Winterrowd

Neil Winterrowd, Kevin Yurkus, and Gregory Stopp appeal the district court’s grant of summary judgment in favor of American General Annuity Insurance Company (“AGAIC”). The district court held that Appellants’ breach of contract claim was preempted by the Employfee Retirement Income Security Act of 1974, 29 U.S.C. § 1001 , et seq. (“ERISA”). The sole issue on appeal is whether the district court properly determined that AGAIC offered severance benefits to Appellants pursuant to an ERISA “employee benefit plan.”

The district court had diversity jurisdiction pursuant to 28 U.S.C. § 1332 , and 28 U.S.C. § 1291 confers jurisdiction over the instant appeal. We hold that AGAIC did not offer severance benefits to Appellants pursuant to either an amendment to an existing ERISA plan or a new ERISA plan. Accordingly, we REVERSE and REMAND.

Facts

Appellants Winterrowd, Yurkus, and Stopp worked as commissioned sales employees of Independent Advantage Financial and Insurance Services (“IAF”) for several years. In February 1998, American General Corporation (“American General”) acquired a controlling interest in IAF’s parent company, Western National Corporation (“WNC”). WNC was…