James Mattis v. DAVID MASSMAN and GENERAL MOTORS CORPORATION

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RECOMMENDED FOR FULL-TEXT PUBLICATION
Pursuant to Sixth Circuit Rule 206
ELECTRONIC CITATION: 2004 FED App. 0003P (6th Cir.)
File Name: 04a0003p.06
UNITED STATES COURT OF APPEALS
FOR THE SIXTH CIRCUIT
_________________
JAMES MATTIS,
Plaintiff-Appellee,
v.
DAVID MASSMAN and
GENERAL MOTORS
CORPORATION,
Defendants-Appellants.
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No. 02-1301
Appeal from the United States District Court
for the Eastern District of Michigan at Ann Arbor.
No. 01-60177—Marianne O. Battani, District Judge.
Argued: May 21, 2003
Decided and Filed: January 6, 2004
Before: BOGGS, Chief Judge; and NELSON and COLE,
Circuit Judges.
_________________
COUNSEL
ARGUED: Timothy K. McConaghy, HARDY, LEWIS &
PAGE, Birmingham, Michigan, for Appellants. George F.
Killeen, II, Flint, Michigan, for Appellee. ON BRIEF: Alex
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L. Alexopoulos, HARDY, LEWIS & PAGE, Birmingham,
Michigan, for Appellants. George F. Killeen, II, Flint,
Michigan, for Appellee.
_________________
OPINION
_________________
BOGGS, Chief Judge. Defendants David Massman and
General Motors Corporation (“GM”) appeal from the district
court’s order granting Plaintiff James Mattis’s motion to
remand and amend his complaint. Mattis had initially raised
four separate state-law claims in his complaint filed in the
Michigan state court. GM subsequently removed the case to
federal court on the grounds that all Mattis’s claims were
preempted by § 301 of the Labor Management Relations Act,
29 U.S.C. § 185. In the district court, Mattis moved to amend
his complaint and eliminate two of his four claims. He
argued that the remaining two tort claims were not preempted
because they did not implicate the collective bargaining
agreement governing Mattis’s employment. The district court
agreed and granted the motion to remand. Because we find
that Mattis’s remaining claims were preempted by § 301, we
now reverse.
I
GM employed James Mattis as an hourly production
worker in a metal fabricating plant in Flint, Michigan.
Because Mattis was a member of a bargaining unit
represented by the United Automobile, Aerospace, and
Agricultural Implement Workers (“UAW”), his employment
was governed by the collective bargaining agreement
(“CBA”) entered into by UAW and GM. He worked at the
plant up through October 11, 2000, when he was terminated
after allegedly striking his supervisor, David Massman.
Mattis disputed this allegation and subsequently filed a

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No. 02-1301 Mattis v. Massman, et al. 3
complaint against both Massman and GM in the Michigan
state court.
In his complaint, Mattis raised four separate state-law
claims against GM: (1) “Interference with an Existing
Contract”; (2) “Tortious Interference with an Advantageous
Economic Relationship or Expectation”; (3) “Tortious
Interference with Contractual Relationship”; and
(4) “Intentional Infliction of Emotional Distress.” To support
each claim, Mattis alleged that he had been wrongfully
terminated and that he had been subjected to repeated
harassment by Massman long before his termination.
According to Mattis, Massman’s harassment included
assigning workers with less seniority to the more desirable
jobs, preventing Mattis from learning how to perform certain
tasks, following Mattis around and recording when he was
late, forcing Mattis to perform the more difficult jobs in the
plant, causing Mattis to lose vacation days, and refusing to
grant Mattis an excused absence when he was ill. On the day
Mattis allegedly struck Massman, Mattis claimed that
Massman had insulted his daughters.
On August 21, 2001, GM removed the case to federal court
on the ground that Mattis’s claims were preempted by § 301
of the Labor Management Relations Act (“LMRA”). Mattis
responded, on September 19, by filing a motion to amend his
complaint and remand the case back to state court. Mattis
wanted to amend his complaint by eliminating Counts I and
III (listed above). According to Mattis, because Counts II and
IV (i.e., the remaining claims) were not preempted by § 301,
the case should be remanded back to the Michigan state court.
GM disputed this claim, arguing that Counts II and IV were
still preempted by § 301. Although Counts II and IV were
tort claims, GM argued that they were essentially claims for
breach of contract, which were clearly preempted by § 301.
After a hearing on the issue of preemption, the district court
found that Counts II and IV were not preempted by § 301 and
granted Mattis’s motion to remand and amend his complaint.
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In reaching its decision, the district court reasoned that the
tort claims were not preempted because they were premised
on the alleged harassment, rather than the wrongful
termination. The district court granted the motion on
December 17, 2001, and GM filed a Motion for
Reconsideration on January 2, 2002. The district court denied
this motion on February 12, 2002. GM now timely appeals
both the granting of Mattis’s motion to remand and amend his
complaint, along with the denial of GM’s motion to
reconsider.
II
We must decide whether the district court erred in finding
that Counts II (“Tortious Interference with an Advantageous
Economic Relationship or Expectation”) and IV (“Intentional
Infliction of Emotional Distress”) were not preempted by
§ 301. We review the district court’s decision regarding
subject matter jurisdiction de novo. Long v. Bando Mfg. of
Am., 201 F.3d 754, 759 (6th Cir. 2000).
Section 301 provides that:
Suits for violations of contracts between an employer and
a labor organization representing employees in an
industry affecting commerce . . . may be brought in any
district court of the United States having jurisdiction of
the parties. . . .
29 U.S.C. § 185(a). As this court has explained, “[t]he
Supreme Court has interpreted this language to require federal
pre-emption of state law-based actions . . . [when those
actions are] inextricably intertwined with consideration of the
terms of the labor contract.” Jones v. Gen. Motors Corp., 939
F.2d 380, 382 (6th Cir. 1991) (citing Allis-Chalmers Corp. v.
Lueck, 471 U.S. 202, 213 (1988) and Textile Workers Union
v. Lincoln Mills, 353 U.S. 448 (1957)) (internal quotations
and citations omitted). The Supreme Court has justified its

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No. 02-1301 Mattis v. Massman, et al. 5
interpretation by emphasizing the importance of uniform
federal law in this area.
[T]he subject matter of Section 301(a) is peculiarly one
that calls for uniform law. . . . The possibility that
individual contract terms might have different meanings
under state and federal law would inevitably exert a
disruptive influence upon both the negotiation and
administration of collective agreements. . . . The
importance of the area which would be affected by
separate systems of substantive law makes the need for
a single body of federal law particularly compelling. The
ordering and adjusting of competing interests through a
process of free and voluntary collective bargaining is the
keystone of the federal scheme to promote industrial
peace. State law which frustrates the effort of Congress
to stimulate the smooth functioning of that process thus
strikes at the very core of federal labor policy.
Local 174, Teamsters v. Lucas Flower Co., 369 U.S. 95, 103-
04 (1962).
Given the importance of maintaining uniform federal law,
the Supreme Court “has made clear that § 301 of the LMRA
preempts any state-law claim arising from a breach of a
collective bargaining agreement.” Smolarek v. Chrysler
Corp., 879 F.2d 1326, 1329 (6th Cir. 1989) (en banc).
Preemption under § 301 applies not only to state-law contract
claims, but has been expanded to include state-law tort claims
as well. Id. at 1329-30 (citing Allis-Chalmers Corp., 471
U.S. at 217). Not every tort claim, however, relating to
employment will be subject to preemption under § 301. Id.
at 1330. To survive preemption under § 301, the tort claims
must be “independent” of the CBA. Lingle v. Norge Div. of
Magic Chef, Inc., 486 U.S. 399, 409-10 (1989); Allis-
Chalmers Corp., 471 U.S. at 213 (analyzing state-law claim
to determine if it was “independent of any right established by
contract, or, instead, whether evaluation of the tort claim
[was] inextricably intertwined with consideration of the terms
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of the labor contract”); DeCoe v. Gen. Motors Corp., 32 F.3d
212, 216 (6th Cir. 1994) (citing Lingle).
In Allis-Chalmers Corp., for example, the plaintiff brought
a Wisconsin tort claim of bad-faith handling of an insurance
claim against the defendant. The plaintiff’s right to insurance,
however, had been established by the collective bargaining
agreement entered into by his union and the defendant. In
finding the claim to be preempted, the Supreme Court
explained, “[b]ecause the right asserted not only derives from
the contract, but is defined by the contractual obligation of
good faith, any attempt to assess liability here inevitably will
involve contract interpretation.” 471 U.S. at 218. Yet, in
Lingle, the Supreme Court found that the plaintiff’s
retaliatory discharge claim, which alleged retaliation for filing
a workers’ compensation claim, was not preempted by § 301.
The Supreme Court reasoned, “the state-law remedy in this
case is ‘independent’ of the collective-bargaining agreement
in the sense of ‘independent’ that matters for § 301 pre-
emption purposes: resolution of the state-law claim does not
require construing the collective bargaining agreement.” 486
U.S. at 407. Thus, the basic question before this court is
whether Mattis’s state-law tort claims are “independent” of
the CBA that governed his employment.
To determine whether a state-law claim is sufficiently
“independent” to survive § 301 preemption, this court has
adopted a two-step inquiry. DeCoe, 32 F.3d at 216-17. First,
courts must determine whether resolving the state-law claim
would require interpretation of the terms of the collective
bargaining agreement. If so, the claim is preempted. Second,
courts must ascertain whether the rights claimed by the
plaintiff were created by the collective bargaining agreement,
or instead by state law. Id. at 216. If the rights were created
by the collective bargaining agreement, the claim is
preempted. In short, if a state-law claim fails either of these
two requirements, it is preempted by § 301. Using the
approach established in DeCoe, we now evaluate each of
Mattis’s two state-law claims.

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No. 02-1301 Mattis v. Massman, et al. 7
A
In Count II, Mattis raised a claim of “Tortious Interference
with an Advantageous Economic Relationship or
Expectation.” In DeCoe, this court construed this particular
claim as constituting a claim of tortious interference with a
business relationship under Michigan law. 32 F.3d at 218.
To prevail, a plaintiff must establish:
(1) the existence of a valid business relation (not
necessarily evidenced by an enforceable contract) or
expectancy; (2) knowledge of the relationship or
expectancy on the part of the defendant interferer; (3) an
intentional interference inducing or causing a breach or
termination of the relationship or expectancy; and
(4) resulting damage to the party whose relationship or
expectancy has been disrupted.
Wausau Underwriters Ins. Co. v. Vulcan Dev., Inc., 323 F.3d
396, 404 (6th Cir. 2002) (citing Mich. Podiatric Med. Ass’n
v. Nat’l Foot Care Program, Inc., 438 N.W.2d 349, 354
(Mich. Ct. App. 1989).
The question of whether the elements of this state-law
claim should be considered independent of the CBA was
clearly answered by this court in DeCoe, in which we held
that § 301 preempted plaintiff’s claim of tortious interference
with economic relations (construed as tortious interference
with a business relationship). In DeCoe, the plaintiff brought
a complaint against several of his co-workers for whom he
had served as a committeeman, or supervisor. 32 F.3d at 214-
15. The workers had previously filed administrative
proceedings against the plaintiff for alleged sexual
harassment, and the plaintiff subsequently sued them for
defamation, tortious interference, and intentional infliction of
emotional distress. In finding the tortious interference claim
preempted, we assumed that the plaintiff satisfied the first
requirement because no interpretation of the contractual terms
was necessary. We still found the claim preempted, however,
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because it asserted a right created not by state law, but by the
collective bargaining agreement (thus violating the second
requirement). “[R]esolution of the plaintiff’s claim will not
involve the direct interpretation of [the] CBA, but . . . will
require a court to address relationships that have been created
through the collective bargaining process and to mediate a
dispute founded upon rights created by a CBA.” Id. at 218
(quoting Jones v. Gen. Motors Corp., 939 F.2d 380, 382-83
(6th Cir. 1991)). In these two previous cases (DeCoe and
Jones), the plaintiffs’ claims sought to vindicate rights created
by the collective bargaining agreements. In DeCoe, the
plaintiff alleged that the defendant “interfered with Plaintiff’s
job as a Local 326 committeeman.” 32 F.3d at 218. The
rights and responsibilities of the committeeman, however,
were created and defined by the CBA. Ibid. In Jones, the
plaintiff alleged that the defendant breached the terms of a
settlement agreement, which he claimed required him to be
reinstated. As we noted, however, “the settlement agreement
itself [was] a creature wholly begotten by the CBA.” 939
F.2d at 383. Thus, the claim was the “archetype of a state-law
claim that by its very nature involve[d] an examination of the
employment relationship of parties to a CBA.” Ibid.
DeCoe requires that Mattis’s claim be preempted.
Similarly to the plaintiff in DeCoe, Mattis alleged
interference with a business relationship that was “created
entirely by the CBA.” DeCoe, 32 F.3d at 218. Both Mattis
and the district court attempted to distinguish DeCoe by
emphasizing that “committeemen” were the unique creations
of the collective bargaining agreement in question, which
made preemption more compelling. The relationship in this
case, however, was also created by the CBA. Even more
importantly, the question of whether Massman “interfered”
with Mattis’s business relationship would require us to delve
into the rights and responsibilities of plant supervisors under
the CBA. Undoubtedly, the supervisor would claim that his
actions were consistent with his duties as a supervisor at the
factory. Congress intended such questions to be addressed
within the realm of federal, not state, law.

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No. 02-1301 Mattis v. Massman, et al. 9
Finally, we note that Mattis has not established the
existence of any external regime of state law that would allow
him to allege violations of rights independent from the rights
created by the CBA. For example, in Smolarek v. Chrysler
Corp., the plaintiff’s tort claim survived preemption in part
because it asserted rights established by Michigan’s law
against handicap discrimination. 879 F.2d 1326, 1331 (6th
Cir. 1989) (en banc). Similarly, in O’Shea v. Detroit News,
the plaintiff’s claim survived preemption in part because it
asserted claims of retaliatory discharge and age
discrimination. 887 F.2d 683, 686-87 (6th Cir. 1989) (en
banc). Mattis’s complaint, by contrast, alleged violations of
rights established only by the CBA. For instance, he alleged
that Massman denied him vacation days, failed to provide
proper training, and failed to excuse his absences for illness.
These entitlements belonged to Mattis solely because of the
CBA. Count II is preempted.
B
In Count IV, Mattis raised a claim of “Intentional Infliction
of Emotional Distress.” Although the Michigan Supreme
Court has yet to recognize this cause of action, “the Michigan
Court of Appeals has recognized such a tort, and we have
assumed that the Michigan Supreme Court would do so too
under appropriate circumstances.” Andrews v. Prudential
Secs., Inc., 160 F.3d 304, 309 (6th Cir. 1998). To prevail on
a claim of intentional infliction of emotional distress, the
plaintiff must establish: (1) extreme and outrageous conduct;
(2) intent or recklessness; (3) causation; (4) and severe
emotional distress. Ibid.
Mattis originally claimed that both his termination and
Massman’s harassment prior to termination constituted
“outrageous” conduct under Michigan law. The district court,
however, concluded that Mattis’s claim was not preempted
because it was premised only on the harassment and not the
termination. The district court explained, “if plaintiff’s count
four is premised on his termination by General Motors, then
10 Mattis v. Massman, et al. No. 02-1301
of course the [c]ourt would have to look to that CBA to
decide whether or not that termination was outrageous.” As
GM points out, however, Mattis’s counsel had just been asked
(at the hearing) whether Count IV was premised on the
termination or the harassment. Counsel responded, “The
harassment, and the termination. . . . It was a combination of
the two. My answer would have to be both.” While this
response alone calls the district court’s decision into question,
we hold Count IV to be preempted even if it is premised only
on the alleged harassment.
Once again, DeCoe governs the outcome. In DeCoe, we
concluded that this exact claim was preempted because it
would require us to interpret the collective bargaining
agreement in order to determine whether the alleged conduct
was “outrageous.” We explained, “a defendant has not acted
outrageously where he has done no more than to insist upon
his legal rights in a permissible way.” 32 F.3d at 219
(quoting Polk v. Yellow Freight Sys., Inc., 801 F.2d 190, 196
(6th Cir. 1986) (internal quotations omitted)).
As in DeCoe, determining whether Massman’s alleged
harassment constituted “outrageous conduct” would force us
to look to the CBA. Without reference to the CBA, we could
not possibly know whether Massman acted outrageously or
was merely insisting on his legal rights as a supervisor
charged with ensuring compliance with the rules of the
factory. Even if we give Mattis the benefit of the doubt about
whether we would have to interpret the terms of the CBA, his
claim clearly fails to meet the second requirement announced
in DeCoe. This is not to say that § 301 has preempted all
claims of intentional infliction of emotional distress that may
be brought by an employee. See O’Shea v. Detroit News, 887
F.2d 683, 687 (6th Cir. 1989) (en banc) (finding that § 301
did not preempt intentional infliction of emotional distress
claim where allegations were “independent of any alleged
violation of the contract”). Mattis’s allegations, however, all
involve workplace actions taken under the ostensible
authority of the CBA, and seem to be a subtle attempt to

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No. 02-1301 Mattis v. Massman, et al. 11
present contract claims in tort clothing. See DeCoe, 32 F.3d
at 216 (requiring courts to look “to the essence of the
plaintiff’s claim, in order to determine whether the plaintiff is
attempting to disguise what is essentially a contract claim as
a tort”). For example, Mattis alleged that Massman ignored
his seniority rights in assigning jobs, failed to train him
properly, assigned him the most strenuous jobs, prevented
him from receiving his pay on time, reduced his vacation
days, and punished Mattis for using the company phone. To
allow such allegations to proceed in state court would
eviscerate the uniform federal regime established by Congress
via § 301.
III
Because we find Mattis’s two remaining state-law claims
to be preempted, we REVERSE the district court’s order to
the extent it remanded the case to state court. Our decision
makes it unnecessary to review GM’s motion to reconsider.
The case will be REMANDED to the district court, which
may consider any motions to amend the complaint in light of
our decision.

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