Cline

These consolidated appeals arise out of an attempted class action brought to impose ERISA status and liability upon an employee benefit plan which the defendants assert is an IRA plan not covered by Parts 2 and 3 of Title I of the Employee Retirement Income Security Act (“ERISA”), 29 U.S.C. § 1001 et seq. The District Court granted summary judgments. The plaintiffs have appealed the judgments, and the defendants have appealed the denial of attorney fees. We affirm.

FACTS

On or about December 1, 1977, Appellee The Industrial Maintenance Engineering & Contracting Co. (“TIMEC”) and Appellee International Union of Petroleum & Industrial Workers (the “Union”) 1 created *1228 a group Individual Retirement Annuity (IRA) plan (the “Plan”) for the benefit of Union members who were employees of TIMEC. The Plan purchased a group IRA policy from Appellee Great-West Life & Annuity Insurance Company (“Great-West”). Another company, Appellee Oak Tree Administration, Inc. (“Oak Tree”) provides services to the Plan. At its inception the Plan was funded through employee contributions only. TIMEC, the Union, the Plan, Greab-West and Oak Tree are collectively the Defendants, Appellees and…