EGELHOFF v. EGELHOFF, a minor, by and through her natural parent, BREINER, et al.

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141 OCTOBER TERM, 2000
Syllabus
EGELHOFF v. EGELHOFF, a minor, by and through
her natural parent, BREINER, et al.
certiorari to the supreme court of washington
No. 99–1529. Argued November 8, 2000—Decided March 21, 2001
While David A. Egelhoff was married to petitioner, he designated her as
the beneficiary of a life insurance policy and pension plan provided by
his employer and governed by the Employee Retirement Income Secu-
rity Act of 1974 (ERISA). Shortly after petitioner and Mr. Egelhoff
divorced, Mr. Egelhoff died intestate. Respondents, Mr. Egelhoff ’s chil-
dren by a previous marriage, filed separate suits against petitioner in
state court to recover the insurance proceeds and pension plan benefits.
They relied on a Washington statute that provides that the designation
of a spouse as the beneficiary of a nonprobate asset—defined to include
a life insurance policy or employee benefit plan—is revoked automati-
cally upon divorce. Respondents argued that in the absence of a quali-
fied named beneficiary, the proceeds would pass to them as Mr. Egel-
hoff ’s statutory heirs under state law. The trial courts concluded that
both the insurance policy and the pension plan should be administered
in accordance with ERISA, and granted petitioner summary judgment
in both cases. The Washington Court of Appeals consolidated the cases
and reversed, concluding that the statute was not pre-empted by
ERISA. The State Supreme Court affirmed, holding that the statute,
although applicable to employee benefit plans, does not “refe[r] to” or
have a “connection with” an ERISA plan that would compel pre-emption
under that statute.
Held: The state statute has a connection with ERISA plans and is there-
fore expressly pre-empted. Pp. 146–152.
(a) ERISA’s pre-emption section, 29 U. S. C. § 1144(a), states that
ERISA “shall supersede any and all State laws insofar as they may now
or hereafter relate to any employee benefit plan” covered by ERISA.
A state law relates to an ERISA plan “if it has a connection with or
reference to such a plan.” Shaw v. Delta Air Lines, Inc., 463 U. S. 85,
97. To determine whether there is a forbidden connection, the Court
looks both to ERISA’s objectives as a guide to the scope of the state
law that Congress understood would survive, as well as to the nature
of the state law’s effect on ERISA plans. California Div. of Labor
Standards Enforcement v. Dillingham Constr., N. A., Inc., 519 U. S.
316, 325. Applying this framework, the state statute has an impermis-
sible connection with ERISA plans, as it binds plan administrators to a

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142 EGELHOFF v. EGELHOFF
Syllabus
particular choice of rules for determining beneficiary status. Adminis-
trators must pay benefits to the beneficiaries chosen by state law, rather
than to those identified in the plan documents. The statute thus im-
plicates an area of core ERISA concern, running counter to ERISA’s
commands that a plan shall “specify the basis on which payments are
made to and from the plan,” § 1102(b)(4), and that the fiduciary shall
administer the plan “in accordance with the documents and instruments
governing the plan,” § 1104(a)(1)(D). The state statute also has a pro-
hibited connection with ERISA plans because it interferes with nation-
ally uniform plan administration. Administrators cannot make pay-
ments simply by identifying the beneficiary specified in the plan
documents, but must familiarize themselves with state statutes so that
they can determine whether the named beneficiary’s status has been
“revoked” by operation of law. The burden is exacerbated by the
choice-of-law problems that may confront an administrator when the
employer, the plan participant, and the participant’s former spouse live
in different States. Although the Washington statute provides protec-
tion for administrators who have no actual knowledge of a divorce, they
still face the risk that a court might later find that they did have such
knowledge. If they instead decide to await the results of litigation
among putative beneficiaries before paying benefits, they will simply
transfer to the beneficiaries the costs of delay and uncertainty. Requir-
ing administrators to master the relevant laws of 50 States and to
contend with litigation would undermine the congressional goal of mini-
mizing their administrative and financial burdens. Differing state reg-
ulations affecting an ERISA plan’s system for processing claims and
paying benefits impose precisely the burden that ERISA pre-emption
was intended to avoid. Fort Halifax Packing Co. v. Coyne, 482 U. S. 1,
10. Pp. 146–150.
(b) Respondents’ reasons why ordinary ERISA pre-emption analysis
should not apply here—that the state statute allows employers to opt
out; that it involves areas of traditional state regulation; and that if
ERISA pre-empts this statute, it also must pre-empt the various state
statutes providing that a murdering heir is not entitled to receive prop-
erty as a result of the killing—are rejected. Pp. 150–152.
139 Wash. 2d 557, 989 P. 2d 80, reversed and remanded.
Thomas, J., delivered the opinion of the Court, in which Rehnquist,
C. J., and O’Connor, Scalia, Kennedy, Souter, and Ginsburg, JJ.,
joined. Scalia, J., filed a concurring opinion, in which Ginsburg, J.,
joined, post, p. 152. Breyer, J., filed a dissenting opinion, in which Ste-
vens, J., joined, post, p. 153.

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143 Cite as: 532 U. S. 141 (2001)
Opinion of the Court
William J. Kilberg argued the cause for petitioner. With
him on the briefs were Thomas G. Hungar and Henry Haas.
Barbara McDowell argued the cause for the United States
as amicus curiae urging reversal. With her on the brief
were Solicitor General Waxman, Assistant Attorney Gen-
eral Ogden, Deputy Solicitor General Kneedler, Henry L.
Solano, Nathaniel I. Spiller, and Elizabeth Hopkins.
Thomas C. Goldstein argued the cause for respondents.
With him on the brief were Erik S. Jaffe and Michael W.
Jordan.*
Justice Thomas delivered the opinion of the Court.
A Washington statute provides that the designation of a
spouse as the beneficiary of a nonprobate asset is revoked
automatically upon divorce. We are asked to decide
whether the Employee Retirement Income Security Act of
1974 (ERISA), 88 Stat. 832, 29 U. S. C. § 1001 et seq., pre-
empts that statute to the extent it applies to ERISA plans.
We hold that it does.
*Briefs of amici curiae urging reversal were filed for the AARP by
Mary Ellen Signorille and Melvin Radowitz; for the Boeing Co. et al. by
Bruce D. Corker, Kurt E. Lisnenmayer, Paul J. Ehlenbach, Loretta B.
Kepler, Stephen A. Bokat, and Jan Amundson; for the National Coordi-
nating Committee for Multiemployer Plans by Denise M. Clark and Mark
C. Nielsen; and for the Western Conference of Teamsters Pension Trust
Fund by Robert S. Unger, Russell J. Reid, and Michael R. McCarthy.
Briefs of amici curiae urging affirmance were filed for the State of
Washington et al. by Christine O. Gregoire, Attorney General of Washing-
ton, Jay D. Geck, Assistant Attorney General, and William Berggren Col-
lins, Senior Assistant Attorney General, and by the Attorneys General for
their respective States as follows: Mark Pryor of Arkansas, Ken Salazar
of Colorado, Thomas F. Reilly of Massachusetts, Joseph P. Mazurek of
Montana, W. A. Drew Edmondson of Oklahoma, Jan Graham of Utah,
William H. Sorrell of Vermont, and Darrell V. McGraw, Jr., of West
Virginia; and for the National Conference of State Legislatures et al. by
Richard Ruda and James I. Crowley.

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144 EGELHOFF v. EGELHOFF
Opinion of the Court
I
Petitioner Donna Rae Egelhoff was married to David A.
Egelhoff. Mr. Egelhoff was employed by the Boeing Com-
pany, which provided him with a life insurance policy and a
pension plan. Both plans were governed by ERISA, and
Mr. Egelhoff designated his wife as the beneficiary under
both. In April 1994, the Egelhoffs divorced. Just over two
months later, Mr. Egelhoff died intestate following an auto-
mobile accident. At that time, Mrs. Egelhoff remained the
listed beneficiary under both the life insurance policy and the
pension plan. The life insurance proceeds, totaling $46,000,
were paid to her.
Respondents Samantha and David Egelhoff, Mr. Egelhoff ’s
children by a previous marriage, are his statutory heirs
under state law. They sued petitioner in Washington state
court to recover the life insurance proceeds. Respondents
relied on a Washington statute that provides:
“If a marriage is dissolved or invalidated, a provision
made prior to that event that relates to the payment or
transfer at death of the decedent’s interest in a nonpro-
bate asset in favor of or granting an interest or power to
the decedent’s former spouse is revoked. A provision
affected by this section must be interpreted, and the
nonprobate asset affected passes, as if the former spouse
failed to survive the decedent, having died at the time
of entry of the decree of dissolution or declaration of
invalidity.” Wash. Rev. Code § 11.07.010(2)(a) (1994).
That statute applies to “all nonprobate assets, wherever situ-
ated, held at the time of entry by a superior court of this
state of a decree of dissolution of marriage or a declaration
of invalidity.” § 11.07.010(1). It defines “nonprobate asset”
to include “a life insurance policy, employee benefit plan, an-
nuity or similar contract, or individual retirement account.”
§ 11.07.010(5)(a).

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Respondents argued that they were entitled to the life in-
surance proceeds because the Washington statute disquali-
fied Mrs. Egelhoff as a beneficiary, and in the absence of a
qualified named beneficiary, the proceeds would pass to them
as Mr. Egelhoff ’s heirs. In a separate action, respondents
also sued to recover the pension plan benefits. Respondents
again argued that the Washington statute disqualified Mrs.
Egelhoff as a beneficiary and they were thus entitled to the
benefits under the plan.
The trial courts, concluding that both the insurance policy
and the pension plan “should be administered in accordance”
with ERISA, granted summary judgment to petitioner in
both cases. App. to Pet. for Cert. 46a, 48a. The Washing-
ton Court of Appeals consolidated the cases and reversed.
In re Estate of Egelhoff, 93 Wash. App. 314, 968 P. 2d 924
(1998). It concluded that the Washington statute was not
pre-empted by ERISA. Id., at 317, 968 P. 2d, at 925.
Applying the statute, it held that respondents were entitled
to the proceeds of both the insurance policy and the pension
plan. Ibid.
The Supreme Court of Washington affirmed. 139 Wash.
2d 557, 989 P. 2d 80 (1999). It held that the state statute,
although applicable to “employee benefit plan[s],” does not
“refe[r] to” ERISA plans to an extent that would require
pre-emption, because it “does not apply immediately and ex-
clusively to an ERISA plan, nor is the existence of such a
plan essential to operation of the statute.” Id., at 574, 989
P. 2d, at 89. It also held that the statute lacks a “connection
with” an ERISA plan that would compel pre-emption. Id.,
at 576, 989 P. 2d, at 90. It emphasized that the statute “does
not alter the nature of the plan itself, the administrator’s
fiduciary duties, or the requirements for plan administra-
tion.” Id., at 575, 989 P. 2d, at 90. Nor, the court con-
cluded, does the statute conflict with any specific provision
of ERISA, including the antialienation provision, 29 U. S. C.
§ 1056(d)(1), because it “does not operate to divert benefit

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146 EGELHOFF v. EGELHOFF
Opinion of the Court
plan proceeds from distribution under terms of the plan doc-
uments,” but merely alters “the underlying circumstances to
which the distribution scheme of [the] plan must be applied.”
139 Wash. 2d, at 578, 989 P. 2d, at 91.
Courts have disagreed about whether statutes like that
of Washington are pre-empted by ERISA. Compare, e. g.,
Manning v. Hayes, 212 F. 3d 866 (CA5 2000) (finding pre-
emption), cert. pending, No. 00–265,* and Metropolitan Life
Ins. Co. v. Hanslip, 939 F. 2d 904 (CA10 1991) (same), with,
e. g., Emard v. Hughes Aircraft Co., 153 F. 3d 949 (CA9 1998)
(finding no pre-emption), and 139 Wash. 2d, at 557, 989 P. 2d,
at 80 (same). To resolve the conflict, we granted certiorari.
530 U. S. 1242 (2000).
II
Petitioner argues that the Washington statute falls within
the terms of ERISA’s express pre-emption provision and
that it is pre-empted by ERISA under traditional principles
of conflict pre-emption. Because we conclude that the stat-
ute is expressly pre-empted by ERISA, we address only the
first argument.
ERISA’s pre-emption section, 29 U. S. C. § 1144(a), states
that ERISA “shall supersede any and all State laws insofar
as they may now or hereafter relate to any employee benefit
plan” covered by ERISA. We have observed repeatedly
that this broadly worded provision is “clearly expansive.”
New York State Conference of Blue Cross & Blue Shield
Plans v. Travelers Ins. Co., 514 U. S. 645, 655 (1995); see,
e. g., Morales v. Trans World Airlines, Inc., 504 U. S. 374,
384 (1992) (listing cases in which we have described ERISA
pre-emption in broad terms). But at the same time, we
have recognized that the term “relate to” cannot be taken
“to extend to the furthest stretch of its indeterminacy,” or
else “for all practical purposes pre-emption would never run
its course.” Travelers, supra, at 655.
*[Reporter’s Note: See post, p. 941.]

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147 Cite as: 532 U. S. 141 (2001)
Opinion of the Court
We have held that a state law relates to an ERISA plan
“if it has a connection with or reference to such a plan.”
Shaw v. Delta Air Lines, Inc., 463 U. S. 85, 97 (1983). Peti-
tioner focuses on the “connection with” part of this inquiry.
Acknowledging that “connection with” is scarcely more
restrictive than “relate to,” we have cautioned against an
“uncritical literalism” that would make pre-emption turn on
“infinite connections.” Travelers, supra, at 656. Instead,
“to determine whether a state law has the forbidden connec-
tion, we look both to ‘the objectives of the ERISA statute
as a guide to the scope of the state law that Congress under-
stood would survive,’ as well as to the nature of the effect of
the state law on ERISA plans.” California Div. of Labor
Standards Enforcement v. Dillingham Constr., N. A., Inc.,
519 U. S. 316, 325 (1997), quoting Travelers, supra, at 656
(citation omitted).
Applying this framework, petitioner argues that the Wash-
ington statute has an impermissible connection with ERISA
plans. We agree. The statute binds ERISA plan adminis-
trators to a particular choice of rules for determining bene-
ficiary status. The administrators must pay benefits to the
beneficiaries chosen by state law, rather than to those identi-
fied in the plan documents. The statute thus implicates an
area of core ERISA concern. In particular, it runs counter
to ERISA’s commands that a plan shall “specify the basis on
which payments are made to and from the plan,” § 1102(b)(4),
and that the fiduciary shall administer the plan “in accord-
ance with the documents and instruments governing the
plan,” § 1104(a)(1)(D), making payments to a “beneficiary”
who is “designated by a participant, or by the terms of [the]
plan.” § 1002(8).1 In other words, unlike generally applica-
1 One can of course escape the conflict between the plan documents
(which require making payments to the named beneficiary) and the statute
(which requires making payments to someone else) by calling the statute
an “invalidation” of the designation of the named beneficiary, and by ob-

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148 EGELHOFF v. EGELHOFF
Opinion of the Court
ble laws regulating “areas where ERISA has nothing to
say,” Dillingham, 519 U. S., at 330, which we have upheld
notwithstanding their incidental effect on ERISA plans, see,
e. g., ibid., this statute governs the payment of benefits, a
central matter of plan administration.
The Washington statute also has a prohibited connection
with ERISA plans because it interferes with nationally uni-
form plan administration. One of the principal goals of
ERISA is to enable employers “to establish a uniform ad-
ministrative scheme, which provides a set of standard pro-
cedures to guide processing of claims and disbursement of
benefits.” Fort Halifax Packing Co. v. Coyne, 482 U. S.
1, 9 (1987). Uniformity is impossible, however, if plans are
subject to different legal obligations in different States.
The Washington statute at issue here poses precisely that
threat. Plan administrators cannot make payments sim-
ply by identifying the beneficiary specified by the plan doc-
uments.2 Instead they must familiarize themselves with
serving that the plan documents are silent on whether “invalidation” is to
occur upon divorce. The dissent employs just such an approach. See
post, at 155–156 (opinion of Breyer, J.). Reading a clear statement as an
ambiguous metastatement enables one to avoid all kinds of conflicts be-
tween seemingly contradictory texts. Suppose, for example, that the
statute required that all pension benefits be paid to the Governor of Wash-
ington. That seems inconsistent with the plan documents (and with
ERISA), but the inconsistency disappears if one calls the statute an “in-
validation” of the principal and alternate beneficiary designations. After
all, neither the plan nor ERISA actually says that beneficiaries cannot be
invalidated in favor of the Governor. This approach exploits the logical
inability of any text to contain a complete set of instructions for its own
interpretation. It has the vice—or perhaps the virtue, depending upon
one’s point of view—of draining all language of its meaning.
2 Respondents argue that in this case, the disposition dictated by the
Washington statute is consistent with that specified in the plan documents.
Because Mr. Egelhoff designated “Donna R. Egelhoff wife” as the benefi-
ciary of the life insurance policy, they contend that once the Egelhoffs
divorced, “there was no such person as ‘Donna R. Egelhoff wife’; the desig-
nated person had definitionally ceased to exist.” Brief for Respondents
44 (emphasis in original); see also post, at 155 (Breyer, J., dissenting).
In effect, respondents ask us to infer that what Mr. Egelhoff meant when

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Opinion of the Court
state statutes so that they can determine whether the named
beneficiary’s status has been “revoked” by operation of law.
And in this context the burden is exacerbated by the choice-
of-law problems that may confront an administrator when
the employer is located in one State, the plan participant
lives in another, and the participant’s former spouse lives in
a third. In such a situation, administrators might find that
plan payments are subject to conflicting legal obligations.
To be sure, the Washington statute protects administra-
tors from liability for making payments to the named bene-
ficiary unless they have “actual knowledge of the dissolu-
tion or other invalidation of marriage,” Wash. Rev. Code
§ 11.07.010(3)(a) (1994), and it permits administrators to re-
fuse to make payments until any dispute among putative
beneficiaries is resolved, § 11.07.010(3)(b). But if adminis-
trators do pay benefits, they will face the risk that a court
might later find that they had “actual knowledge” of a di-
vorce. If they instead decide to await the results of litiga-
tion before paying benefits, they will simply transfer to the
beneficiaries the costs of delay and uncertainty.3 Requiring
ERISA administrators to master the relevant laws of 50
States and to contend with litigation would undermine the
he filled out the form was not “Donna R. Egelhoff, who is my wife,” but
rather “a new legal person—‘Donna as spouse,’ ” Brief for Respondents
44. They do not mention, however, that below the “Beneficiary” line on
the form, the printed text reads, “First Name [space] Middle Initial [space]
Last Name [space] Relationship.” See Appendix to opinion of Breyer,
J., post. Rather than impute to Mr. Egelhoff the unnatural (and indeed
absurd) literalism suggested by respondents, we conclude that he simply
provided all of the information requested by the form. The happenstance
that “Relationship” was on the same line as the beneficiary’s name does
not, we think, evince an intent to designate “a new legal person.”
3 The dissent observes that the Washington statute permits a plan ad-
ministrator to avoid resolving the dispute himself and to let courts or
parties settle the matter. See post, at 158. This observation only pre-
sents an example of how the costs of delay and uncertainty can be passed
on to beneficiaries, thereby thwarting ERISA’s objective of efficient plan
administration. Cf. Fort Halifax Packing Co. v. Coyne, 482 U. S. 1, 9
(1987).

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150 EGELHOFF v. EGELHOFF
Opinion of the Court
congressional goal of “minimiz[ing] the administrative and
financial burden[s]” on plan administrators—burdens ulti-
mately borne by the beneficiaries. Ingersoll-Rand Co. v.
McClendon, 498 U. S. 133, 142 (1990).
We recognize that all state laws create some potential for
a lack of uniformity. But differing state regulations affect-
ing an ERISA plan’s “system for processing claims and pay-
ing benefits” impose “precisely the burden that ERISA pre-
emption was intended to avoid.” Fort Halifax, supra, at
10. And as we have noted, the statute at issue here directly
conflicts with ERISA’s requirements that plans be adminis-
tered, and benefits be paid, in accordance with plan docu-
ments. We conclude that the Washington statute has a
“connection with” ERISA plans and is therefore pre-empted.
III
Respondents suggest several reasons why ordinary
ERISA pre-emption analysis should not apply here. First,
they observe that the Washington statute allows employers
to opt out. According to respondents, the statute neither
regulates plan administration nor impairs uniformity be-
cause it does not apply when “[t]he instrument governing
disposition of the nonprobate asset expressly provides other-
wise.” Wash. Rev. Code § 11.07.010(2)(b)(i) (1994). We do
not believe that the statute is saved from pre-emption simply
because it is, at least in a broad sense, a default rule.
Even though the Washington statute’s cancellation of pri-
vate choice may itself be trumped by specific language in
the plan documents, the statute does “dictate the choice[s]
facing ERISA plans” with respect to matters of plan ad-
ministration. Dillingham, supra, at 334. Plan administra-
tors must either follow Washington’s beneficiary designation
scheme or alter the terms of their plan so as to indicate that
they will not follow it. The statute is not any less of a regu-
lation of the terms of ERISA plans simply because there are
two ways of complying with it. Of course, simple noncom-

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pliance with the statute is not one of the options available to
plan administrators. Their only choice is one of timing, i. e.,
whether to bear the burden of compliance ex post, by paying
benefits as the statute dictates (and in contravention of the
plan documents), or ex ante, by amending the plan.4
Respondents emphasize that the opt-out provision makes
compliance with the statute less burdensome than if it were
mandatory. That is true enough, but the burden that re-
mains is hardly trivial. It is not enough for plan administra-
tors to opt out of this particular statute. Instead, they must
maintain a familiarity with the laws of all 50 States so that
they can update their plans as necessary to satisfy the opt-
out requirements of other, similar statutes. They also must
be attentive to changes in the interpretations of those stat-
utes by state courts. This “tailoring of plans and employer
conduct to the peculiarities of the law of each jurisdiction” is
exactly the burden ERISA seeks to eliminate. Ingersoll-
Rand, supra, at 142.
Second, respondents emphasize that the Washington stat-
ute involves both family law and probate law, areas of tra-
ditional state regulation. There is indeed a presumption
against pre-emption in areas of traditional state regulation
such as family law. See, e. g., Hisquierdo v. Hisquierdo, 439
U. S. 572, 581 (1979). But that presumption can be over-
come where, as here, Congress has made clear its desire for
pre-emption. Accordingly, we have not hesitated to find
state family law pre-empted when it conflicts with ERISA
or relates to ERISA plans. See, e. g., Boggs v. Boggs, 520
4 Contrary to the dissent’s suggestion that the resolution of this case
depends on one’s view of federalism, see post, at 160–161, we are called
upon merely to interpret ERISA. And under the text of ERISA, the
fiduciary “shall” administer the plan “in accordance with the documents
and instruments governing the plan,” 29 U. S. C. § 1104(a)(1)(D). The
Washington statute conflicts with this command because under this stat-
ute, the only way the fiduciary can administer the plan according to its
terms is to change the very terms he is supposed to follow.

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152 EGELHOFF v. EGELHOFF
Scalia, J., concurring
U. S. 833 (1997) (holding that ERISA pre-empts a state com-
munity property law permitting the testamentary transfer
of an interest in a spouse’s pension plan benefits).
Finally, respondents argue that if ERISA pre-empts this
statute, then it also must pre-empt the various state statutes
providing that a murdering heir is not entitled to receive
property as a result of the killing. See, e. g., Cal. Prob. Code
Ann. §§ 250–259 (West 1991 and Supp. 2000); 755 Ill. Comp.
Stat., ch. 755, § 5/2–6 (1999). In the ERISA context, these
“slayer” statutes could revoke the beneficiary status of some-
one who murdered a plan participant. Those statutes are
not before us, so we do not decide the issue. We note, how-
ever, that the principle underlying the statutes—which have
been adopted by nearly every State—is well established in
the law and has a long historical pedigree predating ERISA.
See, e. g., Riggs v. Palmer, 115 N. Y. 506, 22 N. E. 188 (1889).
And because the statutes are more or less uniform nation-
wide, their interference with the aims of ERISA is at least
debatable.
* * *
The judgment of the Supreme Court of Washington is
reversed, and the case is remanded for further proceedings
not inconsistent with this opinion.
It is so ordered.
Justice Scalia, with whom Justice Ginsburg joins,
concurring.
I join the opinion of the Court, since I believe that the
“relate to” pre-emptive provision of the Employee Retire-
ment Income Security Act of 1974 (ERISA) is assuredly trig-
gered by a state law that contradicts ERISA. As the Court
notes, “the statute at issue here directly conflicts with
ERISA’s requirements that plans be administered, and bene-
fits be paid, in accordance with plan documents.” Ante, at
150. I remain unsure (as I think the lower courts and every-
one else will be) as to what else triggers the “relate to” pro-

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153 Cite as: 532 U. S. 141 (2001)
Breyer, J., dissenting
vision, which—if it is interpreted to be anything other than
a reference to our established jurisprudence concerning con-
flict and field pre-emption—has no discernible content that
would not pick up every ripple in the pond, producing a re-
sult “that no sensible person could have intended.” Califor-
nia Div. of Labor Standards Enforcement v. Dillingham
Constr., N. A., Inc., 519 U. S. 316, 336 (1997) (Scalia, J., con-
curring). I persist in the view that we can bring some co-
herence to this area, and can give the statute both a plausible
and precise content, only by interpreting the “relate to”
clause as a reference to our ordinary pre-emption jurispru-
dence. See ibid.
Justice Breyer, with whom Justice Stevens joins,
dissenting.
Like Justice Scalia, I believe that we should apply nor-
mal conflict pre-emption and field pre-emption principles
where, as here, a state statute covers ERISA and non-
ERISA documents alike. Ante this page (concurring opin-
ion). Our more recent ERISA cases are consistent with this
approach. See De Buono v. NYSA–ILA Medical and Clini-
cal Services Fund, 520 U. S. 806, 812–813 (1997) (rejecting
literal interpretation of ERISA’s pre-emption clause); Cali-
fornia Div. of Labor Standards Enforcement v. Dillingham
Constr., N. A., Inc., 519 U. S. 316, 334 (1997) (narrowly inter-
preting the clause); New York State Conference of Blue
Cross & Blue Shield Plans v. Travelers Ins. Co., 514 U. S.
645, 656 (1995) (“go[ing] beyond the unhelpful text [of the
clause] and the frustrating difficulty of defining its key term,
and look[ing] instead to the objectives of the ERISA statute
as a guide”). See also Boggs v. Boggs, 520 U. S. 833, 841
(1997) (relying on conflict pre-emption principles instead of
ERISA’s pre-emption clause). And I fear that our failure to
endorse this “new approach” explicitly, Dillingham, supra,
at 336 (Scalia, J., concurring), will continue to produce an
“avalanche of litigation,” De Buono, supra, at 809, n. 1, as

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154 EGELHOFF v. EGELHOFF
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courts struggle to interpret a clause that lacks any “discern-
ible content,” ante, at 153 (Scalia, J., concurring), threaten-
ing results that Congress could not have intended.
I do not agree with Justice Scalia or with the majority,
however, that there is any plausible pre-emption principle
that leads to a conclusion that ERISA pre-empts the statute
at issue here. No one could claim that ERISA pre-empts
the entire field of state law governing inheritance—though
such matters “relate to” ERISA broadly speaking. See
Travelers, supra, at 655. Neither is there any direct conflict
between the Washington statute and ERISA, for the one
nowhere directly contradicts the other. Cf. ante, at 150
(claiming a “direc[t] conflic[t]” between ERISA and the
Washington statute). But cf. ante, at 146 (relying upon the
“relate to” language in ERISA’s pre-emption clause).
The Court correctly points out that ERISA requires a
fiduciary to make payments to a beneficiary “in accordance
with the documents and instruments governing the plan.”
29 U. S. C. § 1104(a)(1)(D). But nothing in the Washington
statute requires the contrary. Rather, the state statute
simply sets forth a default rule for interpreting documentary
silence. The statute specifies that a nonprobate asset will
pass at A’s death “as if ” A’s “former spouse” had died first—
unless the “instrument governing disposition of the non-
probate asset expressly provides otherwise.” Wash. Rev.
Code § 11.07.010(2)(b)(i) (1994) (emphasis added). This
state-law rule is a rule of interpretation, and it is designed
to carry out, not to conflict with, the employee’s likely inten-
tion as revealed in the plan documents.
There is no direct conflict or contradiction between the
Washington statute and the terms of the plan documents
here at issue. David Egelhoff ’s investment plan provides
that when a “beneficiary designation” is “invalid,” the “bene-
fits will be paid” to a “surviving spouse,” or “[i]f there is no
surviving spouse,” to the “children in equal shares.” App.
40. The life insurance plan is silent about what occurs when

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155 Cite as: 532 U. S. 141 (2001)
Breyer, J., dissenting
a beneficiary designation is invalid. The Washington stat-
ute fills in these gaps, i. e., matters about which the docu-
ments themselves say nothing. Thus, the Washington stat-
ute specifies that a beneficiary designation—here “Donna R.
Egelhoff wife” in the pension plan—is invalid where there is
no longer any such person as Donna R. Egelhoff, wife. See
Appendix, infra. And the statute adds that in such instance
the funds would be paid to the children, who themselves are
potential pension plan beneficiaries.
The Court’s “direct conflict” conclusion rests upon its claim
that “administrators must pay benefits to the beneficiaries
chosen by state law, rather than to those identified in the
plan documents.” Ante, at 147. But the Court cannot
mean “identified anywhere in the plan documents,” for the
Egelhoff children were “identified” as recipients in the pen-
sion plan documents should the initial designation to “Donna
R. Egelhoff wife” become invalid. And whether that initial
designation became invalid upon divorce is a matter about
which the plan documents are silent.
To refer to state law to determine whether a given name
makes a designation that is, or has become, invalid makes
sense where background property or inheritance law is at
issue, say, for example, where a written name is potentially
ambiguous, where it is set forth near, but not in, the correct
space, where it refers to a missing person perhaps presumed
dead, where the name was written at a time the employee
was incompetent, or where the name refers to an individual
or entity disqualified by other law, say, the rule against per-
petuities or rules prohibiting a murderer from benefiting
from his crime. Why would Congress want the courts to
create an ERISA-related federal property law to deal with
such problems? Regardless, to refer to background state
law in such circumstances does not directly conflict with any
explicit ERISA provision, for no provision of ERISA forbids
reading an instrument or document in light of state property
law principles. In any event, in this case the plan docu-

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156 EGELHOFF v. EGELHOFF
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ments explicitly foresee that a beneficiary designation may
become “invalid,” but they do not specify the invalidating
circumstances. Supra, at 154–155. To refer to state prop-
erty law to fill in that blank cannot possibly create any direct
conflict with the plan documents.
The majority simply denies that there is any blank to fill
in and suggests that the plan documents require the plan to
pay the designated beneficiary under all circumstances. See
ante, at 147–148, n. 1. But there is nonetheless an open
question, namely, whether a designation that (here explic-
itly) refers to a wife remains valid after divorce. The ques-
tion is genuine and important (unlike the imaginary example
in the majority’s footnote). The plan documents themselves
do not answer the question any more than they describe
what is to occur in a host of other special circumstances (e. g.,
mental incompetence, intoxication, ambiguous names, etc.).
To determine whether ERISA permits state law to answer
such questions requires a careful examination of the particu-
lar state law in light of ERISA’s basic policies. See ante, at
147; infra this page and 157–159. We should not short cir-
cuit that necessary inquiry simply by announcing a “direct
conflict” where none exists.
The Court also complains that the Washington statute re-
stricts the plan’s choices to “two.” Ante, at 150. But it is
difficult to take this complaint seriously. After all, the two
choices that Washington gives the plan are (1) to comply
with Washington’s rule or (2) not to comply with Washing-
ton’s rule. What other choices could there be? A state
statute that asks a plan to choose whether it intends to com-
ply is not a statute that directly conflicts with a plan. Quite
obviously, it is possible, not “ ‘impossible,’ ” to comply with
both the Washington statute and federal law. Geier v.
American Honda Motor Co., 529 U. S. 861, 873 (2000).
The more serious pre-emption question is whether this
state statute “ ‘stands as an obstacle to the accomplishment
and execution of the full purposes and objectives of Con-

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157 Cite as: 532 U. S. 141 (2001)
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gress.’ ” Ibid. (quoting Hines v. Davidowitz, 312 U. S. 52,
67 (1941)). In answering that question, we must remem-
ber that petitioner has to overcome a strong presumption
against pre-emption. That is because the Washington stat-
ute governs family property law—a “fiel[d] of traditional
state regulation,” where courts will not find federal pre-
emption unless such was the “ ‘clear and manifest purpose
of Congress,’ ” Travelers, 514 U. S., at 655 (quoting Rice v.
Santa Fe Elevator Corp., 331 U. S. 218, 230 (1947)), or the
state statute does “ ‘major damage’ to ‘clear and substantial’
federal interests,” Hisquierdo v. Hisquierdo, 439 U. S. 572,
581 (1979) (quoting United States v. Yazell, 382 U. S. 341,
352 (1966)). No one can seriously argue that Congress has
clearly resolved the question before us. And the only dam-
age to federal interests that the Court identifies consists of
the added administrative burden the state statute imposes
upon ERISA plan administrators.
The Court claims that the Washington statute “interferes
with nationally uniform plan administration” by requiring
administrators to “familiarize themselves with state stat-
utes.” Ante, at 148–149. But administrators have to famil-
iarize themselves with state law in any event when they an-
swer such routine legal questions as whether amounts due
are subject to garnishment, Mackey v. Lanier Collection
Agency & Service, Inc., 486 U. S. 825, 838 (1988), who is a
“spouse,” who qualifies as a “child,” or when an employee is
legally dead. And were that “familiarizing burden” some-
how overwhelming, the plan could easily avoid it by resolv-
ing the divorce revocation issue in the plan documents them-
selves, stating expressly that state law does not apply. The
“burden” thus reduces to a one-time requirement that would
fall primarily upon the few who draft model ERISA docu-
ments, not upon the many who administer them. So meager
a burden cannot justify pre-empting a state law that enjoys
a presumption against pre-emption.

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The Court also fears that administrators would have to
make difficult choice-of-law determinations when parties live
in different States. Ante, at 148–149. Whether this prob-
lem is or is not “major” in practice, the Washington statute
resolves it by expressly setting forth procedures whereby
the parties or the courts, not the plan administrator, are re-
sponsible for resolving it. See §§ 11.07.010(3)(b)(i)–(ii) (stat-
ing that a plan may “without liability, refuse to pay or trans-
fer a nonprobate asset” until “[a]ll beneficiaries and other
interested persons claiming an interest have consented in
writing to the payment or transfer” or “[t]he payment or
transfer is authorized or directed by a court of proper juris-
diction”); § 11.07.010(3)(c) (plan may condition payment on
provision of security by recipient to indemnify plan for
costs); § 11.07.010(2)(b)(i) (plan may avoid default rule by ex-
pressing its intent in the plan documents).
The Court has previously made clear that the fact that
state law “impose[s] some burde[n] on the administration of
ERISA plans” does not necessarily require pre-emption.
De Buono, 520 U. S., at 815; Mackey, supra, at 831 (upholding
state garnishment law notwithstanding claim that “benefit
plans subjected to garnishment will incur substantial admin-
istrative burdens”). Precisely, what is it about this statute’s
requirement that distinguishes it from the “ ‘myriad state
laws’ ” that impose some kind of burden on ERISA plans?
De Buono, supra, at 815 (quoting Travelers, supra, at 668).
Indeed, if one looks beyond administrative burden, one
finds that Washington’s statute poses no obstacle, but fur-
thers ERISA’s ultimate objective—developing a fair sys-
tem for protecting employee benefits. Cf. Pension Benefit
Guaranty Corporation v. R. A. Gray & Co., 467 U. S. 717,
720 (1984). The Washington statute transfers an employee’s
pension assets at death to those individuals whom the
worker would likely have wanted to receive them. As many
jurisdictions have concluded, divorced workers more often
prefer that a child, rather than a divorced spouse, receive

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those assets. Of course, an employee can secure this result
by changing a beneficiary form; but doing so requires aware-
ness, understanding, and time. That is why Washington and
many other jurisdictions have created a statutory assump-
tion that divorce works a revocation of a designation in favor
of an ex-spouse. That assumption is embodied in the Uni-
form Probate Code; it is consistent with human experience;
and those with expertise in the matter have concluded that
it “more often” serves the cause of “[j]ustice.” Langbein,
The Nonprobate Revolution and the Future of the Law of
Succession, 97 Harv. L. Rev. 1108, 1135 (1984).
In forbidding Washington to apply that assumption here,
the Court permits a divorced wife, who already acquired,
during the divorce proceeding, her fair share of the couple’s
community property, to receive in addition the benefits that
the divorce court awarded to her former husband. To be
more specific, Donna Egelhoff already received a business, an
IRA account, and stock; David received, among other things,
100% of his pension benefits. App. 31–34. David did not
change the beneficiary designation in the pension plan or life
insurance plan during the 6-month period between his di-
vorce and his death. As a result, Donna will now receive a
windfall of approximately $80,000 at the expense of David’s
children. The State of Washington enacted a statute to pre-
vent precisely this kind of unfair result. But the Court, re-
lying on an inconsequential administrative burden, concludes
that Congress required it.
Finally, the logic of the Court’s decision does not stop at
divorce revocation laws. The Washington statute is virtu-
ally indistinguishable from other traditional state-law rules,
for example, rules using presumptions to transfer assets in
the case of simultaneous deaths, and rules that prohibit a
husband who kills a wife from receiving benefits as a result
of the wrongful death. It is particularly difficult to believe
that Congress wanted to pre-empt the latter kind of statute.
But how do these statutes differ from the one before us?

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Slayer statutes—like this statute—“gover[n] the payment of
benefits, a central matter of plan administration.” Ante, at
148. And contrary to the Court’s suggestion, ante, at 152,
slayer statutes vary from State to State in their details just
like divorce revocation statutes. Compare Ariz. Rev. Stat.
Ann. § 14–2803(F) (1995) (requiring proof, in a civil proceed-
ing, under preponderance of the evidence standard); Haw.
Rev. Stat. § 560:2–803(g) (1999) (same), with Ga. Code Ann.
§ 53–1–5(d) (Supp. 1996) (requiring proof under clear and con-
vincing evidence standard); Me. Rev. Stat. Ann., Tit. 18–A,
§ 2–803(e) (1998) (same); and Ala. Code § 43–8–253(e) (1991)
(treating judgment of conviction as conclusive when it be-
comes final); Me. Rev. Stat. Ann., Tit. 18–A, § 2–803(e) (1998)
(same), with Ariz. Rev. Stat. Ann. § 14–2803(F) (1995) (treat-
ing judgment of conviction as conclusive only after “all right
to appeal has been exhausted”); Haw. Rev. Stat. § 560:2–
803(g) (1999) (same). Indeed, the “slayer” conflict would
seem more serious, not less serious, than the conflict before
us, for few, if any, slayer statutes permit plans to opt out of
the state property law rule.
“ERISA pre-emption analysis,” the Court has said,
must “respect” the “separate spher[e]” of state “authority.”
Fort Halifax Packing Co. v. Coyne, 482 U. S. 1, 19 (1987)
(quoting Alessi v. Raybestos-Manhattan, Inc., 451 U. S. 504,
522 (1981)) (internal quotation marks omitted). In so stat-
ing, the Court has recognized the practical importance of
preserving local independence, at retail, i. e., by applying
pre-emption analysis with care, statute by statute, line by
line, in order to determine how best to reconcile a federal
statute’s language and purpose with federalism’s need to pre-
serve state autonomy. Indeed, in today’s world, filled with
legal complexity, the true test of federalist principle may lie,
not in the occasional constitutional effort to trim Congress’
commerce power at its edges, United States v. Morrison, 529
U. S. 598 (2000), or to protect a State’s treasury from a pri-
vate damages action, Board of Trustees of Univ. of Ala. v.

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Appendix to opinion of Breyer, J.
Garrett, 531 U. S. 356 (2001), but rather in those many statu-
tory cases where courts interpret the mass of technical detail
that is the ordinary diet of the law, AT&T Corp. v. Iowa
Utilities Bd., 525 U. S. 366, 427 (1999) (Breyer, J., concur-
ring in part and dissenting in part).
In this case, “field pre-emption” is not at issue. There is
no “direct” conflict between state and federal statutes. The
state statute poses no significant obstacle to the accomplish-
ment of any federal objective. Any effort to squeeze some
additional pre-emptive force from ERISA’s words (i. e., “re-
late to”) is inconsistent with the Court’s recent case law.
And the state statute before us is one regarding family prop-
erty—a “fiel[d] of traditional state regulation,” where the
interpretive presumption against pre-emption is particularly
strong. Travelers, 514 U. S., at 655. For these reasons,
I disagree with the Court’s conclusion. And, consequently,
I dissent.
APPENDIX TO OPINION OF BREYER, J.