# Appendix — Eastern Pilots Merger Committee v. Continental Airlines, Inc > Briefs, arguments, decisions, and more. URL: https://www.frixlaw.com/law-library/documents/brief%3Amicro_IA40386015_0083%3A2 ## Record - **Collection:** Supreme Court brief - **Document type:** Appendix - **Published:** January 1, 2002 - **Citation:** 537 U.S. 944 ## Text Suprenie Voun, U.S. *)) FILED 02- 58 JUN 2 8 2002 No. a Jn The | Supreme Court of the Anited States ¢ EASTERN PILOTS MERGER COMMITTEE, Petitioner, V. CONTINENTAL AIRLINES, INC., Respondent. & v On Petition For A Writ Of Certiorari To The United States Court Of Appeals For The Third Circuit ¢ APPENDIX TO PETITION FOR A WRIT OF CERTIORARI = . 4 DAVID L. SHAPIRO CAROL CONNOR FLOWE 1675 Massachusetts Ave. Counsel of Record Cambridge, MA 02138 DAVID N. WYNN (617) 495-4618 ARENT FOX KINTNER PLOTKIN & KAHN, PLLC 1050 Connecticut Ave., N.W. Washington, D.C. 20036 (202) 857-6054 COCKLE LAW BRIEF PRINTING CO. (800) 225-6964 OR CALL COLLECT (402) 342-2831 Je APPENDIX TABLE OF CONTENTS Appendix A: In re Continental Airlines, Inc., No. 00-3505, reported at 279 F.3d 226 (3d Cir. 2002) decided January 25, FE tinciecsiseckaninteumiatnilinnnicmunioeninnebmeeie Appendix B: Judgment of the Third Circuit in Jn re Continental Airlines, Inc., No. 00-3505, entered January 25, SPT sonvonviensshasinninedsDaeouimesusinieidenuusmaneninvaemeess Appendix C: Memorandum Order from the United States Dis- trict Court for the District of Delaware, dated September 12, 2000 from the United States Dis- trict Court for the District of Delaware.................... Appendix D: " In re Continental Airlines, Inc., Bankruptcy Nos. 90-932 to 90-984(MF'W), reported at 236 B.R. 318 (Bankr. D. Del. 1999) decided June 28, 1999 ........... Appendix E: In re Continental Airlines, Inc., Nos. 96-7028, 96- 7038, reported at 125 F.3d 120 (3d Cir. 1997) _ COCHIN AQURE BO, TOOT 5n...sescsvecsvesscressesssscoscosesenssons Appendix F: Memorandum Order from the United States Dis- trict Court for the District of Delaware, dated November 29,1995 from the United States Dis- trict Court for the District of Delaware.................... Page sical la 15a ..lL7a APPENDIX TABLE OF CONTENTS - Continued Appendix G: Findings of Fact and Conclusions of Law and Order Confirming the Debtors’ Revised Second Amend- ed Joint Plan of Reorganization, As Modified, Under Chapter 11 of the United States Bank- ruptcy Code and Granting Related Relief, from the United States Bankruptcy Court for the Dis- trict of Delaware, dated April 16, 1998 ..................... Appendix H: Decision of Eastern Airlines Pilots System Board of Adjustment in Eastern Air Lines, Inc. and The Air Line Pilots Association, L.D. Schulte Griev- ance, ALPA Case No. 1-86.................ccccccssscccssccscscceees Appendix I: Denial of Sur Petition for with Suggestion for Rehearing En Banc by the Third Circuit Court of Appeals in Jn re Continental Airlines, Inc., No. 00-3505, dated April 2, 2002... ceeeeeeeeeeeeeeeeees Appendix J: LE WB. & DID sivvsivsonsosiisns +apnretsasintinianiilaineidanteaestithials tiles Appendix K: 33 UBC. § TRIB Wn vvisieaitiaaniteaagia aici Page la APPENDIX A 279 F.3d 226 169 L.R.R.M. (BNA) 2257, 39 Bankr.Ct.Dec. 8 United States Court of Appeals, Third Circuit. In re CONTINENTAL AIRLINES, INC., Debtor. Eastern Pilots Merger Committee, Appellant, v. Continental Airlines, Inc., Patricia A. Staiano, Trustee. No. 00-3505. Argued Dec. 11, 2001. Filed Jan. 25, 2002. Carol Connor Flowe (argued), Arent, Fox, Kintner, Plotkin & Kahn, PLLC, Washington, DC, John J. Gibbons, Gibbons, Del Deo, Dolan, Griffinger & Vecchione, PC, Newark, NJ, David L. Shapiro, Cambridge, MA, James F. Harker, Herlihy, Harker & Kavanaugh, Wilmington, DE, Charles M. Tatelbaum, Cummings & Lockwood, Naples, FL, Attorneys for Appellants. ‘James L. Patton, Jr. (argued), Robert S. Brady, Young, Conaway, Stargatt & Taylor, LLP, Wilmington, DE, Attor- neys for Appellees. Before: BARRY and ALDISERT, Circuit Judges, and FULLAM, District Judge. * The Honorable John P. Fullam, United States District Judge for the Eastern District of Pennsylvania, sitting by designation. 2a OPINION OF THE COURT ALDISERT, Circuit Judge. Eastern Pilots Merger Committee (“EPMC” or “Appel- lants”) appeals from a judgment of the district court affirming an order entered by the bankruptcy court enforc- ing a Reorganization Plan in favor of Appellee, Continen- tal Airlines, Inc. This appeal requires us to decide two questions: (1) whether the district court erred in interpret- ing the decision in Jn re Continental Airlines, Inc., 125 F.3d 120 (3d Cir.1997) (“Continental I”), as encompassing Appellants’ post-confirmation rights under a collective bargaining agreement of Eastern Airlines, Inc.; and (2) if this court’s decision in Continental I is so interpreted, whether that decision should be reconsidered. Because the facts and procedural history have been set forth in detail in Continental I, we discuss here only the bare adjudicative facts underlying our discussion of the legal issues presented. This dispute centers around an action which took place on February 23, 1986, when Eastern Airlines, Inc. and its pilots’ union, the Air Lines Pilot Association (“ALPA”), ratified a collective bargaining agreement (“the Agreement”) that included certain Labor Protective Provisions (“LPP’s”). Under these LPP’s, Eastern’s pilots secured protection of their seniority rights in the event of a merger between Eastern and another airline carrier by requiring the integration of Eastern’s seniority list with the merging carrier’s list. The next day, Texas Air Corpora- tion, parent corporation of Continental, acquired Eastern. Subsequently, Continental initiated a Chapter 11 reor- ganization proceeding. 3a ALPA filed protective proofs of claim (“Claims”) in Continental’s bankruptcy, contending that because “a merger between Eastern and another airline carrier [Continental]” had taken place, its members were entitled to specific performance of seniority rights under the LPP’s, together with money damages. Thereafter, Continental’s Second Amended Joint Plan of Reorganization was con- firmed by the bankruptcy court. The court’s confirmation order essentially clarified that any valid claims based on the LPP’s would give rise to a right of financial payments that would be dischargeable in bankruptcy. It also pro- vided that Claimants had no right to injunctive, equitable or other relief. After appealing the bankruptcy court’s order to the district court, ALPA settled with Continental, but the LPP Claimants continued their appeal. Unsuccessful in the district court, several groups, including the present Appel- lants, appealed to this court. We ruled that the bankruptcy court had jurisdiction to decide how the Claims would be treated in bankruptcy, i.e., that “the bankruptcy court was well within its authority to exercise jurisdiction over the issue of the status of the bankruptcy claim[s].” In re Continental Airlines, Inc., 125 F.3d at 131. And critically important, we determined that the Claims could be con- verted to money damages. Jd. at 136. The Supreme Court denied a Petition for a Writ of Certiorari. LLP Claimants v. Continental Airlines, 522 U.S. 1114, 118 S.Ct. 1049, 140 L.Ed.2d 113 (1998). In response to the commencement of a separate lawsuit brought by Appellants in the United States Dis- trict Court for the District of New Jersey (the “New Jersey Action”), Continental filed a Reorganized Debtors’ Motion 4a for Order Compelling Compliance with Order Confirming Plan of Reorganization and for Sanctions (“the Compliance Motion”) in the bankruptcy court seeking to halt the New Jersey Action. The airline sought a determination that the Confirmation Order barred the New Jersey Action because all potential relief relating to the LPP’s had been ad- dressed in the bankruptcy proceeding. The bankruptcy court agreed with Continental, stating: [S]ince we find that the decision of the Third Cir- cuit affirmed the ruling that all claims of the Eastern Pilots are discharged by the Confirma- tion Order, we conclude that the Confirmation Order does bar the New Jersey Action instituted by EPMC. Continental is entitled to sanctions against EPMC for its knowing and willful viola- tion of the Confirmation Order. In re Continental Airlines, Inc., 236 B.R. 318, 332 (Bankr.D.Del.1999). The bankruptcy court had interpreted Continental I to mean that all remedies for breach of the LPP’s, whether before or after bankruptcy, had been reduced to claims for payment in the bankruptcy proceeding and had been discharged by the Confirmation Order. On appeal, the district court held that Continental I precluded any post-confirmation relief. According to the court, “although the [Agreement] survived the bankruptcy process, [A]ppellants’ demand for specific performance of the seniority integration clause did not.” In re Continental Airlines, Inc., No. 99-795, 2000 WL 1425751, at *3 (D.Del. - Sept.12, 2000). Furthermore, the district court stated that the bankruptcy process would be “meaningless” if the 5a teachings of Continental I did not require that any claim for prospective relief through specific performance be discharged. Id. at *2. Thereafter, EPMC appealed. I. Appellants repeatedly emphasize that the members of the EPMC have a post-confirmation right to enforce the LPP’s contained in the Agreement because Continental failed to reject the Agreement in accordance with the requirements of 11 U.S.C. § 1113. Building on this major premise, Appellants then argue that because Continental failed to properly reject the Agreement, it was assumed by operation of law. Appellants direct our attention to a number of cases, including Jn re Roth American, Inc., 975 F.2d 949 (3d Cir.1992), in which we stated: The Union contends that since Roth Ameri- can has not sought to reject the collective bar- gaining agreement under section 1113, Roth American has “assumed” the collective bargain- ing agreement by operation of law, and that Roth American thus is bound by all of its terms. We agree with the Union... . Id. at 957. Appellants then argue that under 11 U.S.C. § 365, if the Agreement is assumed it must be assumed cum onere, and any breach of the Agreement must be cured. Appellants’ Brief at 13-14 (citing National Labor Relations Bd. v. Bildisco & Bildisco, 465 U.S. 513, 531- 532, 104 S.Ct. 1188, 79 L.Ed.2d 482 (1984)). From the foregoing premises they urge us to conclude that because the Agreement “rides through the bankruptcy” as if the bankruptcy had never occurred, the LLP provisions continue to be an unsatisfied obligation on the reorganized debtor as to all seniority rights. Id. (citing Bildisco & a 6a Bildisco, 465 U.S. at 546 n. 12, 104 S.Ct. 1188 (Brennan, J., concurring)). Il. Distilled to its essence, the argument states that because Continental did not follow the statutory proce- dures for rejecting an executory contract as set forth in 11 U.S.C. § 1113, somehow Appellants are entitled to the injunctive relief post-confirmation that it sought and was denied during the bankruptcy proceedings. There is a glaring defect in Appellants’ argument because its basic assumption is flawed. The reality is that the Agreement has never been rejected. This makes their entire rejection argument irrelevant to the motion to enforce the Reor- ganization Plan. In the various proceedings arising out of the Plan, proceedings on all levels of the judicial hierarchy, includ- ing this court, no court has proceeded on the basis that the Agreement had been rejected. In the case at bar, which seeks enforcement of the Plan, neither the bankruptcy court nor the district court so suggested. Nor do we do so here. Rights granted by the bankruptcy court, affirmed by the district court and discussed by us in Continental I, did not arise out of thin air. They were based on the Agree- ment. We made that crystal clear when this case was previously before us: “Therefore, we conclude that the right to seniority integration [set forth in the Agreement] gives rise to a ‘right of payment’ such that the remedy constitutes a ‘claim’ dischargeable in bankruptcy.” Jn re Continental Airlines, Inc., 125 F.3d at 136. In Continental I, this court, as did the bankruptcy court and the district court, did not reject the Agreement. RA AE RCP ean paar nee een 7a We interpreted it. We construed the seniority provisions of the Agreement as a basis of providing a right of payment in lieu of injunctive relief after considering a variety of factors to include feasibility. The rejection-of-the- Agreement issue raised by Appellants is irrelevant here because the legal basis for the relief awarded — arbitration to determine entitlement to, and if so, the amount of . damages — was based on an interpretation of the Agree- ment. What was involved here was a simple categorical deductive syllogism: All claims for seniority relief must be based on the Agreement; Appellants make a claim for seniority relief; therefore, Appellants’ claims for seniority relief are based on the Agreement. ITI. We believe the critical question for decision in this appeal to be uncomplicated: Did this court in Continental I adjudicate only claims for pre-petition seniority rights or did our holding include also rights arising post- confirmation? The answer is not difficult. When Appel- lants appeared before us in Continental I by written brief and oral argument, and responded specifically to questions put to them by the court, and when they filed their Peti- tion for a Writ of Certiorari to the Supreme Court, their arguments were clear and unequivocal: They demanded complete relief under the Agreement for the past, present and future.’ ‘ For example, in the Eastern Pilots’ brief presented to us in Continental I, they argued: The cases have thus uniformly held that where the creditor is seeking to require the debtor to take some future (Continued on following page) el action, as opposed to seeking money, the courts have held that the debtor’s obligation is not dischargeable .. . The present case is likewise one in which these Eastern pilots are not attempting to get money from Continental, but are simply seeking to require Continental to take the fu- ture action of seniority integration if the arbitrator orders it. Joint Appendix at 1033. The Pilots reasserted this argument in their reply brief stating: [I]t cannot be argued in the present circumstances that there is any viable claim for such monetary relief ... What is left is the purely equitable relief of seniority integration. * * * And is not a pilot’s career spanning a life’s work worth at least a company’s covenant not to compete? If a com- pany’s covenant not to compete cannot be “reduced” to money damages and discharged in bankruptcy, how can any court claim that a pilot’s life-long career can be “reduced” to non-existent money damages? Id. at 764-765. The transcript of oral argument in Continental I also indicates that Appellants were seeking post-confirmation as well as pre-petition relief: JUDGE MANSMANN: Okay; they get an arbitration award and Continental says, “You're a little bit too late; we have gone through this whole reorganization; there isn’t anything here for you. Now what do you do?” MR. MCGUINN: There is something there for them. There are jobs there for them. They can be put on the Con- tinental seniority list and that’s all they are seeking in this case, to get an arbitration for seniority integration under the LPPs that they were promised 11 years ago. * * * MR. MCGUINN: I just want to make sure that you are not substituting “money damages” for “seniority integra- tion” because you have to understand, pilots, their whole ca- reer is based on seniority. Simply, reinstatement without seniority integration is fairly meaningless. Seniority inte- gration is what is provided for in the LPPs; that’s what we bargained for; that’s what we want to get after 11 years. (Continued on following page) | 9a We understood clearly what was before us then, and we adjudicated accordingly: The circumstances indicate that seniority in- tegration would not be a feasible remedy and that an alternative remedy of monetary damages would be appropriate. Therefore, we conclude that the right to seniority integration gives rise to a “right of payment” such that the remedy * * * MR. MCGUINN: I think you are talking about a ca- reer, a career of a pilot, where he goes from flight engineer or second officer to first officer to captain, who builds up a retirement, who has the sheer love of flying, and all of this has been denied that pilot because of what is going on in this Bankruptcy Court and what is going on with these judi- cial pronouncements that are totally contrary to Norris- LaGuardia, totally contrary to 1113, where Congress has repeatedly, since the 1930s, said, “Please, Judiciaries, stay out of labor disputes; let them be resolved in arbitration.” Id. at 641-644 (emphasis added). Finally, Appellants’ Petition For Certiorari to the Supreme Court reinforces the broad scope of relief they sought: Similarly, these Eastern pilots maintain that losing their pilot jobs at Eastern cannot be compensated by mere money damages (even if real money damages were avail- able). For what is involved is work — a life-long career — with all its tangible and intangible benefits, such as the sheer love of flying, travel benefits, a secure retirement, the self- esteem and self-worth derived from a job well done, the emotional fulfillment of career advancement from second of- ficer to first officer and finally, after years of preparation on a mature airline, to a captain position. All of these are basic and essential elements animating and driving the human spirit of a pilot. To claim that they can be “reduced” to non- existent front pay is not only “disingenuous,” but an unwar- ranted insult to all professional airline pilots. Id. at 417. 10a constitutes a “claim” dischargeable in bank- ruptcy. We take care to note the boundaries of our holding. It is not our purpose to suggest the award the arbitrator should grant, if an award is warranted upon disposition of the LLP dispute. Our holding is limited to how the claims should be treated in bankruptcy. Simply put, we hold that any claim based on an award of seniority in- tegration arising out of the resolution of the LPP dispute will be treated as a claim in bankruptcy giving rise to a right of payment. As such, the right to seniority integration is satisfiable by the payment of money damages. In re Continental Airlines, Inc., 125 F.3d at 136 (emphasis added). Suffice it to say that when we said “any claim based on an award of seniority integration,” we meant precisely what we said. With apologies to Gertrude Stein, “any claim” means any claim. If we intended to limit the Claim to pre-petition activity, we would have said so. And if Appellants desired the Claim to be so limited, they, too, would have said so in their written briefs or at oral argu- ment or in their Petition for a Writ of Certiorari to the Supreme Court. But they did not. Appellants ‘expressly requested global, open-ended relief on their terms. As Roscoe Pound would have phrased it in his felicitous expression, they wanted “specific re- dress” in the form of a mandatory injunction, not “substi- tuted redress” in the form of money damages.’ We hold ? Roscoe Pound, The Theory of Judicial Decision, 36 HARV. L. REV. 641, 647 (1923). Himtimugiii .. O_O a ee essences 2 2" el eal lil lla that the proposition now urged upon us by Appellants has been decided and is totally controlled by our decision in Continental I. The relief defined in that case is the only remedy available to Appellants. IV. The preclusive effects of former adjudication have been discussed and determined in varying and occasion- ally conflicting terminology over the past hundred years. In early years, these concepts were referred to collectively by most commentators as the doctrine of res judicata. 18 CHARLES ALAN WRIGHT, ARTHUR R. MILLER & EDWARD H. COOPER, Federal Practice and Procedure § 4402, at 6-7 (1981 and 2000 Supp.). As the law devel- oped, a distinction was made between “pure” res judicata and what came to be known as collateral estoppel. In 1979, the Court explained the distinction: Under the doctrine of res judicata, a judg- ment on the merits in a prior suit bars a second suit involving the same parties or their privies based on the same cause of action. Under the doctrine of collateral estoppel, on the other hand, the second action is upon a different cause of ac- tion and the judgment in the prior suit precludes relitigation of issues actually litigated and neces- sary to the outcome of the first action. 1B J. MOORE’S FEDERAL PRACTICE p 0.405[1], pp. 622-624 (2d ed.1974); e.g. Lawlor v. National Screen Serv. Corp., 349 U.S. 322, 326, 75 S.Ct. 865, 99 L.Ed. 1122; Commissioner v. Sunnen, 333 U.S. 591, 597, 68 S.Ct. 715, 92 L.Ed. 898; Crom- well v. County of Sac, 94 U.S. 351, 352-353, 24 L.Ed. 195. 12a Parklane Hosiery Co. v. Shore, 439 U.S. 322, 326 n. 5, 99 S.Ct. 645, 58 L.Ed.2d 552 (1979). Today, however, the modern nomenclature for these two doctrines is “claim preclusion” and “issue preclusion,” respectively: Claim preclusion generally refers to the ef- fect of a prior judgment in foreclosing successive litigation of the very same claim, whether or not relitigation of the claim raises the same issues as the earlier suit. Issue preclusion generally refers to the effect of a prior judgment in foreclosing successive litigation of an issue of fact or law ac- tually litigated and resolved in a valid court de- termination essential to the prior judgment, whether or not the issue arises on the same or a different claim. See restatement (Second) of Judgments §§ 17, 27, pp. 148, 250 (1980); D. Shapiro, Civil Procedure: Preclusion in Civil Ac- tions 32, 46 (2001). New Hampshire v. Maine, 532 U.S. 742, 121 S.Ct. 1808, 1814, 149 L.Ed.2d 968 (2001). These two doctrines-share the “dual purpose of pro- tecting litigants from the burden of relitigating an identi- cal issue with the same party or his privy and of promoting judicial economy by preventing needless litiga- tion.” Parklane Hosiery Co., 439 U.S. at 326, 99 S.Ct. 645. The doctrine of the law of the case is similar in that it limits relitigation of an issue once it has been decided. However, this doctrine is concerned with the extent to which the law applied in decisions at various stages of the same litigation becomes the governing legal precept in later stages. 18 JAMES WM. MOORE ET AL., MOORE’S onde ial 13a FEDERAL PRACTICE p 134.20 (3d ed.1999). The Court has defined the law of the case as a precept that “ ‘posits that when a court decides upon a rule of law, that decision should continue to govern the same issues in subsequent stages in the same case.’ This rule of practice promotes the finality and efficiency of the judicial process by ‘protecting against the agitation of settled issues.’” Christianson v. Colt Indus. Operating Corp.,-486 U.S. 800, 816, 108 S.Ct. 2166, 100 L.Ed.2d 811 (1988) (citing Arizona v. California, 460 U.S. 605, 618, 103 S.Ct. 1382, 75 L.Ed.2d 318 (1983), and citing 1B JAMES WM. MOORE ET AL., MOORE’S FEDERAL PRACTICE p 0.404[1], p. 118 (1984)). Writing in 1967, Professor Allan D. Vestal identified distinct situations in which a ruling or decision has been made in a case and the same legal problem arises a second time in the same case. Two of these situations are when: (1) an appellate court may rule on a matter and then the same legal question may be raised in the trial court after the case has been remanded to that court for further proceedings; and (2) an appellate court may rule on a matter and then the same legal question may be raised in the same appellate court when the case is appealed a second time.* The appeal before us fits squarely within the second situation identified by Professor Vestal. We do not believe that it is necessary to determine which of the foregoing doctrines prevents Appellants from relitigating an issue that was unambiguously identified, properly presented and ably and vigorously argued by extremely able counsel of all parties. We are satisfied that * Allan D. Vestal, Law of the Case: Single Suit Preclusion, 12 UTAH L. REV. 1, 4 (1967). ee 14a under any of these precepts, Appellants are bound by our previous decision and are precluded from avoiding its mandate. Although Appellants argue alternatively that this panel should reconsider the holding of Continental I, we lack the power or authority to overrule a decision of a previous panel.‘ Nor are we inclined to initiate a suggestion for rehear- ing en banc. : * * * We have considered all contentions presented by the parties and conclude that no further discussion is neces- sary. The judgment of the district court will be affirmed. * “It is the tradition of this court that the holding of a panel in a reported opinion is binding on subsequent panels. Thus, no subsequent panel overrules the holding in a published opinion of a previous panel. Court en banc consideration is required to do so.” 3D CIR. 1.0.P. 9.1. 15a APPENDIX B UNITED STATES COURT OF APPEALS FOR THE THIRD CIRCUIT No. 00-3505 IN RE CONTINENTAL AIRLINES, INC., Debtor EASTERN PILOTS MERGER COMMITTEE, Appellant v. CONTINENTAL AIRLINES, INC. PATRICIA A. STAIANO, Trustee Appeal from the United States District Court for the District of Delaware (D.C. No. 99-CV-00795) District Judge: Honorable Sue L. Robinson Argued: December 11, 2001 Before: BARRY and ALDISERT, Circuit Judges, and FULLAM’, District Judge. * The Honorable John P. Fullam, United States District Judge for the Eastern District of Pennsylvania, sitting by designation. 16a JUDGMENT This cause came on to be considered on the record from the United States District Court for the District of Delaware and was argued on December 11, 2001. On consideration whereof, it is now hereby AD- JUDGED and ORDERED that the judgment of the district court entered September 15, 2000, be and the same is hereby affirmed. Costs taxed against Appellant. Attest: /s/ Marcia M. Waldron Clerk Dated: January 25, 2002 Certified as a true copy and issued in lieu of a formal mandate on April 10, 2002 Teste: /s/ Marcia M. Waldron Clerk, United States Court of Appeals for the Third Circuit 17a APPENDIX C IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF DELAWARE CONTINENTAL AIRLINES, ) Bankruptcy Case Dias ) No. 90-932 EASTERN PILOTS ‘ Adversary No. 99-47 MERGER COMMITTEE, , tae Appellant, ) No. 99-795-SLR v. : CONTINENTAL AIRLINES, ) Appellee. ) MEMORANDUM ORDER At Wilmington this 12th day of September, 2000, having reviewed the papers submitted in connection with the above referenced appeal from an order of the United States Bankruptcy Court for the District of Delaware dated June 28, 1999 (D.I. 9911); and having heard oral argument on the same; IT IS ORDERED that the decision of the bankruptcy court is affirmed, for the reasons that follow: 1. This court has jurisdiction over the appeal pursu- ant to 28 U.S.C. § 158(a)(1). The bankruptcy court’s findings of fact are reviewed for clear error, while its conclusions of law are subject to plenary review. See In re Cohn, 54 F.3d 1108, 1113 (3d Cir. 1995). 2. The focus of the instant appeal is the proper interpretation of a previous ruling in this case by the United States Court of Appeals for the Third Circuit in In oe as 18a re Continental Airlines, 125 F.3d 120 (3d Cir. 1997). The Third Circuit, of course, is the only authoritative inter- preter of its decisions. Nevertheless, this court is bound to give meaning to such in the context of the record pre- sented. 3. According to the Third Circuit, the Air Line Pilots Association, Inc. (“ALPA”), collective bargaining agent for Eastern Air Lines’ (“Eastern”) pilots, filed proofs of claim in bankruptcy court against Continental Airlines Hold- ings, Inc and Continental Airlines, Inc. (“Continental”). These claims were based on alleged seniority integration rights stemming from a pending labor arbitration dispute and were filed following Continental’s acquisition of Eastern and subsequent refusal to bargain over the seniority integration of Eastern’s pilots. The bankruptcy court determined that the claims could be satisfied by monetary awards in lieu of specific performance and enjoined scheduled arbitration proceedings to enforce the seniority rights under the collective bargaining agreement. The district court affirmed the bankruptcy court’s deter- mination relating to the claims, but vacated the injunc- tion. The Third Circuit ultimately held “that any claim based on an award of seniority integration arising out of the resolution of the [labor arbitration] dispute will be treated as a claim in bankruptcy giving rise to a right of payment. As such, the right to seniority integration is satisfiable by the payment of money damages.” Jd. at 136. 4. The Third Circuit prefaced its holding with the following language: “We take care to note the boundaries of our holding. It is not our purpose to suggest the award the arbitrator should grant, if an award is warranted upon disposition of the [labor arbitration] dispute. Our holding 19a is limited to how the claims should be treated in bank- ruptcy.” Id. In other words, “any equitable remedy recov- ered against Continental via arbitration of the underlying labor dispute may be satisfied through an award of mone- tary damages.” Jd. at 124. 5. Rather than pursue their right to arbitrate under the collective bargaining agreement, appellants instead filed suit in the United States District Court for the District of New Jersey. In said suit, appellants sought the following declaratory relief: Notwithstanding the continued existence in full force and effect of the Collective Bargaining Agreement, Continental maintains that the sole remedy of the Plaintiffs is to have their proofs of claim liquidated from the Continental bank- ruptcy estate, thus denying the Plaintiffs their legal rights under the Collective Bargaining Agreement. The Plaintiff, on the other hand, claim a separate, distinct and concurrent remedy of enforcement of the Collective Bargaining Agreement that has survived Continental’s bankruptcy plan of reorganization, confirmation and consummation. If the present controversy is not resolved by a declaration of the rights of the parties, sub- stantial additional time and expense will be ex- pended by the parties and the arbitrator in a lengthy arbitration and subsequent judicial re- view of the arbitrator’s award. A prompt declara- tion of the parties’ rights prior to the arbitration is in the interest of justice. (D.I. [8/16/00 letter from Harker]) eee EE —_ 20a 6. Continental filed suit in the bankruptcy court to enjoin the New Jersey litigation, which relief was granted. More specifically, the bankruptcy court concluded “that the decision of the Third Circuit affirmed the ruling that all claims of the Eastern Pilots are discharged by the Confir- mation Order... .” (D.I. 9911) 7. The Third Circuit, of course, did not specifically hold that the pilots’ claims for prospective relief were - discharged by the confirmation order. However, the bank- ruptcy process would be meaningless if the Third Circuit's decision were not interpreted to require such. The pilots, through their bankruptcy proofs of claim, demanded specific performance of their seniority integration rights. Continental, the bankruptcy court, the district court, and the Third Circuit all recognized that specific performance was not feasible in the context of Continental’s plan of reorganization. See, eg., id. at 136. The Third Circuit specifically held that the pilots’ claims (for specific per- formance) “will be treated as a claim in bankruptcy giving rise to a right of payment.” Id. The tension between bankruptcy law and labor law identified by the Third Circuit at the outset was resolved by the Third Circuit's recognizing the arbitration proceeding as the appropriate forum to determine the pilots’ substantive rights (i.e., whether they have seniority integration rights), while maintaining the bankruptcy court’s jurisdiction to deter- mine the “manner in which the [claims] in bankruptcy would be treated if a right to seniority integration is established.” Jd. at 131 n.8. Indeed, the Third Circuit's 2la use of prospective phraseology’ reflects the fact that the pilots have yet to establish their seniority rights through arbitration. Finally, the Third Circuit has rejected appel- lants’ argument that the failure of Continental to comply with 11 U.S.C. §1113 has revived appellants’ right to specific performance under the agreement: Despite our conclusion that failure to comply with section 1113 bars an injunction of the arbi- tration, we reject the Claimants’ contention that the substitution of a monetary damage award, in lieu of seniority integration, is not permitted un- der section 1113 because it alters or modifies the terms of the collective bargaining agreement. The bankruptcy court’s determination of the ad- ministrative priority and status of the claims was not based on an interpretation of the [agreement]. Nor did it predetermine the appro- priate remedy warranted under the [agreement], thus “nullifying” the agreement and infringing on the arbitrator’s jurisdiction. Substitution of the equitable remedy in no way amounts to an alteration or termination of the terms of the col- lective bargaining agreement. Id. at 137 n.15. 9. In sum, although the collective bargaining agree- ment survived the bankruptcy process, appellants’ demand for specific performance of the seniority integration clause * For example: “(T]he right to seniority integration gives rise to a ‘right of payment’ such that the remedy constitutes a ‘claim’ dis- chargeable in bankruptcy.” Jd. at 136 (emphasis added). “[T]he right to seniority integration is satisfiable by the payment of money damages.” Jd. (emphasis added). 22a did not. Therefore, the order of the bankruptcy court shall be affirmed. 10. With respect to the imposition of sanctions, the bankruptcy court has broad discretion to enforce its orders, e.g., through the use of sanctions, and its decision to do so in this case is not clearly erroneous. /s/ Sue L. Robinson United States District Judge 23a APPENDIX D 236 B.R. 318 162 L.R.R.M. (BNA) 2780, 34 Bankr.Ct.Dec. 728 United States Bankruptcy Court, D. Delaware. In re CONTINENTAL AIRLINES, INC., et al., Debtors. Bankruptcy Nos. 90-932 (MFW) to 90-984 (MFW). June 28, 1999. Jon Geier, Paul Hastings Janofsky & Walker, Wash- ington, DC, Counsel for Continental Airlines, Inc. James L. Patton, Jr., Young Conaway Stargatt & Taylor, LLP, Wilmington, DE, Co-Counsel for Continental Airlines, Inc. Charles M. Tatelbaum, Cummings & Lockwood, Naples, FL, Counsel for Eastern Pilots, Merger Committee. James Harker, Herlihy Harker & Kavanaugh, Wilmington, DE, Co-Counsel for Eastern Pilots, Merger Committee. Myles J. Tralins, Tralins & Associates, Miami, FL, Counsel for LPP Claimants. Kate Stickles, Prickett Jones Elliott Kristol & Schnee, Wilmington, DE, Co-Counsel for LPP Claimants. OPINION’ MARY F. WALRATH, Bankruptcy Judge. Before the Court are two Motions, both of which require that we apply the decision of the Court of Appeals ‘ This Opinion constitutes the findings of fact and conclusions of law of the Court pursuant to Federal Rule of Bankruptcy Procedure 7052, which is made applicable to contested matters by Federal Rule of Bankruptcy Procedure 9014. 24a for the Third Circuit in this case. In re Continental Air- lines, 125 F.3d 120 (3d Cir.1997). The first is the Motion of a group of Eastern pilots, the Labor Protective Provision Claimants (“the LPP Claimants”), to expunge the claims of certain other Eastern pilots (“the Other Eastern Pilots”) for failure to timely exercise their right to arbitration. The second is the Motion of the Debtor to enforce the Confir- mation Order (as affirmed by the Third Circuit) which reduced all the Eastern pilots’ claims for specific perform- ance of their collective bargaining agreement to claims for monetary damages discharged by the provisions of the Plan. We heard argument on the Motions on January 14, 1999. The parties submitted post-trial memoranda and an appendix of related documents on February 25, 1999. I. JURISDICTION This Court has jurisdiction over these Motions, which are core proceedings pursuant to 28 U.S.C. § 1334 and § 157(b)(1), (b)(2)(A), (B) and (O). II]. FACTUAL BACKGROUND’ - On February 23, 1986, Eastern Airlines (“Eastern”) and its pilots’ union, the Air Lines Pilot Association (“ALPA”), ratified a collective bargaining agreement. On ? Among the Other Eastern Pilots are 310 pilots represented by the Eastern Pilot Merger Committee (““EPMC”). It is unclear, however, whether EPMC represents all claimants who may be affected by the Motion. - * ‘The facts set forth are derived largely from the Third Circuit's Opinion. 25a ; February 24, 1986, Texas Air Corporation, the parent of Continental Airlines, Inc. (“Continental”) acquired East- ern. ALPA asserted that the acquisition was a merger requiring integration of the Eastern and Continental pilots’ seniority lists under the Eastern collective bargain- ing agreement. When Eastern and Continental refused to bargain with ALPA on the issue, ALPA initiated arbitra- tion. In March 1989, Eastern filed bankruptcy and asserted that the automatic stay precluded-ALPA from proceeding with the arbitration. After protracted litigation, the Court of Appeals for the Second Circuit held that the automatic stay did not preclude arbitration. In re Ionosphere Clubs, Inc. , 922 F.2d 984 (2d Cir.1990). ALPA and Eastern thereafter proceeded with arbitra- tion before Richard R. Kasher (Mr. Kasher, and any successor is referred to herein as “the Arbitrator”). ALPA sought prospective integration of the Eastern and Conti- nental pilots’ seniority lists and back pay until the integra- tion was completed. In the meantime, Continental filed bankruptcy in December 1990. ALPA (and individual Eastern Pilots) filed unliquidated proofs of claim in that proceeding. Continen- tal filed objections and sought a declaration that the claims were general unsecured prepetition dischargeable claims compensable by an award of monetary damages. ALPA disagreed and asserted that the pilots were entitled to specific performance of the collective bargaining agree- ment, namely, seniority integration. In addition, ALPA asserted that only the Arbitrator had jurisdiction to determine whether a merger had occurred as defined by 26a the collective bargaining agreement and the appropriate remedy thereunder. In February 1993, the Bankruptcy Court sustained Continental’s objection to the ALPA claim. In April 1993, the Bankruptcy Court confirmed Continental’s Second Amended Joint Plan of Reorganization. In the Confirma- tion Order, the Bankruptcy Court stated that any claims under the collective bargaining agreement gave rise to a right of payment dischargeable in bankruptcy and that no right to injunctive or other equitable relief was available. The Confirmation Order consequently enjoined the arbi- tration proceedings. ALPA and the LPP Claimants ap- pealed the February and April orders. While the appeals were pending, ALPA settled with Continental. The Settle- ment Agreement was ultimately accepted by approxi- mately two-thirds of the Eastern pilots who had filed claims in the bankruptcy case. The LPP Claimants, who had not accepted the settle- ment, continued the appeals. The District Court affirmed the Bankruptcy Court’s Orders in all respects except the injunction of the arbitration proceedings. In re Continental Airlines, Inc., No. 93-163 (D.Del. Nov. 29, 1995). Specifi- cally, the District Court held that the claims of the pilots were dischargeable and that the Plan which so provided was confirmable. Id., slip op. at 27-32. The District Court concluded, however, that the Bankruptcy Court’s injunc- tion was invalid because the Bankruptcy Court failed to set forth in sufficient detail the reasons for the injunction. Id. at 35-37. The District Court did not remand that issue, however, because it held that section 1113 of the Bank- ruptcy Code precluded issuance of the injunction. Jd. at 42. 27a Cross-appeals were filed by the LPP Claimants‘ and Continental. On August 29, 1997, the Third Circuit issued its decision. The Court affirmed the Bankruptcy Court and District Court decisions holding that the Eastern pilots’ equitable claims for seniority integration could be con- verted into money damages. 125 F3d at 131-35. Conse- quently, those claims could be treated, and discharged, in the Continental Plan of Reorganization. Jd. at 135-36. However, the Court also held that the Bankruptcy Court could not enjoin the arbitration proceedings (since the collective bargaining agreement requiring arbitration had not been rejected). Id. at 136-38. III. DISCUSSION A. Law of the Case We start our consideration of the Motions by noting that both require us to interpret the decision of the Third Circuit in this very case. In rendering our decision, we are bound by the doctrine of the law of the case to “implement both the letter and the spirit of the mandate, taking into account the appellate court’s opinion and the circum- stances it embraces.” Casey v. Planned Parenthood of Southeastern Pennsylvania, 14 F3d 848, 857 (3d Cir.1994) (quoting Bankers Trust Co. v. Bethlehem Steel Corp., 761 F.2d 943, 949 (3d Cir.1985)). Law of the case rules have developed “to main- tain consistency and avoid reconsideration of matters once decided during the course of a sin- gle continuing lawsuit.” Charles A. Wright et al., * Subsequently, a splinter group of the LPP Claimants (EPMC) obtained separate counsel and both prosecuted the appeal for the pilots. 28a 18 Federal Rules and Practice § 4478 (1981). Of these rules, the most compelling is the mandate rule. This fundamental rule binds every court to honor rulings in the case by superior courts. As the Supreme Court has stated, “In its earliest days this Court consistently held that an inferior court has no power or authority to deviate from the mandate issued by an appellate court.” Briggs v. Pennsylvania R. Co., 334 U.S. 304, 306, 68 S.Ct. 1039, 1040, 92 L.Ed. 1403 (1948). The statutory authority for the power of the appellate courts dates from the first Judiciary Act of 1789 and is now found in 28 U.S.C. § 2106. Casey, 14 F.3d at 856 (footnotes omitted). The mandate rule applies, however, only to those issues that were decided by the appellate court. Sanford Fork & Tool, 160 U.S. at 256, 16 S.Ct. at 293. On remand, a trial court is free to “make any order or direction in further progress of the case, not inconsistent with the decision of the appellate court, as to any question not settled by the decision.” Bankers Trust Co., 761 F.2d at 950. “(I]t may consider, as a matter of first impres- sion, those issues not expressly or implicitly dis- posed of by the appellate decision.” Id. at 857. While the issues before us are not on remand from the Third Circuit, they do require that we implement its ruling. B. Motion to Strike Claims The Motion of the LPP Claimants seeks an Order disallowing (for purposes of distribution under Continental’s 29a Confirmed Plan) the claims of the Other Eastern Pilots for failure to timely invoke their right to arbitration’ Conti- nental supports the Motion to Strike.* 1. Jurisdiction As an initial matter, EPMC asserts that this Court does not have jurisdiction to decide the Motion to Strike. It asserts that the Third Circuit affirmed the District Court determination that the Arbitrator has exclusive jurisdic- tion to decide whether the individual pilots have any claim. This includes, EPMC asserts, whether those claims are time-barred under applicable labor law. In response, the LPP Claimants assert that since the Third Circuit held that any claim which the pilots may have under the seniority integration provision was a claim cognizable, and dischargeable, in this bankruptcy case, the Bankruptcy Court has jurisdiction to determine and allow those claims. They also point to the expansive retention of * The LPP Claimants assert that they alone timely invoked arbitration after the Third Circuit decision. They advise that they have had settlement discussions with Continental but are unable to settle their claims unti] the Other Eastern Pilots’ claims are determined or disallowed. * EPMC initially raised an objection to the standing of the LPP Claimants to press the Motion to Strike, because the Confirmed Plan prohibits any party except Continental from objecting to any claims. (Appendix to Debtor’s Memorandum of Law, Tab 1 at § 11.1.) Even in the absence of an express provision in the Confirmed Plan, EPMC asserts that one creditor does not generally have a right to object to the claim of another creditor, unless the trustee or debtor refuses to act. See, e.g., In re Thompson, 965 F.2d 1136, 1147 (ist Cir.1992); In re Morrison, 69 B.R. 586, 589 (Bankr.E.D.Pa.1987); In re Charter Co., 68 B.R. 225, 227 (Bkrtcy.M.D.Fla.1986). EPMC’s standing objection is mooted, however, by the joinder of Continental in the Motion to Strike. 30a jurisdiction provisions of the Confirmed Plan and Confir- mation Order to support their position. (See Appendix to Debtor’s Memorandum of Law, Tab 1 at Section 15.1, and Tab 3 at p 53.)’ The latter argument is without merit. If a court does not have jurisdiction over a dispute, it cannot create that jurisdiction by simply stating it has jurisdiction in a confirmation or other order. See, e.g., United States Trustee " Section 15.1 of the Plan provides: 15.1 Retention of Jurisdiction. From and after the Effective Date, the Bankruptcy Court shall retain and have exclusive jurisdiction over the Chapter 11 Case for the following pur- poses: to determine any and all objections (a) to the allowance of Claims; to determine all controversies, suits (e) and disputes that may arise in connection with the interpretation enforcement or consummation of this Joint Plan or in connection with the obligations of the Debtors, NewCal, and the NewCal Subs under this Joint Plan, ... And to enter such orders as may be necessary or appropriate to implement any distribu- tions to holders of Allowed General Unsecured Claims. to administer and enforce the (q) injunctions contained in Sections 12.4, 12.19, and 14.3 of this Joint Plan, and any re- lated injunction or decree contained in the Confirmation Order. Paragraph 35 of the Confirmation Order provides: Notwithstanding confirmation of the Plan, this Court re- tains exclusive jurisdiction over the Debtors’ Chapter 11 cases pursuant to and for the purposes of (a) section 105(a) and 1127 of the Bankruptcy code, (b) Section 15.1 of the Plan, and for such other purposes as may be necessary or useful to aid in the confirmation and consummation of the Plan and its implementation. 3la v. Gryphon at the Stone Mansion, Inc., 216 B.R. 764, 768 (W.D.Pa.1997) (“a retention of jurisdiction provision within a confirmed plan does not grant a bankruptcy court jurisdiction”); Walnut Associates v. Saidel, et al., 164 B.R. 487, 495 (E.D.Pa.1994) (“the bankruptcy court cannot obtain the power to reserve jurisdiction beyond that which is necessary to effectuate the plan of reorganization merely by inserting a provision in the plan or order of confirmation reserving jurisdiction”); In re BankEast Corp., 132 B.R. 665, 667 (Bankr.D.N.H.1991) (“while the court may properly retain jurisdiction over postconfirma- tion matters ... it may not expand its jurisdiction merely by asserting it in a reorganization plan”). Similarly, where a court lacks subject matter jurisdic- tion over a dispute, the parties cannot create it by agree- ment even in a plan of reorganization. See, e.g., In re Almarc Corp., 94 B.R. 361, 365 (Bankr.E.D.Pa.1988) and cases cited therein. Thus, the fact that Continental’s Plan and the Confirmation Order provided for a broad retention of jurisdiction does not decide the issue. We must deter- mine independently whether we retain jurisdiction over the issues presented. Post-confirmation, a bankruptcy court has limited jurisdiction. Under the express language of section 1142, the court may “direct the debtor and any other necessary party to execute or deliver ... any instrument required to effect a transfer of property dealt with by a confirmed plan, and to perform any other act, including the satisfac- tion of any lien, that is necessary for the consummation of the plan.” 11 U.S.C. § 1142(b). However, courts routinely find that the bankruptcy courts have no jurisdiction over the affairs of the post-confirmation debtor and its creditors, particularly with respect to claims arising 32a post-confirmation. See, e.g., In re Fairfield Communities, Inc., 142 F.3d 1093, 1095-96 (8th Cir.1998) (bankruptcy court lacks jurisdiction over post-confirmation claims); Jn re Greenley Energy Holdings of Pennsylvania, Inc., 110 B.R. 173, 184 (Bankr.E.D.Pa.1990) (bankruptcy court has post-confirmation jurisdiction only over those matters whose resolution is necessary for consummation of the plan); In re Iberis International, Inc., 72 B.R. 624, 626 (Bankr.W.D.Wis.1986) (assumption of executory contract does not confer jurisdiction on the bankruptcy court over post-confirmation breaches of that contract). EPMC asserts that this Court lacks jurisdiction to hear the Motion to Strike the Other Eastern Pilots’ claims because, it asserts, those claims are based on post- confirmation breaches of the collective bargaining agree- ment, which the Third Circuit held was never rejected (and therefore passed through the bankruptcy case unaf- fected). The LPP Claimants and the Debtor counter that the claims are based on pre-petition breach of the agree- ment and, therefore, the Court has jurisdiction to hear the Motion. With respect to the Bankruptcy Court’s jurisdiction to address the issue at hand, the Third Circuit’s opinion provides guidance. The Third Circuit expressly rejected the Claimants’ assertion that the Bankruptcy Court lacked any jurisdiction over their claims. 125 F.3d at 130-31. With respect to the treatment of those claims under the Plan of Reorganization, for example, the Third Circuit coacluded that the issue was a core matter, within the Bankruptcy Court’s jurisdiction. Id. See also 28 U.S.C. § 157(b)(1). The Third Circuit held specifically that: 33a There can be no dispute that the issue as to whether the bankruptcy claim could be satisfied by a monetary award is a “core bankruptcy mat- ter.” ... Further, the issue decided by the bank- ruptcy court was how the claim would be treated in bankruptcy. Thus, the bankruptcy court was well within its authority to exercise jurisdiction over the issue of the status of the bankruptcy claim. Our conclusion is consistent with princi- ples that govern the disposition of issues when bankruptcy law and labor law intersect. Accord- ingly, we conclude that the bankrupicy court had jurisdiction to determine whether the Claimants’ claims could be satisfied by a monetary award in lieu of specific performance. 125 F.3d at 131 (citations omitted). However, that conclusion must be reconciled with the Third Circuit’s holding, in that same opinion, that the arbitration provision of the collective bargaining agree- ment was binding on Continental and that the Bankruptcy Court did not have the power to enjoin arbitration of the Eastern pilots’ claims thereunder.’ Jd. at 136-38. Upon reviewing the basis of the Motion to Strike, we conclude that the issue raised by the LPP Claimants (and Continental) is one which the Arbitrator must decide. The Motion to Strike is not premised on any provision of the Bankruptcy Code or Rules. For example, the Motion to Strike is not based on a failure of the Other Eastern Pilots to timely file a proof of claim in accordance with the * The Third Circuit concluded that the arbitration provision of the collective bargaining agreement was still applicable because that agreement had never been rejected under the applicable provisions of the Code. 125 F.3d at 137; see 11 U.S.C. § 1113. 34a Federal Rules of Bankruptcy Procedure. See, e.g., F.R.B.P. 3001-3005. But see Pioneer Investment Services Co. v. Brunswick Assocs., L.P., 507 U.S. 380, 113 S.Ct. 1489, 123 L.Ed.2d 74 (1993) (proof of claim filed beyond bar date may be allowed if excusable neglect found). Nor is the Motion to Strike based on disallowance or reduction of the claims under any provision of the Bank- ruptcy Code. See, e.g., 11 U.S.C. § 502(b); In re Main, Inc., 207 B.R. 832, 837 (Bankr.E.D.Pa.), aff’d in relevant part, No. 97-3739, 1997 WL 560119 (E.D.Pa. Aug. 26, 1997) (claim of landlord for unpaid rent must be reduced in accordance with section 502(b)(6) even though state court had already determined amount in final judgment). In those circumstances, the Bankruptcy Court clearly has jurisdiction to allow or disallow a claim. In contrast, the Motion to Strike the Other Eastern Pilots’ claims is premised on a principle of labor law: that an action to compel arbitration of labor issues must be filed within six months of the refusal to arbitrate. While normally the Bankruptcy Court can, and will, apply non- bankruptcy federal and state law to the merits of a claim during the claim objection process, in the case of claims subject to arbitration provisions (in law or contract) the Third Circuit has generally favored deferring to arbitra- tion. See, e.g., Hays & Co. v. Merrill Lynch, 885 F.2d 1149 (3d Cir.1989). In this case, the Third Circuit has mandated that the merits of these claims be decided by the Arbitra- tor. 125 F.3d at 130. The Third circuit has, for example, held that the individual pilots’ standing to prosecute claims for seniority integration is an issue subject to the exclusive jurisdiction of the arbitrator. Id. SR, LSTA SRG RADE DO. BOR lat aii Foe (ee Rin Re ida we As 35a We couclude that the issue of whether. the claims of the Other Eastern Pilots were timely and properly as- serted in the arbitration process is similarly within the exclusive jurisdiction of the Arbitrator. The Motion to Strike those claims on that basis is consequently denied. C. Motion to Enforce Confirmation Order By its Motion to Enforce Confirmation Order, Conti- nental seeks a determination that the Confirmation Order bars an action instituted by EPMC in the United States District Court for the District of New Jersey (“the New Jersey Action”) seeking a declaratory judgment that Continental is obligated to comply, post-confirmation, with the terms of the collective bargaining agreement, includ- ing the integration of the seniority lists. 1. Jurisdiction EPMC asserts as an initial matter, that this Court lacks jurisdiction to decide the Motion to enjoin the New Jersey action. EPMC asserts that the Third Circuit deci- sion, which affirmed the District Court’s holding that the Bankruptcy Court could not enjoin arbitration, precludes this Court from enjoining the New Jersey Action. The Third Circuit decision did not so state. That Court held that the Bankruptcy Court could not enjoin the arbitration proceeding; it did not hold that the Bankruptcy Court could not enjoin other actions. * The New Jersey Action is captioned Doyle Addington et al. v. Continental Airlines, Inc., No. 98-4858 (MTB). 36a However, as noted above, we must determine inde- pendently whether we have jurisdiction to decide the Motion. It is axiomatic that a court possesses the inherent authority to enforce its own orders. See, e.g., Kokkonen v. Guardian Life Ins. Co. of America, 511 U.S. 375, 379-80, 114 S.Ct. 1673, 128 L.Ed.2d 391 (1994) (court has ancillary power to vindicate its authority and effectuate its decrees); Chambers v. NASCO, Inc., 501 U.S. 32, 43, 111 S.Ct. 2123, 115 L.Ed.2d 27 (1991) (“Courts of justice are universally acknowledged to be vested, by their very creation, with power to impose ... submission to their lawful man- dates”). In the bankruptcy context, courts have specifically, and consistently, held that the bankruptcy court retains jurisdiction, inter alia, to enforce its confirmation order. See, e.g., North American Car Corp. v. Peerless Weighing & Vending Machine Corp., 143 F.2d 938, 940 (2d Cir.1944) (“We have, therefore, pointed out the existence of such complementary and auxiliary jurisdiction of the court to protect its original confirmation decree, prevent interfer- ences with the execution of the plan, and otherwise aid in its operation”); Gryphon at The Stone Mansion, 216 B.R. at 768 (“courts will exercise jurisdiction over post- confirmation disputes if the matter sufficiently affects creditors’ recoveries under a plan of reorganization”); Walnut Associates, 164 B.R. at 492 (bankruptcy court retains jurisdiction over post-confirmation administration of the estate until the final decree is entered); Almarc, 94 B.R. at 364 (bankruptcy court retains jurisdiction “to protect its [confirmation] decree, to prevent interference with the execution of the plan, and to aid otherwise in its operation”). Furthermore, Rule 3020(d) of the Federal Rules of Bankruptcy Procedure states “Notwithstanding whos, RRC SERRE SS BABS RIAA wick AN SN li SN 37a the entry of the order of confirmation, the court may issue any other order necessary to administer the estate.” EPMC asserts, as significant, the fact that the Plan has been substantially consummated.” However, we do not view that as a fatal flaw. In the case of Donaldson uv. Bernstein, 104 F.3d 547, 551 (3d Cir.1997), the Third Circuit held that the bankruptcy court retained jurisdic- tion to hear an adversary case after the chapter 11 plan had been confirmed and substantially consummated. In fact, in Donaldson, the chapter 11 case had been closed and later reopened, before the adversary proceeding was even filed. Id. at 551-52. The Third Circuit held that even the closing and reopening of the case did not divest the bankruptcy court of jurisdiction to hear the adversary proceeding, which was premised on the alleged fraud of the principals of the debtor in causing the debtor to default on the confirmed plan. Jd. at 551-53. Consequently, we do not find significant the fact that the Plan may have been substantially consummated in this case. That fact does not divest us of our inherent jurisdiction to enforce the Confirmation Order issued by this Court. 2. Procedural Flaw EPMC also asserts, as a preliminary matter, that Continental’s Motion must be denied because it seeks an injunction without filing an adversary proceeding. It * Continental had argued, in a motion to dismiss the appeal as moot, that the Pian had already been substantially consummated. 125 F.3d at 127. The District Court held that substantial consummation of the Plan had occurred. Id. Ps 38a points to Rule 7001 of the Federal Rules of Bankruptcy Procedure which requires the commencement of an adver- sary proceeding (as opposed to proceeding by motion pursuant to Rule 9014) if injunctive relief is sought. This is correct as a general proposition. See, e.g., In re Adams, 106 B.R. 811, 833 (Bankr.D.N.J.1989) (request for injunctive relief by motion is procedurally defective; such relief requires the commencement of an adversary pro- ceeding by filing a complaint); Matter of Endicott, 79 B.R. 439, 440 n. 1 (Bankr.W.D.Mo.1987) (a proceeding “to obtain an injunction or other equitable relief”? must be commenced as an adversary proceeding); In re Entz, 44 B.R. 483, 485 (Bankr.D.Ariz.1984) (court cannot grant injunctive relief on motion of a party; an adversary com- plaint is required). a However, it is inapplicable to the case at bar. In this case, Continental is not seeking an injunction, it is merely seeking to enforce an injunction already in place — that created by sections 1141 and 524 of the Bankruptcy Code and the express terms of the Confirmation Order.” Rule " Section 1141 of the Bankruptcy Code provides generally that a confirmed plan of reorganization binds the debtor and all creditors affected by its terms. 11 U.S.C. § 1141. More specifically, section 1141 provides that confirmation of a plan of reorganization discharges the debtor from any pre-confirmation debt (the exceptions to this general rule are not implicated by the facts of this case). Id. The effect of discharge is to enjoin permanently a creditor from collecting the discharged debt. 11 U.S.C. 524(a). See also In re Gehri, No. CC-95-1841- MEVRU, 1996 WL 862565, at (9th Cir. BAP Sept. 30, 1996) (“upon confirmation [of a chapter 11 plan] the automatic stay [of section 362] is replaced by the permanent injunction of [section 524]”); In re Polysat, Inc., 152 B.R. 886, 893-94 (Bankr.E.D.Pa.1993) (effect of discharge under section 1141 is an injunction against collection of the debt as a personal liability of the debtor). Steam, cscs RN i ie em penn arenes enna MS eM eT OL ee ME ee ee ae ee ee ee ee en ea me rt es aamMeer ce ts done 39a 7001(7) requires the commencement of an adversary proceeding “to obtain an injunction or other equitable relief.” Thus, we conclude that, on the basis of the plain language of Rule 7001(7), an adversary proceeding is not necessary where the relief sought is the enforcement of an injunction previously obtained, as in the case of enforce- ment of the discharge injunction. The case cited by EPMC, In re Sykes, 53 B.R. 107 (Bankr.W.D.Va.1985) is inapplicable. In Sykes, the Court denied a motion to reinstate the automatic stay of section 362 (after the plan had been confirmed) to prevent the sale of certain real property owned by the debtor. Apparently, in that case, neither the plan nor the confirmation order contained any provision enjoining the sale. In contrast, in this case the Confirmation Order (and the Plan) contain express language enjoining lawsuits such as the New Jersey Action.” (See Appendix to Debtor’s Memorandum of Law, Tab 1 at § 12.19, Tab 3 at pp. 41-43.) Thus, Sykes is distinguishable. Consequently, we conclude that the issue is properly before us on the Motion of Continental to enforce the Confirmation Order. 3. Merits Turning to the merits of the Motion, we are convinced that the relief requested in the Motion is compelled by the Third Circuit’s decision. Continental asserts that EPMC is violating the Confirmation Order by filing and prosecuting e “ The Third Circuit vacated the injunction language only to the extent that it barred arbitration. 125 F.3d at 137-38. 40a the New Jersey Action. EPMC responds that its action does not violate the Confirmation Order because its action is premised on its post-confirmation rights under the collective bargaining agreement, not on its pre- confirmation claims under that agreement. (See Motion to Strike and/or Opposition to Reorganized Debtors’ Motion for Order Compelling Compliance with Order Confirming Plan of Reorganization and for Sanctions at p 4.) However, the Third Circuit squarely decided this issue when it concluded that “Simply put, we hold that any cluim based on an award of seniority integration arising out of the resolution of the LPP dispute will be treated as a claim in bankruptcy giving rise to a right of payment. As such, the right to seniority integration is satisfiable by the payment of money damages.” 125 F.3d at 136 (emphasis added). Consequently, the Third Circuit concluded that those claims were discharged by the Plan. Id. Even if the language of the Third Circuit were not so explicit, we believe that its decision could not be read as EPMC wishes: that the Court cecided only that the pre- confirmation claim for seniority integration could be discharged in the Plan and Confirmation Order, leaving the post-confirmation claims for enforcement under the terms of the collective bargaining agreement. If that were so, the Eastern pilots would not have been contesting confirmation of the Plan as vigorously as they did. They would have let the Plan be confirmed and, the day after confirmation of the Plan, would have demanded seniority integration. In fact, most of the argumerts that EPMC now makes are identical to those that it made at the Confirmation hearing, at the District Court l:vel and before the Third 4la Circuit on appeal. EPMC specifically articulated the question before the Third Circuit as: “the issue thus is whether the [labor protective provision] rights, which provide for seniority integration only and do not expressly or by implication mention money damages as an alterna- tive to seniority integration, nevertheless ... can be reduced to claims for front pay. ...” (Appendix of Submit- ted Documents, Tab 9 at 39 (emphasis added). See also Appendix of Submitted Documents, Tab 6 at 17-21.) The inclusion of the argument as to front pay clearly impli- cated post-confirmation claims. That argument was made by EPMC in the Third Circuit three years after confirma- tion of the Plan. Thus, EPMC clearly understood that post- confirmation claims were being affected by the Confirma- tion Order which it sought to reverse on appeal. Further, it is clear that EPMC’s arguments were expressly rejected by the Third Circuit. Now that the Third Circuit has decided that issue against EPMC, it seeks to limit that decision to the issue of pre-confirmation claims. In fact, the Third Circuit’s decision was as broad as the Eastern pilots feared (and Continental now urges). As framed by the Third Circuit: “[T]he issue we must decide is whether monetary payment is an alternative for the equitable remedy of seniority integration.” Jd. at 133. The Court concluded yes. Id. In its analysis, the Court made it clear that the monetary award was in substitution for prospective seniority integration (that is, post-confirmation) as well as for the failure to integrate the pilot lists in the past (i.e., pre-confirmation). The Court, in reviewing analogous case law, stated that: © 42a We find support for the proposition that mone- tary awards are a viable alternative to the equi- table remedy of seniority integration in wrongful discharge cases where we have enforced awards of monetary damages in lieu of reinstatement. Much like reinstatement, seniority integration is a “make whole” remedy, the purpose of which is to restore the employee to the economic status quo that would exist but for the employer’s con- duct. Although we have recognized that rein- statement is the preferred remedy to address cases of wrongful discharge, we have enforced monetary awards as a viable alternative where reinstatement is impractical. Id. at 135 (emphasis added) (citing Maxfield v. Sinclair International, 766 F.2d 788 (3d Cir.1985) (front pay is appropriate alternative to reinstatement where animosity makes reinstatement impractical)).” See also, Van Waters & Rogers, Inc. v. Int’l Brotherhood of Teamsters, 913 F.2d 736 (9th Cir.1990) (upholding arbitrator’s award of money damages in lieu of seniority integration). In applying those principles to the instant case, the Third Circuit stated: Moreover, we are convinced that the particular circumstances of this case might make the en- forcement of the equitable remedy of seniority in- tegration impractical such that an alternative money damage award would be appropriate. The seniority integration sought by the [Claimants] * The Court distinguished Squires v. Bonser, 54 F.3d 168 (3d Cir.1995), where reinstatement was ordered despite animosity of the parties because of First Amendment implications. 125 F.3d at 135 n. 11. The Court found no similar constitutional concerns in this case. Id. 43a could potentially result in the displacement of many Continental pilots. Such displacement has the potential to create an environment rife with hostility and low employee morale, not to men- tion a detrimental effect on employer-employee relations. The circumstances indicate that sen- iority integration would not be a feasible remedy and that an alternative remedy of monetary damages would be appropriate. Therefore, we conclude that the right to seniority integration gives rise to a “right of payment” such that the remedy constitutes a “claim” dischargeable in bankruptcy. Id. at 136 (footnote omitted) (emphasis added). Clearly, the Third Circuit’s decision did not contem- plate that the Eastern pilots would retain their right to seniority integration after confirmation of the Continental Plan. Rather, the Court concluded that any right to senior- ity integration (without distinguishing between pre or post-confirmation) gave rise to a claim for money damages which was discharged by the Confirmation Order. The Third Circuit explained the effect of its ruling: We take care to note the boundaries of our hold- ing. It is not our purpose to suggest the award the arbitrator should grant, if an award is war- ranted upon disposition of the LPP dispute. Our holding is limited to how the claims should be treated in bankruptcy. Simply put, we hold that any claim based on an award of seniority integra- tion arising out of the resolution of the LPP dis- pute will be treated as a claim in bankruptcy giving rise to a right of payment. As such, the 44a right to seniority integration is satisfiable by the payment of money damages. Id. (emphasis added). _ Thus, although the Third Circuit upheld the District Court’s dissolution of the injunction against arbitration and found that Continental had a duty to arbitrate the Eastern pilots’ dispute, it concluded that any claim which the Arbitrator might award was convertible to money damages and dischargeable under Continental’s Plan. Jd. at 136-38. The Court expressly rejected EPMC’s current assertion that conversion of the right to seniority integra- tion into a right to monetary damages alone was barred by section 1113. Jd. at 137 n. 15. In fact, the Eastern pilots recognized that the impact of the confirmation decision (and the Third Circuit's affirmance) was much more expansive than EPMC now argues. In their Petition for Writ of Certiorari, the LPP Claimants asserted that: The Third Circuit’s ruling authorizes Continental to ignore the “substantive provisions of the agreement” by removing “the heart of the . . . [la- bor protective provisions]” which “control senior- ity” from the collective bargaining agreement... . Transforming the jobs protected as a result of the merger through operation of the terms of the col- lective bargaining agreement into a money dam- ages claim in the bankruptcy effectively destroys the collective bargaining agreement itself as no 45a employees covered by the agreement will have the right to a job. (Appendix of Submitted Documents, Tab 2 at 17-18."*) The Petition for Writ of Certiorari filed by EPMC is similar: By converting the purely equitable remedy of seniority integration into a meaningless “claim” for money damages, the Court of Appeals has impermissibly intruded into the collectively bar- gained arbitration process and decreed that any award of an arbitrator granting any type of re- lief, including seniority integration, is subject to review on the merits by the bankruptcy court. And further, that any such arbitration award will be totally changed into a money award in an estate without assets. Labor arbitration was never meant to provide an “empty bucket.” (Appendix of Submitted Documents, Tab 1 at 21 (emphasis added)).” The Supreme Court denied certiorari and the decision of the Third Circuit is law of the case and may not now be reargued.* It appears that the New Jersey Action is * Although designated as Tab 1 in the Appendix of Submitted Documents, the Petition for Writ of Certiorari filed by the LPP Claim- ants is actually found at Tab 2 in the Appendix. * Although designated as Tab 2 in the Appendix of Submitted Documents, the petition for Writ of Certiorari filed by the Former Eastern Pilots Granted the Right to Substitute Counsel is actually found at Tab 1 in the Appendix. EPMC is the successor to the Former Eastern Pilots Granted the Right to Substitute Counsel. * See Part III.A at p. 5, supra, for a discussion of the law of the case doctrine. 46a nothing less than a collateral attack on the Third Circuit decision. EPMC asserts that the New Jersey Action “seeks | only a declaration that the arbitrator has authority to | determine the appropriate remedy for breach of the collective bargaining agreement postconfirmation.” (Sup- plemental Memorandum of Eastern Pilots Merger Com- : mittee at 11.) This is disingenuous, that suit seeks a i declaration that the Arbitrator can enter an order for specific performance and that such an order is enforceable notwithstanding the terms of the Confirmation Order. The Third Circuit specifically dealt with both these issues. It held that the arbitration can proceed, but that any order entered by the Arbitrator on the Eastern pilots’ claims would be converted to a money judgment and discharged by the terms of the Plan of Reorganization and Confirma- tion Order. It is the latter decision which the New Jersey Action appears to seek to relitigate and change. This the Eastern pilots may not do. 4. Sanctions Continental seeks an award of sanctions against EPMC for violation of the Confirmation Order and the discharge injunction contained in sections 1141 and 524 of the Code. We conclude that such an award is merited. To obtain sanctions for civil contempt, three elements “must be established: (1) a valid order of the court must exist; (2) the person to be charged with contempt must have actual knowledge of the order; and (3) the person must have disobeyed the order. In re Baker, 195 B.R. 309, 317 (Bankr.D.N.J.1996) (quoting Roe, et al. v. Operation Rescue, 54 F.3d 133, 137 (38d Cir.1995)). 47a As one court has explained: The confirmation order and discharge injunction are critical elements of the fresh start that is af- forded to debtors in the Bankruptcy Code. It is essential that creditors respect these court orders and permit debtors to benefit from the rights and protections to which they are entitled. Unlike section 362(h), which provides a specific statu- tory basis for an award of actual damages and attorneys’ fees when a creditor violates the automatic stay, there is no remedial provision within the discharge provisions of sections 524 or 1141. Nevertheless, the court may take remedial measures to enforce these provisions and vindi- cate the rights of a discharged debtor in the event a creditor ignores these essential protec- tions afforded to debtors. See Matter of Miller, 81 B.R. 669, 672 (Bankr.M.D.Fla.1988). Bankruptcy courts have frequently sanc- tioned creditors for willfully violating the dis- charge injunction. In some cases, the court has simply found that the debtor is entitled to com- pensation. /n re Braun, 141 B.R. 133 (Bankr.N.D. Ohio 1992) (awarding attorneys’ fees, compensa- tory damages and punitive damages for willful violation of § 524). More frequently, courts have found the offending party in contempt. There are two separate grounds for such findings of con- tempt. Since §524(a) is an injunction, some courts have applied the longstanding bankruptcy rule that willful violations of injunctions, such as the automatic stay, give rise to contempt and sanctions. See Behrens v. Woodhaven Ass’n, 87 B.R. 971, 976 (Bankr.N.D.Tl1.1988) (awarding ac- tual damages and attorneys’ fees). The more common approach, however, has been to find the 48a party in contempt based on the bankruptcy court’s authority under 11 U.S.C. § 105. In re Barbour, 77 B.R. 530 (Bankr.E.D.N.C.1987) (con- tempt power authorizes awarding damages and attorneys’ fees or willful violation of § 524); In re Miller, 81 B.R. 669 (Bankr.M.D.Fla.1988) (attor- ney who willfully violated permanent injunction found in contempt and held liable for damages incurred by debtor); Kimco Leasing, Inc. v. Knee, 144 B.R. 1001 (N.D.Ind.1992). In order to be found in civil contempt, the of- fending party must have knowingly and willfully violated a definite and specific court order. In re Ryan, 100 B.R. 411, 417 (Bankr.N.D.I11.1989). In re Thomas, 184 B.R. 237, 240-41 (Bankr.M.D.N.C.1995) (footnotes omitted). Accord, In re Aspen Limousine Service, Inc., 198 B.R. 341, 349-51 (D.Col.1996); In re Kennedy, 80 B.R. 673 (Bankr.D.Del.1987) (courts have inherent con- tempt powers to enforce compliance with their lawful orders). See F.R.B.P. 9020. In this case, there is a valid, final order: the Confir- mation Order, which was affirmed by the Third Circuit. That Order barred any action to enforce any claim dis- charged by the Confirmation Order. (See Appendix to Debtor’s Memorandum of Law, Tab 3 at p. 12, p. 42.) Section 524 also provides “an injunction against the commencement or continuation of an action, the employ- ment of process, or an act to collect, recover or offset any [discharged' debt as a personal liability of the debtor. ...” 11 U.S.C. § 524(aX(2). The Third Circuit held that any claim for seniority integration under the collective bar- gaining agreement was discharged by the Confirmation Order. 125 F.3d at 136. Thus, the first element necessary for an imposition of sanctions is found. 49a Second, EPMC had actual knowledge of that Order, and its effect. EPMC was a party to the appeal and vigor- ously, but unsuccessfully, sought to overturn the Confir- mation Order. The second element is met. Third, EPMC has violated the Order by commencing the New Jersey Action which seeks to enforce a claim discharged by the Confirmation Order. In direct contra- vention of the Confirmation Order and Section 524, EPMC commenced the New Jersey Action to enforce the seniority integration provisions which the Third Circuit expressly held were discharged by the Confirmation Order. In doing so, EPMC has acted with utter contempt toward the orders of this Court, the District Court and the Third Circuit. The third element necessary for a finding of contempt and award of sanctions is met. Consequently, we conclude that EPMC is in contempt of the Confirmation Order, as affirmed by the Third Circuit. As a sanction, we will direct EPMC to pay the attorneys’ fees and costs incurred by Continental in defending the New Jersey Action and in prosecuting the Motion to enforce the Confirmation Order. Counsel for Continental shall file a statement detailing such fees and costs within thirty days of our decision; EPMC may comment on the reasonableness within twenty days thereafter. We will then make an appropriate award. IV. CONCLUSION We conclude that, while this Court has exclusive jurisdiction to allow the claims of the Other Eastern Pilots against Continental, the Third Circuit has mandated that the issues surrounding those claims (who had standing to press the claims, the validity of the claims, and whether 50a they are time-barred) must first be resolved by the Arbi- trator. We, therefore, deny the Motion to Strike the claims of the Other Eastern Pilots. Further, since we find that the decision of the Third Circuit affirmed the ruling that all claims of the Eastern Pilots are discharged by the Confirmation Order, we conclude that the Confirmation Order does bar the New Jersey Action instituted by EPMC. Continental is entitled to sanctions against EPMC for its knowing and willful violation of the Confirmation Order. Pn ane cy ee yee 5la APPENDIX E 125 F.3d 120 156 L.R.R.M. (BNA) 2193, 31 Bankr.Ct.Dec. 579, Bankr. L. Rep. P 77,557 United States Court of Appeals, Third Circuit. In re: CONTINENTAL AIRLINES, Debtor. AIR LINE PILOTS ASSOCIATION, v. CONTINENTAL AIRLINES, LPP Claimants; Effective Date Committee, Claimants, Honorable John Stonitsch, Trustee. ae LPP Claimants, Appellant No. 96-7028 In re: CONTINENTAL AIRLINES, Debtor. AIR LINE PILOTS ASSOCIATION, v. : CONTINENTAL AIRLINES, LLP Claimants; Effective Date Committee, Claimants,— Honorable John Stonitsch, Trustee. Continental Airlines, Inc., Appellant No. 96-7038*. Nos. 96-7028, 96-7038. Argued March 13, 1997. Decided Aug. 29, 1997. — Jon A. Geier (Argued), Paul, Hastings, Janofsky & Walker, Washington, DC, Laura D. Jones, Robert S. Brady, Young, Conaway, Stargatt & Taylor, Wilmington, DE, Attorneys for Continental Airlines. i Caption amended in accordance with Clerk’s Order dated 3/4/96. " 52a Michael J. Isaacs, Agostini, Levitsky & Isaacs, Wil- mington, DE, Myles J. Tralins (Argued), Tralins & Associ- ates, Miami, FL, Attorneys for LPP Claimants. John A. McGuinn (Argued), Schmeltzer, Aptaker & Shepard, Washington, DC, Attorney for Eastern Pilots Merger Committee. Before: MANSMANN, LEWIS and MICHEL, . Circuit Judges. LEWIS, Circuit Judge. OPINION OF THE COURT In this appeal and cross-appeal, we are confronted with a tension between bankruptcy law and labor law. The dispute arose when the Air Line Pilots Association, Inc. (“ALPA”), collective bargaining agent for Eastern Air Lines’ (“Eastern”) pilots, filed proofs of claim in bank- ruptcy court against Continental Airlines Holdings, Inc. and Continental Airlines, Inc. (“Continental”). These claims were based on alleged seniority integration rights stemming from a pending labor arbitration dispute and were filed following Continental’s acquisition of Eastern and subsequent refusal to bargain over the seniority integration of Eastern’s pilots. Honorable Paul R. Michel, Circuit Judge for the United States Court of Appeals for the Federal Circuit, sitting by designation. 53a The bankruptcy court determined that the claims could be satisfied by monetary awards in lieu of specific performance and enjoined scheduled arbitration proceed- ings to enforce the seniority rights under the collective bargaining agreement. The district court affirmed the bankruptcy court’s determination relating to the claims, but vacated the injunction. Two groups of former Eastern pilots, the LPP Claimants and the Group of 31, both of which are no longer represented by ALPA, appealed to this court.’ Resolution of this dispute requires us to determine: (1) whether the bankruptcy claims that the LPP Claimants and the Group of 31 seek to enforce constitute “claims” within the meaning of the bankruptcy code and thus are satisfiable, in the alternative, by a monetary award; and (2) whether the arbitration of a labor dispute that may give rise to the right to seniority integration under a collective bargaining agreement can be enjoined, where the debtor has not explicitly rejected the agreement. We conclude that the rights to seniority integration do consti- tute “claims” within the meaning of the bankruptcy code. Accordingly, we find that the right to seniority integration gives rise to a right of payment and that any equitable remedy recovered against Continental via arbitration of * “LPP Claimants” refers to a group of former Eastern pilots whose claims in this appeal are based on certain “labor protective provisions” (LPPs) contained in the collective bargaining agreement. The “Group of 31” is a group of former Eastern pilots, who originally were part of the “LPP Claimants” group and who have retained separate counsel for purposes of this appeal. See discussion infra Part I.D. While both groups’ claims were filed in bankruptcy court by ALPA on their behalf, these two groups are no longer represented by ALPA. See discussion infra note 5. 54a the underlying labor dispute may be satisfied through an award of monetary damages. We further conclude that the district court properly vacated the injunction barring arbitration of the underlying labor dispute. Thus, we will affirm. I. A. The Underlying LPP Dispute On February 23, 1986, following intense negotiations, Eastern and its pilots’ union, ALPA, ratified a collective bargaining agreement. On February 24, 1986, the Texas Air Corporation (“Texas Air”), parent corporation to Continental, acquired Eastern. Believing that the acquisi- tion constituted a “merger” within the meaning of certain “labor protective provisions” (LPPs) contained in the collective bargaining agreement, ALPA requested a meet- ing with Texas Air, Eastern, and Continental to discuss the integration of Eastern’s and Continental’s seniority lists. Under the LPPs, Eastern’s pilots secured protection of their seniority rights in the event of a merger between Eastern and another airline carrier through the integra- tion of Eastern’s seniority lists with the merging carrier’s list. Specifically, the LPP terms provide: Section 2(a). The term “merger” as used herein means joint action by the two carriers whereby they unify, consolidate, merge, or pool in whole or in part their separate airline facilities or any of the operations or services previously performed by them through such separate facilities. 2K * * Section 3. Insofar as the merger affects the sen- iority rights of the carriers’ employees, provisions 55a shall be made for the integration of seniority lists in a fair and equitable manner, including, where applicable, agreement through collective bargain- ing between the carriers and the representative of the employees affected. In the event of failure to agree, the dispute may be submitted by either party for adjustment in accordance with section 13. * * * Section 13(a). In the event that any dispute or controversy ... arises with respect to the protec- tions provided herein, which cannot be settled by the parties within 20 days after the controversy arises, it may be referred by any party to an arbi- trator selected from a panel of seven names fur- nished by the National Mediation Board for consideration and determination. (Labor Protective Provisions, sections 2(a), 3, and 13(a)).’ Despite ALPA’s requests, both Eastern and Continen- tal refused to bargain with AI.PA about the integration of the seniority lists. Consequently. ALPA requested the National Mediation Board to proffer a list of seven arbitra- tors from which a neutral arbitrator could be chosen to determine whether an alleged merger occurred between Eastern and Continental that triggered the LPP seniority integration provision (LPP dispute). Eastern, however, * The LPPs were based on the standard Allegheny-Mohawk LPPs, which were designed to provide “displacement and dismissal allowances to employees adversely affected by [merger] transaction[s], the equita- ble integration of seniority lists, and binding arbitration of disputes relating to the LPPs.” (Decision of the Eastern Air Lines Pilots System Board of Adjustment). See Air Line Pilots Ass’n, Intern. v. U.S. Dept. of Transp., 838 F.2d 563, 565 (D.C.Cir.1988) (citing Allegheny-Mohawk Merger Case, 59 C.A.B. 22 (1972)). 56a filed for bankruptcy in March, 1989, and refused to submit to arbitration pursuant to the bankruptcy code’s section 362 automatic stay provision. 11 U.S.C. § 362 (providing that petitions filed pursuant to Chapter 11 operate as a stay of the commencement or continuation of judicial, administrative, or other actions or proceedings against the debtor). In bankruptcy court, ALPA sought relief from the automatic stay to compel Eastern to arbitrate the LPP dispute. The bankruptcy court denied ALPA’s petition. After much litigation, however, the Court of Appeals for the Second Circuit held that the section 362 automatic stay provision did not preclude arbitration in this in- stance. See In re Ionosphere Clubs, Inc., 922 F.2d 984 (2d Cir.1990). ALPA and Eastern proceeded to arbitration in April, 1991, commencing with a pre-hearing conference before Richard R. Kasher (Kasher Arbitration). In this proceed- ing, ALPA sought prospective integration of seniority lists, back pay from the effective date of the merger to the date of the arbitration award, and front pay from the date of the arbitration award to the date that the Eastern pilots would complete training and begin flying for Continental. Prior to the pre-hearing conference, Arbitrator Kasher solicited brief statements of position from the parties to the dispute, and from all potential parties. Eastern consis- tently maintained that the LPP dispute was not properly within the arbitrator’s jurisdiction.’ Continental filed a statement informing Arbitrator Kasher that it had filed a * Eastern maintained that only the System Board of Adjustment had jurisdiction to determine whether a merger occurred that triggered the LPPs. On the merits, Eastern contended that if the arbitration proceeded, the Arbitrator should conclude that no merger occurred. Le TF RP EE ee ee eee. ee ae ee ne 57a Chapter 11 petition for reorganization in December, 1990. Therefore, it maintained that the arbitration pursued by ALPA was stayed under section 362 of the bankruptcy code and could not proceed without the express approval of the bankruptcy court. In August, 1992, Arbitrator Kasher issued a decision concluding that he had jurisdiction over the LPP dispute, and could render a determination of the appropriate remedies under the circumstances. Kasher, relying on the bankruptcy court’s determination in In re Ionosphere Clubs, Inc., 114 B.R. 379 (S.D.N.Y.1990), specifically rejected Continental’s suggestion that the arbitration was barred by the automatic stay. Kasher scheduled hearings on the merits of the dispute, to commence in February, 1993. B. The Bankruptcy Court Proceedings In September, 1991, while the initial Kasher Arbitra- tion decision was pending, ALPA, on behalf of its members, filed proofs of claim against Continental in Delaware Bankruptcy Court. Their claims were based on the as- serted right to seniority integration under the LPPs and specified an unliquidated amount as the debt for which Continental was obligated. In response, Continental initiated an adversary proceeding in bankruptcy court against ALPA, seeking injunctive and declaratory relief relating to the proofs of claim. In that action, Continental filed a Partial Objection To Allowance of Claims and a Motion for Partial Summary Judgment on its Partial 58a Objection.‘ In both motions, Continental contended that the seniority integration that the claimants sought was not feasible because it would be detrimental to Continen- tal’s successful reorganization. Thus, Continental sought a declaration that the claims were, at best, “general, dis- chargeable, pre-petition, unsecured claims,” compensable by an award of monetary damages. ALPA and the LPP Claimants each filed a separate response to Continental’s Partial Objection and Motion for Partial Summary Judgment.° ALPA contended that, contrary to Continental’s argument, the claims pursued were not general, unsecured pre-petition claims that could pe converted to a payment of money damages. ALPA also argued that only an arbitrator had jurisdiction to deter- mine the appropriate remedy under the LPPs. The LPP Claimants essentially maintained that an arbitration proceeding was the appropriate forum to determine the issue of whether a merger occurred that triggered the LPPs, and that the proper remedy was integration of Eastern’s seniority lists with Continental’s lists. ‘ Pnor to the Kasher Arbitration decision, Continental filed an initial motion for partial summary judgment, seeking a preliminary injunction. Continental argued that the arbitration should be enjoined to protect the jurisdiction of the bankruptcy court over the administra- tion of its estate. It also maintained that the automatic stay provision of the bankruptcy code precluded the arbitration from proceeding. Finally, Continental contended that it was not a party to the collective bargain- ing agreement between Eastern and ALPA and that it could not be bound by the result of any arbitration over the LPPs. * ALPA’s representation of the LPP Claimants ceased after the LPP Claimants instituted actions in federal court against ALPA. The actions alleged causes of action for the breach of the duty of fair representation and defamation arising out of the publication and dissemination of a “blacklist” and for alleged violations of the civil provisions of RICO. 59a In February, 1993, the bankruptcy court judge, in two orders, granted Continental’s Partial Objection To Allow- ance of Claims and its related Motion for Partial Summary Judgment, determining that there was no genuine issue for trial and that Continental was entitled to judgment as a matter of law. In re Continental Airlines, Inc., et al., Nos. 90-932 through 90-984 (Bankr.D.Del. Feb. 11, 1993) (order granting motion for partial objection to allowance of claims); In re Continental Airlines, Inc., et al., No. 91-153 (Bankr.D.Del. Feb. 11, 1993) (order granting motion for partial summary judgment). Addressing the jurisdictional argument asserted by ALPA, the bankruptcy court con- cluded that the issue of whether any award granted to ALPA would constitute general, unsecured, prepetition claims was a core matter under the bankruptcy code. Thus, it concluded that it had jurisdiction to resolve the matter. In re Continental Airlines, Inc., et al., Nos. 90-932 through 90-984, slip op. at 1-2 (order granting motion for partial objection to allowance of claims); In re Continental Airlines, Inc., et al., No. 91-153, slip op. at 2 (order grant- ing motion for partial summary judgment). The court then determined that the equitable remedy of seniority integra- tion constituted a “claim” within the meaning of § 101(5) of the bankruptcy code. Accordingly, the court concluded that the remedy could be converted to an award of money damages. In re Continental Airlines, Inc., et al., Nos. 90- 932 through 90-984, slip op. at 3-4 (order granting motion for partial objection to allowance of claims); In re Conti- nental Airlines, Inc., et al., No. 91-153, slip op. at 3-4 (order granting motion for partial summary judgment). Finally, the court determined that any right of payment asserted by ALPA was, at best, a general, dischargeable, unsecured claim that was entitled to no administrative priority. In re Continental Airlines, Inc., et al., Nos. 90-932 2 ————eco'r_rereore 60a through 90-984, slip op. at 4-5 (order granting motion for partial objection to allowance of claims); Jn re Continental Airlines, Inc., et al., No. 91-153, slip op. at 5 (order grant- ing motion for partial summary judgment). In April, 1993, Continental’s Second Amended Joint Plan of Reorganization was confirmed by the bankruptcy court. The court’s confirmation order incorporated its prior rulings from the two orders issued in February, 1993. Essentially, it clarified that any valid claims based on the LPPs would give rise to a right of payment dischargeable in bankruptcy and that no right to injunctive, equitable or other prospective relief would flow from any valid claim based on an award under the LPPs. Jn re Continental Airlines, Inc., et al., Nos. 90-932 through 90-984 (Bankr.D.Del. April, 1993) (Findings of Fact, Conclusions of Law and Order Confirming the Debtors’ Revised Second Amended Joint Plan of Reorganization). The court also enjoined the arbitration of the LPP dispute. Continental’s plan of reorganization was consummated in late April, 1993. C. The ALPA/Continental Settlement ALPA and the LPP Claimants appealed the bank- ruptcy courts February and April, 1993 orders to the district court. While the appeals were pending, ALPA and Continental settled the LPP dispute. The Settlement Agreement, ultimately approved by the bankruptcy court, finally resolved all of ALPA’s claims including those pursued in Continental’s bankruptcy proceeding and those based on the enforcement of the LPPs in the Kasher Arbitration. Under the terms of the agreement, ALPA agreed to withdraw its appeals to the district court. The 6la Settlement Agreement also provided an option to the “pilots formerly employed by Eastern” who were no longer represented by ALPA, and who had filed proofs of claim in the bankruptcy proceeding, to participate in the settle- ment. Approximately two-thirds of these pilots did so. D. The District Court Proceedings Prior to the ALPA/Continental settlement, Continen- tal filed a motion to dismiss ALPA’s and the LPP Claim- ants’ appeals. Continental argued that the appeals from the confirmation order were moot because: (1) the plan of reorganization had been substantially consummated; (2) it was not feasible for the plan to be undone; and (3) any alteration to the plan’s fundamental terms would be inequitable. After the settlement, Continental filed a second motion to dismiss the appeals as moot, contending that the LPP Claimants had no individual right to main- tain their claims based on the LPPs because ALPA, as the exclusive bargaining representative of the Eastern pilots, had full authority to settle the LPP grievance. Thus, Continental argued, the pilots were bound by the settle- ment agreement. In a comprehensive memorandum opinion, the district court addressed the issues appealed by ALPA and the LPP Claimants and presented in Continental’s motions to dismiss.” As to the first motion to dismiss, the court * Although the ALPA/Continental settlement agreement provided that ALPA would dismiss its appeal to the district court, ALPA failed to do so prior to the district court’s disposition. Ultimately, ALPA did withdraw its claims against Continental. ALPA is not a party to this appeal. 62a concluded, inter alia, that ALPA’s and the LPP Claimants’ appeals relating to the claim for administrative priority was moot. In support of its conclusion, the court empha- sized the substantial consummation of the plan. Specifi- cally, the court noted that the investment leading to the consummation of the plan was based on an overall limit on administrative claims and a determination that ALPA and the LPP Claimants were not entitled to equitable relief. In re Continental Airlines, Inc., et al., No. 93-163 (D.Del. Nov. 29, 1995). As to Continental’s second motion to dismiss as moot, the court determined that it could not consider the merits of whether the LPP Claimants had standing under the LPPs to pursue seniority integration individually. Specifically, the court concluded that this issue should be determined by the arbitrator. Therefore, the court refused to dismiss their claims based on their alleged lack of standing to assert the contractual right. Id. at 22-25. The court also rejected Continental’s argument that the LPP Claimants were bound by the ALPA/Continental settle- ment. Id. at 23. Turning to the merits of the appeals, the court af- firmed the orders of the bankruptcy court in all respects, except for the bankruptcy court’s injunction of the arbitra- tion proceedings. Jd. at 26-45. Relating to the injunction, the court concluded that the bankruptcy court’s failure to adequately set forth the reasons for the issuance of the injunction and to describe the acts restrained in its order, as mandated by Federal Rule of Civil Procedure 65(d), was fatal to the validity of the injunction. Id. at 34-37. Al- though it vacated the injunction, the district court refused to remand the matter to the bankruptcy court with in- structions to strike the injunction. Rather, the court concluded that under section 1113 of the bankruptcy code, 63a the bankruptcy court could not enjoin the arbitration even if the requirements of Rule 65(d) were met. Id. at 37-40.’ The LPP Claimants appealed the district court’s order. Continental cross-appealed on the issues of the mootness of the claims and the dissolution of the injunction. On appeal, the Group of 31, a group of former Eastern pilots who previously had been represented by counsel for the LPP Claimants, have obtained substitute counsel, and have filed a separate brief. For purposes of brevity, the Group of 31 and the LPP Claimants will be referred to collectively as “the Claimants” where appropriate. The district court had jurisdiction under 28 U.S.C. § 158(a). We exercise jurisdiction of the appeal and the cross-appeal from the district court’s order pursuant to 28 U.S.C. § 158(d). {I. Our review of the district court’s determination is plenary. Brown v. Pennsylvania State Employees Credit Union, 851 F.2d 81, 84 (3d Cir.1988); see In re Ionosphere Clubs, Inc., 922 F.2d 984, 988 (2d Cir.1990). We exercise the same review of the district court’s decision as that exercised by the district court. Brown, 851 F.2d at 84. The bankruptcy court’s findings of fact are reviewable only for clear error. Jd. Legal determinations are subject to plenary review. Id. " The court reached this issue only after determining that in spite of the invalidity of the injunction under Rule 65(d), the statutory injunction under 11 U.S.C. § 524, referenced by the bankruptcy court in its order, survived. In re Continental Airlines, Inc., et al., No. 93-163, slip op. at 37, (D.Del. Nov. 29, 1995). 64a Before we reach the merits of the parties’ claims, we must address Continental’s two challenges to the Claim- ants’ appeals contending that the appeals should be dismissed. First, Continental maintains that the LPP Claimants’ notice of appeal is defective for lack of adequate identification of the parties to the appeal under Federal Rule of Appellate Procedure 3(c). Next, Continental argues that the Claimants’ lack standing to assert claims for individual seniority integration under the LPPs and that the appeals should be dismissed as moot. A. Appellate Jurisdiction Continental requests that the LPP Claimants’ appeal be dismissed pursuant to Federal Rule of Appellate Proce- dure 3(c) for failure of their notice of appeal to identify each member of its group participating in this appeal. The notice of appeal filed by the LPP Claimants simply identi- fies the appellants as “the LPP Claimants.” Continental argues that this identification is insufficient, emphasizing that a number of the LPP Claimants participated in the Continental/ALPA settlement and, consequently, waived their claims on appeal. Continental contends that the notice of appeal did not specify those members wno did not waive their claims and who are appealing from the district court’s order. We reject this argument, and conclude that the LPP Claimants notice of appeal adequately identifies the appellants. The requirements of Rule 3(c) are jurisdictional. Torres v. Oakland Scavenger Co., 487 U.S. 312, 320-21 (1988). In Torres, the Supreme Court explained that permitting a court to exercise jurisdiction over parties not named in a notice of appeal would be equivalent to extend- Nt el ty SAT Me Be ani SINS ht Rr one thd eal, ORB AN MV raty LAB BE 8 IE 65a ing the time prescribed to file a notice of appeal, a power not granted to the court. Id. at 315, 108 S.Ct. at 2407-08. Thus, the failure of a notice of appeal to name a party constitutes a jurisdictional bar to the appeal, and thus a failure of that party to appeal. Dura Systems, Inc. v. Rothbury Investments, Ltd., 886 F.2d 551, 554 (3d Cir.1989). Generally, rules of procedure should be liberally construed. Torres, 487 U.S. at 316, 108 S.Ct. at 2408. In Torres, the Supreme Court emphasized that, “mere techni- calities should not stand in the way of consideration of a case on its merits.” Jd. (internal quotations omitted). Thus, in the context of Rule 3(c), jurisdiction may be appropriate if a litigant’s actions are functionally equivalent to the requirements of Rule 3(c). Masquerade Novelty v. Unique Industries, 912 F.2d 663, 665 (3d Cir.1990). We have applied this construction numerous times to support a finding of jurisdiction in the absence of strict, technical compliance with the requirements of Rule 3(c). See id. (where the contents of documents filed within the time prescribed to file a notice of appeal contain the informa- tion required by Rule 3(c), the party will be deemed to have complied with the rule and the case will not be dismissed for lack of appellate jurisdiction); Dura Systems, Inc., 886 F.2d at 554-55 (Consent Order filed by the appel- lants within the time prescribed to file a notice of appeal served as the “functional equivalent” of what Rule 3(c) required such that the technical failure of the actual notice of appeal was not a bar to jurisdiction); see also In re Bertoli, 812 F.2d 136 (3d Cir.1987) (litigant’s filing of a “Notice of Motion for Certification of An Interlocutory Appeal” in the district court within the thirty-day time period allowed to file a notice of appeal was sufficient to 66a satisfy Rule 3(c) where the litigant failed to file an actual notice of appeal; the document communicated an intention to appeal and identified the judgment appealed from and the court to which the appeal was taken). The purpose of Rule 3(c)’s identification requirement is to provide notice to the court and the opposing parties of the identity of the appellants. Torres, 487 U.S. at 318, 108 S.Ct. at 2409; Dura Systems, Inc., 886 F.2d at 555. Since ALPA and the LPP Claimants filed their appeals in the district court, the LPP Claimants have been identified as a group of former Eastern pilots, no longer represented by ALPA, seeking to enforce their seniority integration rights under the LPPs. When ALPA settled its claims with Continental, both Continental and ALPA, via the settle- ment agreement, granted the LPP Claimants the opportu- nity to participate in the settlement. Continental was well aware of the individuals who elected to exercise this option. The settlement agreement specifically required those pilots electing to participate in the settlement to execute one of two forms indicating an intent to partici- pate in the settlement and to return the form to Continen- tal. Those individuals who opted to settle their claims waived their right to appeal. Thus, the group of LPP Claimants dwindled to an identifiable, discrete entity made up of those individual pilots who chose not to par- ticipate in the settlement. The term “LPP Claimants” has been subject to a common understanding among all parties to this litigation relating to the individuals comprising the group. Accord- ingly, we conclude that the LPP Claimants’ notice of appeal sufficiently identifies the entity such that Conti- nental, as well as this Court, is adequately apprised of the identity of the appellants such that appellate jurisdiction 67a is proper. In so doing, we follow the Supreme Court’s directive to construe Rule 3(c) liberally and to avoid a construction that would permit “mere technicalities” to bar the consideration of this case on the merits. Masquerade Novelty, 912 F.2d at 666 (quoting Dura Systems, 886 F.2d at 555). B. Whether the Claimants’ Appeals are Moot Continental argues that the Claimants’ appeals are moot, relying on ALPA’s settlement of its LPP dispute with Continental. Essentially, Continental maintains that the claim settled by ALPA was a “group” claim. Thus, Conti- nental argues, when ALPA settled the dispute, it settled the claim on behalf of the entire group on whose behalf it filed the bankruptcy claims, including the Group of 31 and the LPP Claimants. According to Continental, then the relevant question is whether “if [individual rights to seniority integration arbitration under the LPPs] existed at all, [those] rights survived ALPA’s settlement of the group grievance.” In the district court, Continental chal- lenged the LPP Claimants’ individual standing under the LPPs to prosecute their rights to seniority integration. The district court declined to consider the merits of this argu- ment, explaining that the issue constituted a “minor” dispute under the Railway Labor Act, 45 U.S.C. §§ 151- 163, and was subject to the jurisdiction of the arbitrator. We conclude that because the Claimants’ individual rights to prosecute their claims for seniority integration have not been established under the LPPs, we need not address whether the Claimants’ individual rights to seniority integration survived ALPA’s settlement of the dispute. 68a The right to seniority integration under the LPPs turns on whether a “merger” between Eastern and Conti- nental occurred within the meaning of the LPPs. This determination depends on the meaning, interpretation and proper application of the LPPs. In turn, the issue of standing to maintain an individual claim for seniority integration under the LPPs is a “minor” dispute under the Railway Labor Act, 45 U.S.C. §§ 151-163. See Consolidated Rail v. Labor Executives, 491 U.S. 299, 302, 109 S.Ct. 2477, 2480, 105 L.Ed.2d 250 (1989) (“major disputes seek to create contractual rights, minor disputes to enforce them”) (quoting Elgin, J & E. Ry. Co. v. Burley, 325 US. 711, 723, 65 S.Ct. 1282, 1289-90, 89 L.Ed. 1886 (1945) (minor disputes are those relating either to the meaning or proper application of a particular provision with reference to a specific situation)); Chicago & North Western Transp. Co. v. Local Union 214, 829 F.2d 1424, 1427 (7th Cir.1987). Accordingly, the issue of standing is subject to the exclu- sive jurisdiction of the arbitrator, and the district court properly concluded that its role relating to this issue was to protect the jurisdiction of the arbitration board. Con- solidated Rail, 491 U.S. at 304, 109 S.Ct. at 2481 (“the [National Railroad Adjustment] Board ... has exclusive jurisdiction over minor disputes. Judicial review of the arbitral decision is limited.”); Chicago & North Western Transp., 829 F.2d at 1428. Consistent with the -federal courts’ role relating to minor disputes, i.e., to protect the jurisdiction of the arbitration board, federal courts cannot inquire into the merits of an underlying dispute except to the extent necessary to determine its proper characterization as minor or major. Chicago & North Western Transp., 829 F.2d at 1428. Nor may the courts decide what remedy is 4 3 LAD Dao Raa Soh an RI AE joe 69a appropriate if the agreement is interpreted to require recovery of a remedy. General Committee of Adj., United Transp. Union v. CSX R.R., 893 F.2d 584, 592-93 (3d Cir.1990). Thus, the district court properly concluded that it could not consider the merits of Continental’s argument that the Claimants did not have standing under the LPPs. As the Claimants’ right to prosecute their claims for seniority integration have not been established under the LPPs, we find that we need not address Continental’s argument that their individual rights did not survive ALPA’s settlement of the LPP dispute. C. Merits of the Appeal 1. Bankruptcy Court’s Jurisdiction Before we determine whether the bankruptcy court properly determined the status of the Claimants’ claims, we must address the Claimants’ contention that the bankruptcy court did not have jurisdiction over the matter. The Claimants maintain that because the LPP dispute arose wholly outside the bankruptcy context, the matter is a “non-core” dispute over which the bankruptcy court did not have jurisdiction. The flaw in the Claimants’ argument is that they confuse the disposition of the merits of the underlying LPP dispute with the treatment of their claims in bankruptcy. The bankruptcy court had exclusive juris- diction over the latter. A bankruptcy court has jurisdiction over all “core proceedings arising under title 11, or arising in a case under title 11.” 28 U.S.C. § 157(b)(1) (1993); In re Wood, 825 F.2d 90, 95 (5th Cir.1987). Section 157(b) does not define “core proceedings.” However, the phrase has been 70a interpreted to apply to those rights that are created by federal bankruptcy law: If the proceeding involves a right created by the federal bankruptcy law, it is a core proceeding ... If the proceeding is one that would arise only in bankruptcy, it is also a core proceeding; for ex- ample, the filing of a proof of claim or an objec- tion to the discharge of a particular debt. In re Wood, 825 F.2d at 97. See Beard v. Braunstein, 914 F.2d 434 (8d Cir.1990) (acknowledging the standard for “core proceedings” articulated in Wood). There can be no dispute that the issue as to whether the bankruptcy claim could be satisfied by a monetary award is a “core bankruptcy matter.” By filing a proof of claim against Continental’s estate in bankruptcy court, the Claimants “invoke[d] the special rules of bankruptcy concerning objections to the claim, [and] estimation of the claim.” Wood, 825 F.2d at 97. Further, the issue decided by the bankruptcy court was how the claim would be treated in bankruptcy. Thus, the bankruptcy court was well within its authority to exercise jurisdiction over the issue of the status of the bankruptcy claim. Our conclusion is consis- tent with principles that govern the disposition of issues when bankruptcy law and labor law intersect. See L.O. Koven & Brother, Inc. v. Local Union No. 5767, 381 F.2d 196, 205 (3d Cir.1967) (“Questions involving an interpreta- tion of the Bankruptcy Act should be decided by the court, while questions involving an interpretation of the collec- tive bargaining agreement should if feasible be decided by the arbitrator.”); see also Garland Coal & Mining Co. v. United Mine Workers, 778 F.2d 1297, 1304 (8th Cir.1985) (“Once the arbitrator has decided the liability issue, the case should be returned to the bankruptcy court to decide T7la the questions of allowability and priority of claims.”). Accordingly, we conclude that the bankruptcy court had jurisdiction to determine whether the Claimants’ claims could be satisfied by a monetary award in lieu of specific performance.’ ; * For the same reasons, we reject the Group of 31’s efforts to invoke the Norris-LaGuardia Act, 29 U.S.C. § 101, et seg., to implicate the ; bankruptcy court’s jurisdiction to determine how the claims will be ; treated in bankruptcy. Section 1 of the Norris-LaGuardia Act provides: No court of the United States as defined in this chapter, shall have jurisdiction to issue any restraining order or temporary or permanent injunction in a case involving or growing out of a labor dispute, except in a strict conformity with the provisions of this chapter; nor shall any such re- straining order or temporary or permanent injunction be is- sued contrary to the public policy declared in this chapter. 29 U.S.C. § 101. The Group of 31 contends that despite the district court’s order vacating the injunction, the ruling that the remedy in arbitration can be “reduced” from full seniority integration to a claim for front pay “is as clearly an injunction and in- terference with the Kasher arbitration as was the bank- ruptcy court’s blanket injunction against the continuation of the arbitration.” The conversion of the equitable remedy to front pay, upon successful challenge at the arbitration pro- ceedings, only affects the administration of the claim in bankruptcy. It does not operate to enjoin the arbitrator, nor does it dictate any particular remedy. Cf. Lukens, 989 F.2d at 677 (order directing an arbitrator not to preside over any newly ordered arbitration and deeming prior arbitration in- effectual, operated as an injunction). Thus, we will not dis- turb the bankruptcy court’s exercise of jurisdiction over the matter. Similarly we reject the Claimants’ argument that the de- termination whether the equitable remedy can be converted to a payment of money damages is inconsistent with the dis- trict court’s conclusion that the individual right to seniority integration under the LPPs involves a “minor” dispute, sub- ject to the exclusive jurisdiction of the arbitrator. See (Continued on following page) eerie 72a 2. Whether the Equitable Remedy Constitutes a Claim Under the Bankruptcy Code The LPP Claimants’ and the Group of 31’s primary contention on appeal is that the right to the equitable remedy of seniority integration under the LPPs cannot be converted into a claim for money damages. The Claimants emphasize that they seek specific performance under the LPPs, and they vehemently argue that the payment of money damages is not a viable alternative to the equitable right to seniority integration. The district court rejected the Claimants’ argument, holding that seniority integration under the LPPs gave rise to a “right of payment” within the definition of a “claim” under the bankruptcy code. In support of its conclusion, the district court further determined that money damages are a viable alternative to seniority integration. The bankruptcy code defines “claim” as (B) right to an equitable remedy for breach of performance if such breach gives rise to a right to discussion, supra Part II.B. We discern no inconsistency be- tween the bankruptcy court’s exercise of jurisdiction to de- termine the status of the bankruptcy claim and the district court’s characterization of the issue of the Claimants’ stand- ing under the LPPs as a “minor” dispute. The bankruptcy court’s ruling related only to the manner in which the Claimants’ claims in bankruptcy would be treated if a right to seniority integration is established. This ruling, unlike the standing issue, does not turn on an interpretation of the LPPs. Thus, the bankruptcy court’s determination of the status of the claims and the district court’s refusal to con- sider the merits of the standing issue was not inconsistent. | em 73a payment, whether or not such right to an equita- ble remedy is reduced to judgment, fixed, contin- gent, matured, unmatured, disputed, undisputed, secured, or unsecured. 11 U.S.C. § 101(5). The term “claim” as defined in the bankruptcy code is construed broadly to permit debtors to meet all of their legal obligations in bankruptcy and to enable holders of claims to participate in the bankruptcy proceedings. See Ohio v. Kovacs, 469 U.S. 274, 279 (1985) (“Congress desired a broad definition of claim.”); see, e.g., Pennsylvania Dep’t of Public Welfare v. Davenport, 495 U.S. 552, 558, 110 S.Ct. 2126, 2130-31, 109 L.Ed.2d 588 (1990) (debtors’ obligation to pay restitution as a condition of probation which arose out of a criminal conviction for welfare fraud constituted a “debt” within the meaning of the bankruptcy code that gave rise to a “claim” under the code). Under section 101(5), an equitable remedy can be deemed a “claim” if that remedy “gives rise to a right of payment.” We are guided as to what constitutes a “right of payment” under the bankruptcy code by the Supreme Court’s analysis in Ohio v. Kovacs. In Kovacs, the peti- tioner, the State of Ohio, obtained an injunction ordering the respondent, William Kovacs, to clean up a hazardous waste site. After Kovacs failed to comply with the injunc- tion, the State obtained the appointment of a receiver, who was directed to take possession of all of Kovacs’ assets and property and to clean up the waste site. Subsequent to the appointment of the receiver, Kovacs filed for bankruptcy. In response, the State filed a complaint in bankruptcy seeking a declaration that Kovacs’ obligation under the injunction was not dischargeable in bankruptcy because it was not a liability on a “claim” under the bankruptcy code. 74a The Supreme Court held that the obligation imposed by the injunction had been converted to an obligation to pay money that was dischargeable in bankruptcy. Kovacs, 469 U.S. at 283, 105 S.Ct. at 709-10. Critical to the Court’s conclusion was its determination that the appointment of a receiver had dispossessed Kovacs of the property and therefore, had removed Kovacs’ ability to cooperate with the receiver and remove the waste from the site in compli- ance with the injunction. Specifically, the Court stated: The injunction surely obliged Kovacs to clean up the site. But when he failed to do so, rather than prosecute Kovacs under the environmental laws or bring civil or criminal contempt proceedings, the State secured the appointment of a receiver, who was ordered to take possession of all of Kovacs’ nonexempt assets . . . and to comply with the injunction.... As wise as this course may have been, it dispossessed Kovacs, removed his authority over th [Text truncated at 120,000 characters. The full text is on the page linked above.] --- Source: Frix Law Library, https://www.frixlaw.com/law-library/documents/brief%3Amicro_IA40386015_0083%3A2. Public record. Not legal advice.