# Opposition Brief — Jones v. Caterpillar Inc.

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## Record

- **Collection:** Supreme Court brief
- **Document type:** Opposition Brief
- **Published:** January 1, 1993
- **Citation:** 510 U.S. 946

## Text

Supreme @eurt, U.S.
| yiDLs &

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a

No. 93-358

| OCT — I 1893

Supreme Court of the United —
October Term, 1993

C. MICHAEL JONES, et al.,
Petitioners,
V.

CATERPILLAR INC.,
Respondent.

On Petition For A Writ Of Certiorari
To The Appellate Court Of Illinois, Fourth District

BRIEF IN OPPOSITION TO
PETITION FOR WRIT OF CERTIORARI

Michael A. Warner

(Counsel of Record)

John T. Murray

SEYFARTH, SHAW, FAIRWEATHER
& GERALDSON

55 East Monroe Street

Suite 4200

Chicago, Illinois 60603

(312) 346-8000

Theodorre R. Johnson
CATERPILLAR INC.

100 Northeast Adams Street
Peoria, Illinois 61629
(309) 675-4278

Attorneys for Respondent.

BEST AVAILABLE LE COPY ol

QUESTION RESTATED

Whether state law claims which are substantially
dependent upon the interpretation and application of
collective bargaining agreements are preempted by
Section 301 of the Labor-Management Relations Act

under Allis-Chalmers Corp. v. Lueck, 471 U.S. 202

(1985) and its progeny?

STATEMENT REQUIRED BY RULE 29.1

Caterpillar Inc. whose name was Caterpillar
Tractor Co. at the time the instant lawsuit was filed,
has no parent company. Its non-wholly-owned
subsidiaries and affiliates are: | Mitsubishi Caterpillar
Forklift America Inc.; Advanced Technology Services
Inc.; Rapidparts Inc.; Cyclean, Inc.; Innovative Steam
Technologies; RR-1 Limited Partnership; Bio-energy
Partners; Health Plan of Central Illinois Inc.; Peoria
Medical Research Corporation; Balderson Inc.; DUECO,
Inc.; Caterpillar Industrial Inc.; Material Handling
Associates, Inc.; Advanced Filtration Systems Inc.;
Energy Power Systems Australia Pty. Limited (Australia);
Gough & Gilmour Holdings Pty. Limited (Australia);
Girandole Pty. Limited (Australia); Matchparts N.V.
(Belgium); Caterpillar Finance France S.A.; EDC
European Excavator Design Center GmbH & Co. KG
(Germany); EDC European Excavator Design Center
Verwaltungs GmbH (Germany); Caterpillar Hungary
Component Manufacturing Company Ltd. (Hungary);
Tractor Engineers Limited (India); Hindustan Powerplus
Limited (India); P.T. Natra Raya (Indonesia); Mec-Track
S.r.L. (Italy); Shin Caterpillar Mitsubishi Ltd. (Japan);
Caterpillar MHI Marketing Ltd. (Japan); Itoh Tekkosho
Co., Ltd. (Japan); Hokuirku Caterpillar Mitsubishi
Construction Equipment Sales, Ltd. (Japan); Shizuoka
Caterpillar Mitsubishi Construction Equipment Sales, Ltd.
(Japan); K-Lea Kabushiki Kaisha (Japan); D.O.M. Ltd.
(Japan); Rental Sanwa Kabushiki Kaisha (Japan);
Turboservices SDN BHD (Malaysia); Méistubishi
Caterpillar Forklift Europe B.V. (Netherlands); Mitsubishi
Caterpillar Forklift Asia Pte. Ltd. (Singapore); and
Caterpillar Financial Services (U.K.) Limited.

- ill -

TABLE OF CONTENTS

Page(s)

QUESTION RESTATED

STATEMENT REQUIRED BY RULE 29.1
TABLE OF CONTENTS

TABLE OF AUTHORITIES
STATEMENT OF THE CASE
PROCEEDINGS BELOW

REASONS FOR DENYING THE WRIT

CONCLUSION

13

«Ws

TABLE OF AUTHORITIES
Cases Page(s)

Allis-Chalmers Corp. v. Lueck,
471 U.S. 202 (1985) ay ae Se

Berda v. CBS, Inc., 881 F.2d 20

(3d Cir.),cert. denied, 493 U.S.1062 (1990) 9, 10
Caterpillar Inc. v. Williams,
482 GS. 386 (1987) + 9 48

Franchise Tax Bd. v. Construction Laborers
Vacation Trust, 463 U.S. 1, 7

Lingle v. Norge Division of Magic Chef, Inc.,

486 U.S. 300 (1988) 7
z_v. Continental Can Co.,

el F.2d 147 (Sth Cir. 1992) 9-11

Metropolitan Life Ins. Co. v. Taylor,

481 US. 58, 64 (1987) 7

Ryherd v. General Cable Co.,

134 Il. 2d 418, 530 N.E.2d 431 (1988) 8

Schacht _v. Caterpillar _Inc., 213 Ill. App. 3d 169,

571 N.E.2d 115 3d Dist. 1991), Be. denied,

) >

141 Ill. 2d 560, 580 N.E.2d 134
cert. denied, 112 S. Ct. 1306 (1

Seefeldt_v. Millikin National Bank, Lag? 154 Ill.
App. i ; a 052, 1055

Smith v. Colgate-Palmolive Co. ,
943 F.2d 64 (7th Cir. 1991) 9

Teamsters _v. Lucas Flour Co.,

?

Textile Workers Union v. Lincoln Mills,
353 U.S. 448, 456 (1957) 7

United Steel me) v._ Rawson,
495 U.S. 362 (1990

White _v. National Steel Corp., 938 F.2d 474
(4th Cir.), cert. denied, 112 S. Ct. 454 (1991) 10

No. 93-358

IN THE
Supreme Court of the United States

October Term, 1993

C. MICHAEL JONES, et al.,

Petitioners,
V.

CATERPILLAR INC.,
Respondent.

On Petition For A Writ Of Certiorari
To The Appellate Court Of Mlinois, Fourth District

BRIEF IN OPPOSITION TO
PETITION FOR WRIT OF CERTIORARI

In this case, the Illinois Court of Appeals held
that the claims of current and former employees who
were covered by the terms of collective bargaining
agreements throughout their employment and who were
challenging their layoffs under the terms of those
agreements on the basis that the layoffs violated their
state contractual rights were preempted by Section 301
of the Labor-Management Relations Act of 1947
("LMRA"). This holding is simply a correct application
of the principles of Allis-Chalmers Corp. v. Lueck, 471
U.S. 202 (1985), and its progeny to the particular facts
of this case. It presents no issue that is appropriate for
review by this Court.

es
STATEMENT OF THE CASE

Petitioners were employed by Caterpillar Inc.
("Caterpillar") at various production plants in Illinois. As
production employees, Petitioners were all subject to col-
lective bargaining agreements negotiated by their selected
bargaining agents, in most cases the United Automobile
Workers (UAW) (Pet. for Cert. at 5; R. C1423-24, C3585-
86, C3839-40, C3946-47).' The collective bargaining agree-
ments established the basic terms and conditions of employ-
ment for covered employees, including the layoff and recall
terms.

At various times in their employment, Petitioners
moved into the apprentice classification. When Petitioners
entered that classification, however, they continued to be
covered by the collective bargaining agreements in effect at
their respective facilities. (Pet. for Cert. at 5; R. C1038,
C1050-51, C1054-55). As noted in the decision below,
"[w]hile serving as apprentices, [Petitioners] continued to hold
membership in the union and to pay union dues” (A-2-A3).’

‘Although most of Petitioners worked in facilities
represented by the UAW (R. C1423,-24, C3585-86, C3839-
40, C3946-47), a few of Petitioners were represented by other
unions (R. C3717-18). At all relevant times, however, all of
Petitioners were represented by one of these labor
organizations and each was covered by a collective
bargaining agreement negotiated on their behalf by their
particular labor organization.

*The undisputed record evidence amply supports this
finding. For example, in the Peoria area, Article | of the
UAW Local Supplement specifically provides that
“apprentices” (other than patternmakers) are included in the
bargaming unit defined by the National Labor Relations
Board (R. C4048). The apprentice job titles and the
applicable wage rates for apprentices at the Peoria facilities

5

Petitioners also concede this point: "That the plaintiffs in
the case at bar were union members and covered by a
collective bargaining agreement . . . Is not in dispute” (Pet.
for Cert. at 5).

In the early 1980's, Caterpillar began to experience a
sharp decline in its business and during the next several
years that erosion in business caused a series of layoffs at
virtually all of the Company's facilities (R. C3587, C3948).
In fact, these economic difficulties resulted in the closure of
4 number of facilities, such as Davenport, lowa, Milwaukee,
Wisconsin and San Leandro, California, among others. In
initially carrying out the layoff at the UAW plants,
Caterpillar followed the seniority-based reduction-in-force- ~
procedures set out in Articie 13 of the Central Agreement
and the related provisions of the Local Agreements
(R. C3588-90, C3718, C3842-43, C3948). The Patternmaker
layoffs were likewise carried out in accordance with the
seniority-based reduction-in-force procedures of the
Patternmakers contract (R. C3718). Pursuant to these
procedures, a large number of apprentices were removed
from their respective training programs (R. C3588).

The reductions of apprentices were the subject of
numerous grievances under the collective bargaining
agreements, including grievances by a number of Petitioners

are set out in the Peoria Area Supplementary Rate Schedule
in the Central Agreement (R. C3947, C4041-42). For
purposes of applying the senionty provisions of the
agreement, the apprenticeship program constitutes the Factory
Training Major Group under Article 5 (Seniority ) of the Local
Supplement (R. C3947-48, C4055-58). Similar provisions are
found in the Decatur and other UAW-Caterpillar local
supplements (e.g., R. C3587, C3600, C3605-09). Similarly,
the Pattermmakers-Caterpillar contract provides that the
Pattemmakers Union is "the sole bargaining agent for all
pattemmakers and patternmaker apprentices" (R. C3717-18,
C3798).

«#<

and were the subject of negotiations between Respondent and
the various local unions of the UAW (R. C3589, C3842-43,
C3948-49, C4087-4111). These grievances included
grievances by apprentices at East Peoria protesting the 1981
layoffs and downgrades. Although Caterpillar and the UAW
negotiated certain modifications to the methodology of
reducing apprentices in certain locations (such as East
Peoria), the continuing economic decline of the company
required a continued reduction in force throughout
Caterpillar's production facilities, including among the
apprentices (R. C3587, C3948). Petitioners were among that
group affected by the economic decline (R. C1061, C1354-
58). They were each laid-off or reduced in classification at
various times during the period between 1980 and 1985.

PROCEEDINGS BELOW

In 1986, the Petitioners filed a complaint in Illinois
state court challenging their layoffs or downgrades and their
consequent removals from the apprenticeship programs.
Petitioners claim that their layoffs constituted "terminations"
in violation of "Apprenticeship Agreements” ("AA") they
signed upon entry into the apprentice program. Petitioners
later amended their Complaint to add State-law tort claims
for misrepresentation. Following extensive pretrial
proceedings, Caterpillar moved for summary judgment in
December, 1991, based on the decision of the Illinois
Appellate Court in Schacht v. Caterpillar _Inc., 213 Ill. App.
3d 169, 571 N.E.2d 1215 (3d Dist. 1991), appeal denied,
141 Ill. 2d 560, 580 N.E.2d 134 (1991), cert. denied, 112
S. Ct. 1306 (1992), holding that the identical claims of a
class of Caterpillar apprentices were preempted by Section
301 of the Labor Management Relations Act, 29 U.S.C. §
185. The trial court granted Caterpillar's motion "on the
basis of the authority cited in the “ hacht decision." (A-16).

a

Petitioners appealed to the Illinois Appellate Court
for the Fourth District. After briefing and oral argument,
the appellate court upheld the entry of summary judgment
(A-1 - A-14). The appellate court noted that the petitioners
availed themselves of the benefits of the collective bargaining
agreements and that their employment remained at all times
subject to the collective bargaining agreements. Accordingly,
the court found that the apprenticeship agreements could not
be viewed in isolation and that the terms of the Plaintiffs’
employment would have to be extracted from both the
apprenticeship agreements and the collective bargaining
agreements. The appellate court held:

{I]n determining whether
plaintiffs’ termination from the
apprenticeship program was in violation
of the terms of the apprenticeship
agreement, the nature of the relationship
between the apprenticeship agreement
and the collective-bargaining agreement
must necessarily be examined. This
will require an interpretation of the
collective-bargaining agreement which is
governed by federal law and preempted
by section 301(a).

x* * ke *

As to the fraudulent
misrepresentation count, one of the
elements of fraudulent misrepresentation
is that the injured party justifiably
relied on the false statement. (Seefeldt
v. Millikin National Bank, (1987), 154
Ill. App. 3d 715, 719, 506 N.E.2d
1052, 1055.) In determining whether
reliance is reasonable, courts must look
to all the relevant circumstances

VX—

7: es

surrounding the alleged
misrepresentation. Seefeldt , 154 Ill.
App. 3d at 719, 506 N.E.2d at 1055.)
Since defendant alleges plaintiffs were
still covered by the collective-bargaining
agreement which contained a provision
for layoffs, it would seem necessary
that to properly review plaintiffs’ claims
the court would need to evaluate the
collective-bargaining agreement to
determine whether it was reasonable for
plaintiffs to believe that they could not
be terminated from the apprenticeship
program for economic reasons. ‘This
claim therefore is also preempted.

(A-10 - A-12). Qn this basis, the appellate court
affirmed the circuit court's entry of summary judgment
for Caterpillar. In the alternative, the court noted
that the claims would be preempted in any event
because the resolution of Caterpillar's defenses would
also require the interpretation of the collective
bargaining agreements. (A-11). Petitioners petitioned
for leave to appeal to the Illinois Supreme Court.
That Petition was denied. (A-15)

*It is uncontroverted that Petitioners did not meet the
prerequisites to suit under Section 301. For example,
Petitioners did not exhaust their contractual gmevance
remedies (as required under Clayton v. International Union,
UAW, 451 U.S. 679 (1981)) nor did they file their suit within
six months of the alleged breach (Del Costello v.
International Brotherhood of Teamsters, 462 US. 151
(1983)). Thus, treating this case as one brought under
Section 301, the lower courts properly granted summary
judgment in Caterpillar's favor

REASONS FOR DENYING THE WRIT

Section 301 of the Labor-Management Relations
Act, and the remedies available pursuant to that
section, provide the exclusive source of law for
claims, the resolution of which involves a collective
bargaining agreement. In Textile Workers Union v.
Lincoln Mills, 353 U.S. 448, 456 (1957), this Court
held that the Congress, through LMRA Section 301,
authorized federal courts to create a uniform body of
federal common law relating to collective bargaining
agreements "which the courts must fashion from the
policy of our national labor laws." As further
explained in Teamsters v. Lucas Flour Co., 369 U.S.
95, 103-04 (1962), "“[t]he possibility that individual
contract terms might have different meanings under
state and federal law would inevitably exert a
disruptive influence upon both the negotiation and
administration of collective agreements." In order to
effectuate this mandate, the Court has established
Section 301 as a uniquely broad source of federal
common law with a “preemptive force ... so powerful
as to displace entirely any state cause of action"
within its scope. Metropolitan Life Ins. Co. v.
Taylor, 481 U.S. 58, 64 (1987) (quoting Franchise
Tax Bd. v. Construction Laborers Vacation Trust, 463
U.S. 1, 23 (1983)). As a result of this strong
federal policy, this Court has made clear, in a long
line of cases, that Section 301 of the LMRA preempts
a state law claim that is "substantially dependent upon
analysis of the terms of an agreement made between
parties to a labor contract." Allis-Chalmers Corp. v.
Lueck, 471 U.S. 202, 220 (1985). See, e.g., United

Steel Workers v. Rawson, 495 U.S. 362 (1990);
Lingle v. Norge Division of Magic Chef, Inc., 486
U.S. 399 (1988): Caterpillar Inc. v. Williams, 482

CC

Ms

U.S. 386 (1987).

In Ryherd v. General Cable Co., 124 Ill. 2d
418, 530 N.E.2d 431 (1988), the Illinois Supreme
Court, following this standard, reaffirmed that,
regardless of how a plaintiff's claims are couched in
the complaint, Illinois courts will consider a state
claim to be preempted by Section 301 if "the validity
of the state claim is ‘inextricably intertwined with
consideration of the terms of the labor contract.'"
Ryherd, 530 N.E.2d at 434 (quoting Allis-Chalmers
Corp. v. Lueck, 471 U.S. 202 (1985)). Both the
trial court and the appellate court accepted and applied
this Court's established standard in this case. In
reviewing the particular facts of this case under that
standard, the lower courts concluded that the resolution
of the Petitioners’ claims would indeed require analysis
and interpretation of the terms of collective bargaining
agreements. Accordingly, the courts concluded that
Petitioners’ claims are preempted under Section 301.

Petitioners contend that the holding of the
Illinois Appellate Court creates a conflict with
decisions of other courts on the issue of whether
Section 301 can preempt a state contract claim based
on an agreement alleged to be separate and distinct
from the collective bargaining contract. None of the
cases cited by Petitioners, however, establish that there
is a conflict on the applicable legal principles.
Instead, these cases simply come to different
conclusions based upon their particular facts.

The basis for the purported conflict is
alternatively stated in the Petitioners’ submission, as
follows:

rr

This Court is again asked
to address the question of |
whether federal preemption, under
§ 301(a) of the Labor
Management Relations Act, can
be found to arise from defenses
raised in an employer's
pleadings, where the plaintiffs’
Claims are premised solely upon
State law. This question is
reflected in opposing views as to
the applicability of this Court's
opinion in Caterpillar Inc. v.
Williams, 482 U.S. 386, 107 S.
Ct. 2425, 96 L. Ed. 2d 318
(1987).

(Pet. for Cert. at 5).

In Williams, this Court held that the
question whether a claim is "completely preempted" by
Section 301 so as to permit removal of the case to
federal court based upon federal question jurisdiction
must be determined solely from the face of the
complaint and cannot depend upon the anticipated
defenses. Petitioners note that the decision below and
at least one other appellate court decision -- by the
Seventh Circuit -- have so limited the Wiiliams
holding. (Pet. for Cert. at 7-8, citing Smith v.
Colgate-Palmolive Co., 943 F.2d 764 (7th Cir. 1991)).
Petitioners also cite to three appellate court cases
purportedly holding that Williams applies not only to
the question of “complete preemption” for purposes of
removal, but also to preemption on the merits. (Pet.
for Cert. at 8, citing Berda v. CBS Inc., 881 F.2d
20 (3d Cir. 1989), cert. denied, 493 U.S. 1062
(1990); Lopez _v. Continental Can Co., 961 F.2d 147

-10-

(9th Cir. 1992); and White v. National Steel Corp.,
938 F.2d 474 (4th Cir.), cert. denied, 112 S. Ct. 454
(1991)). For a number of reasons, however,
Petitioners arguments raise no appropriate grounds for
a grant of certiorari in this case.

First, the result below does not depend upon
whether preemption can be found in the asserted
defenses to the claim. Although the appellate court
did hold that Respondent's defenses would require
interpretation of the collective bargaining agreement,
this was not the primary grounds upon which the
decision rested. Rather, the court held that an
interpretation of the collective bargaining agreement
would be required to resolve Petitioners’ claims for
breach of contract and misrepresentation irrespective of
Respondent's affirmative defenses. For example, the
court stated that proof of justifiable reliance -- an
essential element of Petitioners’ misrepresentation claim
-- would necessarily require an analysis of the
collective bargaining agreement as a part of the
surrounding circumstances.

Second, there is no conflict of law in the cases
cited by Petitioners. Rather, they simply involve the
application of the Allis-Chalmers rule that Section 301
preempts a state law claim which is “substantially
dependent upon the analysis of the terms of an
agreement made between parties to a labor contract"
to different facts. In the Fourth Circuit case cited by
Petitioners, White v. National Steel Corp., 938 F.2d
474 (4th Cir.), cert. denied, 112 S. Ct. 454 (1991),
the court held that an alleged individual agreement
made with regard to a management position which was
not subject to the collective bargaining agreement was
not, on its facts, sufficiently dependent upon the
analysis of the terms of a collective bargaining
agreement to meet the Allis-Chalmers standard.
Similarly, in the Third Circuit case cited by Plaintiffs,
Berda v. CBS, Inc., 881 F.2d 20 (3d Cir.), cert.

ON Se

me

denied, 493 U.S. 1062 (1990), the court held that the
Allis-Chalmers standard was not met with respect to
an individual contract based upon promises made
during the hiring interview and which had induced the
plaintiff to accept employment prior to the time that
he was subject to the collective bargaining agreement.
Finally, in the Ninth Circuit case, Lopez v.
Continental Can Co., 961 F.2d 147 (9th Cir. 1992).
the court simply held that a union employee's statutory
claim that her employer fraudulently concealed
information about a safety risk was not preempted by
Section 301.

In this case, the appellate court applied the
Same basic standard applied in each of the cases cited
by Petitioners. The uncontroverted facts showed that
the Plaintiffs were covered by the collective bargaining
agreement at the time they entered the apprentice
program, when the alleged individual agreements were
signed, and at all times thereafter. Moreover, as
found by the district court, there is nothing in either
the alleged individual agreements or the collective
bargaining agreement which excepts the employees in
the apprentice program from the downgrade, layoff
and recall provisions of the collective bargaining
agreement. Thus, the Illinois Appellate Court's
conclusion that "in determining whether plaintiffs’
termination from the apprenticeship program was in
violation of the terms of the apprenticeship agreement,
the nature of the relationship between the
apprenticeship agreement and the collective-bargaining
agreement must necessarily be examined” cannot be
contested on the facts and presents a different issue
than in White, where the promise pertained to a
non-unit position, Berda, where the plaintiff was not
subject to a collective bargaining contract at the time
the individual agreement was formed, and Lopez,
where the Plaintiff brought a Statutory claim. In
short, the purported conflict is simply an application

eo

of the same rule of law to a different set of facts
with a correspondingly different result. Such a
conflict does not require or justify Supreme Court
review.

Finally, Petitioners argument that this Court has
not determined whether a federal labor issue arising
out of a defense may preempt a state law claim is
simply wrong. In Allis-Chalmers Corp. v. Lueck,
471 U.S. 202 (1985), and other Supreme Court cases
cited by Petitioners themselves, this is precisely what
occurred. Numerous cases have arisen in the state
courts or in the federal courts by virtue of diversity
jurisdiction wherein this Court has uniformly
recognized that a state law claim may be preempted
when a defense requires interpretation of a coilective
bargaining agreement. Moreover, in Caterpillar Inc.
v. Williams, 482 U.S. 386 (1987), this Court
expressly recognized that, where a case is not
properly removed because a federal question does not
appear on the face of the complaint, preemption
defenses, including the Section 301 defense, "are
questions that must be addressed in the first instance
by the state court in which respondents filed their
claims.” Williams, 482 U.S. at 398, n.13. That is
precisely what occurred in this case.

Not one of the Circuit Court cases featured by
Petitioners holds that a federal defense may not
preempt a state law claim. At most, these cases
simply hold that, on the particular facts in the case,
the asserted defense is insufficient to invoke federal
preemption. Again, therefore, there is no dispute as
to the applicable legal principles and no conflict
requiring resolution by this Court.

In summary, this case involves nothing more
than a straightforward application of both long-standing
and recent precedents of this Court. There are no
conflicts which require resolution and the case meets
none of the other standards necessary to justify the

5 (aaa eae

ne

exercise of this Court's supervisory powers. The
Petition should be denied.

CONCLUSION

For the reasons stated, the Petition for Writ of
Certiorari should be denied.

Respectfully submitted,

CATERPILLAR INC.

Michael A. Warner

(Counsel of Record)

John T. Murray

SEYFARTH, SHAW, FAIRWEATHER
& GERALDSON

Suite 4200

55 East Monroe Street

Chicago, Illinois 60603

(312) 346-8000

Theodore R. Johnson
CATERPILLAR INC.

100 Northeast Adams Street
Peoria, Illinois 61629

(309) 675-4278

---

Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/brief%3Amicro_IA40386004_0747%3A2. Public record. Not legal advice.