Kroske

I. Background

U.S. Bank Corp., a Delaware corporation, is a federally chartered National Banking Association that was formed in accordance with the National Bank Act, 12 U.S.C. § 21. The Bank is governed by a board of directors, which is empow- ered by the Bank’s bylaws to elect and discharge officers.

Kathy Kroske began working for the Bank in 1977 as a teller. On April 20, 1993, the Bank’s board of directors elected Kroske as an officer in the role of Assistant Vice Pres- ident. During restructuring due to a merger, the Bank changed Kroske’s position from retail market manager to manager of KROSKE v. US BANK CORP. 16643 the Manito bank branch in Spokane, Washington. As man- ager, Kroske was notified that her branch was not meeting the Bank’s goals and quotas for business activity. Although Kroske contends that her branch was the smallest in the area with the fewest employees, and that she was short-staffed, the Bank continued to insist that her branch meet fixed business activity levels and warned that she would be disciplined if it did not. Ultimately, in July 2002, the Bank terminated Kroske for allegedly failing to meet the daily performance goals. The…