arose on a federal enclave.

The panel held that plaintiffs’ claims were not removable under the Outer Continental Shelf Lands

Act, which gives federal courts jurisdiction over actions “arising out of, or in connection with (A) any operation conducted on the outer Continental Shelf

which involves exploration, development, or production of the minerals, of the subsoil and seabed of the

outer Continental Shelf, or which involves rights to

such minerals.” Taking a different approach from

other circuits, which interpreted the statute as

requiring a “but-for” connection between operations

on the Outer Continental Shelf and a plaintiff’s alleged injuries, the panel read the phrase “aris[e] out

of, or in connection with” as granting federal courts

jurisdiction over tort claims only when those claims

arise from actions or injuries occurring on the Outer

Continental Shelf.

The panel held that the district court did not have

subject matter jurisdiction under the federal-officer

removal statute, 28 U.S.C. § 1442(a)(1), because the

energy companies were not “acting under” a federal

officer’s directions based on agreements with the government, including fuel supply agreements with the

Navy Exchange Service Command, a unit agreement

for petroleum reserves with the U.S. Navy, and lease

agreements for the right to explore and produce oil and

gas resources in the submerged lands of the Outer

Continental Shelf.

The panel rejected the energy companies’ argument that the district court had removal jurisdiction

over the complaints under 28 U.S.C. § 1452(a) because

they were related to bankruptcy cases involving Peabody Energy Corp., Arch Coal, and Texaco, Inc.

Finally, the panel held that the district court did

not have admiralty jurisdiction because maritime

claims brought in state court are not removable to federal court absent an independent jurisdictional basis,

such as diversity jurisdiction.

COUNSEL

Theodore J. Boutrous Jr. (argued), Andrea E. Neuman, William E. Thomson, and Joshua S. Lipshutz,

Gibson Dunn & Crutcher LLP, Los Angeles, California; Herbert J. Stern and Joel M. Silverstein, Stern &

Kilcullen LLC, Florham Park, New Jersey; Neal S.

Manne, Johnny W. Carter, Erica Harris, and Steven

Shepard, Susman Godfrey LLP, Houston, Texas; for

Defendants-Appellants Chevron Corporation and

Chevron U.S.A. Inc.

M. Randall Oppenheimer and Dawn Sestito, O’Melveny & Myers LLP, Los Angeles, California; Theodore

V. Wells Jr., Daniel J. Toal, and Jaren Janghorbani,

Paul Weis Rifkind Wharton & Garrison LLP, New

York, New York; for Defendant-Appellant Exxon Mobil Corporation.

Jonathan W. Hughes, Arnold & Porter Kaye Scholer

LLP, San Francisco, California; Matthew T. Heartney

and John D. Lombardo, Arnold & Porter Kaye Scholer

LLP, Los Angeles, California; Philip H. Curtis and

Nancy Milburn, Arnold & Porter Kaye Scholer LLP,

New York, New York; for Defendants-Appellants BP

PLC and BP America Inc.

Daniel B. Levin, Munger Tolles & Olson LLP, Los Angeles, California; Jerome C. Roth and Elizabeth A.

Kim, Munger Tolles & Olson LLP, San Francisco, California; David C. Frederick and Brendan J. Crimmins,

Kellogg Hansen Todd Figel & Frederick PLLC, Washington, D.C.; for Defendants-Appellants Shell PLC and

Shell Oil Products Company LLC.

Craig A. Moyer and Peter Duchesneau, Manatt

Phelps & Phillips LLP, Los Angeles, California; Stephanie A. Roeser, Manatt Phelps & Phillips LLP, San

Francisco, California; Nathan P. Eimer, Lisa S.

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Meyer, Pamela R. Hanebutt, and Raphael Janove,

Eimer Stahl LLP, Chicago, Illinois; for Defendant-Appellant CITGO Petroleum Corporation.

Sean C. Grimsley and Jameson R. Jones, Bartlit Beck

LLP, Denver, Colorado; Megan R. Nishikawa and

Nicholas A. Miller-Stratton, King & Spalding LLP,

San Francisco, California; Traci J. Renfroe and Carol

M. Wood, King & Spalding LLP, Houston, Texas; for

Defendants-Appellants ConocoPhillips and ConocoPhillips Company.

Steven M. Bauer and Margaret A. Tough, Latham &

Watkins LLP, San Francisco, California; for Defendant-Appellant Phillips 66 Company.

William M. Sloan and Jessica L. Grant, Venable LLP,

San Francisco, California, for Defendant-Appellant

Peabody Energy Corporation.

Christopher W. Keegan, Kirkland & Ellis LLP, San

Francisco, California; Andrew R. McGaan, Kirkland &

Ellis LLP, Chicago, Illinois; Anna G. Rotman, Kirkland & Ellis LLP, Houston, Texas; Bryan D. Rohm, Total E&P USA Inc., Houston, Texas; for Defendants-Appellants Total E&P USC Inc. and Total Specialties

USA Inc.

Thomas F. Koegel, Crowell & Moring LLP, San Francisco, California; Kathleen Taylor Sooy and Tracy A.

Roman, Crowell & Moring LLP, Washington, D.C.; for

Defendant-Appellant Arch Coal Inc.

David E. Cranston, Greenberg Glusker Fields Claman

& Machtinger LLP, Los Angeles, California, for Defendant-Appellant Eni Oil & Gas Inc.

Mark McKane, Kirkland & Ellis LLP, San Francisco,

California; Andrew A. Kassoff and Brenton Rogers, Kirkland & Ellis LLP, Chicago, Illinois; for Defendants-

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Appellants Rio Tinto Energy America Inc., Rio Tinto

Minerals Inc., and Rio Tinto Services Inc.

Bryan M. Killian, Morgan Lewis & Bockius LLP,

Washington, D.C.; James J. Dragna and Yardena R.

Zwang-Weissman, Morgan Lewis & Bockius LLP, Los

Angeles, California; for Defendant-Appellant Anadarko Petroleum Corporation.

Marc A. Fuller and Matthew R. Stammel, Vinson &

Elkins LLP, Dallas, Texas; Stephen C. Lewis and R.

Morgan Gilhuly, Barg Coffin Lewis & Trapp LLP, San

Francisco, California; for Defendants-Appellants Occidental Petroleum Corporation, and Occidental Chemical Corporation.

Christopher J. Carr and Jonathan A. Shapiro, Baker

Botts LLP, San Francisco, California; Scott Janoe,

Baker Botts LLP, Houston, Texas; Evan Young, Baker

Botts LLP, Austin, Texas; Megan Berge, Baker Botts

LLP, Washington, D.C. for Defendants-Appellants

Repsol Energy North America Corp. Repsol Trading

USA Corp., Marathon Oil Company, Marathon Oil

Corporation, and Hess Corp.

Shannon S. Broome and Ann Marie Mortimer,

Hunton Andrews Kurth LLP, San Francisco, California; Shawn Patrick Regan, Hunton Andrews Kurth

LLP, New York, New York; for Defendant-Appellant

Marathon Petroleum Corp.

Gregory Evans, McGuireWoods LLP, Los Angeles,

California; Steven R. Williams, Joy C. Fuhr, and

Brian D. Schmalzbach, McGuireWoods LLP, Richmond, Virginia; for Defendants-Appellants Devon Energy Corp. and Devon Energy Production Company

LP.

Michael F. Healy, Shook Hardy & Bacon LLP, San

Francisco, California; Michael L. Fox, Duane Morris

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LLP, San Francisco, California; for Defendant-Appellant Encana Corporation.

Mortimer Hartwell, Vinson & Elkins LLP, San Francisco, California; Patrick W. Mizell and Deborah C.

Milner, Vinson & Elkins LLP, Houston, Texas; for Defendant-Appellant Apache Corp.

Victor M. Sher (argued), Matthew K. Edling, Katie H.

Jones, and Martin D. Quiñones, Sher Edling LLP, San

Francisco, California; Kevin K. Russell, Sarah H. Harrington, and Charles H. Davis, Goldstein & Russell

P.C., Bethseda, Maryland; for Plaintiffs-Appellees.

John C. Beiers, County Counsel; Paul A. Okada, and

David A. Silberman, Chief Deputies; Margaret V.

Tides and Matthew J. Sanders, Deputies; Office of the

San Mateo County Counsel, Redwood City, California;

for Plaintiff-Appellee County of San Mateo.

Jennifer Lyon, City Attorney; Steven E. Boehmer, Assistant City Attorney; Imperial Beach City Attorney,

La Mesa, California; for Plaintiff-Appellee City of Imperial Beach.

Brian E. Washington, County Counsel; Brian C. Case

and Brandon Halter, Deputy County Counsel; Office of

the Marin County Counsel, San Rafael, California; for

Plaintiff-Appellee County of Marin.

Dana McRae and Jordan Sheinbaum, Office of the

Counsel Counsel, Santa Cruz, California, for PlaintiffAppellee County of Santa Cruz.

Anthony P. Condotti, City Attorney, Office of the City

Attorney, Santa Cruz, California, for Plaintiff-Appellee City of Santa Cruz.

Bruce Reed Goodmiller and Rachel H. Sommovilla, Office

of the City Attorney, Richmond, California, for Plaintiff-Appellee City of Richmond.

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Zachary D. Tripp and Lauren E. Morris, Weil Gotshal

& Manges LLP, Washington, D.C.; Sarah M. Sternlieb, Weil Gotshal & Manges LLP, New York, New

York; Peter D. Keisler, C. Frederick Beckner III, Ryan

C. Morris, and Tobias S. Loss-Eaton, Sidley Austin LLP,

Washington, D.C.; Steven P. Lehotsky, Michael B.

Schon, and Jonathan D. Urick, U.S. Chamber Litigation Center, Washington, D.C.; for Amicus Curiae

Chamber of Commerce of the United States of America.

Robert S. Peck, Center for Constitutional Litigation

P.C., Washington, D.C.; Gerson H. Smoger, Smoger &

Associates P.C., Dallas, Texas; for Amici Curiae Senator Sheldon Whitehouse.

Michael Burger, Morningside Heights Legal Services

Inc., New York, New York, for Amici Curiae National

League of Cities, U.S. Conference of Mayors, and International Municipal Lawyers Association.

Scott L. Nelson and Allison M. Zieve, Public Citizen

Litigation Group, Washington, D.C., for Amicus Curiae Public Citizen Inc.

James R. Williams, County Counsel; Greta S. Hansen,

Chief Assistant County Counsel; Laura S. Trice, Lead

Deputy County Counsel; Tony LoPresti, Deputy

County Counsel; Office of Santa Clara County Counsel, San Jose, California; for Amicus Curiae California

State Association of Counties.

Daniel P. Mensher and Alison S. Gaffney, Keller

Rohrback LLP, Seattle, Washington, for Amici Curiae

Robert Brule, Center for Climate Integrity, Justin Farrell, Benjamin Franta, Stephan Lewandowsky, Naomi

Oreskes, and Geoffrey Supran.

William A. Rossbach, Rossbach Law P.C., Missoula,

Montana; Kenneth L. Adams, Adams Holcomb LLP,

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Washington, D.C.; for Amici Curiae Mario J. Molina,

Michael Oppenheimer, Susanne C. Moser, Donald J.

Wuebbles, Gary Griggs, Peter C. Frumhoff, and

Kirstina Dahl.

Rob Bonta, Attorney General; Sally Magnani, Senior

Assistant Attorney General; David A. Zonana, Supervising Deputy Assistant Attorney General; Erin Ganahl

and Heather Leslie, Deputy Attorneys General; Attorney

General’s Office, California Department of Justice, Oakland, California; Letitia James, Attorney General, New

York, New York; Brian E. Frosh, Attorney General,

Baltimore, Maryland; Gurbir S. Grewal, Attorney

General, Trenton, New Jersey; Ellen F. Rosenblum,

Attorney General, Salem, Oregon; Peter F. Neronha,

Attorney General, Providence, Rhode Island; Thomas

J. Donovan Jr., Attorney General, Montpelier, Vermont; Robert W. Ferguson, Attorney General, Olympia, Washington; for Amici Curiae States of California, New York, Maryland, New Jersey, Oregon, Rhode

Island, Vermont, and Washington.

Peter Huffman, Natural Resources Defense Council,

Washington, D.C.; Ian Fein, Natural Resources Defense Council, San Francisco, California; for Amicus

Curiae Natural Resources Defense Council Inc.

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OPINION

IKUTA, Circuit Judge:

This appeal requires us to determine whether a

district court erred in remanding the plaintiffs’ globalwarming related complaints to state court after they

were removed by the energy company defendants. On

appeal, the defendants argue that the district court

had removal jurisdiction over these complaints on

multiple grounds, including federal question and federal enclave jurisdiction under 28 U.S.C. § 1331, federal officer removal jurisdiction under 28 U.S.C.

§ 1442(a)(1), bankruptcy jurisdiction under 28

U.S.C. § 1452(a) and 28 U.S.C. § 1334(b), and admiralty

jurisdiction under 28 U.S.C. § 1333(1). Because the

district court did not err in concluding that it lacked

subject matter jurisdiction under any of these asserted grounds, we affirm.

The County of San Mateo, the County of Marin,

and the City of Imperial Beach filed three materially

similar complaints in California state court against

more than 30 energy companies in July 2017. 1 The

complaints allege that the Energy Companies’ “extraction, refining, and/or formulation of fossil fuel products; their introduction of fossil fuel products into the

stream of commerce; their wrongful promotion of their

fossil fuel products and concealment of known hazards associated with use of those products; and their

failure to pursue less hazardous alternatives available

to them; is a substantial factor in causing the increase

in global mean temperature and consequent increase in

We refer to the plaintiffs collectively as the “Counties” and to

the defendants collectively as the “Energy Companies.”

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global mean sea surface height.” Further, according to

the complaints, the Counties “have already incurred,

and will foreseeably continue to incur, injuries and

damages because of sea level rise caused by [the Energy Companies’] conduct.” Such “sea level rise-related

injuries and damages” include flooding that causes injury and damages to real property and its improvements, and prevents the “free passage on, use of, and

normal enjoyment of that real property, or permanently [destroys] it.” For instance, the Counties allege

that Surfer’s Beach near the city of Half Moon Bay

“has lost 140 feet of accessible beach since 1964 due to

erosion, which has been exacerbated and substantially

contributed to by sea level rise and increased extreme

weather.” Other injuries caused by sea level rise, according to the Counties, include “infrastructural repair and reinforcement of roads and beach access.”

Based on these allegations, the complaints assert causes

of action for public and private nuisance, strict liability

for failure to warn, strict liability for design defect, negligence, negligent failure to warn, and trespass.

The Energy Companies removed the three complaints to federal court, asserting multiple bases for

subject matter jurisdiction: (1) the Counties’ claims

raise disputed and substantial federal issues, see Grable & Sons Metal Prods., Inc. v. Darue Eng’g & Mfg.,

545 U.S. 308 (2005); (2) the Counties’ claims are “completely preempted” by federal law; (3) the Counties’

claims arose on “federal enclaves”; (4) the Counties’

claims arise out of operations on the outer Continental

Shelf, see 43 U.S.C. § 1349(b); (5) the Counties’ claims

arise from actions that were taken by the Energy

Companies pursuant to a federal officer’s directions,

see 28 U.S.C. § 1442(a); and (6) the Counties’ claims

are related to bankruptcy cases, see 28 U.S.C.

§§ 1452(a), 1334(b).

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Shortly after the complaints were filed, the

County of Santa Cruz, the City of Santa Cruz, and the

City of Richmond filed materially similar complaints in

California state court. The Energy Companies removed these cases to federal court as well, asserting

the same six bases for subject matter jurisdiction.

Marathon Petroleum Corporation raised an additional ground for removal: the complaints raised issues concerning maritime activities, giving rise to admiralty jurisdiction. See 28 U.S.C. § 1333. These

cases were assigned to the same district judge.

The Counties moved to remand each case to state

court based on a lack of subject matter jurisdiction. In

a reasoned opinion, the district court rejected all the

grounds on which the Energy Companies relied for

subject matter jurisdiction, but stayed its remand orders to give the Energy Companies an opportunity to appeal.

The Energy Companies appealed, and we affirmed

the district court’s determination that no subject matter jurisdiction existed under the federal-officer removal statute. County of San Mateo v. Chevron Corp.,

960 F.3d 586, 603 (9th Cir. 2020), vacated, 141 S. Ct.

2666 (2021) (mem.). We dismissed the rest of the appeal for lack of appellate jurisdiction. Id. Under 28

U.S.C. § 1447(d), “[1] [a]n order remanding a case to

the State court from which it was removed is not reviewable on appeal or otherwise [(referred to as the

“non-reviewability clause”)], [2] except that an order remanding a case to the State court from which it was

removed pursuant to section 1442 or 1443 of this title

shall be reviewable by appeal or otherwise

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[(referred to as the “exceptions clause”)].” 2 We concluded that we lacked authority to review the remand

order under the non-reviewability clause because the

district court’s order remanded the complaints on subject matter jurisdiction grounds, and the non-reviewability clause applies when a district court bases its

remand order on subject matter jurisdiction or nonjurisdictional defects. San Mateo, 960 F.3d at 594–95 (citing Atl. Nat’l Tr. LLC v. Mt. Hawley Ins. Co., 621 F.3d

931, 934 (9th Cir. 2010)). We also concluded that we

lacked authority to review the remand order under

the exceptions clause because we were bound by our

precedent, see Patel v. Del Taco, Inc., 446 F.3d 996, 998

(9th Cir. 2006), which indicated we had the authority

to review only the portion of the district court’s remand order that addressed 28 U.S.C. § 1442(a), federal officer removal, but lacked jurisdiction to review

the appeal from the portions of the remand order that

considered the other bases for subject matter jurisdiction, San Mateo, 960 F.3d at 595–96. Therefore, we

rejected the Energy Companies’ argument that 28

U.S.C. § 1447(d) gave us the authority to conduct plenary review of the district court’s remand order and

did not address the other bases for removal. Id. at

603.

The Energy Companies sought review by the Supreme Court. While the Energy Companies’ petition

for certiorari was pending, the Supreme Court decided

BP p.l.c. v. Mayor & City Council of Baltimore, 141 S.

Ct. 1532 (2021). Baltimore interpreted § 1447(d) as

permitting appellate review of all the defendants’

28 U.S.C. § 1442 relates to removal of an action against an

agency or an officer of the United States, or “any person acting

under that officer,” and 28 U.S.C. § 1443 relates to civil rights

cases.

19a

grounds for removal under that section, and overruled

the Fourth Circuit’s interpretation of § 1447(d) as limiting appellate review of a remand order to “the part

of the district court’s remand order” discussing

§ 1442 or 1443. See Baltimore, 141 S. Ct. at 1537.

The Supreme Court then granted the petition for writ

of certiorari in San Mateo, vacated judgment, and remanded for further consideration in light of Baltimore. Chevron Corp. v. San Mateo County, California, 141 S. Ct. 2666 (2021).

On remand, we conclude that Baltimore has effectively abrogated Patel’s reasoning and holding “in

such a way that the cases are clearly irreconcilable.”

Miller v. Gammie, 335 F.3d 889, 900 (9th Cir. 2003)

(en banc). Because Baltimore held that § 1447(d) gives

us the authority to review the district court’s entire remand order, 141 S. Ct. at 1538, we now consider all bases for removal raised by the defendants, rather than

addressing only federal officer removal.

We have jurisdiction under 28 U.S.C. § 1291. We

review questions of statutory construction and subject

matter jurisdiction de novo. Ritchey v. Upjohn Drug

Co., 139 F.3d 1313, 1315 (9th Cir. 1998). The defendant has the burden of proving by a preponderance of

the evidence that the requirements for removal jurisdiction have been met. Leite v. Crane Co., 749 F.3d

1117, 1122 (9th Cir. 2014).

We start with the Energy Companies’ argument

that the district court erred in rejecting its claims that

it had federal-question jurisdiction under 28 U.S.C.

§ 1331, which provides that “district courts shall have

original jurisdiction of all civil actions arising under

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the Constitution, laws, or treaties of the United

States.” 28 U.S.C. §1331.

At the time of removal, the Counties’ complaints asserted only state-law claims against the Energy Companies. Under the well-pleaded complaint rule, the

plaintiff is “the ‘master of the claim’” and can generally avoid federal jurisdiction if a federal question

does not appear on the face of the complaint. City of

Oakland v. BP PLC, 969 F.3d 895, 904 (9th Cir. 2020)

(quoting Caterpillar Inc. v. Williams, 482 U.S. 386,

392 (1987)). The Energy Companies argue that the

Counties’ global-warming claims arise under federal

common law and are removable under two exceptions

to the well-pleaded complaint rule: (1) the exception

articulated in Grable; and (2) the doctrine of complete

preemption. We consider each in turn.

Grable affirmed a long line of Supreme Court

cases that recognized an exception to the well-pleaded

complaint rule when “federal law is a necessary element of the [plaintiff’s] claim for relief.” Oakland, 969

F.3d at 904 (cleaned up). “Only a few cases” have ever

fallen into this narrow category. Id. Under this exception, “federal jurisdiction over a state law claim will

lie if a federal issue is: (1) necessarily raised, (2) actually disputed, (3) substantial, and (4) capable of resolution in federal court without disrupting the federalstate balance approved by Congress.” Gunn v. Minton,

568 U.S. 251, 258 (2013). If those requirements are

met, federal jurisdiction exists “because there is a ‘serious federal interest in claiming the advantages

thought to be inherent in a federal forum,’ which can

be vindicated without disrupting Congress’s intended

division of labor between state and federal courts.”

Id. (quoting Grable, 545 U.S. at 313–14). The inquiry

21a

under Grable often focuses on the third requirement,

which asks whether the case “turn[s] on substantial

questions of federal law.” Oakland, 969 F.3d at 905

(quoting Grable, 545 U.S. at 312).

In Oakland, we considered a similar issue. In

that case, two cities sued various energy companies in

state court, raising a state-law claim for public nuisance based on “production and promotion of massive

quantities of fossil fuels” which “caused or contributed

to ‘global warming-induced sea level rise,’” and in turn

led to injuries to the cities’ wastewater treatment systems and stormwater infrastructure, as well as other

injuries. Id. at 901–02. The energy companies argued

that we had federal jurisdiction over the state complaint under the exception to the well-pleaded complaint rule for substantial federal questions. Id. at

902.

We rejected this argument, holding that even assuming that the complaint “could give rise to a cognizable claim for public nuisance under federal common law,” the state law claim in that case did not raise

a substantial federal question because “the claim neither requires an interpretation of a federal statute . . .

nor challenges a federal statute’s constitutionality,”

nor identifies “a legal issue necessarily raised by the

claim that, if decided, will be controlling in numerous

other cases.” Id. at 906 (cleaned up). Further, as we

explained:

[I]t is not clear that the claim requires an interpretation or application of federal law at

all, because the Supreme Court has not yet

determined that there is a federal common law

of public nuisance relating to interstate pollution, and we have held that federal public-nuisance claims aimed at imposing liability on

22a

energy producers for acting in concert to create, contribute to, and maintain global warming and conspiring to mislead the public about

the science of global warming, are displaced

by the Clean Air Act.

Id. (cleaned up).

We also rejected the energy companies’ argument

that because the complaint “implicates a variety of

‘federal interests,’” including energy policy, national

security, and foreign policy, the complaint necessarily

raised a substantial federal question. Id. at 906–07.

Although we acknowledged that the “question whether

the Energy Companies can be held liable for public nuisance based on production and promotion of the use of

fossil fuels and be required to spend billions of dollars

on abatement is no doubt an important policy question,” we concluded it “does not raise a substantial

question of federal law for the purpose of determining

whether there is jurisdiction under § 1331.” Id. at

907. Finally, we noted that a court’s evaluation of the cities’ public nuisance claim would require a fact-intensive and situation specific analysis, which “is not the

type of claim for which federal-question jurisdiction

lies” under Grable. Id. Therefore, we concluded that because the plaintiffs’ claim did not raise a substantial

federal issue, it did not fit within the exception to the

well-pleaded complaint rule articulated in Grable. Id.

The same analysis applies here. Although in Oakland the plaintiffs raised a single public nuisance

claim, while here the Counties allege multiple state

tort theories, including public nuisance, failure to

warn, design defect, private nuisance, negligence, and

trespass, the substance of their claims is the same as

in Oakland: tortious conduct by the Energy Companies in the course of producing, selling, and promoting

23a

the use of fossil fuels contributed to global warming

and sea-level rise, which led to property damage and

other injuries to the Counties. Therefore, even if we

assume that the Counties’ complaints “could give rise

to a cognizable claim” under federal common law, id.

at 906, the global-warming-related tort claims do not

“require resolution of a substantial question of federal

law” because they do not require any interpretation of

a federal statutory or constitutional issue, and are

“displaced by the Clean Air Act.” Id. And as in Oakland, even if the complaints raise federal policy issues

that are national and international in scope, implicate

foreign affairs and negotiations with other nations,

and require uniform standards, they do not “raise a substantial question of federal law for the purpose of determining whether there is jurisdiction under § 1331.”

Id. at 907. Finally, as in Oakland, the Counties’ tort

claims require a fact-intensive and situation-specific

analysis, which “is not the type of claim for which federal-question jurisdiction lies.” Id.

Therefore, the exception to the well-pleaded complaint rule for substantial federal questions under

Grable does not apply to the Counties’ claims.

Second, the Energy Companies argue that the

Counties’ state law claims fall under the “artful-pleading doctrine,” another exception to the well-pleaded

complaint rule. Oakland, 969 F.3d at 905. Under

this doctrine, a federal statute’s preemptive force is

“so ‘extraordinary’ that it ‘converts an ordinary state

common-law complaint into one stating a federal

claim for purposes of the well-pleaded complaint

rule.’” Caterpillar, 482 U.S. at 393 (quoting Metro.

Life Ins. Co. v. Taylor, 481 U.S. 58, 65 (1987)). Once a

federal statute completely preempts an area of state

24a

law, then “any claim purportedly based on that preempted state law is considered, from its inception, a

federal claim, and therefore arises under federal law.”

Id. (citation omitted). We have held that complete

preemption applies when Congress “(1) intended to displace a state-law cause of action, and (2) provided a substitute cause of action.” Oakland, 969 F.3d at 906 (citations omitted). The Supreme Court has recognized

only three statutes for which complete preemption applies: (1) § 301 of the Labor Management Relations

Act, (2) § 502(a) of the Employee Retirement Income Security Act of 1974, and (3) §§ 85 and 86 of the National

Bank Act. See id. at 905–906 (citations omitted).

The Energy Companies assert that the Counties’

state-law claims are “completely preempted by the

Clean Air Act and/or other federal statutes and the

United States Constitution.” We rejected this precise

argument in Oakland, observing that “[t]he Clean Air

Act is not one of the three statutes that the Supreme

Court has determined has extraordinary preemptive

force” and concluding that it does not “meet either of

the two requirements for complete preemption.” Id. at

907. The Energy Companies do not identify any other

federal statute that completely preempts the state-law

claims here. Therefore, the complete preemption exception to the well-pleaded complaint rule does not apply.

We next turn to the Energy Companies’ argument

that the Counties’ complaints arise under federal law

for purposes of § 1331 because the tort claims at issue

arose on a federal enclave.

The removal of a claim brought in state court under the federal enclave doctrine is premised on the

25a

following legal framework. First, a state law claim

brought in state court is removable under § 1331

when “federal law is a necessary element of the

[plaintiff’s] claim for relief.” Oakland, 969 F.3d at

904 (cleaned up). The Constitution establishes the

principle that federal law applies in federal enclaves:

Congress shall have Power . . . [t]o exercise exclusive Legislation in all Cases whatsoever, over such District[s] . . . as may, by

Cession of particular States, and the Acceptance of Congress, become the Seat of the

Government of the United States, and to exercise like Authority over all Places purchased

by the Consent of the Legislature of the State

in which the Same shall be, for the Erection of

Forts, Magazines, Arsenals, dock-Yards, and

other needful Buildings.

U.S. Const. art. I, § 8, cl. 17.

As this clause has been interpreted, when the federal government purchases state land with the consent

of the state legislature, “any law existing [on that

land] must derive its authority and force from the

United States and is for that reason federal law.” Mater v. Holley, 200 F.2d 123, 124 (5th Cir. 1952).3 Accordingly, unless an exception applies, any conduct on

a federal enclave is governed by federal law. Id.4

We have said that Mater contains “[t]he best reasoning on

[federal enclave jurisdiction].” Willis v. Craig, 555 F.2d 724, 726

n.4 (9th Cir. 1977) (per curiam).

The state law that previously governed the territory “remain[s] operative as federal law” so long as it is consistent with

federal law. Mater, 200 F.2d at 124. State law directly applies

in federal enclaves only under one of three narrow exceptions,

26a

Because federal law governs disputes arising from

such conduct, federal courts have the “power to adjudicate controversies arising” on federal enclaves. Id.

If federal law applies to a legal controversy arising on

federal enclaves, then such a controversy necessarily

“arises under the laws of the United States, within the

meaning of 28 U.S.C. § 1331.” Id. at 125. In sum,

because conduct on a federal enclave is generally subject to federal law, a claim based on injuries stemming

from such conduct arises under federal law, and a

court has jurisdiction over such a claim under § 1331.5

We have referenced this framework for federal enclave jurisdiction in several cases. In Willis v. Craig,

a civilian employee who was injured while working at

a federal naval center brought a negligence action in

federal court. See 555 F.2d 724, 725 (9th Cir. 1977)

(per curiam). We held that federal jurisdiction was

proper if the employee’s accident occurred on property

that qualified as a federal enclave. Id. at 726. In

Durham v. Lockheed Martin Corp., we noted in passing that federal courts would have federal question jurisdiction over an employee’s claim arising from exposure to asbestos during his work on federal enclaves.

445 F.3d 1247, 1250 (9th Cir. 2006); see also Alvares

v. Erickson, 514 F.2d 156, 160 (9th Cir. 1975) (noting

in passing that in federal enclave cases, the jurisdiction of a federal court depends on “the locus in which

the claim arose”).

none of which is relevant here. See Paul v. United States, 371

U.S. 245, 268–69 (1963); Goodyear Atomic Corp. v. Miller, 486

U.S. 174, 180 (1988).

Where such an action is transitory and a state court has personal jurisdiction over the defendant, the state court may also

hear the action. Mater, 200 F.2d at 123 (citing Ohio River Cont.

Co. v. Gordon, 244 U.S. 68 (1917)).

27a

In this case, the Counties have not alleged that

their claims are based on torts taking place on a federal enclave. Rather, their complaint raises state-law

claims arising from injuries to real property and infrastructure within their local jurisdictions. For instance, San Mateo’s alleged injuries flow from its claim

of trespass to land, i.e., that the Energy Companies’

petroleum activities ultimately led to a sea-level rise

that caused water to enter San Mateo property in violation of trespass law and caused various damages

and nuisances there, including the destruction of real

property and infrastructure within its borders.6

The other claims raised by the Counties are analogous. For

its trespass claim, San Mateo claims that the Energy Companies

caused “ocean waters to enter” city property, without the city’s

consent, “permanently submerging real property owned by [San

Mateo], causing flooding which have [sic] invaded and threatens

to invade real property owned by [San Mateo] and rendered it

unusable, and causing storm surges which have invaded and

threatened to invade real Property owned by [San Mateo] and

rendered it unusable.” For its nuisance claims, San Mateo alleges

that the condition of flooding and storms is “harmful and dangerous to human health,” “indecent and offensive to the senses of

the ordinary person,” “obstruct[s] and threaten[s] to obstruct the

free use of the People’s property,” and “obstruct[s] and

threaten[s] to obstruct the . . . use of [various areas] within San

Mateo County.” San Mateo specifies that “the ultimate nature of

the harm is the destruction of real and personal property,” and

that “the interference borne is the loss of property and infrastructure within San Mateo County.”

For its failure to warn claim, San Mateo alleges that the Energy Companies “failed to adequately warn customers, consumers, elected officials and regulators of known and foreseeable risk

of climate change and the consequences that inevitably flow from

the normal, intended use and foreseeable misuse of [their] fossil

fuel products,” which caused “damage to publicly owned infrastructure and real property, and the creation and maintenance

28a

Therefore, we turn to the question whether the

Counties’ tort claims arose from actions and injuries

that occurred on federal enclaves and thus were governed by federal law. The Energy Companies argue

that “pertinent” or “substantial” events giving rise to

the complaints took place on federal enclaves. Specifically, they contend that Standard Oil Co. (Chevron’s predecessor) operated Elk Hills Naval Petroleum

Reserve, a federal enclave, for many decades, and

CITGO distributed gasoline and diesel under its contracts with the government to multiple naval installations that are federal enclaves. Relying on several

district court opinions, the Energy Companies contend

that because federal law applied to these activities on

federal enclaves, federal law applies to the Counties’

claims, which are therefore removable under § 1331.

We disagree. Unlike in Willis, where the accident

that resulted in the plaintiff’s injury occurred on a federal enclave, or in Durham, where the exposure that

resulted in the plaintiff’s injury occurred on a federal

enclave, the Energy Companies allege only that some

of the defendants engaged in some conduct on federal

enclaves that may have contributed to global warming, which allegedly caused the rising sea levels that

resulted in the injuries that are the basis for the Counties’ claims. The Energy Companies do not allege how

much of that conduct occurred on federal enclaves.

The connection between conduct on federal enclaves

and the Counties’ alleged injuries is too attenuated

of a nuisance that interferes with the rights of the County, its

residents, and of the People.” Finally, for its design defect claim,

San Mateo alleges that the Energy Companies’ “fossil fuel products are defective because the risks they pose to consumers and

to the public, including and especially to [San Mateo] outweigh

their benefits.”

29a

and remote to establish that the Counties’ cause of action is governed by the federal law applicable to any federal enclave. As a result, the Energy Companies have

failed to establish that a federal issue is “necessarily

raised” by the complaints. Gunn, 568 U.S. at 258.7 We

therefore reject this basis for removal jurisdiction.

The Energy Companies next argue that the Counties’ claims were removable under the Outer Continental Shelf Lands Act (OCSLA). OCSLA gives federal courts jurisdiction over actions “arising out of, or

in connection with (A) any operation conducted on the

outer Continental Shelf which involves exploration,

development, or production of the minerals, of the

subsoil and seabed of the outer Continental Shelf,

or which involves rights to such minerals.”8

We reject the Energy Companies’ passing argument that federal enclave jurisdiction extends to complaints implicating “powerful federal interests.” The constitutional basis for federal enclave jurisdiction is Congress’s power to exercise exclusive legislation over federal enclaves, U.S. Const. art I, § 8, cl. 17, and we

have no authority to extend federal enclave jurisdiction beyond

such limitations.

43 U.S.C. § 1349(b)(1) provides in full:

Except as provided in subsection (c) of this section [regarding the federal government’s leasing program on the

outer Continental Shelf], the district courts of the United

States shall have jurisdiction of cases and controversies

arising out of, or in connection with (A) any operation

conducted on the outer Continental Shelf which involves

exploration, development, or production of the minerals,

of the subsoil and seabed of the outer Continental Shelf,

or which involves rights to such minerals, or (B) the cancellation, suspension, or termination of a lease or permit

under this subchapter. Proceedings with respect to any

30a

According to the Energy Companies, the Counties’

tort claims fall within this jurisdictional grant. The

Energy Companies reason as follows: The Counties allege that their injuries were caused in part by the Energy Companies’ cumulative fossil-fuel extraction;

and a portion of this extraction took place on the outer

Continental Shelf (OCS) because some of the Energy

Companies have conducted (and continue to conduct)

petroleum exploration, development, and production

on the outer Continental Shelf. 9 Therefore, the Energy Companies argue, the Counties’ claims “aris[e]

out of, or in connection with” the Energy Companies’

operations on the outer Continental Shelf.

In evaluating the Energy Companies’ argument, we

begin with the text of the jurisdictional statute,

43 U.S.C. § 1349(b)(1). The terms “aris[e] out of, or

in connection with” are not defined in the statute.

Nor are the dictionary definitions helpful. According

to the dictionary definitions around the time OCSLA

was enacted, “arise” in this context means to “spring

up; originate,” and “connection” means “[r]elationship

by causality, mutual dependence, logical sequence, or

the like.” Webster’s New Int’l Dictionary of the English

Language (2d ed. 1952). As these definitions indicate,

both terms are broad and indeterminate, and do not

incorporate any principle that would limit federal jurisdiction. When interpreting phrases such as these, which

such case or controversy may be instituted in the judicial

district in which any defendant resides or may be found,

or in the judicial district of the State nearest the place

the cause of action arose.

The outer Continental Shelf is defined as “all submerged

lands lying seaward and outside of the area of lands beneath navigable waters . . . and of which the subsoil and seabed appertain

to the United States and are subject to its jurisdiction and control.” 43 U.S.C. § 1331(a).

31a

lack a definite or fixed ending point, we must identify

“a limiting principle consistent with the structure of

the statute and its other provisions.” Maracich v.

Spears, 570 U.S. 48, 60 (2013) (interpreting the

phrase “in connection with”); see also Cal. Div. of Lab.

Standards Enf’t v. Dillingham Constr., N.A., Inc., 519

U.S. 316, 335 (1997) (Scalia, J., concurring) (“But applying the ‘relate to’ provision according to its terms

was a project doomed to failure, since, as many a curbstone philosopher has observed, everything is related

to everything else.”). Thus, in interpreting terms

such as “relates to,” “in connection with,” or “in reference to,” a court must “go beyond the unhelpful text

and the frustrating difficulty of defining its key term,

and look instead to the objectives” of the statute as a

guide to its scope. N.Y. State Conf. of Blue Cross &

Blue Shield Plans v. Travelers Ins. Co., 514 U.S. 645,

656 (1995). The Supreme Court has approved this approach to interpreting OCSLA, acknowledging that

terms which have “indeterminacy in isolation”

should be “interpreted in light of the entire statute.”

Parker Drilling Mgmt. Servs., Ltd. v. Newton, 139 S.

Ct. 1881, 1888 (2019).

Applying this interpretive approach, we turn to

the structure and purpose of OCSLA as a whole. The

Supreme Court has explained that “the purpose of

OCSLA was ‘to assert the exclusive jurisdiction and

control of the Federal Government of the United

States over the seabed and subsoil of the outer Continental Shelf, and to provide for the development of its

vast mineral resources.’” Gulf Offshore Co. v. Mobil Oil

Corp., 453 U.S. 473, 479 n.7 (1981) (citation omitted).

According to the Supreme Court’s historical review of

OCSLA, Congress was concerned about the extensive

activity taking place on the outer Continental Shelf,

and the need to identify with clarity the body of law

32a

that would govern such activities. See Rodrigue v.

Aetna Cas. & Sur. Co., 395 U.S. 352, 358 (1969). Congress recognized that “the full development of the estimated values in the shelf area [would] require the efforts and the physical presence of thousands of workers on fixed structures in the shelf area,” and that

“[i]ndustrial accidents, accidental death, peace, and

order present problems requiring a body of law for

their solution.” Id. (cleaned up).

After debating

whether federal or state law should be applicable to

the platforms and artificial islands created in the outer

Continental Shelf (and to the workers present there),

see id. at 363–64, Congress determined that federal

law should “be applicable in the area, but that where

there is a void, the State law may be applicable,” id.

at 358 (citation omitted).

To implement this determination, Congress expressly adopted “the federal enclave model” for

OCSLA. Parker Drilling, 139 S. Ct. at 1890. It did so

by enacting 43 U.S.C. § 1333, which provides that

“[t]he Constitution and laws and civil and political jurisdiction of the United States are extended, to the

same extent as if the outer Continental Shelf were an

area of exclusive Federal jurisdiction located within a

State” to all areas of the outer Continental Shelf

where operations could occur, including the “subsoil and

seabed” of the outer Continental Shelf, any artificial islands, installations attached to the seabed “erected

thereon for the purpose of exploring for, developing, or

producing resources,” or any other installations or devices needed to transport the resources. 43 U.S.C.

§ 1333(a)(1)(A) (emphasis added). This language ensured that drilling rigs and equipment on the outer

Continental Shelf were treated “as though they were

federal enclaves in an upland State.” Rodrigue, 395

U.S. at 355.

33a

The “textual connection between the OCSLA and

the federal enclave model” as set out in § 1333 “suggests that, like the generally applicable enclave rule, the

OCSLA sought to make all OCS law federal yet also

‘provide a sufficiently detailed legal framework to govern life’ on the OCS.” Parker Drilling, 139 S. Ct. at

1890 (citation omitted). Because § 1333 adopted the

federal enclave model’s legal framework for the outer

Continental Shelf, we read § 1349(b) as according federal courts the same jurisdiction over actions and injuries on the outer Continental Shelf as they would

have in other federal enclaves.10 As explained above,

supra at Section II(A)(3), federal courts have federal

enclave jurisdiction over tort claims regarding actions and injuries that occur on federal enclaves.

Therefore, we read the phrase “aris[e] out of, or in connection with” in § 1349(b)(1) as granting federal courts

jurisdiction over tort claims only when those claims

arise from actions or injuries occurring on the outer

Continental Shelf.

Reading the phrase “aris[e] out of, or in connection

with” in § 1349(b)(1) as consistent with federal enclave

jurisdiction provides “a limiting principle consistent

with the structure of the statute and its other provisions,” Maracich, 570 U.S. at 60, including OCSLA’s

purpose of addressing “industrial accidents, accidental death, peace, and order,” given “the physical

presence of thousands of workers on fixed structures in

the shelf area,” Rodrigue, 395 U.S. at 358 (cleaned

up).

Our interpretation of § 1349(b)(1) is also

We presume that Congress was familiar with the scope of

federal jurisdiction over federal enclaves when enacting OCSLA.

See Goodyear Atomic Corp. v. Miller, 486 U.S. 174, 184–85 (1988)

(“We generally presume that Congress is knowledgeable about

existing law pertinent to the legislation it enacts.”).

34a

consistent with the Supreme Court’s references to the

scope of federal court jurisdiction under OCSLA. As

the Supreme Court has explained, “a personal injury

action involving events occurring on the Shelf is governed by federal law, the content of which is borrowed

from the law of the adjacent State, here Louisiana.”

Gulf Offshore Co., 453 U.S. at 481 (emphasis added);

see also id. (describing OCSLA’s legal framework by

analogizing to a statute providing federal enclave jurisdiction over “personal injury and wrongful-death actions involving events occurring within a national park

or other place subject to the exclusive jurisdiction of the

United States, within the exterior boundaries of any

State” (emphasis added) (internal quotation marks

omitted)).

Three of our sister circuits have “deem[ed] § 1349

to require only a ‘but-for’ connection” between operations on the outer Continental Shelf and a plaintiff’s

alleged injuries. See In re Deepwater Horizon, 745 F.3d

157, 163–64 (5th Cir. 2014) (citation omitted) (collecting cases); see also Bd. of Cnty. Comm’rs of Boulder

Cnty. v. Suncor Energy (U.S.A.) Inc., 25 F.4th 1238,

1273 (10th Cir. 2022) (adopting the Fifth Circuit’s approach); Mayor & City Council of Baltimore v. BP

P.L.C., 2022 WL 1039685, at *21 (4th Cir. Apr. 7, 2022)

(following the Fifth and Tenth Circuits in concluding

that “invoking jurisdiction under § 1349(b)(1) requires

a but-for connection between a claimant’s cause of action and operations on the OCS”). The Energy Companies argue that this analysis is contrary to Ford Motor

Co. v. Montana Eighth Judicial District Court, which

held that the “requirement of a ‘connection’ between a

plaintiff's suit and a defendant's activities” in order

for a court to assert specific personal jurisdiction over

a defendant is not synonymous with but-for causation.

141 S. Ct. 1017, 1019 (2021) (citation omitted). While

35a

we are skeptical that Ford Motor Co.’s interpretation

of judicial rules delineating the scope of a court’s specific personal jurisdiction is pertinent in this different

statutory context, we agree that the language of

§ 1349(b), “aris[e] out of, or in connection with,” does

not necessarily require but-for causation.11

Despite our different approach to construing

§ 1349(b), our sister circuits’ application of

§ 1349(b)(1) leads to a materially similar result, because “[t]he decisions finding jurisdiction under § 1349”

feature “either claims with a direct physical connection

to an OCS operation (collision, death, personal injury,

loss of wildlife, toxic exposure) or a contract or property

dispute directly related to an OCS operation.” Bd. of

Cnty. Comm’rs of Boulder Cnty., 25 F.4th at 1273 (collecting cases).

Therefore, “despite the seemingly

broad ‘but-for’ test,” adopted by our sister circuits,

“courts have made it clear that a dispute must have a

sufficient nexus to an operation on the OCS to fall

The Fifth Circuit’s conclusion to the contrary is not based on

its construction of the text of § 1349(b), but rather relies on cases

construing 43 U.S.C. § 1333(b) (providing that a specified form of

compensation was payable “[w]ith respect to disability or death

of an employee resulting from any injury occurring as the result

of operations conducted on the outer Continental Shelf” (emphasis added)). The Fifth Circuit “adopted a ‘but for’ test of causation in determining whether a particular injury was the result of

operations on the shelf,” Herb’s Welding v. Gray, 766 F.2d 898,

900 (5th Cir. 1985) (emphasis added) (citation omitted), and then

applied this “but for” test to § 1349(b)(1) without addressing the

differences between the text of those provisions, see Recar v. CNG

Producing Co., 853 F.2d 367, 369 (5th Cir. 1988) (stating that

“we have established a ‘but for’ test to resolve” the question

whether a case “aris[es] out of or in connection with” operations

on the OCS” for purposes of § 1349(b), but citing only the line of

cases construing § 1333(b) (cleaned up)).

36a

within the jurisdictional reach of the OCSLA.” Id.

(cleaned up); see also Mayor & City Council of Baltimore, 2022 WL 1039685 at *21 (“[A] ‘mere connection’

between a claimant’s case and operations on the OCS

is insufficient to show federal jurisdiction if the relationship is ‘too remote.’”).12

We now apply our rule to the Energy Companies’

assertions here. The Energy Companies argue that

because the Counties assert that their injuries were

caused in part by the Energy Companies’ cumulative

fossil-fuel extraction, and because a portion of this extraction took place on the outer Continental Shelf, the

Counties’ claims “aris[e] out of, or in connection with”

the Energy Companies’ operations on the outer Continental Shelf. We reject this argument, because the connection between such conduct and the injuries alleged

by the plaintiffs here is too attenuated to give rise to

jurisdiction. First, the Counties’ complaints allege injuries occurring exclusively within their local jurisdictions, not on the outer Continental Shelf. Second, instead of alleging wrongful actions on the outer Continental Shelf, the Counties’ claims focus on the defective

nature of the Energy Companies’ fossil fuel products,

the Energy Companies’ knowledge and awareness of

the harmful effects of those products, and their “concerted campaign” to prevent the public from recognizing

those dangers. These allegations do not refer to actions

Indeed, in Ford Motor Co., the Supreme Court acknowledged

the need to impose limiting principles on indeterminate jurisdictional language, stating that “the phrase ‘relate to’” in the judgemade rule requiring a lawsuit to “arise out of or relate to the defendant’s contacts with the forum,” before a court can assert specific personal jurisdiction “incorporates real limits, as it must to

adequately protect defendants foreign to a forum.” 141 S. Ct. at

1026 (citation omitted).

37a

taken on the outer Continental Shelf. For these reasons, the Energy Companies have failed to establish

that the Counties’ tort claims “aris[e] out of, or in connection with” the Energy Companies’ operations on

the outer Continental Shelf for purposes of jurisdiction under § 1349(b)(1).13

We now turn to the Energy Companies’ claim that

the district court had subject matter jurisdiction under

the federal-officer removal statute, 28 U.S.C.

§ 1442(a)(1).14

As currently drafted, § 1442(a)(1) provides for removal of:

A civil action . . . that is against or directed to

. . . [t]he United States or any agency thereof

or any officer (or any person acting under that

officer) of the United States or of any agency

thereof, in an official or individual capacity,

for or relating to any act under color of such

Relatedly, we also reject the Energy Companies’ claim that

§ 1349(b)(1) gives federal courts jurisdiction over any claim that

threatens to impair the recovery of federally owned minerals

from the outer Continental Shelf, or that otherwise might affect

the oil industry. This interpretation would give federal courts jurisdiction over any claim that might affect the finances of an energy company that engaged in operations there, even if the claim

had no direct connection to events on the outer Continental Shelf,

and is contrary to the federal enclave model. See Bd. of Cnty.

Comm’rs of Boulder Cnty., 25 F.4th at 1275 (rejecting an identical argument).

The Supreme Court vacated our prior opinion, County of San

Mateo v. Chevron Corp., 960 F.3d 586 (9th Cir. 2020), but did not

address our reasoning regarding the federal officer removal statute. See Baltimore, 141 S. Ct. at 1543. Therefore, we largely reprise our reasoning in our prior opinion on this issue.

38a

office or on account of any right, title or authority claimed under any Act of Congress for

the apprehension or punishment of criminals

or the collection of the revenue.

28 U.S.C. § 1442.

In order to invoke § 1442(a)(1), a private person

must establish: “(a) it is a person within the meaning

of the statute; (b) there is a causal nexus between its

actions, taken pursuant to a federal officer’s directions, and [the] plaintiff’s claims; and (c) it can assert

a colorable federal defense.” Riggs v. Airbus Helicopters, Inc., 939 F.3d 981, 986–87 (9th Cir. 2019) (quoting Fidelitad, Inc. v. Insitu, Inc., 904 F.3d 1095, 1099

(9th Cir. 2018)). To demonstrate a causal nexus, the

private person must show: (1) that the person was

“acting under” a federal officer in performing some “act

under color of federal office,” and (2) that such action

is causally connected with the plaintiff’s claims

against it. See Goncalves ex rel. Goncalves v. Rady

Child.’s Hosp. San Diego, 865 F.3d 1237, 1244–50 (9th

Cir. 2017).

The parties focus on the first prong: whether the

Energy Companies were “acting under” a federal officer’s

directions. We begin by providing some background. The

federal officer removal statute has existed in some version since 1815. Willingham v. Morgan, 395 U.S. 402,

405 (1969). Although Congress has amended the statute on a number of occasions, see Watson v. Philip

Morris Cos., 551 U.S. 142, 147–49 (2007), most recently in 2011, see Removal Clarification Act of 2011

§ 2, the purpose of the statute has remained essentially the same: its “basic purpose is to protect the

Federal Government from the interference with its operations that would ensue were a State able, for example,

to arrest and bring to trial in a State court for an alleged

39a

offense against the law of the State, officers and agents

of the Government acting . . . within the scope of their

authority.” Watson, 551 U.S. at 150 (cleaned up)

(quoting Willingham, 395 U.S. at 406). Congress

thought that allowing a federal officer to remove a

state action was necessary because “[s]tate-court proceedings may reflect ‘local prejudice’ against unpopular federal laws or federal officials” and “deprive federal officials of a federal forum in which to assert federal immunity defenses.” Id. (citation omitted). Moreover, state-court proceedings may have the effect of

impeding or delaying the enforcement of federal law.

Id. The federal officer removal statute should be “liberally construed” to fulfill its purpose of allowing federal officials and agents who are being prosecuted in

state court for acts taken in their federal authority to

remove the case to federal court. Id. at 147 (citation

omitted).

When Congress first enacted § 1442(a)(1), the

phrase “officer of the United States” was generally understood as a term of art that referred to federal officers who “exercis[ed] significant authority.” Int’l Primate Prot. League v. Adm’rs of Tulane Educ. Fund,

500 U.S. 72, 81 (1991) (quoting Buckley v. Valeo, 424

U.S. 1, 126 (1976)). In 1948, Congress amended the

statute to include the language “person[s] acting under”

any officer of the United States. Act of June 25, 1948,

ch. 646, § 1442, 62 Stat. 869, 938 (codified at 28

U.S.C. § 1442). At the time, this change was understood as extending the section to apply to employees,

as well as officers. Int’l Primate Prot. League, 500 U.S.

at 84 (quoting H.R. Rep. No. 80-308, at A134 (1947)).

The Supreme Court subsequently interpreted the

term “person acting under that officer” as extending to

a “private person” who has certain types of close

40a

relationships with the federal government. See Watson, 551 U.S. at 152–53. The Supreme Court has identified a number of factors courts should consider in determining whether a private person is “acting under”

a federal officer for purposes of § 1442(a)(1). Among

other things, the Court considers whether the person

is acting on behalf of the officer in a manner akin to

an agency relationship. See id. at 151 (private person

must be authorized to act “with or for [federal officers]”

(alteration in original) (citation omitted)); see also

Goncalves, 865 F.3d at 1246–47 (holding that a private

person qualified as “acting under” a federal officer

when it was “serving as the government’s agent”);

Cabalce v. Thomas E. Blanchard & Assocs., Inc., 797

F.3d 720, 729 (9th Cir. 2015) (noting that a company’s

independent-contractor status supported the conclusion that it was not acting under a federal officer). The

Court also considers whether the person is subject to

the officer’s close direction, such as acting under the

“subjection, guidance, or control” of the officer, or in a relationship which “is an unusually close one involving

detailed regulation, monitoring, or supervision.” Watson, 551 U.S. at 151, 153 (citation omitted); see also

Leite, 749 F.3d at 1120, 1124 (holding that a defense

contractor properly removed a case under § 1442(a)(1)

based, in part, on “the Navy’s detailed specifications

regulating the warnings that equipment manufacturers were required to provide”). Third, the Court considers whether the private person is assisting the federal officer in fulfilling “basic governmental tasks”

that “the Government itself would have had to perform” if it had not contracted with a private firm.

Watson, 551 U.S. at 153–54; see also Goncalves, 865

F.3d at 1246–47 (holding that private person fulfilled a

basic governmental task by pursuing subrogation

claims on behalf of a government agency). Finally,

41a

taking into account the purpose of §1442(a)(1), the

Court has considered whether the private person’s activity is so closely related to the government’s implementation of its federal duties that the private person

faces “a significant risk of state-court ‘prejudice,’” just

as a government employee would in similar circumstances, and may have difficulty in raising an immunity defense in state court. Watson, 551 U.S. at 152 (citation omitted).

As the Supreme Court has indicated, and circuit

courts have held, a government contractor qualifies as

a person “acting under” an officer under certain circumstances. See id. at 153–54. Watson cited with approval

a Fifth Circuit case, Winters v. Diamond Shamrock

Chemical Co., which held that a government contractor

could remove a state action under § 1442(a) because

the contractor was acting on behalf of the government

to produce Agent Orange, a carcinogenic herbicide

used as part of the war strategy in Vietnam, and was acting under the close direction of the federal government which had provided “detailed specifications concerning the make-up, packaging, and delivery of Agent

Orange,” as well as “on-going supervision . . . over the

formulation, packaging, and delivery of Agent Orange.”

149 F.3d 387, 399–400 (5th Cir. 1998), overruled by Latiolais v. Huntington Ingalls, Inc., 951 F.3d 286 (5th

Cir. 2020) (en banc). Further, the contractor provided

a product that was “used to help conduct a war” and at

least arguably “performed a job that, in the absence of

a contract with a private firm, the Government itself

would have had to perform.” Watson, 551 U.S. at 154;

see also Goncalves, 865 F.3d at 1246–47 (holding that

a private contractor was “acting under” a federal officer when it was serving as an agent for the government and assisting the government in fulfilling basic

duties).

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By contrast, a person is not “acting under” a federal officer when the person enters into an arm’slength business arrangement with the federal government or supplies it with widely available commercial

products or services. See Cabalce, 797 F.3d at 727–

29; cf. Goncalves, 865 F.3d at 1244–47; Winters, 149

F.3d at 398–400. Nor does a person’s “compliance

with the law (or acquiescence to an order)” amount to

“‘acting under’ a federal official who is giving an order

or enforcing the law.” Watson, 551 U.S. at 152. This

is true “even if the regulation is highly detailed and

even if the private firm’s activities are highly supervised and monitored.” Id. at 153. We may not interpret § 1442(a) so as to “expand the scope of the statute

considerably, potentially bringing within its scope

state-court actions filed against private firms in many

highly regulated industries.” Id.

The Energy Companies argue that they meet the

criteria under § 1442(a) to remove the Counties’ complaints because they were “persons acting under” a

federal officer based on three agreements with the government.15 They also argue that there is a causal nexus

between their actions under those agreements and the

Counties’ claims. We consider each of these agreements in turn.

We first consider CITGO’s fuel supply agreements

with the Navy Exchange Service Command (NEXCOM). Under these contracts, CITGO agreed to supply gasoline and diesel fuel to NEXCOM for service

stations on approximately forty U.S. Navy installations. The government resold the CITGO fuel at

We have held that corporations are “person[s]” under

§ 1442(a)(1), Goncalves, 865 F.3d at 1244, so there is no dispute

that the Energy Companies meet this requirement.

43a

NEXCOM facilities to individual service members.

The Energy Companies point to three sets of contractual requirements in the fuel supply agreements which

they claim establish the “subjection, guidance or control” necessary to invoke federal jurisdiction, namely:

(1) “fuel specifications” that required compliance with

specified American Society for Testing and Material

Standards and required that NEXCOM have a qualified independent source analyze the products for compliance with those specifications; (2) provisions that give

the Navy the right to inspect delivery, site, and operations; and (3) branding and advertising requirements.16

The Energy Companies cite the following sections in the fuel

supply agreements. First, the fuel specification provisions require CITGO to “provide high quality gasoline product identical

to or the same product as supplied [by] the contractor[’]s commercially operated gasoline service stations [(e.g., regular

leaded, regular unleaded, and premium unleaded)].” The

“[m]otor fuel products supplied” by CITGO were required to comply with the generic standards promulgated by the American Society for Testing and Materials, and the Navy agreed to “have a

qualified independent source analyze the products provided [by

CITGO],” including any product that was “suspected of being

faulty/inferior.” Second, the inspection provisions gave the Navy

the right to “visually check truck compartment(s) before and after deliveries” of fuel, and to conduct “general operational reviews,” which “might also include inspections of . . . vehicles.”

Third, the branding provisions require CITGO to “supply all necessary equipment, including signage, for each facility,” to “incorporate the Government logo on at least three . . . provided signage fixtures,” and to supply “[a] standard service station rotating-fixed neon or incandescent street corner station identification sign . . . for each Government fueling station.” And CITGO

could submit “proposals on [CITGO] branded product[s],” but the

government was not obligated to market “said product under

[CITGO’s] brand or trade name.”

44a

This argument fails. The contracts evince an arm’slength business relationship to supply NEXCOM with

generally available commercial products. Supplying

gasoline to the Navy for resale to its employees is not

an activity so closely related to the government’s implementation of federal law that the person faces “a

significant risk of state-court ‘prejudice.’” Watson, 551

U.S. at 152 (citation omitted). Accordingly, we hold

that CITGO was not “acting under” a federal officer by

supplying gasoline and diesel fuel to NEXCOM pursuant to fuel supply contracts.

Second, the Energy Companies point to the 1994

unit agreement 17 for the petroleum reserves at Elk

Hills between Standard Oil Company of California

(Chevron Corporation’s predecessor in interest) and

the U.S. Navy. We have detailed the history of this

unit agreement at length in our prior decisions. See

Standard Oil Co. of Cal., 545 F.2d at 626–28. In brief,

Standard owned one-fifth and the Navy owned fourfifths of the approximately 46,000 acres comprising

the Elk Hills reserves. As is common in the oil exploration and production industry, the two landowners

entered into a unit agreement to coordinate operations in the oil field and production of the oil. Because

the Navy sought to limit oil production in order to ensure the availability of oil reserves in the event of a

national emergency, the unit agreement required that

both Standard and the Navy curtail their production

“A unit agreement was at that time and still is a common

arrangement in the petroleum industry where two or more owners have interests in a common pool. Under such an arrangement, the pool is operated as a unit and the parties share production and costs in agreed-upon proportions.” United States v.

Standard Oil Co. of Cal., 545 F.2d 624, 627 (9th Cir. 1976) (per

curiam).

45a

and gave the Navy “exclusive control over the exploration, prospecting, development, and operation of the

Reserve.” To compensate Standard for reducing production, the unit agreement gave Standard the right

to produce a specified amount of oil per day (an average of 15,000 barrels per day). Both parties could dispose of the oil they extracted as they saw fit, and neither had a “preferential right to purchase any portion

of the other’s share of [the] production.”

Standard’s activities under the unit agreement did

not give rise to a relationship where Standard was

“acting under” a federal officer for purposes of § 1442.

Standard was not acting on behalf of the federal government in order to assist the government in performing a basic government function. Rather, Standard

and the government reached an agreement that allowed them to coordinate their use of the oil reserve in

a way that would benefit both parties: the government maintained oil reserves for emergencies, and

Standard ensured its ability to produce oil for sale.

When Standard extracted oil from the reserve, Standard was acting independently, see Cabalce, 797 F.3d

at 728–29, not as the Navy’s “agent,” Goncalves, 865

F.3d at 1246; see also H.R. Rep. No. 112-17, pt. 1, at 3

(2011) (“Removal is allowed only when the acts of Federal

defendants are essentially ordered or demanded by Federal authority . . .”). And Standard’s arm’s-length

business arrangement with the Navy does not involve

conduct so closely related to the government’s implementation of federal law that the Energy Companies

46a

would face “a significant risk of state-court ‘prejudice.’” Watson, 551 U.S. at 152 (citation omitted). 18

Finally, we consider the Energy Companies’ lease

agreements, entitled “Oil and Gas Lease of Submerged

Lands Under the Outer Continental Shelf Lands Act.”

Under these standard-form leases, the government

grants the lessee the right to explore and produce oil

and gas resources in the submerged lands of the outer

Continental Shelf, and in exchange the lessee agrees

to pay the government rents and royalties. The Energy Companies argue that the lessee Energy Companies were “acting under” a federal officer because the

leases require that the lessees drill for oil and gas pursuant to government-approved exploration plans and

that the lessees sell some of their production to certain

buyers; specifically, lessees must offer twenty percent of their production to “small or independent refiners,” and must give the United States the right of

first refusal in time of war or “when the President of

the United States shall so prescribe.”

This argument also fails. The leases do not require that lessees act on behalf of the federal

At oral argument, the Energy Companies argued for the first

time that Standard was “acting under” a federal officer pursuant

to the Naval Petroleum Reserves Production Act of 1976, Pub. L.

94-258, § 201, 90 Stat. 303 (1976), which directed the Secretary

of the Navy to “produce such reserves [including the Elk Hill reserve] at the maximum efficient rate consistent with sound engineering practices for a period not to exceed six years” and to “sell

or otherwise dispose of the United States share of such petroleum

produced from such reserves.” § 201, 90 Stat. at 308. Nothing in

the record indicates that the Secretary of the Navy “ordered or

demanded,” H.R. Rep. No. 112-17, pt. 1, at 3 (2011), reprinted in

2011 U.S.C.C.A.N. 420, 422, that Standard produce oil on behalf

of the Navy. Therefore, the Energy Companies’ reliance on this

Act is misplaced.

47a

government, under its close direction, or to fulfill basic

governmental duties. Nor are lessees engaged in an

activity so closely related to the government’s function

that the lessee faces “a significant risk of state-court

‘prejudice.’” Watson, 551 U.S. at 152 (citation omitted).

In fact, the lease requirements largely track statutory

requirements, for instance, that the lessee offer 20

percent of the “crude oil, condensate, and natural gas

liquids produced on [the] lease . . . to small or

independent refiners,” 43 U.S.C. § 1337(b)(7), and that

“[i]n time of war, or when the President shall so prescribe, the United States shall have the right of first

refusal to purchase at the market price all or any portion of any mineral produced from the outer Continental Shelf,” § 1341(b). Mere “compl[iance] with the

law, even if the laws are ‘highly detailed’ and thus

leave [an] entity ‘highly regulated,’” does not show

that the entity is “acting under” a federal officer.

Goncalves, 865 F.3d at 1245 (quoting Watson, 551 U.S.

at 151–53). We conclude that the federal government’s willingness to lease federal property or minimal rights to a private entity for that entity’s commercial purposes does not, without more, constitute the

kind of assistance required to establish that the private entity is “acting under” a federal officer. Accordingly, the leases on which the defendants rely do not

give rise to the “unusually close” relationship where

the lessee was “acting under” a federal officer. Watson,

551 U.S. at 153.

Because we conclude that the Energy Companies

have not carried their burden of proving by a preponderance of the evidence that they were “acting under”

a federal officer, we do not reach the question whether

actions pursuant to the fuel supply agreement, unit

agreement, or lease agreement had a causal nexus

with the Counties’ complaints, or whether the Energy

48a

Companies can assert a colorable federal defense. See

Fidelitad, 904 F.3d at 1099.

We turn next to the Energy Companies’ argument

that the district court had removal jurisdiction over

the complaints under 28 U.S.C. § 1452(a) because

they are related to bankruptcy cases involving Peabody Energy Corp., Arch Coal, and Texaco, Inc.

Under § 1452(a), “[a] party may remove any claim

or cause of action in a civil action” (subject to certain

exceptions) if the district court “has jurisdiction of such

claim or cause of action under [28 U.S.C. § 1334].”

Under § 1334(b), in turn, “the district courts shall have

original but not exclusive jurisdiction of all civil proceedings arising under title 11, or arising in or related

to cases under title 11,” again with exceptions not

applicable here.19 In sum, a defendant may remove

a civil action if the district court has jurisdiction over

the civil action because it is “related to cases under title

11.” Id.

In defining the term “related to” in this context, we

have differentiated between bankruptcy cases that

are pending before a plan has been confirmed and bankruptcy cases where the plan has been confirmed and

the debtor discharged from bankruptcy. See In re

28 U.S.C. § 1334(b) provides:

Except as provided in subsection (e)(2) [(relating to

claims arising from employment of professionals under

11 U.S.C. § 327)], and notwithstanding any Act of Congress that confers exclusive jurisdiction on a court or

courts other than the district courts, the district courts

shall have original but not exclusive jurisdiction of all

civil proceedings arising under title 11, or arising in or

related to cases under title 11.

49a

Pegasus Gold Corp., 394 F.3d 1189, 1193–94 (9th Cir.

2005). While a bankruptcy case is pending, we have

defined “related to” broadly: A proceeding is “related

to” a bankruptcy case when “the outcome of the proceeding could conceivably have any effect on the estate

being administered in bankruptcy.” In re Fietz, 852 F.2d

455, 457 (9th Cir. 1988) (citation omitted). But the

same term “related to” has a more limited meaning after a plan has been confirmed. See Pegasus Gold, 394

F.3d at 1194. A proceeding that arises after a plan

has been confirmed is “related to” a bankruptcy case

only if there is “a close nexus to the bankruptcy plan

or proceeding.” Id. at 1194 (quoting In re Resorts Int’l,

Inc., 372 F.3d 154, 167 (3d Cir. 2004)). In defining

“close nexus,” we have indicated that “matters affecting ‘the interpretation, implementation, consummation, execution, or administration of the confirmed

plan will typically have the requisite close nexus’” to

a bankruptcy case. Id. at 1194 (quoting Resorts Int’l,

372 F.3d at 167).

We take a holistic approach to determining

whether a proceeding that arises after a plan has been

confirmed has a close nexus to that plan. We have

explained that the close nexus test “requires particularized consideration of the facts and posture of each

case,” and “can only be properly applied by looking at

the whole picture.” In re Wilshire Courtyard, 729 F.3d

1279, 1289 (9th Cir. 2013). At the same time, we recognize that it is necessary to avoid an interpretation

of “related to” in the post-confirmation context that

“could endlessly stretch a bankruptcy court’s jurisdiction.” Pegasus Gold, 394 F.3d at 1194 n.1; see also Resorts Int’l, 372 F.3d at 164 (holding that “bankruptcy

court jurisdiction ‘must be confined within appropriate limits and does not extend indefinitely, particularly after the confirmation of a plan and the closing of

50a

a case’” (citation omitted)). Thus, we have held that

a “bankruptcy court did not retain ‘related to’ jurisdiction for [a] breach of contract action that could have

existed entirely apart from the bankruptcy proceeding

and did not necessarily depend upon resolution of a

substantial question of bankruptcy law.” In re Ray, 624

F.3d 1124, 1135 (9th Cir. 2010).

We now turn to the Energy Companies’ claims

that the Counties’ complaints have a sufficiently close

nexus to the Peabody Energy and Texaco, Inc. bankruptcy cases.20 First, the Energy Companies claim

that the Counties’ complaints have a sufficiently close

nexus to the Peabody Energy Corp.’s bankruptcy case

because the complaints require an interpretation of

Peabody’s bankruptcy plan. According to the Energy

Companies, a bankruptcy court has already interpreted the plan in response to the Counties’ complaints. Specifically, the Counties here filed their complaints a few months after Peabody’s bankruptcy plan

was confirmed and became effective in April 2017. In

re Peabody Energy Corp., No. 16-42529-399, 2017 WL

4843724 at *1 (Bankr. E.D. Mo. Oct. 24, 2017). In July

2017, Peabody filed a motion to enjoin the Counties

from prosecuting their complaint against Peabody and

to dismiss those actions with prejudice on the ground

that their claims had been discharged in bankruptcy.

Id. The bankruptcy court granted the motion and directed the Counties to dismiss their causes of action

against Peabody Energy with prejudice.

See id.21

The Energy Companies do not raise a distinct argument as

to Arch Coal, so we do not address this issue.

The Eighth Circuit affirmed this ruling on appeal. See In re

Peabody Energy Corp., 958 F.3d 717 (8th Cir. 2020). The Counties therefore dismissed Peabody Energy and Arch Coal from the

51a

The Energy Companies allege that given the bankruptcy court’s need to interpret Peabody Energy’s confirmed plan, there is a close nexus between the plan

and the Counties’ complaints.

We disagree. As stated above, we take a holistic

look at “the whole picture.” Wilshire Courtyard, 729

F.3d at 1289. As a general rule, proceedings that

merely require the court to read a confirmed plan to

determine whether it bars certain claims that arose

before the confirmation date are not proceedings “affecting the interpretation [or] implementation” of a plan.

Pegasus Gold, 394 F.3d at 1194 (cleaned up) (emphasis added). Typically, where the district court’s review

of a plan involves merely the application of the plan’s

plain or undisputed language, and does not require

any resolution of disputes over the meaning of the

plan’s terms, the review does not “depend upon resolution of a substantial question of bankruptcy law.”

Ray, 624 F.3d at 1135. Therefore, in the usual case,

such a review would lack the close nexus with the

bankruptcy case necessary for “related to” jurisdiction.

Here, the Energy Companies have not argued that

the district court would have to interpret disputed

language in Peabody Energy’s confirmed plan in order

to determine whether the Counties’ complaints were

barred. Nor could they, because at the time of

complaint in June 2020. But at the time of the district court’s

remand order (on July 10, 2018), the Counties were still appealing the bankruptcy court’s order directing the Counties to dismiss their complaint against Peabody. In determining whether

the district court had removal jurisdiction, we must consider the

events at the time of its ruling. See Spencer v. U.S. Dist. Ct. for

the N. Dist. of Cal., 393 F.3d 867, 871 (9th Cir. 2004); County of

San Mateo v. Chevron Corp., 294 F. Supp. 3d 934 (N.D. Cal.

2018).

52a

removal, Peabody Energy had already elected to seek

an order enforcing the discharge and injunction provisions of the Chapter 11 plan in bankruptcy court. This

means that at the time of removal, the district court

was not presented with any matters requiring interpretation of the confirmed plan, which was taking

place on a different jurisdictional pathway. And even

if the district court had been required to review a plan,

the Energy Companies have not argued that such a

review would “depend upon resolution of a substantial

question of bankruptcy law.” Id. Accordingly, under

the circumstances of this case, the complaints before

the district court were not “related to” Peabody Energy’s bankruptcy case for purposes of § 1334(b), and

the district court did not have removal jurisdiction

over the complaints under § 1452 on that basis.

We next turn to the Energy Companies’ argument

that the Counties’ complaints have a sufficiently close

nexus to Texaco, Inc.’s bankruptcy case. According to

the Energy Companies, Texaco, Inc.’s plan (which was

confirmed some time in the 1980s) bars various claims

arising against Texaco prior to March 15, 1988, so the

Counties’ proceedings would involve interpretation of

Texaco’s plan. Again, we disagree. As with Peabody

Energy, the Energy Companies have not argued that

the district court would have to interpret disputed language in Texaco’s confirmed plan in order to determine whether the Counties’ complaints were barred.

Moreover, Texaco’s relationship to the complaints is

attenuated: the Counties have not named Texaco in

their complaints, and the Energy Companies claim Texaco is a defendant only because the complaints allege

that Chevron’s subsidiaries also engaged in culpable

conduct. The district court would not have occasion to

look at Texaco’s plan unless it first determined that

Texaco was a proper defendant who was liable for

53a

damages, and also determined that the Counties’

claims arose before 1988. Under our “particularized

consideration of the facts and posture” of this case,

Wilshire Courtyard, 729 F.3d at 1289, we conclude that

the Counties’ case does not have the close nexus to

Texaco’s confirmed plan necessary to give the district

court jurisdiction under § 1334(b) or removal jurisdiction under § 1452. Therefore, we reject this basis of

jurisdiction.22

Finally, we turn to the Energy Companies’ argument that the district court had admiralty jurisdiction

over this case. Only Marathon Petroleum Corporation

preserved this argument by raising admiralty jurisdiction as a basis for removal in its notice of removal.23 According to Marathon, because the Counties’ claims are based on fossil fuel extraction that occurs on vessels engaged in maritime activities, they

Because we decide on this ground, we need not reach the

question whether removal of the claim under § 1334 is barred by

§ 1452(a), which prohibits the removal of a civil action by a governmental unit “to enforce such governmental unit’s police or

regulatory power.” Nor do we need to address 28 U.S.C.

§ 1334(c)(2), which provides that “[u]pon timely motion of a

party” the district court must abstain from hearing a proceeding

based on a state law claim where the only source of jurisdiction

is § 1334.

The other Energy Companies failed to invoke admiralty jurisdiction and therefore forfeited this ground of removal. Contrary to the Energy Companies’ argument, their reference to

“federal common law” in their notice of removal is insufficient to

invoke this basis of jurisdiction. See O’Halloran v. Univ. of

Wash., 856 F.2d 1375, 1381 (9th Cir. 1988); see also 28 U.S.C.

§ 1446(a) (requiring that a notice of removal contain “a short and

plain statement of the grounds for removal”).

54a

fall within the Constitution’s grant of original jurisdiction over “all Cases of admiralty and maritime Jurisdiction.” U.S. Const. art. III, § 2, cl. 1; see also 28

U.S.C. § 1333(1).24

We reject this argument because maritime claims

brought in state court are not removable to federal

court absent an independent jurisdictional basis. The

relevant jurisdictional statute, 28 U.S.C. § 1333(1),

gives a district court original jurisdiction of “[a]ny civil

case of admiralty or maritime jurisdiction, saving to

suitors in all cases all other remedies to which they are

otherwise entitled.” 28 U.S.C. § 1333(1). The “saving to

suitors” clause of § 1333(1) “leave[s] state courts ‘competent’ to adjudicate maritime causes of action in proceedings ‘in personam,’ that is, where the defendant is

a person, not a ship or some other instrument of navigation.” Ghotra by Ghotra v. Bandila Shipping, Inc.,

113 F.3d 1050, 1054 (9th Cir. 1997) (quoting Madruga

v. Superior Ct. of Cal., 346 U.S. 556, 560–61 (1954)).

This means that when a plaintiff brings a maritime

cause of action against a person in state court, a federal court lacks admiralty jurisdiction over that claim.

See id. at 1055–56. In order to remove such a claim to

federal court, the defendant must assert some other

basis of jurisdiction, such as diversity jurisdiction. See

id.; see also Morris v. Princess Cruises, Inc., 236 F.3d

1061, 1069 (9th Cir. 2001).

28 U.S.C. § 1333(1) provides:

The district courts shall have original jurisdiction, exclusive of the courts of the States, of:

(1) Any civil case of admiralty or maritime jurisdiction,

saving to suitors in all cases all other remedies to which

they are otherwise entitled.

55a

Even assuming that the Counties’ claims in this

case qualify as maritime claims, the Counties chose to

bring these claims in state court. Under the “saving

to suitors” clause, these maritime claims are not removable to federal court based on admiralty jurisdiction alone.25

III

We have long held that “removal statutes should

be construed narrowly in favor of remand to protect

the jurisdiction of state courts.” Harris v. Bankers Life

and Cas. Co., 425 F.3d 689, 698 (9th Cir. 2005). This

rule of construction is based on the long-standing

principle that “[d]ue regard for the rightful independence of state governments, which should actuate federal courts, requires that they scrupulously confine

their own jurisdiction to the precise limits which the

statute [authorizing removal jurisdiction] has defined.” Healy v. Ratta, 292 U.S. 263, 270 (1934). In

keeping with these principles, the Supreme Court has

repeatedly affirmed its “deeply felt and traditional reluctance . . . to expand the jurisdiction of federal

courts through a broad reading of jurisdictional statutes.” Merrill Lynch, Pierce, Fenner & Smith Inc. v.

Manning, 578 U.S. 374, 389–90 (2016) (citation omitted). Our adherence to this doctrine does not change

merely because plaintiffs raise novel and sweeping

causes of action. We therefore reject the broad

The Energy Companies do not “specifically and distinctly,”

United States v. Kama, 394 F.3d 1236, 1238 (9th Cir. 2005), argue that the “saving to suitors” clause only preserved the right

to pursue non-maritime remedies, or that the Federal Courts Jurisdiction and Venue Clarification Act of 2011 amended the removal statute, 28 U.S.C. § 1441, so as to allow removal based on

admiralty jurisdiction alone. Therefore, those arguments are

waived. See id.

56a

interpretations of removal jurisdiction urged on us by

the Energy Companies and affirm the district court’s

remand order.

AFFIRMED.

57a

APPENDIX B

UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

COUNTY OF

SAN MATEO,

Plaintiff, Case No.

17-cv-04929-VC

CHEVRON CORP., et al.,

Re: Dkt. No. 144

Defendants.

CITY OF

IMPERIAL BEACH,

Plaintiff, Case No.

17-cv-04934-VC

CHEVRON CORP., et al.,

Re: Dkt. No. 140

Defendants.

COUNTY OF MARIN,

Case No.

17-cv-04935-VC

Plaintiff, ORDER GRANTING

MOTIONS TO

REMAND

CHEVRON CORP., et al.,

Re: Dkt. No. 140

Defendants.

58a

The plaintiffs’ motions to remand are granted.

1. Removal based on federal common law was not

warranted. In American Electric Power Co., Inc. v.

Connecticut, the Supreme Court held that the Clean

Air Act displaces federal common law claims that seek

the abatement of greenhouse gas emissions. 564 U.S.

410, 424 (2011). Far from holding (as the defendants

bravely assert) that state law claims relating to global

warming are superseded by federal common law, the

Supreme Court noted that the question of whether

such state law claims survived would depend on

whether they are preempted by the federal statute

that had displaced federal common law (a question

the Court did not resolve). Id. at 429. This seems

to reflect the Court's view that once federal common

law is displaced by a federal statute, there is no

longer a possibility that state law claims could be

superseded by the previously-operative federal common law.

Applying American Electric Power, the Ninth

Circuit concluded in Native Village of Kivalina v.

ExxonMobil Corp. that federal common law is displaced by the Clean Air Act not only when plaintiffs

seek injunctive relief to curb emissions but also

when they seek damages for a defendant's contribution to global warming. 696 F.3d 849, 857-58 (9th

Cir. 2012). The plaintiffs in the current cases are

seeking similar relief based on similar conduct,

which means that federal common law does not govern their claims. In this respect, the Court disagrees with People of the State of California v. BP

P.L.C., Nos. C 17-06011 WHA, C 17-06012 WHA

(N.D. Cal. Feb. 27, 2018), which concluded that San

Francisco and Oakland’s current lawsuits are materially different from Kivalina such that federal

59a

common law could play a role in the current lawsuits brought by the localities even while it could

not in Kivalina. Like the localities in the current

cases, the Kivalina plaintiffs sought damages resulting from rising sea levels and land erosion. Not

coincidentally, there is significant overlap between

the defendants in Kivalina and the defendants in

the current cases. 696 F.3d at 853-54 & n.1. The

description of the claims asserted was also nearly

identical in Kivalina and the current cases: that

the defendants' contributions to greenhouse gas

emissions constituted “a substantial and unreasonable interference with public rights.” Id. at 854.

Given these facts, Kivalina stands for the proposition that federal common law is not just displaced

when it comes to claims against domestic sources of

emissions but also when it comes to claims against

energy producers’ contributions to global warming

and rising sea levels. Id. at 854-58. Put another

way, American Electric Power did not confine its

holding about the displacement of federal common

law to particular sources of emissions, and Kivalina

did not apply American Electric Power in such a limited way.

Because federal common law does not govern the

plaintiffs' claims, it also does not preclude them

from asserting the state law claims in these lawsuits. Simply put, these cases should not have been

removed to federal court on the basis of federal common law that no longer exists.

2. Nor was removal warranted under the doctrine of complete preemption. State law claims are

often preempted by federal law, but preemption

alone seldom justifies removing a case from state

court to federal court. Usually, state courts are left

60a

to decide whether state law claims are preempted

by federal law under principles of “express preemption,” “conflict preemption” or “field preemption.”

And state courts are entirely capable of adjudicating that sort of question. See, e.g., Smith v. Wells

Fargo Bank, N.A., 38 Cal. Rptr. 3d 653, 665-73 (Cal.

Ct. App. 2005), as modified on denial of reh'g (Jan.

26, 2006); Carpenters Health & Welfare Trust Fund

for California v. McCracken, 100 Cal. Rptr. 2d 473,

474-77 (Cal. Ct. App. 2000). A defendant may only

remove a case to federal court in the rare circumstance where a state law claim is “completely

preempted” by a specific federal statute—for example, section 301 of the Labor Management Relations

Act, section 502 of the Employment Retirement Income Security Act, or sections 85 and 86 of the National Bank Act. See Sullivan v. American Airlines,

Inc., 424 F.3d 267, 271-73 (2d Cir. 2005). The defendants do not point to any applicable statutory

provision that involves complete preemption. To

the contrary, the Clean Air Act and the Clean Water

Act both contain savings clauses that preserve state

causes of action and suggest that Congress did not

intend the federal causes of action under those statutes “to be exclusive.” 42 U.S.C. §§ 7604(e), 7416;

33 U.S.C. §§ 1365(e), 1370; Beneficial National

Bank v. Anderson, 539 U.S. 1, 9 n.5 (2003); Bell v.

Cheswick Generating Station, 734 F.3d 188, 194-97

(3d Cir. 2013). There may be important questions

of ordinary preemption, but those are for the state

courts to decide upon remand.

3. Nor was removal warranted on the basis of

Grable jurisdiction. The defendants have not pointed

to a specific issue of federal law that must necessarily

be resolved to adjudicate the state law claims. Grable & Sons Metal Products, Inc. v. Darue

61a

Engineering & Manufacturing, 545 U.S. 308, 314

(2005); see also Empire Healthchoice Assurance,

Inc. v. McVeigh, 547 U.S. 677, 700 (2006). Instead,

the defendants mostly gesture to federal law and

federal concerns in a generalized way. The mere

potential for foreign policy implications (resulting

from the plaintiffs succeeding on their claims at an

unknown future date) does not raise the kind of actually disputed, substantial federal issue necessary

for Grable jurisdiction. Nor does the mere existence

of a federal regulatory regime mean that these

cases fall under Grable. See Empire Health choice,

547 U.S. at 701 (“[I]t takes more than a federal element ‘to open the “arising under” door.’” (quoting

Grable, 545 U.S. at 313)). Moreover, even if deciding the nuisance claims were to involve a weighing

of costs and benefits, and even if the weighing were

to implicate the defendants' dual obligations under

federal and state law, that would not be enough to

invoke Grable jurisdiction. On the defendants’ theory, many (if not all) state tort claims that involve

the balancing of interests and are brought against

federally regulated entities would be removable.

Grable does not sweep so broadly. See Empire

Health choice, 547 U.S. at 701 (describing Grable as

identifying no more than a “slim category” of removable cases); Grable, 545 U.S. at 313-14, 319.

4. These cases were not removable under any of

the specialized statutory removal provisions cited by

the defendants. Removal under the Outer Continental Shelf Lands Act was not warranted because even

if some of the activities that caused the alleged injuries stemmed from operations on the Outer Continental Shelf, the defendants have not shown that the

plaintiffs’ causes of action would not have accrued

but for the defendants’ activities on the shelf. See In

62a

re Deepwater Horizon, 745 F.3d 157, 163 (5th Cir.

2014). Nor was federal enclave jurisdiction appropriate, since federal land was not the “locus in which

the claim arose.” In re High-Tech Employee Antitrust Litigation, 856 F. Supp. 2d 1103, 1125 (N.D.

Cal. 2012) (quoting Alvares v. Erickson, 514 F.2d

156, 160 (9th Cir. 1975)); see also Ballard v. Ameron

International Corp., No. 16-CV-06074-JSC, 2016 WL

6216194, at *3 (N.D. Cal. Oct. 25, 2016); Klausner v.

Lucas Film Entertainment Co., Ltd., No. 09-03502

CW, 2010 WL 1038228, at *4 (N.D. Cal. Mar. 19,

2010); Rosseter v. Industrial Light & Magic, No. C

08-04545 WHA, 2009 WL 210452, at *2 (N.D. Cal.

Jan. 27, 2009). Nor was there a reasonable basis for

federal officer removal, because the defendants have

not shown a “causal nexus” between the work performed under federal direction and the plaintiffs’

claims, which are based on a wider range of conduct.

See Cabalce v. Thomas E. Blanchard & Associates,

Inc., 797 F.3d 720, 727 (9th Cir. 2015); see also Watson v. Philip Morris Companies, Inc., 551 U.S. 142,

157 (2007). And bankruptcy removal did not apply

because these suits are aimed at protecting the public safety and welfare and brought on behalf of the

public. See City & Cty. of San Francisco v. PG & E

Corp., 433 F.3d 1115, 1123-24 (9th Cir. 2006); Lockyer v. Mirant Corp., 398 F.3d 1098, 1108-09 (9th Cir.

2005). To the extent two defendants’ bankruptcy

plans are relevant, there is no sufficiently close

nexus between the plaintiffs’ lawsuits and these defendants’ plans. See In re Wilshire Courtyard, 729

F.3d 1279, 1287 (9th Cir. 2013).

***

63a

As the defendants note, these state law claims

raise national and perhaps global questions. It may

even be that these local actions are federally

preempted. But to justify removal from state court

to federal court, a defendant must be able to show

that the case being removed fits within one of a

small handful of small boxes. Because these lawsuits do not fit within any of those boxes, they were

properly filed in state court and improperly removed

to federal court. Therefore, the motions to remand

are granted. The Court will issue a separate order

in each case to remand it to the state court that it

came from.

At the hearing, the defendants requested a short

stay of the remand orders to sort out whether a

longer stay pending appeal is warranted. A short

stay is appropriate to consider whether the matter

should be certified for interlocutory appeal, whether

the defendants have the right to appeal based on

their dubious assertion of federal officer removal, or

whether the remand orders should be stayed pending the appeal of Judge Alsup’s ruling. Therefore,

the remand orders are stayed until 42 days of this

ruling. Within 7 days of this ruling, the parties must

submit a stipulated briefing schedule for addressing

the propriety of a stay pending appeal. The parties

should assume that any further stay request will be

decided on the papers; the Court will schedule a

hearing if necessary.

64a

IT IS SO ORDERED.

Dated: March 16, 2018

/s/ Vince Chhabria

VINCE CHHABRIA

United States District Judge

65a

APPENDIX C

UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF CALIFORNIA

COUNTY OF

SANTA CRUZ,

Plaintiff, Case No.

18-cv-00450-VC

CHEVRON CORP., et al.,

Re: Dkt. No. 68

Defendants.

CITY OF SANTA CRUZ,

Plaintiff, Case No.

18-cv-00458-VC

CHEVRON CORP., et al.,

Re: Dkt. No. 66

Defendants.

CITY OF RICHMOND,

Case No.

18-cv-00732-VC

Plaintiff, ORDER GRANTING

MOTIONS TO REv.

MAND

CHEVRON CORP., et al.,

Re: Dkt. No. 45

Defendants.

66a

For the reasons stated in this Court’s prior order,

see Order Granting Motions to Remand, No. 3:17-cv04929-VC (Dkt. No. 223), as well as for the reasons

stated in Coronel v. AK Victory, 1 F. Supp. 3d 1175,

1178-89 (W.D. Wash. 2014), the motions to remand

filed by the County of Santa Cruz, City of Santa Cruz,

and City of Richmond are granted. However, the remand orders are stayed pending the outcome of the

appeals in the County of San Mateo, City of Imperial

Beach, and County of Marin cases.

IT IS SO ORDERED.

Dated: July 10, 2018

/s/ Vince Chhabria

VINCE CHHABRIA

United States District Judge

67a

APPENDIX D

UNITED STATES COURT OF APPEALS

FOR THE NINTH CIRCUIT

COUNTY OF

SAN MATEO,

individually and on behalf of the People of the

State of California,

No. 18-15499

D.C. No.

3:17-cv-04929-VC

Northern District of

Plaintiff-Appellee, California,

San Francisco

CHEVRON

CORPORATION; et al.,

ORDER

June 27, 2022

Defendants-Appellants.

CITY OF

IMPERIAL BEACH,

individually and on behalf of the People of the

State of California,

No. 18-15502

D.C. No.

Plaintiff-Appellee, 3:17-cv-04934-VC

Northern District of

California,

San Francisco

CHEVRON

CORPORATION; et al.,

Defendants-Appellants.

68a

COUNTY OF MARIN,

individually and on behalf

of the People of the State

of California,

No. 18-15503

D.C. No.

Plaintiff-Appellee, 3:17-cv-04935-VC

Northern District of

California,

CHEVRON

San Francisco

CORPORATION; et al.,

Defendants-Appellants.

COUNTY OF

SANTA CRUZ,

individually and on behalf of The People of the

State of California; et al.,

No. 18-16376

D.C. Nos.

3:18-cv-00450-VC

Plaintiffs-Appellees, 3:18-cv-00458-VC

3:18-cv-00732-VC

Northern District of

California,

CHEVRON

San Francisco

CORPORATION; et al.,

Defendants-Appellants.

69a

Before:

IKUTA,

Circuit Judges.

CHRISTEN,

and

LEE,

The panel has unanimously voted to deny Appellants’ Petition for Rehearing En Banc (Dkt. 318).

The full court has been advised of the Petition for

Rehearing En Banc, and no Judge has requested a

vote on whether to rehear the matter en banc. Fed. R.

App. P. 35.

The petition for rehearing en banc is DENIED.

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