Elinor F. Marshall v. Bruce Lea Lauriault

PRECEDENTIAL
IN THE UNITED STATES COURT OF
APPEALS
FOR THE THIRD CIRCUIT
____________
Nos. 03-2801 & 03-3282
ELINOR F. MARSHALL;
HARRIET FENTON PARKS;
CAROLL D. KNOTT;
LINDSAY DRYDEN, III;
RANDOLPH FENTON, JR.;
GLENN THORNTON;
SYNDIE THORNTON SMITH;
HEATHER THORNTON;
MATTHEW C. FENTON, III
THOMAS T. FENTON,
Appellants
v.
BRUCE LEA LAURIAULT;
MERCANTILE-SAFE DEPOSIT &
TRUST
COMPANY; K. DONALD PROCTOR;
ELIZABETH CHANDLER
LAURIAULT
PIERSON; SALLY VAUGHN
LAURIAULT
____________
Appeal from the United States District
Court
For the District of New Jersey
D.C. No.: 02-cv-05945
District Judge: Honorable Anne E.
Thompson
____________
Argued: April 21, 2004
Before: SCIRICA, Chief Judge,
ROSENN and GREENBERG, Circuit
Judges.
(Filed: June 15, 2004)
Marvin J. Brauth, Esq. (Argued)
Wilentz, Goldman & Spitzer, P.A.
90 Woodbridge Center Drive
P.O. Box 10
Woodbridge, NJ 07095
Counsel For Appellants
Gerard G. Brew, Esq. (Argued)
Robert A. M intz, Esq.
Tammy L. Meyer, Esq.
McCarter & English, LLP
100 Mulberry Street
Newark, NJ 07102
Counsel For Appellees
____________
OPINION OF THE COURT
____________
ROSENN, Circuit Judge.
This appeal presents an unusual
challenge to the action of the United States
District Court in refusing to declare the
State of New Jersey’s adult adoption
statute unconstitutional for lack of a notice
provision. Other difficult questions posed
relate to the District Court’s diversity
jurisdiction to hear a challenge to an adult
adoption on state law grounds.
Maria Fenton (“Maria”), now

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deceased, was one of ten beneficiaries of a
trust created by her uncle, Foster T.
Fenton, in Maryland in 1966. Several
years before her death, Maria adopted her
four adult cousins through a proceeding in
New Jersey state court. The other
beneficiaries sought declaratory relief in
the United States District Court for the
District of New Jersey to have the New
Jersey adult adoption statute declared
invalid and Maria’s adoption proceedings
declared null and void. The District Court
granted Maria’s motion to dismiss the
action under Fed. R. Civ. P. 12(b)(6). We
affirm in part, reverse in part, and remand
for further proceedings.
I.
Plaintiffs/Appellants are surviving
beneficiaries of a revocable trust (the
“Trust”) created by Foster T. Fenton
(“Fenton”) in the State of Maryland on
November 29, 1966. The Trust provides
that after the death of Fenton’s wife, the
balance of the Trust would inure to the
benefit of Fenton’s brothers and their
wives. After the deaths of the brothers and
wives, the Trust provides for the annual
income to be paid to each of Fenton’s ten
nieces and nephews during their remaining
lifetimes. Upon the death of any niece or
nephew, his or her designated one-tenth
share of income from the Trust is to be
paid to the deceased niece or nephew’s
“issue,” as the case may be. If there are no
living issue, the share is to be paid, per
stirpes, to the surviving nieces or nephews
or their living issue. The Trust terminates
twenty-one years after the death of the last
of the ten named nieces and nephews. At
that time, the principal is to be distributed
among the individuals entitled to receive
the Trust income at the date of
termination.
The Trust specifically provides that
“an adopted child and such adopted child’s
lawful blood descendants shall be
considered in this instrument as lawful
blood descendants of the adopting parent
or parents.” The Trust does not include
any specific provision pertaining to
individuals adopted as adults.
Maria filed a Complaint in July
1991 in the Superior Court of New Jersey,
Chancery Division - Fam ily Part,
Hunterdon County, to legally adopt four
adults. The adoptees were the children of
Maria’s first cousin, who recently had
died. The Superior Court granted the
adoption pursuant to the New Jersey adult
adoption statute, N.J.S.A. 2A:22-1 et seq.
Appellants claim that neither they, nor the
trustees, received notice of the adoption
proceeding.
Prior to completing the adoption,
Maria’s attorney, James W . Lance, wrote
in 1990 to the Trust’s corporate trustee,
Mercantile-Safe De posit & Trust
Company, informing the trustee that Maria
intended to adopt her four cousins. The
letter inquired whether, in the trustee’s
opinion, the adult adoption would enable
the adoptees to inherit Maria’s share of the
Trust. The trustee responded to the inquiry
offering an unqualified opinion that the
adoption would enable the adoptees to
inherit Maria’s share of the Trust, per
stirpes. Upon completion of the adoption,

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Maria’s attorney delivered the amended
birth certificates of the adoptees and the
Order of Adoption to the corporate trustee.
Maria died in 2002. Upon her
death, three of her adopted children
(collectively, “the Adoptees”) asserted an
interest in the Trust as Maria’s “issue.”1
In response, the Appellants, who are all
beneficiaries under the Trust, filed the
complaint at bar in the U.S. District Court
for the District of New Jersey. The
complaint raised two claims for
declaratory relief seeking, inter alia, a
judgment that would (1) declare the 1991
New Jersey adoption decree invalid insofar
as it created rights or interests in the Trust
for the adult Adoptees; (2) declare that the
adult Adoptees have no rights to or interest
in the income or principal of the Trust; and
(3) direct the trustees not to pay any
portion of the income or principal of the
Trust to the adult Adoptees.
Although both counts in the
complaint seek identical relief, they are
based on different legal theories. The first
count alleges that Maria’s failure to
provide notice of the adoption proceeding
to the Appellants “prejudiced” their
interests in the Trust, thereby invalidating
the adoption insofar as it would affect their
interests. The basis for the claim of
“prejudice” is not completely clear from
the language of the complaint, and we
interpret it as a challenge to the validity of
the adoptions based on the applicable state
law. See Davis v. Ohio Barge Lines, Inc.,
697 F.2d 549, 552 (3d Cir. 1983) (“in
passing on a motion to dismiss on the
ground, inter alia, of lack of jurisdiction
over the subject matter, the allegations of
the complaint should be construed
favorably to the pleader”). Thus, we read
the claim to allege, as the Appellants assert
in their brief, that the adoptions were
invalid under the New Jersey law of
adoptions, and that the New Jersey
adoption decrees should not be given full
faith and credit under Maryland law,
which governs the Trust.
The seco nd co unt alleges
alternatively that because the New Jersey
adult adoption statute, N.J.S.A. 2A:22-1, et
seq., does not provide for notice to persons
or entities whose interests may be affected
by the adoption, the statute is invalid under
the Fourteenth Amendment to the United
States Constitution and the New Jersey
State Constitution.
In January of 2003, the District
Court granted Appellants a temporary
restraining order, prohibiting the Adoptees
from filing an action in Maryland state
court to claim their interest in the Trust. In
March of 2003, the District Court denied
the Appellants’ motion for a preliminary
injunction and vacated the temporary
restraining order. Once the restraining
order was lifted, the Adoptees filed a claim
in Maryland state court (“the Maryland
case”) seeking to compel the trustees to
make distributions from the Trust to the
1 Maria’s adopted daughter Virginia
Lewis Lauriault predeceased Ms. Fenton.

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4
Adoptees.2 The Adoptees also filed an
action in the Superior Court of New
Jersey, Chancery Division, Probate Part,
Hunterdon County, (“the New Jersey
case”) seeking a declaratory judgment
certifying that the New Jersey adoption
decree is valid for all purposes.3
On May 27, 2003, the District
Court granted the Adoptees’ motion to
dismiss the complaint pursuant to Fed. R.
Civ. P. 12(b)(6). The appellants timely
appealed.4
II.
T h e A p p e l l a n t s c l a i m e d
jurisdiction for their underlying suit as a
matter arising under the Constitution of the
United States pursuant to 28 U.S.C. §
1331, and as a diversity suit pursuant to 28
U.S.C. § 1332. This court maintains
appellate jurisdiction under 28 U.S.C. §
1291. As an appeal from the District
Court’s grant of a motion to dismiss under
Fed. R. Civ. P. 12(b)(6), our review is de
novo. Jordan v. Fox, Rothschild, O’Brien
& Frankel, 20 F.3d 1250, 1261 (3d Cir.
1994). Upon a motion to dismiss, we
construe the complaint liberally, and
assume all factual allegations in the
complaint to be true. Wilson v. Rackmill,
878 F.2d 772, 775 (3d Cir. 1989). The
dismissal will be upheld if we agree with
the District Court that the Appellants can
prove no set of facts that would entitle
them to relief. Conley v. Gibson, 355 U.S.
41, 45-46 (1957).
The District Court held that it did
not have jurisdiction to hear any of the
Plaintiff’s claims based on state law, and
considered only the challenge to the New
Jersey adult adoption statute on
constitutional due process grounds.
Regarding the challenge to the validity of
the New Jersey state court adoption
decree, the District Court cited to District
of Columbia Court of Appeals v. Feldman,
460 U.S. 462 (1983) for the proposition
that federal district courts do not have
jurisdiction to hear a challenge to state-
court decisions, even if the challenge
raises a constitutional claim. As to the
claim for a declaratory judgment that the
Adoptees have no interest in the Trust, the
District Court held that it could not assume
jurisdiction over that issue under the
2 The Maryland case is captioned In
the Matter of the Marital Trust Created
Under the Revocable Deed of Trust
Executed by Foster T. Fenton as Settlor
and Hilary W. Gans and Mercantile-Safe
Deposit and Trust Companies as
Trustees, Case No. 24-T-03-000074 (Cir.
Ct. Baltimore Cty.).
3 The New Jersey case is captioned In
the Matter of the Estate of Maria B.
Fenton, deceased. The Adoptees did not
provide a case number citation to this
court.
4 In addition to Maria Fenton’s
adopted children, Mercantile-Safe
Deposit & Trust Company, K. Donald
Proctor, Matthew C. Fenton and Trustees
were also named as nominal appellees.

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5
probate exception to diversity jurisdiction.5
Finally, although the District Court did not
address this issue, the Adoptees argued
before the District Court and again in their
appellate brief that this Court should
abstain from deciding the Appellants’
claims. We therefore turn to each of these
jurisdictional issues.
A.
In dismissing for lack of
jurisdiction the challenge to the validity of
the New Jersey adoption decree, the
District Court noted the general principle
that federal district courts may not sit as
appellate courts to review state court
decisions. Although the District Court
cited only to District of Columbia Court of
Appeals v. Feldman, this principle is
commonly known as the Rooker-Feldman
doctrine. See Rooker v. Fidelity Trust Co.,
263 U.S. 413 (1923). The District Court
correctly stated the general principle under
Rooker-Feldman, but failed to recognize
an important factor in the doctrine’s
application. Under the Rooker-Feldman
doctrine, “a party losing in state court is
barred from seeking what in substance
would be appellate review of the state
judgment in a United States district court,
based on the losing party's claim that the
state judgment itself violates the loser's
federal rights.” Johnson v. DeGrandy, 512
U.S. 997, 1005-1006 (1994) (emphasis
added). In this case, the Appellants were
not a party to the adoption proceeding in
New Jersey, and they are not challenging
an adverse judgment against them. Rather,
the Appellants mount a collateral attack on
the validity of the New Jersey adoption
decree. Therefore, we hold that the
District Court’s finding of no jurisdiction
over a claim of a non-party to state
litigation because of Rooker-Feldman to
be in error. The Rooker-Feldman doctrine
does not apply to this case, and the District
Court could, in theory, assert diversity
jurisdiction over this collateral attack to
the New Jersey adoption decree.
B.
The District Court found that it did
not have jurisdiction to declare that the
Adoptees have no right or interest in the
Trust due to the probate exception to
diversity jurisdiction. The District Court
did not conduct any analysis of this issue,
but simply cited to Princess Lida of Thurn
and Taxis v. Thompson, 305 U.S. 456
(1939), to support its position. We
conclude again that the District Court’s
holding in this matter was incorrect. In
Princess Lida, the Supreme Court was
called upon to resolve a dispute between a
federal district court and the Pennsylvania
Court of Common Pleas, where both
courts had claimed jurisdiction over a trust
matter and had issued orders restraining
the parties from proceeding in the other
court. 305 U.S. at 461. The Supreme
Court determined that the claims in that
case were not brought in personam to
determine the rights of any person in the
trust. Id. at 466-467. Had the claims been
brought under diversity jurisdiction in
personam, the Court’s analysis would have
5 See infra Part II.B for a description
of the origin and scope of the probate
exception.

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6
been different. Id. Rather, the claims
were quasi in rem, as they related to the
administration and restoration of the
corpus of a trust. Id. at 467. Therefore,
the Supreme Court held that the state court
maintained exclusive jurisdiction over the
corpus of the trust, and the federal district
court could exercise no jurisdiction. Id. at
468. The differences between Princess
Lida and the case at hand are stark. First,
there is no conflict between the federal and
state courts regarding jurisdiction.6
Second, the case at bar deals primarily
with a determination of rights in the Trust
among the parties; there is no claim in rem
requiring the federal court to maintain
jurisdiction over the corpus of the trust.
A determination of whether the
probate exception to diversity jurisdiction
a p p l i es r e q u i re s a m u c h m o re
comprehensive analysis than that offered
by the District Court. Several of our sister
circuit courts have discussed the limits of
t h e p r o b a t e e x c e p t i o n , o f t e n
acknowledging its difficult contours. See,
e.g., Mangieri v. Mangieri, 226 F.3d 1, 2
(1st Cir. 2000) (noting that “the precise
scope of the probate exception has not
been clearly established”). However, the
Supreme Court and the several circuit
courts have sufficiently clarified the
doctrine’s guiding principles to resolve the
issue presented in this case.
Generally speaking, the Judiciary
Act of 1789 conferred equity jurisdiction
upon the federal courts, which did not
include probate jurisdiction. Markham v.
Allen, 326 U.S. 490, 494 (1946) (noting
that the English Court of Chancery in 1789
did not have jurisdiction over probate
matters). Thus, federal courts do not have
jurisdiction to probate wills or administer
estates. Id. However, federal courts do
have jurisdiction to entertain suits raised
by creditors, heirs and other claimants
against an estate as long as the federal
court “does not interfere with the probate
proceedings or assume general jurisdiction
of the probate or control of the property in
the custody of the state court.” Id. See
also Moore v. Graybeal, 843 F.2d 706, 709
(3d Cir. 1988). In Markham, the Supreme
Court upheld a district court judgment
declaring that a petitioner was “entitled to
receive the net estate of [the decedent] in
distribution” because the judgment did not
disturb the administration of the
decedent’s estate, but rather “decree[d]
petitioner’s right in the property to be
distributed after its administration.” 326
U.S. at 495.
In the cases following Markham,
the circuit courts have further refined the
probate exception to diversity jurisdictions
explaining generally that the jurisdictional
question can be decided by determining
whether the action could be brought in a
state court of general jurisdiction where
the federal court sits. Foster v. Carlin, 200
F.2d 943, 947 (4th Cir. 1952). However,
where a matter does not ordinarily fall
within the probate exception to diversity
jurisdiction, the exception may not be
6 The Appellees stipulated at oral
argument that the Maryland state court
has stayed the proceedings in the case
brought by the Adoptees pending
resolution of this appeal.

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expanded or federal jurisdiction denied
because state law would allow the matter
to be assigned to a probate court. See,
e.g., Waterman v. Canal-Louisiana Bank
& Trust Co., 215 U.S. 33, 43-44 (1909).
Turning to the case at hand, we
conclude that the District Court erred in
determining that the probate exception to
diversity jurisdiction applies to this case.
Fenton established the Trust at issue in this
case prior to his death, and there is no
current or pending matter regarding the
Trust to be administered in the state
probate court. To this Court’s knowledge,
no state pro bate court exercised
jurisdiction over the Trust prior to the
appellants filing the present suit.
Therefore, the federal court is not asked to
interfere with any probate proceeding or
assume control over property in probate.
Thus, the District Court possesses diversity
jurisdiction over this claim in personam to
determine the rights of the parties in the
Trust.
To further reinforce the point, we
note that the claim brought by the
Adoptees to establish their rights in the
Trust was appropriately raised in Maryland
Circuit Court, the state court of general
jurisdiction.7 In that action, the Maryland
court would presumptively consider the
same issues presently before this court,
including whether Maryland law requires
recognition of the New Jersey adoption
decree and a grant of full faith and credit
for all purposes. Because these issues are
appropriate for the Maryland state court of
general jurisdiction, and not the Maryland
probate court, the federal court’s diversity
jurisdiction, consequently, is not disturbed
by the probate exception.8
C.
The Adoptees argue that this Court
should abstain from deciding this case,
based on several recognized abstention
doctrines. In order to weigh the
appropriateness of abstention, it is helpful
to summarize the parties’ positions
regarding the state law issues before us.
Appellants concede that the Trust is
governed by Maryland law, but argue that
the New Jersey adoption decree is not
entitled to full faith and credit in Maryland
because it is the result of an invalid
judicial ruling. Appellants cite to a series
of New Jersey cases for the proposition
7 Under the Maryland constitution, the
courts and legislature have vested
probate jurisdiction in the orphan’s court.
See Radcliff v. Vance, 757 A.2d 812,
816 (Md. 2000). Because the Trust is
governed by Maryland law, and only the
Maryland courts could assert any
potential probate jurisdiction, the case
brought by the Adoptees in New Jersey
does not affect the probate exception to
diversity jurisdiction analysis.
8 It is worth noting that even if the
Maryland case is postured in rem, the
federal court will not be stripped of
jurisdiction because the state court claim
was filed after the federal in personam
claim. See Reichman v. Pittsburgh Nat’l
Bank, 465 F.2d 16, 18 (3d Cir. 1972).

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8
that in New Jersey, adult adoptions entered
for the purpose of inheriting from a third
party or “stranger to the adoption” are not
valid.9 Had the Appellants been provided
notice of the adoption proceeding, they
suggest that they would have informed the
New Jersey court of Maria’s “invalid”
purpose in the adoption (i.e. arranging for
her cousins to inherit from the third party
Trust) and prevented the court from
approving the adoption.
The Adoptees argue that New
Jersey law does not prohibit adult
adoptions simply because they involve,
among other things, inheritance from a
third party passing through the adoptive
parent. Adoptees assert that the adoption
is valid because they complied with every
requirement of the New Jersey adult
adoption statute, N.J.S.A. 2A:22-1 et seq.,
and that Maryland law explicitly states that
adult adoptees will be considered “issue”
entitled to the same rights as natural
children in matters governing the
disposition of a trust. See Evans v.
McCoy, 436 A.2d 436 (M d. 1981).
As noted above, once the District
Court resolved its temporary restraining
order, the Adoptees filed the Maryland
case seeking distribution of their interest in
the Trust funds, and the New Jersey case
seeking declaratory relief to establish the
validity of the adoption. These pending
state court claims form the basis for the
Adoptees’ request for abstention.
The Adoptees rely on two different
lines of cases to support their request for
abstention. First, under Railroad Comm’n
of Texas v. Pullman Co., 312 U.S. 496
(1941) and its progeny, the Supreme Court
acknowledged that the federal courts may
exercise their “wise discretion” to abstain
from a case if a parallel state suit may
resolve the federal question. 312 U.S. at
501. Subsequent cases refined the
Pullman abstention doctrine, warning that
abstention is only appropriate in
“exceptional circumstances.” Moses H.
Cone Mem’l Hosp. v. Mercury Constr.,
460 U.S. 1, 14 (1983) (citing Colorado
River Water Conservation Dist. v. United
States, 424 U.S. 800, 813 (1976)). The
appropriateness of abstention should be
reached by balancing factors such as
“inconvenience of the federal forum; the
desirability of avoiding piecemeal
litigation; and the order in which
jurisdiction was obtained by the concurrent
forums.” Moses H. Cone, 460 U.S. at 15
(citation omitted). Yet, none of these
factors will be determinative, and the
balance is “heavily weighted in favor of
the exercise of jurisdiction.” Id. at 16
(citation omitted).
9 See Matter of Duke, 305 N.J. Super.
408, 702 A.2d 1008 (N.J. Super. Ct. Ch.
Div. 1995); Matter of the Action of M
for the Adoption of P, an Adult, 193 N.J.
Super. 33, 471 A.2d 1220 (N.J. Super.
Ct. Law Div. 1983); Matter of Nicol’s
Estate, 152 N.J. Super. 303, 377 A.2d
1201 (N. J. Super. Ct. App. Div. 1977);
Matter of Griswold’s Estate , 140 N.J.
Super. 35, 354 A.2d 717 (Morris County
Ct. 1976); In re Comly’s Estate, 90 N.J.
Super. 498, 218 A.2d 175 (Gloucester
County Ct. 1966).

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The Supreme Co urt als o
acknowledged that “[g]enerally, as
between state and federal courts, the rule is
that ‘the pendency of an action in the state
court is no bar to proceedings concerning
the same matter in the Federal court
having jurisdiction . . . .’” Colorado River,
424 U.S. at 817 (citing McClellan v.
Carland, 217 U.S. 268, 282 (1910)). In
fact, when a judgment sought is strictly in
personam, both state and federal courts
with concurrent jurisdiction may proceed
until judgment is obtained in one of them.
Princess Lida, 305 U.S. at 465-466.
See also In re Diet Drugs, 282 F.3d 220,
234 (3d Cir. 2002) (explaining that parallel
in personam actions may proceed in
federal and state courts, with principles of
res judicata resolving the effect of a
judgment in one court upon the other).
Under these circumstances, we do
not believe that this case requires
application of Pullman abstention. First,
deferring the state law issues to the state
courts would not likely resolve the federal
constitutional question presented. Second,
we see no issues in these state law claims
that create the “exceptional circumstances”
required for Pullman abstention.
However, Adoptees also argue for
abstention under an alternate theory.
Despite the strong antipathy to abstention,
the Supreme Court acknowledged a
specific situation that allows federal courts
greater deference in deciding whether
abstention is appropriate. In Brillhart v.
Excess Ins. Co. of America, 316 U.S. 491,
494-95 (1942), the Court held that when a
federal suit is brought under the Federal
Declaratory Judgments Act, 28 U.S.C.
§ 400, presenting only questions of local
laws, the court is under “no compulsion to
exercise [] jurisdiction” if a parallel state
court proceeding would address the
matters in controversy between the parties.
In Wilton v. Seven Falls, 515 U.S. 277
(1995), the Court reaffirmed the district
courts’ broad discretion for abstention
when entertaining claims for declaratory
judgment. “Since its inception, the
Declaratory Judgment Act has been
understood to confer on federal courts
unique and substantial discretion in
deciding whether to declare the rights of
litigants.” Id. at 286. Thus, courts are
permitted to avoid gratuitous interference
with state court matters by abstaining from
claim s for declaratory judgment,
specifically if the state court proceedings
would address “the same issues, not
governed by federal law, between the same
parties.” Wilton, 515 U.S. at 282 (citing
Brillhart, 316 U.S. at 495).
Therefore, if the federal court
believes that the state law questions in
controversy between the parties are better
suited for resolution in state court, then the
federal court may properly abstain from
deciding a declaratory judgment claim. Id.
Although the Adoptees informed this
Court of their pending claims in Maryland
and New Jersey, those complaints are not
in the record before us. Without reviewing
the complaints, we cannot verify whether
those state claims will adequately address
all of the issues presented in this case.
Thus, we will remand this issue for further
consideration by the District Court and
application of the Brillhart abstention

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10
doctrine should the District Court then
deem such action appropriate.
III.
The second count in the Appellants’
complaint alleges that the New Jersey
adult adoption statute, N.J.S.A. 2A:22-1, et
seq., is invalid under the Fourteenth
Amendment of the U.S. Constitution and
the New Jersey State Constitution because
it “does not provide for notice to persons
or entities interested in or whose interests
may be affected by the adoption.”
Because this claim, on its face, appears to
be a facial challenge to the New Jersey
adult adoption statute, this Court noted that
Fed. R. Civ. P. 24(c) requires that the
District Court notify the state attorney
general of the claim, providing the state an
opportunity to intervene to defend the
statute. Although Rule 24(c) places the
responsibility on the court to provide
notice to the state, it also warns that the
party challenging the statute “should” call
the matter to the attention of the court. In
this case, the record does not indicate any
acknowledgment from the District Court
or the Appellants of its Rule 24(c) duty.
We requested that the parties address the
consequences of the failure to comply with
Rule 24(c). The Appellants explained that
their claim was not actually a facial
challenge to the statute, but rather a
challenge to the statute as applied in these
circumstances. Because this is an appeal
of a dismissal under Rule 12(b)(6), we will
accept the Appellants’ customizing of their
claim, despite the otherwise clear language
in the complaint. Therefore, we will not
take any action with respect to a potential
failure to follow Rule 24(c), we will treat
the claim as a challenge to the statute as
applied, and turn to the merits of the
dismissal.
Appellants’ preface their ability to
collaterally attack the adoption decree on
the Restatement (Second) of Judgments §
31(2) (1982). That section states that:
[a] judgment in an action whose purpose is
to determine or change a person’s status is
conclusive with respect to that status upon
all other persons, with the following
qualifications:
(a) If a person has, under applicable law,
an interest in such status such that he is
entitled to contest its existence, the
judgment is not conclusive upon him
unless he was afforded an opportunity to
be a party to the actions.
Comment (f) to the Restatement §
31(2) further explains that:
[r]ules governing proceedings to
adjudicate status often designate those who
must be made parties to, or given notice
of, the proceedings. . . . In some instances,
a legal interest in the status sufficient to
confer that authority has been found to
exist as a matter of Constitutional law.
Beyond this, applicable statutory and
decisional law determines the persons who
have such an interest.

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Although the New Jersey courts
have not explored this topic, the District
Court correctly found that the New Jersey
adult adoption statute on its face only
requires that consent, and therefore notice,
of an adult adoption proceeding be given
to the spouse of the adopting parent.
N.J.S.A. 2A:22-1. There is no statutory
requirement for notice to third parties.
Therefore, the Appellants must show that
their protected interest in the adoption
proceeding is derived from either the
federal or state constitutions.
The District Court dismissed the
Appellants’ due process claim on two
grounds. First, the Court explained that
none of the case law cited by the
Appellants supported their claim that, as a
party whose monetary interest in the Trust
could be tangentially affected by the
adoption, they were entitled to notice of
the adoption proceeding. Second, the
Court stated that the disposition of the
Trust itself would provide the Appellants
with an opportunity to defend their
interests, thereby satisfying due process.
A constitutional analysis begins
with a presumption that a statute or its
application is constitutional, and the
challenger bears the burden of proving that
a statute is unconstitutional. See I.N.S. v.
Chadha, 462 U.S. 919, 944 (1983).
However, we are not persuaded that a
party’s failure to cite sufficient supporting
case law is an adequate ground for
dismissal under Rule 12(b)(6); it is
possible that a party could raise a scenario
not yet recognized in prior case law. A
court should only grant a motion to dismiss
if it is convinced that the plaintiff can
prove no set of facts warranting relief.
Conley v. Gibson, 355 U.S. 41, 45-46
(1957). On the other hand, the District
Court’s second ground for dismissal,
finding that the Appellants’ due process
rights would be satisfied by their ability to
defend their righ ts in the Trust
proceedings, strikes closer to the target.
We turn now to a more complete analysis
of this issue.
At the outset, we note that due
process is a flexible doctrine, requiring
procedures as the situation demands and
dependent upon the circumstances.
Morrissey v. Brewer, 408 U.S. 471, 481
(1972); see Marincas v. Lewis, 92 F.3d
195, 203 (3d Cir. 1996). Any challenge to
a state law, or the application of the law,
on due process grounds begins with two
inquiries: (1) “whether the State has
deprived the claimant of a protected
property interest,” and (2) “whether the
State’s procedures comport with due
process.” Lujan v. G & G Fire Sprinklers,
Inc., 532 U.S. 189, 195 (2001). Appellants
argue that they have a legitimate property
interest in Maria’s one tenth share of the
Trust because the Trust specifically states
that if Maria died without issue, her share
would be divided among them as the
remaining beneficiaries. However,
assuming arguendo the Appellants’
assertion of a property interest in M aria’s
one tenth share of the Trust,10 we do not
10 As will be discussed below, the
Appellants had no property interest in
Maria Fenton’s share of the Trust at the

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believe that the State’s action in granting
the adoptions actually worked to deprive
the claimants of a property interest.
To support their argument, the
Appellants cite to a line of Supreme Court
cases acknowledging that natural fathers
have a due process right to notice of
adoption proceedings if those proceedings
would extinguish their parental rights. See
Armstrong v. Manzo, 380 U.S. 545, 550
(1965) (recognizing a natural father’s
liberty interest in a parental relationship
and requiring notice of an adoption to
satisfy the father’s due process rights);
Lehr v. Robertson, 463 U.S. 248, 264
(1983) (holding that a state may satisfy due
process through a putative father’s
registry, which places the father’s right to
notice within his control). Appellants
would have this Court interpret these cases
to establish a rule that parties whose
economic interest may be affected by an
adoption are entitled to either notice of the
proceeding or an alternative mechanism to
assert their right to notice. Yet, these
cases are distinguished from the scenario
before us because in both Armstrong and
Lehr, the adoption proceeding itself
extinguished the natural fathers’ liberty
interest in their parental status. In this
case, the New Jersey adoption proceeding
did not purport to or actually determine the
Appellants’ interest in the Trust. Rather,
the adoption proceeding simply created a
parental relationship between Maria and
her second cousin adoptees. What, if any,
effect the adoption had on the interests in
the Trust of the other beneficiaries was a
matter for the trustees and the Maryland
courts.
“The fundamental requirement of
due process is the opportunity to be heard
‘at a meaningful time and in a meaningful
manner.’" Matthews v. Eldridge, 424 U.S.
319, 333 (1976) (quoting Armstrong v.
Manzo, 380 U.S. 545, 552 (1965)). The
Appellants’ claim of a property interest in
Maria’s one-tenth share of the Trust will
be determined by the trustees, based on
their interpretation of the requirements
specified in the Trust itself, or by a court
deciding the issue under Maryland law.
The New Jersey court, by granting the
adoptions, exercised no jurisdiction or
authority over any property interest in the
Trust. Therefore, the “meaningful time”
for the Appellants to be heard will occur
when either the District Court on remand
elects to address the state law claim under
diversity jurisdiction, or abstains, leaving
the issue to the Maryland state court.
The Supreme Court’s recent
opinion in Lujan v. G & G Fire Sprinklers,
Inc., 532 U.S. 189 (2001) further supports
our conclusion that the Appellants did not
have a due process right to notice in this
case. In Lujan, a California agency, acting
under state law, withheld payments to a
construction contractor because the agency
alleged that the contractor had violated
state minimum wage laws. 532 U.S. at
191. The contractor complained that the
withholding violated its due process rights
because the state did not provide notice or
time of the adoptions, but only an interest
in a potential claim if certain conditions
were met at the time of Maria’s death.

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a hearing before withholding the
payments. The Court explained that the
state’s actions did not deprive the
contractor of any property over which it
could exercise present ownership
dominion; the contractors’ interest was
limited to a future claim for payment under
a contract with the state. Id. at 196.
Therefore, the Court held that “if
California makes ordinary judicial process
available to respondent for resolving its
contractual dispute, that process is due
process.” Id. at 197.
Applying the Lujan holding to the
case at bar, it is clear that the Appellants’
potential claim to Maria’s interest in the
Trust at the time of the adoption was not
based on present ownership dominion.
The potential claim to Maria’s share of the
Trust remained to be determined by the
trustees or the Maryland courts. W e hold,
therefore, that the Appellants, as third
parties, had no due process right to notice
of the New Jersey adoption proceedings.
The Appellants’ ability to pursue their
claim in the appropriate state court at the
time of the Trust disposition provides all
the process that is due them under the
Fourteenth Amendment of the United
States Constitution.
The New Jersey Supreme Court has
noted that Article 1, paragraph 1 of the
New Jersey Constitution encompasses the
same due process rights guaranteed under
the Federal Constitution. Montville Tp. v.
Block 69, Lot 10, 376 A.2d 909, 917 (N.J.
1977). Although the New Jersey Supreme
Court has interpreted the state constitution
in a few areas to provide greater rights
than the federal constitution, it has never
announced such a position that would
encompass the due process rights to notice
of the adoption requested by the
Appellants in this case. See, e.g., State v.
Johnson, 346 A.2d 66 (N.J. 1975)
(announcing state constitutional rights in
the context of search and seizure);
Burlington County N.A.A.C.P. v. Twp. of
Mount Laurel, 336 A.2d 713 (N.J. 1975)
(announcing state constitutional rights in
the context of zoning). Therefore, we
believe that the New Jersey Supreme Court
would reach the same conclusion under the
New Jersey Constitution as we have
reached under the federal constitutional
analysis. Accordingly, the District Court’s
dismissal of the due process claim will be
affirmed.11
11 The Adoptees raise two alternate
arguments to support their position.
First, they assert that when Maria’s
attorney informed the trustees in 1990 of
her intention to adopt her cousins and
sought an opinion on whether the
adoption would entitle her adopted
children to inherit from the Trust, she
provided constructive notice to the
beneficiaries satisfying any due process
requirements. Second, the Adoptees
argue that laches bars this suit, given that
the Appellants learned of the adoption in
1991 but waited to challenge the
adoption until after Maria’s death.
Because we hold that the Appellants did
not have a due process right to notice of
the adoption proceeding, we need not
reach these issues.

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IV.
Because we hold that the District
Court erred in its finding of no jurisdiction
to hear the Appellants’ claims based on
state law grounds, we will vacate the
dismissal of those claims. However,
because the Appellants seek declaratory
judgment on state law claims which seem
to address the same state law issues
currently pending in state court, abstention
on these claims may be appropriate under
Brillhart. This case will be remanded to
the District Court with directions to vacate
its orders to dismiss, review the state law
claims, and determine whether in the
exercise of its discretion, it will abstain. In
the event that the District Court does not
abstain, it should decide the germane state
law claims. Finally, the District Court’s
order granting defendants’ motion to
dismiss the Appellants’ due process claim
is hereby affirmed. Each side to bear its
own costs.

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