McDowell

These appeals concern two actions by Providence Health Plan to recover benefits paid to its insureds, the McDowells. The first action, “McDowell I” was for breach of contract and was filed in state court. McDowell I was removed to federal court and dismissed as completely preempted under the Employee Retirement Income Security Act of 1974 (“ERISA”), 29 U.S.C. §§ 1001 et seq. The second action, “McDowell II” was filed in federal court as an action for equitable relief under ERISA’s civil enforcement provision, 29 U.S.C. § 1132 (a). This action was also dismissed after the district court determined that Providence failed to' state a claim under § 1132(a).

For the following reasons, we reverse the dismissal of McDowell I, but affirm as to McDowell II.

BACKGROUND

In February of 1990, Gary McDowell applied for health coverage through Select-Care Health Plans, the health care insurance plan selected by his employer. Rose-lea McDowell, Gary’s spouse, is covered under the same policy. The McDowells’ policy was renewed every year thereafter with SelectCare and then, after Select-Care’s 1997 merger with Providence, with both SelectCare and Providence. In January of 2000, the insurance…

with whom PREGERSON, REINHARDT, HAWKINS, McKEOWN, and BERZON, Circuit Judges join, 1 dissenting from the denial of rehearing en banc:

I respectfully dissent from the decision of the court not to rehear this case en banc. This decision marks a profound change in ERISA law and a significant deviation from Supreme Court and Ninth Circuit precedent. It is a harsh result that will be felt in human terms by subjecting plan participants to previously preempted lawsuits while denying them the concomitant right to assert their own claims based on the same plan document or insurance policy.

The Supreme Court has observed that “ERISA is a comprehensive and reticulated statute, the product of a decade of congressional study of the Nation’s private employee benefit system.” Great-West Life & Ann. Ins. Co. v. Knudson, 534 U.S. 204, 209 , 122 S.Ct. 708 , 151 L.Ed.2d 635 (2002) (internal quotation marks and citations omitted). As part of its expansive regulation of employee benefit plans, ERISA provides for a federal cause of action for civil claims to enforce the provisions of an ERISA plan. In so providing, “Congress’s primary goal was to replace the patch-work quilt of state law with a…