IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF PENNSYLVANIA
GENE R. ROMERO, JOSEPH L. BENOIT,
JAMES T. BEVER, ROGER T. BOYD,
RICHARD A. CARRIER, PAUL R. COBB,
CRAIG K. CREASE, SYLVIA KELLY, A.
BURTON ENGLISH (as personal
representative of the Estate of Dwight F.
English), RONALD W. HARPER,
MICHAEL P. KEARNEY, THOMAS A.
KEARNEY LARRY H. LANKFORD, SR.,
DAVID C. LAWSON, NATHAN R.
LITTLEJOHN, II, REBECCA
R.MASLOWSKI, CRAIG A. MILLISON,
JAMES E. MOOREHEAD,
CHRISTOPHER L. PERKINS, RICHARD
E. PETERSON, MARY JANE PILCHAK
(as personal representative of the Estate of
James P. Pilchak), PAULA REINERIO,
PAUL L. SHIRLEY, DONALD L.
TRGOVICH, RICHARD S. WANDNER,
TIMOTHY WEISMAN, ANTHONY T.
WIKTOR, JOHN W. WITTMAN, RALPH
J. WOLVERTON,
THOMAS ABELL
2063 W. Rousseau Drive
Coeur D’Alene, ID 83815
KATHARINE ADAMS-LOVE
5327 Siesta Cove Drive
Sarasota, FL 34242
JOHN P. AELLEN, III
180 Wroxeter Road
Arnold, MD 21012
CLYDE WILLARD ALLEN
1317B German Driveway
P.O. Box 709
Hanover, MD 21076
JOSEPH ALLEY
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No. 01-CV-3894
CONSOLIDATED WITH:
No. 01-CV-6764
CLASS ACTION –
THIRD AMENDED COMPLAINT
JURY TRIAL DEMANDED
Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 1 of 155
THIRD AMENDED COMPLAINT
- 2 -
2386 Poors Ford Road
Rutherfordton, NC 28139
THOMAS PAUL ALLISON
682 Maricopa Dr.
Canyon Lake, TX 78133
RICHARD G. ALTIERI
82 Doreen Drive
Fairfield, CT 06824
ANDREW ALAN ANDERSON
5880 Barrett Road
Colorado Springs, CO 80926
CARL ANGELL
3909 Canby Ct.
Bellingham, WA 98229
EUGENIA ANNINO STEGER, as personal
representative of the Estate of Robert S.
Annino
23 Mum Grace
Beaufort, SC 29906
DANIEL ANULARE
907 Ball Drive
Nokomis, FL 34275
LINDA A. ANULARE
907 Ball Drive
Nokomis, FL 34275
BRUCE WILLIAM ASHLEY
65 Cornell Drive
Woodland Park, CO 80863
RICHARD AURAND
559 Howland Wilson NE
Warren, OH 44484
MAXINE BACHICHA
980 Robbie View #2014
Colorado Springs, CO 80921
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 2 of 155
THIRD AMENDED COMPLAINT
- 3 -
HAROLD E. BAKER
116 Amherst Lane
Sebastian, FL 32958
ROBERT G. BARZELAY
3508 Hollow Oak Place
Brandon, FL 33511
GARY L. BAUMGARDNER
1632 Bexhill Drive
Knoxville, TN 37922
JAMES A. BEARD
1635 Manning Way
Colorado Springs, CO 80919
DEBORAH BECKER
8003 E. Heaven Hill Lane
Mooresville, IN 46158
RICHARD C. BENNETT
2020 80th Ave E
Parrish, FL 34219
COLIN T. BENT
1209 E. Yakima Street
Broken Arrow, OK 74012
VERNON BENTLEY
2409 W. Driftwood Drive
Claremore, OK 74017
HAROLD D. BERNSTEIN
3875 Legacy Drive
Mason, OH 45040
HAROLD D. BERNSTEIN, as personal
representative of the Estate of Sandi
Bernstein
3875 Legacy Drive
Mason, OH 45040
MONTELL BERRY
1115 Village Court
Palm Springs, CA 92262
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 3 of 155
THIRD AMENDED COMPLAINT
- 4 -
WALLACE BERRY
3055 W. 30th Court
PO Box 15637
Panama City, FL 32406-5637
LINDA BEUCHER
PO Box 129
Howey in the Hills, FL 34737
STANLEY R. BINDER
920 Birchwood Court
Newport News, VA 23608
ANDREW BLANCHETTE
217 Karen Drive
Orange, CT 06477
CRAIG A. BOCK
54178 Sherwood Lane
Shelby Township, MI 48315
GARY L. BOCK
1005 Wood Haven Ln. SW
Vero Beach, FL 32962
DAVID P. BOHAN
11399 Spyglass Hill Circle
Anchorage, AK 95515
ROLAND BOISIS
250 S.E. 7th Street
Dania Beach, FL 33004
JANICE BOND
9115 Clearhill Rd
Boynton Beach, FL 33473
DWIGHT CHARLES BONDY
161 N. 222nd Drive
Buckeye, AZ 85326
ROBERT F. BORTELL, JR.
6676 Easton Drive
Sarasota, FL 34238
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 4 of 155
THIRD AMENDED COMPLAINT
- 5 -
DANIEL BOSSIO
2367 West Gate Dr.
Pittsburgh, PA 15237
JAMES L. BRACHFELD
11669 SW Apple Blossom Trail
Port St. Lucie, FL 34987
ROBERTA L. BRACHFELD
11669 SW Apple Blossom Trail
Port St. Lucie, FL 34987
EUGENE BRANDON
4010 River Falls
San Antonio, TX 78259
MICHAEL J. BRANTMEIER
1114 Whiting Court
Neenah, WI 54956
JAY BROKER
17 Presidio Road
Montgomery, TX 77356
NEAL SWANK BROOKS
83 Wood Lily Place
Spring, TX 77382
FAYE D. BROWN
4614 Alabama Hwy 227
Crossville , AL 35962
RICHARD A. BROWN
1471 Carnaby Court
Dunwoody, GA 30338
LESTER BROWN, SR.
8219 47th Street Circle E
Palmetto, FL 34221
WILLIAM L. BROWN, JR.
19 Stefano Way Drive
Missouri City, TX 77459
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 5 of 155
THIRD AMENDED COMPLAINT
- 6 -
RICHARD A. BROWNSON
1511 Walnut Street
Grand Forks, ND 58201
CHARLES R. BURNS III
950 McDonald Lakes Road
Springville, AL 35146
THOMAS C. BUSHEY
100 Mark Lane
Unit L-2
Waterbury, CT 06704-2459
DAVE BUSSELL
8409 Granite Street
Wheelersburg, OH 45694
GARY CALLAWAY
801 De La Bosque
Longwood, FL 32779
GEORGIANA CALLAWAY
801 De La Bosque
Longwood, FL 32779
ALBERT J. CANNIZZARO
225 West Talcott Road
Park Ridge, IL 60068-5531
LAWRENCE J. CAPOUCH
1173 143rd Ave NE
Hatton, ND 58240
RICHARD CARTER
29324 N.E. 16th Place
Carnation, WA 98014
VICTOR M. CATARISANO
7711 Black Willow
Liverpool, NY 13090
PORTIA M. CHAMBLISS
8 Ewell Court
Hampton, VA 23669
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 6 of 155
THIRD AMENDED COMPLAINT
- 7 -
MARK D. CHASE
20 Louisiana Drive
Palm Coast, FL 32137
AMY CHERRNAY
2806 Lake Brook Court
Highland Village, TX 75077
JIMMY C. CHIN
16 Kendrick Lane
Dix Hills, NY 11746
DON C. CHRISTENSEN
5600 Mt. Solo Road, #133
Longview, WA 98632
JAMES CIRILLO
4481 Eleuthera Court
Sarasota, FL 34233
BRUCE W. CLOTFELTER
P.O. Box 5038
Athens, GA 30604
IRA CLOUD
3527-4 Trail Ridge Road
Middleburg, FL 32068
MILTON COBB
P.O. Box 1082
Moxee, WA 98936
MARK C. COLLIER
2111 Desert Woods Dr.
Henderson, NV 89012
WANDA COLLINS-SMITH
26282 Buckthorn Road
Oakwood, OH 44146
JOSEPH P. CONBOY
P.O. Box 449
Shoreham, NY 11786
RICHARD F. COOK
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 7 of 155
THIRD AMENDED COMPLAINT
- 8 -
2537 Kinnard Avenue
Henderson, NV 89074
JANET COOLEY
14000 McKinley Road
Chelsea, MI 48118
JAMES CORNETT
13505 Will Rogers Lane
Austin, TX 78727
CHARLES E. CORRY
7706 Hayfield Road
Alexandria, VA 22315-4052
BRUCE R. CRALLEY
3825 N Ramsey Rd, Apt. 1901
Coeur d Alene, ID 83815
JACK J. CRAPARO, JR.
17016 Paula Lane
Lutz, FL 33558
JAY CRYSTAL
18227 Brighton Green
Dallas, TX 75252
JAY CRYSTAL, as personal representative
of the Estate of Diane Crystal
18227 Brighton Green
Dallas, TX 75252
LONNIE MICHAEL CURTIS
3537 Fieldcrest Drive
Bowling Green, KY 42104
BRENT L. DANNER
2810 Ramona Road
Reno, NV 89521
JOHN DARWISH
3044 Coral Park Drive
Cincinnati, OH 45211
HAROLD E. DASKAM
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 8 of 155
THIRD AMENDED COMPLAINT
- 9 -
14319 106th Ave Ct E
Puyallup, WA 98374
JOHN DAVENPORT
1930 E Edison
South Bend, IN 46617
LESLIE K. DAVIDSON
114 Royal Palm Blvd
Panama City Beach, FL 32408
ZACHARIAH M. DAVIDSON III
P.O. Box 369
Hiram, GA 30141
MICHAEL L. DAVIS
109 Jacaranda Ct
Royal Palm Beach, FL 33411
MARGARET DEAN, personal
representative of the Estate of Robert T.
Dean
6044 Andros Way
Naples, FL 34119-7515
STEPHEN W. DELLAPINA
287 Flamingo Point South
Jupiter, FL 33458
ERNEST JACK DEMONTE
237 Melrose Drive
New Stanton, PA 15672
JAMES DEPIZZO
270 N. Bayshore Drive
Columbiana, OH 44408
JOHN ANTHONY DEVITO
1719 Pineland Court
Orange City, FL 32763
GAIL DICKMAN
778 Elizabeth Drive
Florence, KY 41042
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 9 of 155
THIRD AMENDED COMPLAINT
- 10 -
MARK L. DIVINCENZO
3154 Deerfield Court
Murrysville, PA 15668
MICHAEL DOHENY
845 Victoria Lane
Elk Grove Village, IL 60007
JEFFREY M. DOMBECK
10559 Whitewind Cir.
Boynton Beach, FL 33473
TERRANCE DONOGHUE
1619 Battery Circle
Hebron, KY 41048
VALERY DORSHIMER
13645 Deering Bay Dr. Ph 163
Coral Gables, FL 33158
JOYCE DOUGLAS
10521 S Hale Ave Apt 1C
Chicago, IL 60643
RUFUS C. DOWELL
2309 River Road
Jacksonville, FL 32207
SUSAN DRAPEAU
P.O. Box 716
Peru, NY 12972
RICHARD DROE
3154 Coleridge Road
Cleveland Heights, OH 44118
GEORGE F. DRUMMOND
156 Indian Circle
Williamsburg, VA 23185
WALTER J. DUBIEL
353 Main Street
Farmington, CT 06032
THOMAS R. DURAN
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 10 of 155
THIRD AMENDED COMPLAINT
- 11 -
15255 W. Auburn Avenue
Lakewood, CO 80228
DENNIS R. DYKE
38458 Renwood Avenue
Avon, OH 44011
LARRY R. DYKSTRA
8500 Golden Valley Drive
Maple Falls, WA 98266
RICHARD MORRISON EARL, JR.
405 S. Cedar Bluff Road
Knoxville, TN 37922
RONALD F. EATON
4435 Black Diamond Drive
Sparks, NV 89436
MICHAEL ECONOMOS
2046 Otter Way
Palm Harbor, FL 34685
RONALD R. EDWARDS
6810 Japura Court NE
Rio Rancho, NM 87144-6239
RICHARD EIRICH
1919 4th St.
Kirkland, WA 98033
ROSLYN EISENSTARK
9660 Isles Cay Drive
Delray Beach, FL 33437-5560
BRUCE ENGERT
58 Roads End Rd.
Boothbay Harbor, ME 04538
JANE ESCHRICH-WALSH
16105 Dunblaine
Beverly Hills, MI 48025
BILL ESTES
8035 53rd Ave. West, Unit B
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 11 of 155
THIRD AMENDED COMPLAINT
- 12 -
Mukilteo, WA 98275
STEVEN EVANS
319 Mackenzie Dr.
West Chester, PA 19380
SANDY K. FABRICATORE
PO Box 593
Eastport, NY 11941
JOSEPH FALCONI III
31 Arkansas Avenue
Ocean City, NJ 8226
CHRISTIAN G. FARLEY
2 Raphael Court
Clifton Park, NY 12065
SHEILA FARMER
893 Sherwood Dr.
Macedonia, OH 44056
CURTIS FARRAR
920 Doral Drive
Fort Worth, TX 76112
RALPH V. FAULK
251 Story Road
Export, PA 15632
PHILIP DEAN FEISAL
2705 N Meridian Place
Oklahoma City, OK 73127
CARL E. FIELDER
4650 Van Kleeck Drive
New Smyrna Beach, FL 32169
DORIS FIELDS
7226 S Lafayette Ave
Chicago, IL 60621
LARRY D. FINLEY
12509 Gaston Court
Oklahoma City, OK 73107
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 12 of 155
THIRD AMENDED COMPLAINT
- 13 -
WILLIAM FLOOD
P.O. Box 5403
Sun City Center, FL 33571
GERALD L. FLORES
2381 Matthew John Drive
Dubuque, IA 52002
ERIC A. FORD
917 Field Street
Hammond, IN 46320
JOHN R. FORREST
6330 Star Grass Lane
Naples, FL 34116-6737
ALLEN F. FOSTER
750 Silver Cloud Circle #104
Lake Mary, FL 32746
ROBERT FRANZ
520 Valley Stream Drive
Gevena, FL 32732
BOSS ROBERT FRIES, III
807 S. Gray
Stillwater, OK 74074
JODENE GARDNER
15126 Douglas Circle
Omaha, NE 68154
ROBERT E. GARY
2811 E. 84th St.
Tulsa, OK 74137
LARRY O. GENTRY
625 Lakehaven Cr
Decatur, TN 37322
SAMUEL E. GILLETTE
8435 SW 48 St.
Miami, FL 33155
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 13 of 155
THIRD AMENDED COMPLAINT
- 14 -
GARY GOELZ
621 Country Vue Ct.
Cranberry Twp., PA 16066
RANDOLPH GOODWIN, JR.
78 Highcrest Road
Wethersfield, CT 06109
JAMES A. GRADY
2233 Spring Creek Cir NE
Palm Bay, FL 32905
WILLIAM D. GREENE
2390 Mid Pine Ct
Oviedo, FL 32765
SANDRA GUTHRIE
5 Hunt Drive
Belleville, IL 62226
GERALD GUTZEIT
6423 Parkwood Place
Florence, KY 41042
FRANKLIN P. HALL
4337 Sawmill Trace Drive
Charlotte, NC 28213
BRENDA C. HAMMOND
4670 Diann Drive
College Park, GA 30349
LORETTA CAUSEY HANNON
8930 Equus Circle
Boynton Beach, FL 33472
FRANCIS HANRATTY
8917 Litchfield Avenue
Las Vegas, NV 89134
JAN HANSON
2707 Huron Street
Bellingham, WA 98226
CHRIS HARDESTY
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 14 of 155
THIRD AMENDED COMPLAINT
- 15 -
P.O. Box 652
Astatula, FL 34705
RONALD C. HARRISON, JR
3537 Pinehurst Drive
Plano, TX 75075
JOHN W. HEASLEY
4069 Highlander Avenue
Lake Havasu City, AZ 86406
CONI HEIDLE
130 Campbell Lane
Clinton, TN 37716
DARLENE HEINEN
N2970 River Ridge Road
Waldo, WI 53093
GERALD HEINEN
N. 2970 River Ridge Road
Waldo, WI 53093
ROBERT HELSEL
2902 Village Square Drive
Dover, PA 17315
JAMES LOUIS HEMPHILL
1300 Melrose Drive
Norman, OK 73069
GAIL ROGERS HIBBLER
1000 S. Cuyler
Oak Park, IL 60304
LARRY W. HICE
7910 SW 103rd Avenue
Gainesville, FL 32608-6208
DANNY HIGDON
1526 Circle Drive
Guntersville, AL 35976
PATRICIA A. HILL
8439 S. Constance Avenue
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 15 of 155
THIRD AMENDED COMPLAINT
- 16 -
Chicago, IL 60617
RICHARD D. HILL
225 Leland St.
Bloomington, IL 61701
JAMES HILLAN
4986A S. Nelson Street
Littleton, CO 80127
LEANNE HINKLE (FORMERLY
MCCURLEY)
110 Stage Coach St
Hemphill, TX 75948
JOHN HLOHINEC
4331 Sunniland St.
Sarasota, FL 64233
JIMMY D. HOCK
10300 Katy Line Ct.
Yukon, OK 73099
CHARMAIN A. HORVATH
464 Barwell Street
Akron, Ohio 44303
DAN P. HOURIHANE
484 Ferndale Lane
Prospect Heights, IL 60070
STEVE HOWELL
6932 Petworth Rd
Memphis, TN 38119
GEORGE HUYE
11604 Villa Ave
Baton Rouge, LA 70810
JOHN IAPOCE
10 Talbot Court
Bluffton, SC 29909
SANDRA INMAN
1305 Bradford Lane
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 16 of 155
THIRD AMENDED COMPLAINT
- 17 -
Knoxville, TN 37919
CHARLES S. JACKSON
PO Box 611
White Marsh, VA 23183
RICK JAHNS
1427 W. Windhaven Avenue
Gilbert, AZ 85233-5143
ROBERT JAYSON
14612 Barletta Way
Delray Beach, FL 33446
LELAND JELINEK
2476 Lawndale Road
Grand Forks, ND 58201
CHARLES JOHNSON
7652 Doe View Drive
West Chester, OH 45069
REECE JOHNSON
7030 S.W. 82nd Avenue
Miami, FL 33143
LARRY JONES
17604 Durbin Park Rd
Edmond, OK 73012
RONALD R .JONES
739 N. Pendleton Avenue
Pendelton, IN 46064
KAREN JUNEMAN, as personal
representative of the Estate of Roger
Juneman
902 Persimmon Lane - Unit B
Mount Prospect, IL 60056
DAVID N. KAPEC
8436 NW 6th Avenue
Gainesville, FL 32607-1406
KATHLEEN KENNEY
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 17 of 155
THIRD AMENDED COMPLAINT
- 18 -
1147 Oak Ridge Drive
Streamwood, IL 60107
ROBERT J. KILLEEN
334 Rue St. Peter
Metairie, LA 70005
ROBERT E. KIMBLE
P.O. Box 847
Cleveland, MS 38732
THOMAS KROHNER
P.O. Box 269
Torrington, CT 06790
MARIA KRUMM, as personal
representative of the Estate of Gary J.
Krumm
41062 E. Rosewood
Clinton Township, MI 48038
AMOS KUYKENDOLL
15123 Oak Street
Dolton, IL 60419
WILLIAM LANDMARK
146 Arthur Avenue
Thornwood, NY 10594
GREGORY LANE
P.O. Box 1676
Meridian, PA 39302
BRUCE LARRABEE
27 Erland Road
Stoney Brooke, NY 11790
JENNIFER LATHAM, as personal
representative of the Estate of Charles E.
Latham
3585 Weeping Willow Lane
Loganville, GA 30052
CAROL E. LEBLANC
14260 W Newberry Rd STE 233
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 18 of 155
THIRD AMENDED COMPLAINT
- 19 -
Newberry, FL 32669
JOSEPH LEE
4675 South Valleyview Drive
West Bloomfield, MI 48323
SHARON E. LIBBRA
1815 Penina Dr.
Crosby, TX 77532
TERRY GENE LIBBRA
1815 Penina Dr.
Crosby, TX 77532
JANET LINDSAY, as personal
representative of the Estate of Ronald
Lindsay
404 Larson Dr.
Danbury, CT 06810
JAMES W. LONGMAN
2214 Teal Ct.
Bellingham, WA 98229
JOHN LUCAS
9 Mohegan Lane
Rye Brook, NY 10573
JAMES E. LYNCH
3910 Donegal Drive
Bethlehem, PA 18020
MICHAEL MACISCO
745 Nichols Avenue
Stratford, CT 06614
JOHN MALEK
781 Doctor Ave
Sebastian, FL 32958
STEVEN MALLORY
10256 Huntington Avenue
Omaha, NE 68122
JOHN MALLOY
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 19 of 155
THIRD AMENDED COMPLAINT
- 20 -
2913 Cheyenne Drive
Bowling Green, KY 42104
PATRICIA MARAZO
120 N. Hisbiscus Ct.
Plantation, FL 33317
NICHOLAS S. MARINOS
248 Melrose Drive
New Stanton, PA 15672
EUGENE MARONEY
1219 Sleepy Hollow Road - Unit 1197
Athens, NY 12015
JOHN MARSH
1054 Mildred Avenue
Lorain, OH 44052-1218
RICHARD MASI
13837 76th Terrace North
Seminole, FL 33776
GLEN MASON
4001 Sunflower Road
New Brighton, PA 15066
SCOTT A. MATTINGLY
2297 Burns Road
Rineyville, KY 40162
THOMAS W. MATYJASIK
1180 Cedar
Birmingham, MI 48009
THOMAS MCCALL
1050 Starkey Rd Apt 2503
Largo, FL 33771
RUDOLPH MCCLINON JR.
550 Alton Way, Unit 7154
Denver, CO 80230
CASEY MCCOY
508 East Noble Ave.
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 20 of 155
THIRD AMENDED COMPLAINT
- 21 -
Guthrie, OK 73044
SHERRY MCDONALD
PO Box 1396
Ocean Park, WA 98640
THOMAS MCEVANS III
22617 Avon Lane
Southfield, MI 48075
JAMES P. MCGUIRE
3933 Forest Avenue
Western Springs, IL 60558
JOHN F. MCKENZIE
172 Williamsburg Drive
Monroe, CT 06468
ANTHONY MCMURRAY
21373 S. Boschome Circle
Kildeer, IL 60047
PETER S. MCVITTIE
56 Chestnut
Chelsea, MI 48118
JERREL L. MEAD
56426 Elmer Ave
South Bend, IN 46619
MARY MENDOZA
410 Isolde Drive
Houston, TX 77024
ORTON W. MESSENGER
92 Bay Tree Drive
Miramar Beach, FL 32550
SUSAN E. MESSINA
10974 Porto Foxi Street
Las Vegas, NV 89141
PHILLIP N. METCALFE
1093 Balfour Circle
Phoenixville, PA 19460
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 21 of 155
THIRD AMENDED COMPLAINT
- 22 -
RONALD METZGER
517 Winkworth Parkway
Syracuse, NY 13215
PAMELA MEYER, as personal
representative of the Estate of Michael
Meyer
2324 San Gabriel Drive
Plano, TX 75074
ARTHUR R. MILES, JR.
2711 Wynfield Road
West Friendship, Maryland 21794
JAMES T. MILLER
1700 Helena Avenue
Hartland, MI 48353
FRANK E. MILLER, JR.
1 Orinco Court
Port St. Lucie, FL 34952
JEAN MINAL
819 River Forest Court
Bensenville, IL 60106
FRIEDA MINGA
5073 Club Vista Point
Stone Mountain, GA 30088
BARBARA ANN MINK, as personal
representative of the Estate of Daniel Mink
P.O. Box 861
Crystal Beach, FL 34681
ROBERT MINTON
615 20th Avenue West
Bradenton, FL 34205
JOE MONTANARO
457 Dayton Road
Trumbell, CT 06611
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 22 of 155
THIRD AMENDED COMPLAINT
- 23 -
RICHARD MOORE
5507 W Comanche Ave
Spokane, WA 99208
STAFFORD W. MOORE
546 Coble Ave
Albemarle, NC 28001
DINAH MORGAN
277 Honor Drive
Kerrville, TX 78028
SYLVIA E. MOSLEY
P.O. Box 3214
Suwanee, GA 30024
D. CRAIG MULLEN
14364 Autumns Avenue, SE
Monroe, WA 98272
KELLY PATRICK MULLIGAN
9585 Highview Drive
Eden Prairie, MN 55347
DARRELL NAMIE
1280 Chapel Road
Monaca, PA 15061
HERBERT A. NEWMAN
2448 Charney Road
University Heights, OH 44118
CHESTER NOWAK
75 Cami Court Apt. 207
Walton, KY 41094
RICHARD PAUL NYDEGGER
11224 SE 172nd Avenue
Happy Valley, OR 97086
THOMAS A. O’DELL
5877 White Tail Drive
Ooltewah, TN 37363
WALTER ORR
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 23 of 155
THIRD AMENDED COMPLAINT
- 24 -
9 Sandlewood Circle
Madison, WI 53716
JIM OVERMILLER
1095 Millcreek Road
York, PA 17404
BARBARA OXNER (previously Jones)
837 North Cowboy Canyon Drive
Green Valley, AZ 85614
MARTHA PARRY
139 Lincoln Drive
Oakdale, NY 11769
FRANK M. PATTERSON
914 S Lombard
Oak Park, IL 60304
TERRY PAULK
4317 Avenue O
Galveston, TX 77550
DANIEL T. PERRY
4794 Timberline Drive
North Street, MI 48049
KEN PHILBRICK
13300 Indian Rocks Rd #102
Largo, FL 33774
FRANK L. PHILLIPS
563 Cook Rd
Aynor, SC 29511
STEPHEN WAYNE PIGG
12345 Highway 601
Midland, NC 28107
CLIFFORD L. PINCKNEY
8 Hilton Glen Ct
Chapin, SC 29036
RITA E. PINO
7655 West 67th Avenue, #312
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 24 of 155
THIRD AMENDED COMPLAINT
- 25 -
Arvada, CO 80004
RONALD M. PINSONEAULT
129 Nicole Drive
Brooklyn, MI 49230
JOHNNY A. PLEMONS
2218 Canterbury Ct.
Deer Park, TX 77536
ROBERT POLLOCK
324 Amundson Parkway
Stoughton, WI 53589
DENNIS H. PORTER
702 N. Wilson St.
Greenfield, IN 46140
DENNIS POWERS
139 Preston Circle
Jacksboro, TN 37757
BLAIR QUASNITSCHKA, as personal
representative of the Estate of Linda Kirbus
(formerly Quasnitschka)
14 Applewood Ln.
Avon, CT 06001
PAUL QUATTRONE
2146 Winsley Street
Clermont, FL 34711
MARZIANO P. RAGNONE
4709 Myra Lee Dr.
Auburn, MI 48611
JAMES RAUEN
1280 Lynrose Lane
Neenah, WI 54956
DONALD P. REIMER
3005 Tudor Way S.E.
Albany, OR 97322
MARIA G. RESNICK
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 25 of 155
THIRD AMENDED COMPLAINT
- 26 -
12 Washington Lane
Clifton Park, New York 12065
LINDA REYNOLDS
824 Earhart Road
Ann Arbor, MI 48105
STAN RICKS
PO Box 2524
Hammond, LA 70404
DICK ROBERTS
4677 Aero Drive
Lewiston, ID 83501
THOMAS ROBY
40 Bay Path Way
Branford, CT 06405
DAVID ROMAN
4506 17th Street W.
Palmetto, FL 34221
LLOYD T. ROSENSTEEL
23 Breezy Point Way
Argyle, NY 12809
RICHARD K. ROSKOWE
2751-1 E. Aragon Blvd
Sunrise, FL 33313
RICHARD ROSSELL
1432 Marlane Drive
Girard, OH 44420
RONALD J. RUBIN
1784 Bayshore Drive
Englewood, FL 34223
ROBERT RUSSO
9822 W Indore Drive
Littleton, CO 80128
KAREN RYAN-WHITE
7901 S. Richmond Avenue
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 26 of 155
THIRD AMENDED COMPLAINT
- 27 -
Tulsa, OK 74136-8169
EDWARD M. SAAD
988 Chateau Drive
Marion, OH 43302
JOHN J. SANCHEZ
3219 Rustic Oak
San Antonio, TX 78261
JACK SANDERS
19793 Casa Verde Way
Fort Myers, FL 33967
MICHAEL L. SANDERS
13817 West 54th Terrace
Shawnee, KS 66216-5106
SHEILA SANDERS
4756 Derbyshire Drive
North Randall, OH 44128
GAIL C. SANTALUCIA-DALY
938 Wilson Drive
Lancaster, SC 29720
PHILIP J. SARCONE
23 Framingham Lane
Shoreham, NY 11786
RICHARD SAULLE
404 Rachael Court
Gibsonia, PA 15044
MARCOS E. SAYAGO
625 Tam O Shanter Dr.
Orlando, FL 32803-6928
GERALD H. SCHIELE
3462 East 62nd Street
Kansas City, MO 64130
DOUGLAS SCHIFFMILLER
2795 Strickland Avenue
Brooklyn, NY 11234
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 27 of 155
THIRD AMENDED COMPLAINT
- 28 -
TIMOTHY L. SCHWARTZ
6472 Marshall
Canton, MI 48187
DAVID L. SEIDEL
1795 Gervais Ave. #6
Maplewood, MN 55109
ROGER SEROLA
6261 SE Winged Foot Dr.
Stuart, FL 34997
LEONARD SHAW
4152 King Richard Dr.
Sarasota, FL 34232
ROBERT G. SHEA JR.
908 McKinley
Bay City, MI 48708
SHELDON F. SHEFF
9472 Southgate Drive
Cincinatti, OH 45241
WOODROW SHELTON JR.
117 Calloway Lane
Hendersonville, TN 37075
DARRYL SHERMAN
1011 Horseshoe Drive
Sugar Land, TX 77478
MIKE SHOBE
PO Box 577
Ft. White, FL 32038-0577
LAWRENCE J. SIMMS
5325 NW 51st Street
Coconut Creek, FL 33073
DOUGLAS A. SIMS
3755 Brandi Ln.
Paris, TX 75462
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 28 of 155
THIRD AMENDED COMPLAINT
- 29 -
ERIC B. SIMS
705 Melissa Drive
Bolingbrook, IL 60440
CHINESTA SKIPPER SMITH
249 Ivan Church Road
Crawfordville, FL 32327
MARIE SMITH, as personal representative
of the Estate of David William Smith
3802 Spruce Glen Drive
Kingwood, TX 77339
DENNIS Z. SMITH
3681 Cheltenham Road
York, PA 17402
RONALD W. SMITH
5843 South 1050 West
Owensville, IN 47665
ARMANDO D. SOLER
7061 SW 99th Avenue
Miami, FL 33173
DEBORAH ANN SORRELL-ULRICH
673 Wellerburn Avenue
Severna Park, MD 21146
DAVID ST. JOHN
13306 E. 94th Place North
Owasso, OK 74055
SARAH ST. JOHN
13306 E. 94th Place North
Owasso, OK 74055
THOMAS STEIN
1241 Big Oak Lane
Sarasota, FL 34242
MICHAEL M. STERN
406 Briarcliff Cir.
Sebastian, FL 32958
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 29 of 155
THIRD AMENDED COMPLAINT
- 30 -
CAROL STEVENS (formerly Stehle)
605 Kenwood Drive
Vero Beach, FL 32968
JOHN STOUT
1534 Kennellworth Place
Bronx, NY 10465
DONALD STRIPLIN
1426 W. Castle Mesa Drive
Castle Rock, CO 80109-9504
CELESTE M. SULLIVAN
755 Pine Run Drive
Osprey, FL 34229
KURT A. SUMMERS
5421 East Harmon Apt K14
Las Vegas, NV 89122
STANLEY SUWALA
2582 Mallard Ln.
Gillbertsville, PA 19525-9200
PAUL SVABEK
12800 Hibiscus Avenue
Seminole, FL 33776
EDWARD SWANSON
807 Gascon Place
Temple Terrace, FL 33617
MARILYN SWANSON
4914 Ravine Court
Ann Arbor, MI 48105
MICHELLE TABLER
11417 Discovery Park Drive
Anchorage, AK 99515
RUSSELL A. TAPIE
1608 Disney Drive
Metairie, LA 70003
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 30 of 155
THIRD AMENDED COMPLAINT
- 31 -
WANDA TATUM
580 Ridgeway Rd
Jackson, GA 30233
CHARLES TAYLOR
1702 Onon Daga Drive
Geneva, FL 32732
WRIGHT B. TAYLOR, III
8913 Highway 36
Jones Creek, TX 77541
ROBERT W. TELKINS
158 Stoney Creek
Houston, TX 77024
STEPHEN THOENNES
5918 Pearson Drive
Brooklyn Center, MN 55429
GARY THOMAS
8421 Lainie Lane
Orlando, FL 32818
MONTAGUE A. THOMAS III
5663 Lakeshore Village Circle
Lake Worth, FL 33463
JEFFREY TOBIN
3017 SE 5th Ave.
Cape Coral, FL 33904
JOSEPH TOMEC
23080 W. Villa Rica Road
Antioch, IL 60002
MARY.TURLEY, as personal
representative of the Estate of Robert H.
Turley
34251 N. Homestead Road
Gurnee, IL 60031
ALBERT TURNER
9754 S. Winston Avenue
Chicago, IL 60643
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 31 of 155
THIRD AMENDED COMPLAINT
- 32 -
DAVID J. TUSKEY
380 Westchester Road
Saginaw, MI 48603
GEORGE F. TWOHIG
430 Lowick Drive
Colorado Springs, CO 80906
CORNELL G. VANDEGRIFT
7955 W. Evelyn Ct.
Cape Canaveral, FL 32920-5129
MILFORD T. VAUGHT, JR.
175 Sims Circle
Waynesville, NC 28786
LOUIS VEAL
5126 Springfield Ct
Westerville, OH 43081
DALE A. VILLEMAIN
3501 Amberly Trail
Evans, GA 30809
CLETA VINING
641 Romohr Acres
Cincinatti, OH 45244
JOSEPH J. VIOLA SR.
2448 N. Neva
Chicago, IL 60707
RONALD WANEK
6024 South 93rd Street
Omaha, NE 68127
BRIAN J. WANLESS
4078 Delmar View Drive
Grandville, MI 49418
ARTHUR WASHINGTON
253 Belton Road
Ruston, LA 71270
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 32 of 155
THIRD AMENDED COMPLAINT
- 33 -
TIMOTHY JACKSON WATWOOD
10465 AL Highway 168
Boaz, AL 35957
MARK E. WEGNER
10680 S Shore Dr
Lake, MI 48632
FINDLEY WEST
8719 Golden Chord Circle
Houston, TX 77040
NEIL WHICKER
113 Nicoletti Drive
Midvale, UT 84047
CHARLES L. WILLIAMS
1015 Starling Way
Viera, FL 32955
WALKER WILLIAMS
1820 King James Road
Kissimmee, FL 34744
RODNEY W. WILLIAMS SR.
1383 Gasparilla Drive
Fort Myers, FL 33901
BARRY WILSON
7 Brookside Dr.
Traveleres Rest, SC 29690
ROBIN WILSON
1101 Winterhawk Drive
St. Augustine, FL 32084
FRANCES WISNIEWSKI
358 Woodhill Drive
Carol Stream, IL 60188
JAMES MICHAEL WOOD
125 Williamsburg Lane
Athens, GA 30605
LINDA WOSHNER
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 33 of 155
THIRD AMENDED COMPLAINT
- 34 -
137 South Euclid Avenue
Pittsburgh, PA 15202
ROBERT A WRIGHT, JR.
1841 Imperial Golf Course Blvd.
Naples, FL 34110
BARBARA D. WRIGHT, as personal
representative of the Estate of Kevin A.
Wright
117 Crooked Creek Road
Troy, MO 63379
LEONARD YARBROUGH
33003 Pecan Hill Drive
Brookshire, TX 77423
DONALD YOUNG
1147 Oak Ridge
Streamwood, IL 60107
JAMES M. ZAHNER
1211 Covington Drive
Saline, MI 48176
RONALD D. ZARBAUGH
8426 Chamberlain Place
Oviedo, FL 32765
ROSE ZUMWINKLE, as personal
representative of the Estate of William
Zumwinkle
46 Glenview Loop
St. Cloud, MN 56303
MANUEL ZUNIGA
9707 Penn Avenue N
Brooklyn Park, MN 55444
CHARLES D. ZYBURO
7 Monterey Land
Yaphank, NY 11980
Plaintiffs,
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Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 34 of 155
THIRD AMENDED COMPLAINT
- 35 -
v.
ALLSTATE INSURANCE COMPANY,
THE ALLSTATE CORPORATION, and
EDWARD M. LIDDY, in his capacity as
former President and Chief Executive
Officer of The Allstate Corporation and
Allstate Insurance Company,
Defendants.
INTRODUCTION
1. This action is based on the betrayal by Allstate Insurance Company and its parent,
The Allstate Corporation (referred to collectively herein as “Allstate”), of approximately 6,200
of its insurance sales agents – comprising virtually its entire work force of “captive” employee
agents – whose employment contracts were terminated in 2000. During the course of their
longstanding contractual relationships with Allstate, these employee agents had brought
enormous value to the company by investing at least a decade of exclusive service to Allstate
and, at its behest, substantial sums of their own money and/or personal resources to expand the
company’s customer and revenue base. They made these investments in a “book of business”
that Allstate maintains they did not own, based upon the promise Allstate would provide them
with a “guaranteed income” and lifetime “financial security,” principally through a “superior”
compensation package that included substantial benefits under the company’s pension, profit
sharing and other employee benefit plans (collectively, the “Plans”) touted as the best the
industry had to offer.
2. Wishing to get out from under the financial burden of this promise, Allstate strove
throughout the 1990’s to persuade its employee agents to convert to so-called “exclusive agent
Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 35 of 155
THIRD AMENDED COMPLAINT
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independent contractor” status by telling them that such status would give them even more
“entrepreneurial freedom” and a capacity for much greater earning power. Despite its best
efforts, however, Allstate was unable to induce more than a tiny fraction of its employee agent
work force to surrender their employment contracts and give up the generous benefit package
that came with it.
3. Having failed in a decade-long effort to persuade its employee agents to
voluntarily relinquish their benefits, Allstate and its President and Chief Executive Officer,
Edward M. Liddy, decided to dictate that result through coercive and unlawful measures. To this
end, Allstate announced in November 1999 that it was instituting a “group reorganization
program” under which approximately 6,200 employee agents—including the plaintiffs named
herein and the deceased former agents whose Estates are represented by named plaintiffs
(collectively referred to as “Plaintiffs”)—would have their employment contracts terminated by
June 30, 2000, and would be permitted to remain with Allstate as so-called “exclusive agent
independent contractors” only if they signed a standardized, non-negotiable form of release
waiving their statutory and common law rights (the “Mass Termination Program”).
1
To ensure
that these terminated employee agents would not be able to reacquire their pension and other
benefits by obtaining reemployment with the company in some other capacity, Allstate designed
and later imposed a moratorium on rehiring employee agents terminated through the Program,
regardless of their ample qualifications.
4. In its public pronouncements, Allstate justified the Mass Termination Program as
a measure designed to promote “productivity” and “entrepreneurial freedom,” which thereby
1
Employee agents in Montana were to be terminated as of September 30, 2000, and employee
agents in Delaware were to be terminated as of December 31, 2000.
Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 36 of 155
THIRD AMENDED COMPLAINT
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would “re-energize” its insurance sales force of more than 15,000 agents. In reality, Allstate
knew that former employee agents would continue to perform the exact same jobs they had
always performed and would be subject to no less control than they had been subject to prior to
the Mass Termination Program.
5. The true reasons underlying Allstate’s decision to terminate substantially all of its
employee agents were different. Allstate wished to rob nearly all of its employee agents of the
pension and other benefits to which they were or might in the future become entitled under the
Plans.
6. Indeed, the Mass Termination Program was the central feature of a “field
realignment” designed to save approximately $325 million in annual expenses, a significant
portion of which consisted of annual savings arising out of eliminating the cost of providing
pension, profit sharing and other benefits to approximately 6,200 employee agents.
7. Allstate also instituted the Mass Termination Program was to replace older
employee agents with younger hires. Because Allstate had ceased hiring new R830 or R1500
employee agents by 1990, that segment of its workforce had grown progressively older such that,
by October 1999, approximately 90 percent of the remaining employee agents were over the age
of 40 and the average age of the remaining employee agents had risen to 50. Allstate and its
senior management stereotypically viewed these older agents as lacking in energy, drive,
initiative and entrepreneurial spirit, and they were referred to variously as a “problem,” as
creating a “toxic environment” and as “bad for the morale of the younger agents.”
8. Correctly reckoning that about 2,000 employee agents would leave the company
rather than accept something they had continually spurned over the preceding decade, Allstate’s
management saw the Mass Termination Program as a singular opportunity to replace upwards of
Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 37 of 155
THIRD AMENDED COMPLAINT
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twenty percent of its older agents and distribute the sizable books of business these agents had
been developing and servicing over the period of about a decade or more to new hires who were
thought to be more “energetic” and “productive.”
9. In severing the employment contracts of about 6,200 employee agents to deprive
them of benefits under the Plans and purge hundreds of older workers from the ranks of its sales
force, Allstate acted in blatant violation of the Age Discrimination in Employment Act of 1967,
as amended, 29 U.S.C. §§621 et seq. (“ADEA”) and the Employee Retirement Income Security
Act of 1974, as amended, 29 U.S.C. §§1001 et seq. (“ERISA”), and as well as its myriad
contractual and fiduciary obligations.
10. As a result, the terminated employee agents have experienced a sudden and
dramatic decline in income. Many have been forced to abandon their professions, deplete their
life savings, sell or mortgage their homes and file for bankruptcy. Others have suffered from
anxiety, depression, loss of self worth and such severe emotional distress that they have required
medical treatment or hospitalization and, in some instances, taken their own lives.
11. To evade accountability for conduct that it well understood to be unlawful,
Allstate presented its employee agents with the following ultimatum: if they did not sign the
standardized General Release and Waiver Agreement (the “Release”) that purported to waive
their right to challenge the legality of the company’s conduct, as well as the Release itself, they
would not be permitted to continue in the service of the company, albeit as a so-called “exclusive
agent independent contractor,” or to attempt to sell the profitable books of business they had
developed over many years of dedicated service. In other words, Allstate would sever its ties
completely with employee agents who did not sign the Release and confiscate their books of
business, including the substantial investments employee agents had been pressured or induced
Case 2:01-cv-03894-RB Document 577 Filed 04/21/15 Page 38 of 155
THIRD AMENDED COMPLAINT
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to make therein. Faced with this “Hobson’s choice,” only a handful of employee agents were in
a position to refuse to sign the Release.
12. In successfully strong-arming well over 99 percent of employee agents into
signing the Release, Allstate exploited the financial vulnerability of its agents and betrayed the
confidence they had reposed in the company during relationships that spanned upwards of a
decade. Not only had Allstate aggressively encouraged employee agents to invest their own
financial resources for the purpose of building the company’s business, it also had prohibited
them from selling any competing insurance and financial products, pursuing any other business
venture or earning other income for retirement. Moreover, Allstate imposed severe restrictions
on the ability of its employee agents to develop any competing business in the event they ever
terminated their Allstate employment. Thus, when confronted with the Release, employee
agents were left so vulnerable to overreaching by Allstate and were under such extreme duress,
they had no other choice but to sign. Not content with the pressure it placed on the agents,
Allstate also made repeated misrepresentations about the Release and the consequences of
signing or not signing it that had the purpose or effect of inducing reasonable employee agents to
sign the Release. Recognizing the pressures, the United States Equal Employment Opportunity
Commission (“EEOC”) issued a determination in which it characterized Allstate’s conduct as
“threats, coercion, and intimidation” and found that the Release was in violation of the ADEA
and, hence, unenforceable.
13. The plaintiffs named herein have brought this suit on behalf of themselves (or the
Estates of those deceased former employee agents plaintiffs represent) and the other 5,800 or so
similarly-situated employee agents to have the Release declared invalid and to otherwise
vindicate their rights under the ADEA, ERISA and the common law.
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THIRD AMENDED COMPLAINT
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JURISDICTION AND VENUE
14. This is a civil action over which original jurisdiction is vested in this Court by 28
U.S.C. §§ 1331 and 1343(a), and 29 U.S.C. § 626(f)(3). This Court also is vested with exclusive
subject matter jurisdiction over Plaintiffs’ claims under ERISA pursuant to 29 U.S.C. §
1132(e)(1) and (f).
15. This Court has supplemental jurisdiction pursuant to 28 U.S.C. § 1367 over all
other claims that are so related to claims within its original or exclusive jurisdiction that they
form part of the same “case or controversy” under Article III of the United States Constitution.
16. Venue is appropriate in this Court under 28 U.S.C. § 1391 and 29 U.S.C. §
1132(e)(2) as this action is brought in a judicial district in which a defendant resides or may be
found at the time the action is commenced. Further, many of the Plaintiffs and class members
reside in the Commonwealth of Pennsylvania, including counties comprising the Eastern District
of Pennsylvania. The unlawful employment and other practices alleged herein were committed
in the Commonwealth of Pennsylvania and throughout the United States.
PARTIES
A. PLAINTIFFS
1. General Allegations As To All Plaintiffs
17. Each of the Plaintiffs in this action was employed by Allstate as of November 1,
1999, under an “R830 Allstate Agent Compensation Agreement” (“R830 contract”) or an
“R1500 Agent Employment Agreement” (“R1500 contract”) and had his/her employee status
and employment contract terminated by Allstate as part of the Mass Termination Program.
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Plaintiffs who were employed under the R830 contract and R1500 contract are referred to herein
as “R830 Plaintiffs” and “R1500 Plaintiffs,” respectively.
18. All of the Plaintiffs in this action—except for Stephen Dellapina, Mark
DiVincenzo, Sandy K. Fabricatore, Christian G. Farley, Samuel E. Gillette, Gail Rogers Hibbler,
D. Craig Mullen, Eric B. Sims, and Dennis Z. Smith—had attained the age of forty (40) prior to
the termination of their employment contracts. Plaintiffs age 40 or older are collectively referred
to herein as the “ADEA Plaintiffs.”
19. At all pertinent times, each of the Plaintiffs in this action was an “employee” of
Allstate within the meaning of the 29 U.S.C. § 630 and 29 § U.S.C. § 1002(6), and a
“participant” in and/or “beneficiary” of the Plans within the meaning of 29 U.S.C. § 1002(7) and
(8).
20. As an integral part of the Mass Termination Program, Allstate presented
substantially all of its employee agents in the United States with the Release and instructed that
the company would sever their employment and agency relationships entirely on or before June
30, 2000, if they did not sign and return it. Allstate further instructed that employee agents who
signed the Release could select from three so-called “options,” two of which required the agent
to convert to “exclusive agent independent contractor” status by entering into an “R3001S
Allstate Exclusive Agent Agreement” or “R3001C Allstate Exclusive Agency Agreement”
(collectively, the “R3001S contract”):
“Option 1” or the “Forced Conversion Option”: enter into the R3001S contract
and continue in the service of Allstate as a so-called “exclusive agent independent contractor”
(the “Forced Conversion Option”);
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“Option 2” or the “Forced Sale Option”: enter into the R3001S contract for a
period of at least one month and then sell their entire book of business to a buyer approved by
Allstate, before separating from the company’s service; or
“Option 3” or the “Forced Severance Option”: separate from the service of
Allstate and receive what the company characterized as an “enhanced” severance payment
payable over a two-year period.
Employee agents who did not sign the Release were instructed they would be eligible to
receive “base” severance payments based on the number of years of service provided to Allstate
(up to a maximum of 13 weeks of pay).
21. Approximately 400 employee agents put Allstate on notice of allegations of class-
wide age discrimination and/or retaliation by filing timely charges with the EEOC and/or
equivalent state agencies.
22. All administrative prerequisites for maintaining the ADEA Plaintiffs’ ADEA
claims have been met. Any other efforts to exhaust administrative remedies would have been
futile because the decision to terminate each employee agent was an integral part of a company-
wide program authorized at the highest level of Allstate’s management, including Richard (Rick)
Cohen, the President of Allstate Property and Casualty Insurance Company, and defendant
Edward M. Liddy.
2. Specific Allegations As To Individual Plaintiffs
23. Plaintiff GENE R. ROMERO (“Romero”) was employed by Allstate for more
than thirteen (13) years under an R1500 contract. Romero signed the Release and left the service
of Allstate under the Forced Sale Option.
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24. Plaintiff JOSEPH L. BENOIT (“Benoit”) was employed by Allstate for more than
nineteen (19) years under an R830 contact. Benoit refused to sign the Release and was forced to
leave the service of Allstate after his R830 contract was terminated.
25. Plaintiff JAMES T. BEVER (“Bever”) was employed by Allstate for more than
nineteen (19) years under an R830 contract. Bever signed the Release and continued to provide
service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
26. Plaintiff ROGER T. BOYD (“Boyd”) was employed by Allstate for more than
twelve (12) years under an R1500 contract. Boyd signed the Release and left the service of
Allstate under the Forced Severance Option.
27. Plaintiff RICHARD A. CARRIER (“Carrier”) was employed by Allstate for more
than nineteen (19) years under an R830 contract. Carrier signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
28. Plaintiff PAUL R. COBB (“P. Cobb”) was employed by Allstate for more than
fifteen (15) years under an R1500 contract. P. Cobb signed the Release and continued to provide
service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
29. Plaintiff CRAIG K. CREASE (“Crease”) was employed by Allstate for more than
seventeen (17) years under an R830 contract. Crease signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
30. Plaintiff SYLVIA KELLY (formerly, Crews-Kelly) (“Kelly”) was employed by
Allstate for more than nineteen (19) years under an R830 contract. Kelly signed the Release and
left the service of Allstate under the Forced Sale Option.
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31. Plaintiff A. BURTON ENGLISH (“English”)
2
is suing in his capacity as personal
representative for the Estate of deceased former agent Dwight F. English, who was employed by
Allstate for more than eleven (11) years under an R1500 contract. Dwight F. English signed the
Release and left the service of Allstate under the Forced Sale Option.
32. Plaintiff RONALD W. HARPER (“Harper”) was employed by Allstate for more
than ten (10) years under an R1500 contract. Harper signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
33. Plaintiff MICHAEL P. KEARNEY (“M. Kearney”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. M. Kearney signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
34. Plaintiff THOMAS A. KEARNEY (“T. Kearney”) was employed by Allstate for
more than twenty-one (21) years under an R830 contract. T. Kearney signed the Release and left
the service of Allstate under the Forced Sale Option.
35. Plaintiff LARRY H. LANKFORD, SR. (“Lankford”) was employed by Allstate
for more than twenty-eight (28) years under an R830 contract. Lankford signed the Release and
left the service of Allstate under the Forced Sale Option.
36. Plaintiff DAVID C. LAWSON (“Lawson”) was employed by Allstate for more
than fourteen (14) years under an R1500 contract. Lawson signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
2
The Court substituted A. Burton English as the proper party for original plaintiff Dwight F. English following
the former’s death. See Oct. 25, 2012 Order, No. 01-CV 3894, ECF Doc. No. 356.
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37. Plaintiff NATHAN R. LITTLEJOHN, II (“Littlejohn”) was employed by Allstate
for more than nine (9) years under an R1500 contract. Littlejohn signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
38. Plaintiff REBECCA R. MASLOWSKI (“Maslowski”) was employed by Allstate
for more than sixteen (16) years under an R830 contract. Maslowski signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
39. Plaintiff CRAIG A. MILLISON (“Millison”) was employed by Allstate for more
than thirteen (13) years under an R1500 contract. Millison signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
40. Plaintiff JAMES E. MOOREHEAD (“Moorehead”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Moorehead signed the Release and left the
service of Allstate under the Forced Sale Option.
41. Plaintiff CHRISTOPHER L. PERKINS (“Perkins”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Perkins signed the Release and left the
service of Allstate under the Forced Sale Option.
42. Plaintiff RICHARD E. PETERSON (“Peterson”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Peterson signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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43. Plaintiff MARY JANE PILCHAK (“Pilchak”)
3
is suing in her capacity as
personal representative for the Estate of deceased former agent James Pilchak, who was
employed by Allstate for more than twenty-eight (28) years under an R830 contract. James
Pilchak signed the Release and left the service of Allstate under the Forced Sale Option.
44. Plaintiff PAULA REINERIO (“Reinerio”) was employed by Allstate for more
than ten (10) years under an R1500 contract. Reinerio signed the Release and left the service of
Allstate under the Forced Severance Option.
45. Plaintiff PAUL L. SHIRLEY (“Shirley”) was employed by Allstate for more than
nine (9) years under an R1500 contract. Shirley signed the Release and left the service of
Allstate under the Forced Sale Option.
46. Plaintiff DONALD L. TRGOVICH (“Trgovich”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. Trgovich signed the Release and left the
service of Allstate under the Forced Sale Option.
47. Plaintiff RICHARD S. WANDNER (“Wandner”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. Wandner signed the Release and left the
service of Allstate under the Forced Sale Option.
48. Plaintiff TIMOTHY WEISMAN (“Weisman”) was employed by Allstate for
more than eleven (11) years under an R1500 contract. Weisman signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
3
The Court substituted Mary Jane Pilchak as the proper party for original plaintiff James English following the
former’s death. See Feb. 15, 2012 Order, No. 01-CV 3894, ECF Doc. No. 298.
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49. Plaintiff ANTHONY T. WIKTOR (“Wiktor”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Wiktor signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
50. Plaintiff JOHN W. WITTMAN (“Wittman”) was employed by Allstate for more
than twenty-six (26) years under an R830 contract. Wittman signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
51. Plaintiff RALPH J. WOLVERTON (“Wolverton”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. Wolverton signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
52. Plaintiff THOMAS ABELL (“Abell”) was employed by Allstate for more than
sixteen (16) years under an R1500 contract. Abell signed the Release and left the service of
Allstate under the Forced Sale Option.
53. Plaintiff KATHARINE ADAMS-LOVE (formerly Katharine Kroner) (“Adams-
Love”) was employed by Allstate for more than nineteen (19) years under an R830 contract.
Plaintiff Adams-Love signed the Release and continued to provide service to Allstate under the
Forced Conversion Option subsequent to June 30, 2000.
54. Plaintiff JOHN AELLEN III (“Aellen”) was employed by Allstate for more than
ten (10) years under an R1500 contract. Aellen signed the Release and left the service of Allstate
under the Forced Sale Option.
55. Plaintiff CLYDE ALLEN JR. (“Allen”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Plaintiff Allen signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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56. Plaintiff JOSEPH ALLEY (“Alley”) was employed by Allstate for more than
fifteen (15) years under an R830 contract. Plaintiff Alley signed the release and continued to
provide services to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
57. Plaintiff THOMAS ALLISON (“Allison”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Plaintiff Allison signed the release and
continued to provide services to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
58. Plaintiff RICHARD ALTIERI (“Altieri”) was employed by Allstate for more than
fifteen (15) years under an R1500 contract. Altieri signed the Release and left the service of
Allstate under the Forced Sale Option.
59. Plaintiff ANDREW ANDERSON (“Anderson”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. Anderson signed the Release and
continued to provide services to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
60. Plaintiff CARL ANGELL (“Angell”) was employed by Allstate for more than
twenty-eight (28) years under an R830 contract. Angell signed the Release and continued to
provide services to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
61. Plaintiff EUGENIA ANNINO is suing in her capacity as personal representative
for the Estate of deceased former Allstate agent Robert S. Annino. Robert S. Annino was
employed by Allstate for more than fourteen years under an R1500 contract. He signed the
Release and left the service of Allstate under the Forced Sale Option.
62. Plaintiff DANIEL ANULARE (“D. Anulare”) was employed by Allstate for more
than twenty-three (23) years under an R830 contract. D. Anulare signed the Release and
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continued to provide services to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
63. Plaintiff LINDA A. ANULARE (“L. Anulare”) was employed by Allstate for
approximately nineteen (19) years under an R830 contract. L. Anulare signed the Release and
left the service of Allstate under the Forced Sale Option.
64. Plaintiff BRUCE WILLIAM ASHLEY (“Ashley”) was employed by Allstate for
more than thirteen (13) years under an R1500 contract. Ashley signed the Release and left the
service of Allstate under the Forced Severance Option.
65. Plaintiff RICHARD L. AURAND (“Aurand”) was employed by Allstate for more
than twenty (20) years under an R830 contract. Aurand signed the Release and left the service of
Allstate under the Forced Sale Option.
66. Plaintiff MAXINE BACHICHA (“Bachicha”) was employed by Allstate for more
than ten (10) years under an R1500 contract. Bachicha signed the Release and left the service of
Allstate under the Forced Sale Option.
67. Plaintiff HAROLD E. BAKER (“Baker”) was employed by Allstate for more than
thirty-five (35) years under an R830 contract. Baker signed the Release and left the service of
Allstate under the Forced Sale Option.
68. Plaintiff ROBERT G. BARZELAY (“Barzelay”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Barzelay signed the Release and left the
service of Allstate under the Forced Sale Option.
69. Plaintiff GARY BAUMGARDNER (“Baumgardner”) was employed by Allstate
for more than sixteen (16) years under an R830 contract. Baumgardner signed the Release and
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continued to provide services to Allstate under the Forced Conversion Program subsequent to
June 30, 2000.
70. Plaintiff JAMES A. BEARD (“Beard”) was employed by Allstate for more than
thirteen (13) years under an R1500 contract. Beard signed the Release and continued to provide
services to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
71. Plaintiff DEBORAH S. BECKER (“Becker”) was employed by Allstate for more
than twelve years under an R1500 contract. Becker signed the Release and left the service of
Allstate under the Forced Severance Option.
72. Plaintiff RICHARD C. BENNETT (“Bennett”) was employed by Allstate for
more than twenty-six (26) years under an R830 or R1500 contract. Bennett signed the Release
and continued to provide services to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
73. Plaintiff COLIN T. BENT (“Bent”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Bent signed the Release and continued to provide
services to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
74. Plaintiff VERNON BENTLEY (“Bentley”) was employed by Allstate for more
than nineteen (19) years under an R830 contract. Bentley signed the Release and continued to
provide services to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
75. Plaintiff HAROLD BERNSTEIN (“H. Bernstein”) was employed by Allstate for
more than ten (10) years under an R1500 contract. H. Bernstein signed the Release and left the
service of Allstate under the Forced Severance Option.
76. Plaintiff H. Bernstein is also suing in his capacity as personal representative for
the Estate of deceased former Allstate agent Sandra Bernstein. Sandra Bernstein was employed
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by Allstate for more than twenty-two (22) years under an R830 contract. She signed the Release
and continued to provide services to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
77. Plaintiff MONTELL BERRY (“M. Berry”) was employed by Allstate for more
than twenty-one (21) years under an R830 contract. M. Berry signed the Release and left the
service of Allstate under the Forced Sale Option.
78. Plaintiff WALLACE BERRY (“W. Berry”) was employed by Allstate for more
than twenty-two (22) years under an R830 or R1500 contract. W. Berry signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
79. Plaintiff LINDA GLASS BEUCHER (“Beucher”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. Beucher signed the Release and
continued to provide services to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
80. Plaintiff STANLEY R. BINDER (“Binder”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Binder signed the Release and left the service of
Allstate under the Forced Sale Option.
81. Plaintiff ANDREW BLANCHETTE (“Blanchette”) was employed by Allstate for
more than twenty-nine (29) years under an R830 contract. Blanchette signed the Release and left
the service of Allstate under the Forced Sale Option.
82. Plaintiff CRAIG BOCK (“C. Bock”) was employed by Allstate for more than
twenty-four (24) years under an R830 contract. C. Bock signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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83. Plaintiff GARY L. BOCK (“G. Bock”) was employed by Allstate for more than
nineteen (19) years under an R830 or R1500 contract. G. Bock signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
84. Plaintiff DAVID P. BOHAN (“Bohan”) was employed by Allstate for more than
fifteen (15) years under an R1500 contract. Bohan signed the Release and left the service of
Allstate under the Forced Sale Option.
85. Plaintiff ROLAND BOISIS (“Boisis”) was employed by Allstate for more than
seventeen (17) years under an R830 contract. Boisis signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
86. Plaintiff JANICE D. BOND (“Bond”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Bond signed the Release and left the company’s
service under the Forced Sale Option.
87. Plaintiff DWIGHT C. BONDY (“Bondy”) was employed by Allstate for more
than twenty-three (23) years under an R830 contract. Bondy signed the Release and left the
company’s service under the Forced Sale Option.
88. Plaintiff ROBERT FRANCIS BORTELL (“Bortell”) was employed by Allstate
for more than thirteen (13) years under an R1500 contract. Bortell signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
89. Plaintiff DANIEL BOSSIO (“Bossio”) was employed by Allstate for more than
twenty-two (22) years under an R830 contract. Bossio signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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90. Plaintiff JAMES BRACHFELD (“J. Brachfeld”) was employed by Allstate for
more than thirty-two (32) years under an R830 contract. J. Brachfeld signed the Release and left
the company’s service under the Forced Sale Option.
91. Plaintiff ROBERTA L BRACHFELD (“R. Brachfeld”) was employed by Allstate
for more than thirteen (13) years under an R1500 contract. R. Brachfeld signed the Release and
left the company’s service under the Forced Sale Option.
92. Plaintiff EUGENE BRANDON (“Brandon”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Brandon signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
93. Plaintiff MICHAEL J. BRANTMEIER (“Brantmeier”) was employed by Allstate
for more than twenty-six (26) years under an R830 contract. Brantmeier signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
94. Plaintiff JAY BROKER (“Broker”) was employed by Allstate for more than
twenty-eight (28) years under an R1500 contract. Broker signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
95. Plaintiff NEAL SWANK BROOKS (“Brooks”) was employed by Allstate for
more than twenty-eight (28) years under an R830 contract. Brooks signed the Release and left
the service of Allstate under the Forced Sale Option.
96. Plaintiff FAYE BROWN (F. Brown) was employed by Allstate for more than
sixteen (16) years under an R830 contract. F. Brown signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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97. Plaintiff LESTER BROWN SR. (“L. Brown”) was employed by Allstate for more
than twenty (20) years under an R830 contract. L. Brown signed the Release and left the
company’s service under the Forced Sale Option.
98. Plaintiff RICHARD A. BROWN (“R. Brown”) was employed by Allstate for
more than twenty-two (22) years under an R830 contract. R. Brown signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
99. Plaintiff WILLIAM BROWN JR. (“W. Brown”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. W. Brown signed the Release and left
the company’s service under the Forced Severance Option.
100. Plaintiff RICHARD A. BROWNSON (“Brownson”) was employed by Allstate
for more than twenty-six (26) years under an R830 contract. Brownson signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
101. Plaintiff CHARLES R. BURNS III (“Burns”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Burns signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
102. Plaintiff THOMAS BUSHEY (“Bushey”) was employed by Allstate for more
than twelve (12) years under an R1500 contract. Bushey signed the Release and left the service
of Allstate under the Forced Sale Option.
103. Plaintiff DAVID ROSS BUSSELL (“Bussell”) was employed by Allstate for
more than thirteen (13) years under an R1500 contract. Bussell signed the Release and left the
company’s service under the Forced Sale Option.
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104. Plaintiff GARY F. CALLAWAY (“G. F. Callaway”) was employed by Allstate
for more than fourteen (14) years under an R1500 contract. G. F. Callaway signed the Release
and left the company’s service under the Forced Sale Option.
105. Plaintiff GEORGIANA CALLAWAY (“G. Callaway”) was employed by Allstate
for more than fourteen (14) years under an R1500 contract. G. Callaway signed the Release and
left the company’s service under the Forced Sale Option.
106. Plaintiff ALBERT J. CANNIZZARO (“Cannizzaro”) was employed by Allstate
for more than thirty-three (33) years under an R830 contract. Cannizzaro signed the Release and
left the company’s service under the Forced Sale Option.
107. Plaintiff LAWRENCE J. CAPOUCH (“Capouch”) was employed by Allstate for
more than thirty (30) years under an R830 or R1500 contract. Capouch signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
108. Plaintiff RICHARD E. CARTER (“Carter”) was employed by Allstate for more
than twenty-three (23) years under an R830 contract. Carter signed the Release and left the
Allstate’s service under the Forced Sale Option.
109. Plaintiff VICTOR M. CATARISANO (“Catarisano”) was employed by Allstate
for more than twenty-seven (27) years under an R830 contract. Catarisano signed the Release
and continued in Allstate’s service under the Forced Conversion Option subsequent to June 30,
2000.
110. Plaintiff PORTIA M. CHAMBLISS (“Chambliss”) was employed by Allstate for
more than twenty-one (21) years under an R830 contract. Chambliss signed the Release and left
the company’s service under the Forced Sale Option.
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111. Plaintiff MARK D. CHASE (“Chase”) was employed by Allstate for more than
seventeen (17) years under an R830 contract. Chase signed the Release and left the company’s
service under the Forced Sale Option.
112. Plaintiff AMY R. CHERRNAY (“Cherrnay”) was employed by Allstate for over
seventeen (17) years under an R830 contract. Cherrnay signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
113. Plaintiff JIMMY CHIN (“Chin”) was employed by Allstate for more than sixteen
(16) years under an R830 contract. Chin signed the Release and left the company’s service
under the Forced Sale Option.
114. Plaintiff DON C. CHRISTENSEN (“Christensen”) was employed by Allstate for
more than nineteen (19) years under an R830 contract. Christensen signed the Release and
continued in the company’s service under the Forced Conversion Option subsequent to June 30,
2000.
115. Plaintiff JAMES M. CIRILLO (“Cirillo”) was employed by Allstate for more than
twelve (12) years under an R1500 contract. Cirillo signed the Release and continued in the
company’s service under the Forced Conversion Option subsequent to June 30, 2000.
116. Plaintiff BRUCE W. CLOTFELTER (“Clotfelter”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Clotfelter signed the Release and left the
company’s service under the Forced Sale Option.
117. Plaintiff IRA CLOUD (“Cloud”) was employed as an agent by Allstate for more
than twenty-one (21) years under an R830 contract. Cloud signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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118. Plaintiff MILTON C. COBB (“M. Cobb”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. M. Cobb signed the Release and continued in
the company’s service under the Forced Conversion Option subsequent to June 30, 2000.
119. Plaintiff MARK CLEMENS COLLIER (“Collier”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. Collier signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
120. Plaintiff WANDA COLLINS-SMITH (Collins-Smith) was employed by Allstate
for more than twenty-six (26) years under an R830 contract. Collins-Smith signed the Release
and left the service of Allstate under the Forced Sale Option.
121. Plaintiff JOSEPH P. CONBOY (“Conboy”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Conboy signed the Release and left the service
of Allstate under the Forced Sale Option.
122. Plaintiff RICHARD F. COOK (“Cook”) was employed by Allstate for more than
thirteen (13) years under an R1500 contract. Cook signed the Release and left the service of
Allstate under the Forced Sale Option.
123. Plaintiff JANET M. COOLEY (“Cooley”) was employed by Allstate for more
than twenty-two (22) years under an R830 contract. Cooley signed the Release and left the
company’s service under the Forced Sale Option.
124. Plaintiff JAMES REAVIS CORNETT (“Cornett”) was employed by Allstate for
more than ten (10) years under an R1500 contract. Cornett signed the Release and left the
company’s service under the Forced Sale Option.
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125. Plaintiff CHARLES E. CORRY (“Corry”) was employed by Allstate for more
than twenty-five years (25) under an R830 contract. Corry signed the Release and left the
company’s service under the Forced Sale Option.
126. Plaintiff BRUCE R. CRALLEY (“Cralley”) was employed by Allstate for more
than seventeen (17) years under an R830 contract. Cralley signed the Release and continued in
the company’s service under the Forced Conversion Option subsequent to June 30, 2000.
127. Plaintiff JACK J. CRAPARO, JR. (“Craparo”) was employed by Allstate for
more than twelve years under an R1500 contract. Craparo signed the Release and left the service
of Allstate under the Forced Sale Option.
128. Plaintiff JAY ANDREW CRYSTAL (“J.A. Crystal”) was employed by Allstate
for more than twenty (20) years under an R830 contract. J.A. Crystal signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
129. Plaintiff J.A. Crystal is also suing in his capacity as personal representative for the
Estate of deceased former Allstate agent Diane L. Crystal. Diane L. Crystal was employed by
Allstate for more than fifteen (15) years under an R830 contract. She signed the Release and left
the company’s service under the Forced Sale contract.
130. Plaintiff LONNIE MICHAEL CURTIS (“Curtis”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. Curtis signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
131. Plaintiff BRENT L. DANNER (“Danner”) was employed by Allstate for more
than twenty-two (22) years under an R830 contract. Danner signed the Release and left the
service of Allstate under the Forced Sale Option.
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132. Plaintiff JOHN DARWISH (“Darwish”) was employed by Allstate for more than
twenty-three (23) years under an R830 contract. Darwish signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
133. Plaintiff HAROLD E. DASKAM (“Daskam”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Daskam signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
134. Plaintiff JOHN DAVENPORT (“Davenport”) was employed by Allstate for more
than seventeen (17) years under an R830 contract. Davenport signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
135. Plaintiff LESLIE K. DAVIDSON (“L. Davison”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. L. Davidson signed the Release and
continued in the company’s service under the Forced Conversion Option subsequent to June 30,
2000.
136. Plaintiff ZACHARIAH DAVIDSON III (Z. Davidson) was employed by Allstate
for more than ten (10) years under an R1500 contract. Z. Davidson signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
137. Plaintiff MICHAEL L. DAVIS (“Davis”) was employed by Allstate for more than
fifteen (15) years under an R1500 contract. Davis signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
138. Plaintiff MARGARET DEAN is suing in her capacity as personal representative
for the Estate of deceased former Allstate agent Robert T. Dean. Robert T. Dean was employed
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by Allstate approximately thirty-four (34) years under an R830 or R1500 contract. He signed the
Release and left the service of Allstate under the Forced Sale Option.
139. Plaintiff STEPHEN W. DELLAPINA (“Dellapina”) was employed by Allstate for
more than nine (9) years under an R1500 contract. Dellapina signed the Release and left the
service of Allstate under the Forced Sale Option.
140. Plaintiff ERNEST JACK DEMONTE (“DeMonte”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. DeMonte signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
141. Plaintiff JAMES L. DEPIZZO (“DePizzo) was employed by Allstate for more
than twenty-seven (27) years under an R830 contract. DePizzo signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
142. Plaintiff JOHN ANTHONY DEVITO (“Devito”) was employed by Allstate for
more than fifteen (15) years under an R830 contract. Devito signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
143. Plainitff MARK DIVINCENZO (“DiVincenzo”) was employed by Allstate for
more than eleven (11) years under an R1500 contract. DiVincenzo signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
144. Plaintiff GAIL D. DICKMAN (“Dickman”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Dickman signed Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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145. Plaintiff MICHAEL L. DOHENY (“Doheny”) was employed by Allstate for more
than thirty-six (36) years under an R830 contract. Doheny signed the Release and left the service
of Allstate under the Forced Sale Option.
146. Plaintiff JEFFERY M. DOMBECK (“Dombeck”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. Dombeck signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
147. Plaintiff TERRANCE P. DONOGHUE (“Donoghue”) was employed by Allstate
for more than twenty-nine (29) years under an R830 contract. Donoghue signed the Release and
left the service of Allstate under the Forced Sale Option.
148. Plaintiff VALERY DORSHIMER (previously Valery Sandler) (“Dorshimer”)
was employed by Allstate for more than thirteen (13) years under an R1500 contract. Dorshimer
signed the Release and left the service of Allstate under the Forced Sale Option.
149. Plaintiff JOYCE F. DOUGLAS (“Douglas”) was employed by Allstate for more
than twelve (12) years under an R1500 contract. Douglas signed the Release and left the service
of Allstate under the Forced Severance Option.
150. Plaintiff RUFUS C. DOWELL (“Dowell”) was employed by Allstate for more
than twenty-seven (27) years under an R830 contract. Dowell signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
151. Plaintiff SUSAN P. DRAPEAU (“Drapeau”) was employed by Allstate for more
than seventeen (17) years under an R830 or R1500 contract. Drapeau signed the Release and left
the service of Allstate under the Forced Severance Option.
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152. Plaintiff RICHARD L. DROE (“Droe”) was employed by Allstate for more than
twenty-six (26) years under an R830 contract. Droe signed the Release and left the service of
Allstate under the Forced Sale Option.
153. Plaintiff GEORGE F. DRUMMOND (“Drummond”) was employed by Allstate
for more than twenty-two (22) years under an R830 contract. Drummond signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
154. Plaintiff WALTER DUBIEL (“Dubiel”) was employed by Allstate for more than
twenty-five (25) years under an R830 contract. Dubiel signed the Release and left the service of
Allstate under the Forced Sale Option.
155. Plaintiff THOMAS R. DURAN (“Duran”) was employed by Allstate for more
than sixteen years under an R1500 contract. Duran signed the Release and continued in the
company’s service under the Forced Conversion Option subsequent to June 30, 2000.
156. Plaintiff DENNIS R. DYKE (“Dyke”) was employed by Allstate for more than
twenty-three (23) years under an R830 contract. Dyke signed the Release and left the service of
Allstate under the Forced Sale Option.
157. Plaintiff LARRY R. DYKSTRA (“Dykstra”) was employed by Allstate for more
than ten (10) years under an R1500 contract. Dykstra signed the Release and left the service of
Allstate under the Forced Sale Option.
158. Plaintiff RICHARD MORRISON EARL, JR. (“Earl”) was employed by Allstate
for more than twenty-six (26) years under an R830 contract. Earl signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
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159. Plaintiff RONALD F. EATON (“Eaton”) was employed by Allstate for more than
twenty-one (21) years under an R830 contract. Eaton signed the Release and left the company’s
service under the Forced Sale Option.
160. Plaintiff MICHAEL T. ECONOMOS (“Economos”) was employed by Allstate
for more than sixteen (16) years under an R830 contract. Economos signed the Release and left
the service of Allstate under the Forced Sale Option.
161. Plaintiff RONALD R. EDWARDS (“Edwards”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Edwards signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
162. Plaintiff RICHARD F. EIRICH (“Eirich”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Eirich signed the Release and left the company’s
service under the Forced Sale Option.
163. Plaintiff ROSLYN K. EISENSTARK (“Eisenstark”) was employed by Allstate
for more than fourteen (14) years under an R1500 contract. Eisenstark signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
164. Plaintiff BRUCE ENGERT (“Engert”) was employed by Allstate for more than
thirty-three (33) years under an R830 contract. Engert signed the Release and left the company’s
service under the Forced Sale Option.
165. Plaintiff JANE ESCHRICH-WALSH (“Eschrich-Walsh”) was employed by
Allstate for more than sixteen (16) years under an R830 contract. Eschrich-Walsh signed the
Release and continued in the service of Allstate under the Forced Conversion Option subsequent
to June 30, 2000.
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166. Plaintiff WILLIAM F. ESTES (“Estes”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Estes signed the Release and left the company’s
service under the Forced Sale Option.
167. Plaintiff STEVEN EVANS (“Evans”) was employed by Allstate for more than
twenty-eight (28) years under an R830 contract. Evans signed the Release and continued in the
company’s service under the Forced Conversion Option subsequent to June 30, 2000.
168. Plaintiff SANDY K. FABRICATORE (“Fabricatore”) was employed by Allstate
for more than ten (10) years under an R1500 contract. Fabricatore signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
169. Plaintiff JOSEPH FALCONI III (“Falconi”) was employed by Allstate for more
than twenty-two (22) years under an R830 contract. Falconi signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
170. Plaintiff CHRISTIAN G. FARLEY (“Farley”) was employed by Allstate for more
than eleven (11) years under an R1500 contract. Farley signed the Release and left the service of
Allstate under the Forced Severance Option.
171. Plaintiff SHEILA FARMER (“Farmer”) was employed by Allstate for more than
ten (10) years under an R1500 contract. Farmer signed the Release and left the service of
Allstate under the Forced Sale Option.
172. Plaintiff CURTIS G. FARRAR (“Farrar”) was employed by Allstate for more
than twenty-five (25) years under an R830 contract. Farrar signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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173. Plaintiff RALPH V. FAULK (“Faulk”) was employed by Allstate for more than
thirteen (13) years under an R1500 contract. Faulk signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
174. Plaintiff PHILIP DEAN FEISAL (“Feisal”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Feisal signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
175. Plaintiff CARL E. FIELDER (“Fielder”) was employed by Allstate for more than
twenty-six (26) years under an R830 contract. Fielder signed the Release and left the service of
Allstate under the Forced Sale Option.
176. Plaintiff DORIS JEAN FIELDS (“Fields”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Fields signed the Release and left the service
of Allstate under the Forced Sale Option.
177. Plaintiff LARRY D. FINLEY (“Finley”) was employed by Allstate for more than
fifteen (15) years under an R1500 contract. Finley signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
178. Plaintiff WILLIAM J. FLOOD (“Flood”) was employed by Allstate for more than
thirty-one (31) years under an R830 contract. Flood signed the Release and left the service of
Allstate under the Forced Severance Option.
179. Plaintiff GERALD L. FLORES (“Flores”) was employed by Allstate for more
than twenty-eight (28) years under an R830 contract. Flores signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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180. Plaintiff ERIC A. FORD (“Ford”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Ford signed the Release and left the service of
Allstate under the Forced Sale Option.
181. Plaintiff JOHN R. FORREST (“Forrest”) was employed by Allstate for more than
thirty-four (34) years under an R830 contract. Forrest signed the Release and left the service of
Allstate under the Forced Sale Option.
182. Plaintiff ALLEN FOSTER (“Foster”) was employed by Allstate for over thirty-
one (31) years under an R830 contract. Foster signed the Release and left the service of Allstate
under the Forced Sale Option.
183. Plaintiff ROBERT G. FRANZ (“Franz”) was employed by Allstate for more than
eighteen (18) years under an R830 contract. Franz signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
184. Plaintiff BOSS R. FRIES III (“Fries”) was employed by Allstate for more than
twenty-one (21) years under an R830 contract. Fries signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
185. Plaintiff JODENE S. GARDNER (“Gardner”) was employed by Allstate for more
than twenty (20) years under an R830 contract. Gardner signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
186. Plaintiff ROBERT E. GARY (“Gary”) was employed by Allstate for more than
twelve (12) years under an R1500 contract. Gary signed the Release and continued in the service
of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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187. Plaintiff LARRY O. GENTRY (“Gentry”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Gentry signed the Release and left the service of
Allstate under the Forced Sale Option.
188. Plaintiff SAMUEL GILLETTE (formerly known as Samuel Gillott) (“Gillette”)
was employed by Allstate for more than fifteen (15) years under an R1500 contract. Gillette
signed the Release and left the service of Allstate under the Forced Sale Option.
189. Plaintiff GARY J. GOELZ (“Goelz”) was employed by Allstate for more than
twenty-one (21) years under an R830 or R1500 contract. Goelz signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
190. Plaintiff RANDOLPH GOODWIN JR. (“Goodwin”) was employed by Allstate
for more than seventeen (17) years under an R830 contract. Goodwin signed the Release and left
the service of Allstate under the Forced Sale Option.
191. Plaintiff JAMES A. GRADY (“Grady”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Grady signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
192. Plaintiff WILLIAM D. GREENE (“Greene”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Greene signed the Release and left the service
of Allstate under the Forced Sale Option.
193. Plaintiff SANDRA M. GUTHRIE (“Guthrie”) was employed by Allstate for more
than twenty-three (23) years under an R830 contract. Guthrie signed the Release and left the
service of Allstate under the Forced Sale Option.
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194. Plaintiff GERALD W. GUTZEIT (“Gutzeit”) was employed by Allstate for more
than fifteen (15) years under an R1500 contract. Gutzeit signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
195. Plaintiff FRANKLIN P. HALL (“Hall”) was employed by Allstate for more than
thirty-one (31) years under an R830 or R1500 contract. Hall signed the Release and left the
service of Allstate under the Forced Sale Option.
196. Plaintiff BRENDA C. HAMMOND (“Hammond”) was employed by Allstate for
more than eleven (11) years under an R1500 contract. Hammond signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
197. Plaintiff LORETTA CAUSEY HANNON (“Hannon”) was employed by Allstate
for more than sixteen (16) years under an R830 contract. Hannon signed the Release and left the
service of Allstate under the Forced Sale Option.
198. Plaintiff FRANCIS H. HANRATTY (“Hanratty”) was employed by Allstate for
more than nineteen (19) years under an R830 contract. Hanratty signed the Release and left the
service of Allstate under the Forced Sale Option.
199. Plaintiff JAN E. HANSON (“Hanson”) was employed by Allstate for more than
ten (10) years under an R1500 contract. Hanson signed the Release and continued in the service
of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
200. Plaintiff CHRISTOPHER A. HARDESTY (“Hardesty”) was employed by
Allstate for more than thirteen (13) years under an R1500 contract. Hardesty signed the Release
and continued in the service of Allstate under the Forced Conversion Option subsequent to June
30, 2000.
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201. Plaintiff RONALD C. HARRISON JR. (“Harrison”) was employed by Allstate
for more than fourteen (14) years under an R1500 contract. Harrison signed the Release and left
the service of Allstate under the Forced Sale Option.
202. Plaintiff JOHN W. HEASLEY (“Heasley”) was employed by Allstate for more
than fourteen (14) years under an R1500 contract. Heasley signed the Release and left the
service of Allstate under the Forced Sale Option.
203. Plaintiff CONI HEIDLE (“Heidle”) was employed by Allstate for more than
nineteen (19) years under an R830 contract. Heidle signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
204. Plaintiff DARLENE J. HEINEN (“Heinen”) was employed by Allstate for more
than thirteen (13) years under an R1500 contract. Heinen signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
205. Plaintiff GERALD W. HEINEN (“G. Heinen”) was employed by Allstate for
more than thirty-one (31) years under an R830 contract. G. Heinen signed the Release and left
the service of Allstate under the Forced Sale Option.
206. Plaintiff ROBERT HELSEL (“Helsel”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Helsel signed the Release and left the service of
Allstate under the Forced Sale Option.
207. Plaintiff LOUIS J. HEMPHILL (“Hemphill”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Hemphill signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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208. Plaintiff GAIL ROGERS HIBBLER (“Hibbler”) was employed by Allstate for
more than thirteen (13) years under an R1500 contract. Hibbler signed the Release and left the
service of Allstate under the Forced Severance Option.
209. Plaintiff LARRY W. HICE (“Hice”) was employed by Allstate for more than
nineteen (19) years under an R830 or R1500 contract. Hice signed the Release and left the
service of Allstate under the Forced Sale Option.
210. Plaintiff DANNY R. HIGDON (“Higdon”) was employed by Allstate for more
than twenty-seven (27) years under an R830 contract. Higdon signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
211. Plaintiff PATRICIA A. HILL (“P. Hill”) was employed by Allstate for more than
eleven (11) years under an R1500 contract. P. Hill signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
212. Plaintiff RICHARD D. HILL (“R. Hill”) was employed by Allstate for more than
ten (10) years under an R1500 contract. R. Hill signed the Release and continued in the service
of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
213. Plaintiff JAMES E. HILLAN (“Hillan”) was employed by Allstate for more than
nineteen (19) years under an R830 or R1500 contract. Hillan signed the Release and left the
service of Allstate under the Forced Sale Option.
214. Plaintiff LEANNE HINKLE (formerly McCurley) (“Hinkle”) was employed by
Allstate for more than fifteen (15) years under an R1500 contract. Plaintiff Hinkle signed the
Release and left the service of Allstate under the Forced Severance Option.
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215. Plaintiff JOHN HLOHINEC (“Hlohinec”) was employed by Allstate for more
than fourteen (14) years under an R1500 contract. Hlohinec signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
216. Plaintiff JIMMY D. HOCK (“Hock”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Hock signed the Release and continued in the service
of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
217. Plaintiff CHARMAIN A. HORVATH (“Horvath”) was employed by Allstate for
more than thirteen (13) years under an R1500 contract. Horvath signed the Release and left the
service of Allstate under the Forced Sale Option.
218. Plaintiff DANIEL P. HOURIHANE (“Hourihane”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Hourihane signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
219. Plaintiff STEVEN H. HOWELL (“Howell”) was employed by Allstate for more
than seventeen (17) years under an R830 contract. Howell signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
220. Plaintiff GEORGE A. HUYE (“Huye”) was employed by Allstate for more than
twelve (12) years under an R1500 contract. Huye signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
221. Plaintiff JOHN A. IAPOCE (“Iapoce”) was employed by Allstate for more than
thirty-four (34) years under an R830 contract. Iapoce signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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222. Plaintiff SANDRA INMAN (previously Sandra L. Holloway) (“Inman”) was
employed by Allstate for over ten (10) years under an R1500 contract. Inman signed the Release
and continued in the service of Allstate under the Forced Conversion Option subsequent to June
30, 2000.
223. Plaintiff CHARLES S. JACKSON (“C. Jackson”) was employed by Allstate for
more than thirty-two (32) years under an R830 contract. C. Jackson signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
224. Plaintiff RICK JAHNS (“R. Jahns”) was employed by Allstate for more than
twenty-seven (27) years under an R830 contract. R. Jahns signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
225. Plaintiff ROBERT JAYSON (“Jayson”) was employed by Allstate for more than
eleven (11) years under an R1500 contract. Jayson signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
226. Plaintiff LELAND T. JELINEK (“Jelinek”) was employed by Allstate for more
than eleven (11) years under an R1500 contract. Jelinek signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
227. Plaintiff CHARLES (“CHUCK”) JOHNSON (“C. Johnson”) was employed by
Allstate for more than nineteen (19) years under an R830 contract. C. Johnson signed the
Release and continued in the service of Allstate under the Forced Conversion Option subsequent
to June 30, 2000.
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228. Plaintiff REECE THOMAS JOHNSON (“R. Johnson”) was employed by Allstate
for more than fourteen (14) years under an R1500 contract. R. Johnson signed the Release and
left the service of Allstate under the Forced Sale Option.
229. Plaintiff LARRY DAN JONES (“L. Jones”) was employed by Allstate for more
than twenty-seven (27) years under an R830 contract. L. Jones signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000..
230. Plaintiff RONALD R. JONES (“R. Jones”) was employed by Allstate for more
than nineteen (19) years under an R830 contract. R. Jones signed the Release and left the service
of Allstate under the Forced Sale Option.
231. Plaintiff KAREN JUNEMAN is suing in her capacity as personal representative
for the Estate of deceased former Allstate agent Roger Michael Juneman. Roger Juneman was
employed by Allstate for more than twenty-nine (29) years under an R830 or R1500 contract.
He signed the Release and continued in the service of Allstate under the Forced Conversion
Option subsequent to June 30, 2000.
232. Plaintiff DAVID N. KAPEC (“Kapec”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Kapec signed the Release and left the service of
Allstate under the Forced Sale Option.
233. Plaintiff KATHLEEN KENNEY (“Kenney”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Plaintiff Kenney signed the Release and left
the service of Allstate under the Forced Sale Option.
234. Plaintiff ROBERT J. KILLEEN (“Killeen”) was employed by Allstate for more
than thirty-six (36) years under an R830 contract. Plaintiff Killeen signed the Release and left
the service of Allstate under the Forced Sale Option.
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235. Plaintiff ROBERT E. KIMBLE (“Kimble”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Plaintiff Kimble signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
236. Plaintiff THOMAS E. KROHNER (“Krohner”) was employed by Allstate for
more than twenty-seven (27) years under an R830 contract. Plaintiff Krohner signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
237. Plaintiff MARIA KRUMM is suing in her capacity as personal representative for
the Estate of deceased former Allstate agent Gary Krumm. Gary Krumm was employed by
Allstate for more than twenty-two (22) years under an R830 contract. He signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
238. Plaintiff AMOS KUYKENDOLL (“Kuykendoll”) was employed by Allstate for
more than thirteen (13) years under an R1500 contract. Plaintiff Kuykendoll signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
239. Plaintiff WILLIAM LANDMARK (“Landmark”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Plaintiff Landmark signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
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240. Plaintiff GREGORY LANE (“Lane”) was employed by Allstate for more than
eighteen (18) years under an R830 contract. Plaintiff Lane signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
241. Plaintiff BRUCE LARRABEE (“Larrabee”) was employed by Allstate for more
than seventeen (17) years under an R830 contract. Plaintiff Larrabee signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
242. Plaintiff JENNIFER LATHAM is suing in her capacity as personal representative
for the Estate of deceased former Allstate agent Charles Latham. Charles Latham was employed
by Allstate for more than thirty-one (31) years under an R830 contract. Plaintiff Latham signed
the Release and left the service of Allstate under the Forced Sale Option.
243. Plaintiff CAROL LEBLANC (“LeBlanc”) was employed by Allstate for more
than twenty-six (26) years under an R830 contract. LeBlanc signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
244. Plaintiff JOSEPH LEE (“Lee”) was employed by Allstate for more than twenty-
six (26) years under an R830 contract. Plaintiff Lee signed the Release and left the service of
Allstate under the Forced Severance Option.
245. Plaintiff SHARON E. LIBBRA (“S. Libbra”) was employed by Allstate for more
than twelve (12) years under an R1500 contract. Plaintiff S. Libbra signed the Release and left
the service of Allstate under the Forced Sale Option.
246. Plaintiff TERRY LIBBRA (“T. Libbra”) was employed by Allstate for more than
fifteen (15) years under an R830 contract. Plaintiff T. Libbra signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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247. Plaintiff JANET LINDSAY is suing in her capacity as personal representative for
the Estate of deceased former Allstate agent Ronald Lindsay. Ronald Lindsay was employed by
Allstate for more than nineteen (19) years under an R830 contract. He signed the Release and
left the service of Allstate under the Forced Sale Option.
248. Plaintiff JAMES LONGMAN (“Longman”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Plaintiff Longman signed the Release and left
the service of Allstate under the Forced Sale Option.
249. Plaintiff JOHN LUCAS (“Lucas”) was employed by Allstate for more than thirty-
one (31) years under an R830 contract. Plaintiff Lucas signed the Release and left the service of
Allstate under the Forced Sale Option.
250. Plaintiff JAMES E. LYNCH (“Lynch”) was employed by Allstate for more than
thirty-three (33) years under an R830 or R1500 contract. Plaintiff Lynch signed the Release and
left the service of Allstate under the Forced Sale Option.
251. Plaintiff MICHAEL MACISCO (“Macisco”) was employed by Allstate for more
than seventeen (17) years under the R830 contract. Plaintiff Macisco signed the Release and left
the service of Allstate under the Forced Sale Option.
252. Plaintiff JOHN G. MALEK (“Malek”) was employed by Allstate for more than
eleven (11) years under an R1500 contract. Plaintiff Malek signed the Release and left the
service of Allstate under the Forced Sale Option.
253. Plaintiff STEVEN MALLORY (“Mallory”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Plaintiff Mallory signed the Release and left the
service of Allstate under the Forced Sale Option.
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254. Plaintiff JOHN MALLOY (“Malloy”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Plaintiff Malloy signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
255. Plaintiff PATRICIA MARAZO was employed by Allstate for more than
seventeen (17) years under an R830 contract. Plaintiff Marazo signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
256. Plaintiff NICHOLAS MARINOS (“Marinos”) was employed by Allstate for more
than ten (10) years under an R1500 contract. Plaintiff Marinos signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
257. Plaintiff EUGENE MARONEY (“Maroney”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Plaintiff Maroney signed the Release and left
the service of Allstate under the Forced Severance Option.
258. Plaintiff JOHN MARSH JR. (“Marsh”) was employed by Allstate for more than
fifteen (15) years under an R830 contract. Plaintiff Marsh signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
259. Plaintiff RICHARD MASI (“Masi”) was employed by Allstate for more than
twenty-five (25) years under an R830 contract. Plaintiff Masi signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
260. Plaintiff GLEN MASON (“Mason”) was employed by Allstate for more than
thirteen (13) years under an R1500 contract. Plaintiff Mason signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
261. Plaintiff SCOTT MATTINGLY (“Mattingly”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Plaintiff Mason signed the Release and
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continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
262. Plaintiff THOMAS MATYJASIK (“Matyjasik”) was employed by Allstate for
more than twenty-seven (27) years under an R830 contract. Plaintiff Matyjasik signed the
Release and continued to provide service to Allstate under the Forced Conversion Option
subsequent to June 30, 2000.
263. Plaintiff THOMAS MCCALL (“McCall”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Plaintiff McCall signed the Release and
continued in the service of Allstate under the Forced Conversion Option.
264. Plaintiff RUDOLPH MCCLINON, JR. (“McClinon”) was employed by Allstate
for more than sixteen (16) years under an R1500 contract. Plaintiff McClinon signed the Release
and left the service of Allstate under the Forced Sale Option.
265. Plaintiff CASEY MCCOY (“McCoy”) was employed by Allstate for
approximately twenty (20) years under an R1500 contact. Plaintiff McCoy signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
266. Plaintiff SHERRY MCDONALD (“McDonald”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. Plaintiff McDonald signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
267. Plaintiff THOMAS MCEVANS, III (“McEvans”) was employed by Allstate for
more than twenty-six (26) years under an R830 contract. Plaintiff McEvans signed the Release
and left the service of Allstate under the Forced Severance Option.
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268. Plaintiff JAMES MCGUIRE (“McGuire”) was employed by Allstate for more
than twenty (20) years under an R830 contract. Plaintiff McGuire signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
269. Plaintiff JOHN F. MCKENZIE (“McKenzie”) was employed by Allstate for more
than ten (10) years under an R1500 contract. McKenzie signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
270. Plaintiff ANTHONY MCMURRAY (“McMurray”) was employed by Allstate for
more than thirty-six (36) years under an R830 contract. McMurray signed the Release and left
the service of Allstate under the Forced Sale Option.
271. Plaintiff PETER MCVITTIE (“McVittie”) was employed by Allstate for more
than thirty (30) years under an R830 contract. Plaintiff McVittie signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
272. Plaintiff JERREL L. MEAD (“Mead”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Plaintiff Mead signed the Release and left the service
of Allstate under the Forced Sale Option.
273. Plaintiff MARY MENDOZA (“Mendoza”) was employed by Allstate for more
than eleven (11) years under an R1500 contract. Plaintiff Mendoza signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
274. Plaintiff ORTON W. MESSENGER (“Messenger”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. Plaintiff Messenger signed the Release
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and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
275. Plaintiff SUSAN MESSINA (“Messina”) was employed by Allstate for more than
twenty (20) years under an R830 contract. Plaintiff Messina signed the Release and left the
service of Allstate under the Forced Sale Option.
276. Plaintiff PHILIP METCALFE (“Metcalfe”) was employed by Allstate for more
than eighteen (18) years under an R830 or R1500 contract. Plaintiff Metcalfe signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
277. Plaintiff RONALD METZGER (“Metzger”) was employed by Allstate for more
than twenty-four (24) years under an R830 contract. Plaintiff Metzger signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
278. Plaintiff MICHAEL MEYER (“Meyer”) was employed by Allstate for more than
twenty-six (26) years under an R830 contract. Plaintiff Meyer signed the Release and left the
service of Allstate under the Forced Sale Option.
279. Plaintiff ARTHUR MILES (“Miles”) was employed by Allstate for more than
eighteen (18) years under an R830 or R1500 contract. Plaintiff Miles signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
280. Plaintiff FRANK MILLER, JR. (“F. Miller”) was employed by Allstate for more
than ten (10) years under an R1500 contract. Plaintiff F. Miller signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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281. Plaintiff JAMES THOMAS MILLER (“J. Miller”) was employed by Allstate for
more than twenty-six (26) years under an R830 contract. Plaintiff J. Miller signed the Release
and left the service of Allstate under the Forced Severance Option.
282. Plaintiff JEAN MINAL (“Minal”) was employed by Allstate for more than
eighteen (18) years under an R830 contract. Plaintiff Minal signed the Release and left the
service of Allstate under the Forced Sale Option.
283. Plaintiff FRIEDA MINGA (“Minga”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Plaintiff Minga signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
284. Plaintiff BARBARA ANN MINK is suing in her capacity as personal
representative for the Estate of deceased former Allstate agent Daniel Mink. Daniel Mink was
employed by Allstate for more than sixteen (16) years under an R830 contract. He signed the
Release and left the service of Allstate under the Forced Sale Option.
285. Plaintiff ROBERT MINTON (“R. Minton”) was employed by Allstate for more
than twenty-six (26) years under an R830 contract. Plaintiff R. Minton signed the Release and
left the service of Allstate under the Forced Sale Option.
286. Plaintiff JOSEPH MONTANARO (“Montanaro”) was employed by Allstate for
more than thirty-three (33) years under an R830 contract. Plaintiff Montanaro signed the
Release and continued to provide service to Allstate under the Forced Conversion Option
subsequent to June 30, 2000.
287. Plaintiff RICHARD MOORE (“R. Moore”) was employed by Allstate for more
than twenty-seven (27) years under an R830 contract. Plaintiff R. Moore signed the Release and
left the service of Allstate under the Forced Sale Option.
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288. Plaintiff STAFFORD WALTER MOORE (“S. Moore”) was employed by
Allstate for more than seventeen (17) years under an R830 contract. Plaintiff S. Moore signed
the Release and continued to provide service to Allstate under the Forced Conversion Option
subsequent to June 30, 2000.
289. Plaintiff DINAH MORGAN (“D. Morgan”) was employed by Allstate for more
than twenty-six (26) years under an R830 contract. Plaintiff D. Morgan signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
290. Plaintiff SYLVIA MOSLEY (“Mosley”) was employed by Allstate for more than
twenty-three (23) years under an R830 contract. Plaintiff Mosley signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
291. Plaintiff D. CRAIG MULLEN (“Mullen”) was employed by Allstate for more
than twelve (12) years under an R1500 contract. Plaintiff Mullen signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
292. Plaintiff KELLY PATRICK MULLIGAN (“Mulligan”) was employed by Allstate
for more than sixteen (16) years under an R830 contract. Plaintiff Mulligan signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
293. Plaintiff DARRELL NAMIE (“Namie”) was employed by Allstate for more than
thirteen (13) years under an R1500 contract. Plaintiff Namie signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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294. Plaintiff HERBERT NEWMAN (“Newman”) was employed by Allstate for more
than twenty-one (21) years under an R830 contract. Plaintiff Newman signed the Release and
left the service of Allstate under the Forced Sale Option.
295. Plaintiff CHESTER NOWAK (“Nowak”) was employed by Allstate for more
than twenty-three (23) years under an R830 contract. Plaintiff Nowak signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
296. Plaintiff RICHARD NYDEGGER (“Nydegger”) was employed by Allstate for
more than fifteen (15) years under an R1500 contract. Plaintiff Nydegger signed the Release and
left the service of Allstate under the Forced Sale Option.
297. Plaintiff THOMAS O’DELL (“O’Dell”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Plaintiff O’Dell signed the Release and left the
service of Allstate under the Forced Sale Option.
298. Plaintiff WALTER ORR (“Orr”) was employed by Allstate for more than
seventeen (17) years under an R830 contract. Plaintiff Orr signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
299. Plaintiff JAMES OVERMILLER (“Overmiller”) was employed by Allstate for
more than thirteen (13) years under an R1500 contract. Plaintiff Overmiller signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
300. Plaintiff BARBARA OXNER (previously Barbara Jones) (“Oxner”) was
employed by Allstate for more than fifteen (15) years under an R1500 contract. Oxner signed
the Release and left the service of Allstate under the Forced Sale Option.
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301. Plaintiff MARTHA PARRY (“Parry”) was employed by Allstate for more than
fifteen (15) years under an R1500 contract. Plaintiff Parry signed the Release and left the service
of Allstate under the Forced Sale Option.
302. Plaintiff FRANK PATTERSON (“Patterson”) was employed by Allstate for more
than twenty-one (21) years under an R830 contract. Plaintiff Patterson signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
303. Plaintiff TERRY PAULK (“Paulk”) was employed by Allstate for more than
eighteen (18) years under an R830 contract. Plaintiff Paulk signed the Release and left the
service of Allstate under the Forced Sale Option.
304. Plaintiff DANIEL PERRY (“Perry”) was employed by Allstate for at least twenty
(20) under an R830 contract. Plaintiff Perry signed the Release and continued to provide service
to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
305. Plaintiff KENNETH PHILBRICK (“Philbrick”) was employed by Allstate for
more than fifteen (15) years under an R1500 contract. Plaintiff Philbrick signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
306. Plaintiff FRANK LESLIE PHILLIPS, JR. (“Phillips”) was employed by Allstate
for more than sixteen (16) years under an R830 contract. Plaintiff Phillips signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
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307. Plaintiff STEPHEN PIGG (“Pigg”) was employed by Allstate for more than
twenty-six (26) years under an R830 contract. Plaintiff Pigg signed the Release and left the
service of Allstate under the Forced Severance Option.
308. Plaintiff CLIFFORD PINCKNEY (“Pinckney”) was employed by Allstate for
more than twenty-eight (28) years under an R830 contract. Plaintiff Pinckney signed the Release
and continued to provide service to Allstate under the Forced Conversion Option subsequent to
June 30, 2000.
309. Plaintiff RITA PINO (“Pino”) was employed by Allstate for more than fifteen
(15) years under an R1500 contract. Plaintiff Pino signed the Release and left the service of
Allstate under the Forced Sale Option.
310. Plaintiff RONALD PINSONEAULT (“Pinsoneault”) was employed by Allstate
for more than nineteen (19) years under an R830 contract. Plaintiff Pinsoneault signed the
Release and continued to provide service to Allstate under the Forced Conversion Option
subsequent to June 30, 2000.
311. Plaintiff JOHNNY PLEMONS (“Plemons”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Plaintiff Plemons signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
312. Plaintiff ROBERT POLLOCK (“Pollock”) was employed by Allstate for more
than eleven (11) years under an R1500 contract. Plaintiff Pollock signed the Release and left the
service of Allstate under the Forced Sale Option.
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313. Plaintiff DENNIS PORTER (“Porter”) was employed by Allstate for more than
twenty-six (26) years under an R830 contract. Plaintiff Porter signed the Release and continued
to provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
314. Plaintiff DENNIS POWERS (“Powers”) was employed by Allstate for more than
ten (10) years under an R1500 contract. Plaintiff Powers signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
315. Plaintiff BLAIR QUASNITSCHKA is suing in his capacity as personal
representative for the Estate of deceased former Allstate agent Linda Kirbus (formerly Linda
Quasnitschka). Linda Kirbus was employed by Allstate for more than twenty-two (22) years
under an R830 contract. She signed the Release and continued to provide service to Allstate
under the Forced Conversion Option subsequent to June 30, 2000.
316. Plaintiff PAUL QUATTRONE (“Quattrone”) was employed by Allstate for more
than twenty-seven (27) years under an R830 contract. Plaintiff Quattrone signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
317. Plaintiff MARZIANO RAGNONE (“Ragnone”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. Plaintiff Ragnone signed the Release and
left the service of Allstate under the Forced Sale Option.
318. Plaintiff JAMES RAUEN (“Rauen”) was employed by Allstate for more than
twenty-four (24) years under an R830 contract. Plaintiff Rauen signed the Release and left the
service of Allstate under the Forced Sale Option.
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319. Plaintiff DONALD REIMER (“Reimer”) was employed by Allstate for more than
seventeen (17) years under an R830 contract. Plaintiff Reimer signed the Release and left the
service of Allstate under the Forced Severance Option.
320. Plaintiff G. MARIA RESNICK (“Resnick”) was employed by Allstate for more
than twenty-three (23) years under an R830 contract. Plaintiff Resnick signed the Release and
left the service of Allstate under the Forced Sale Option.
321. Plaintiff LINDA REYNOLDS (“Reynolds”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Plaintiff Reynolds signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
322. Plaintiff STAN RICKS (“Ricks”) was employed by Allstate for more than
fourteen (14) years under an R1500 contract. Plaintiff Ricks signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
323. Plaintiff DICK ROBERTS (“D. Roberts”) was employed by Allstate for more
than twenty-five (25) years under an R830 contract. Plaintiff D. Roberts signed the Release and
left the service of Allstate under the Forced Sale Option.
324. Plaintiff THOMAS ROBY (“Roby”) was employed by Allstate for more than
twenty-six (26) years under an R830 contract. Plaintiff Roby signed the Release and left the
service of Allstate under the Forced Sale Option.
325. Plaintiff DAVID LOUIS ROMAN (“Roman”) was employed by Allstate for more
than twenty-one (21) years under an R830 or R1500 contract. Plaintiff Roman signed the
Release and continued to provide service to Allstate under the Forced Conversion Option
subsequent to June 30, 2000.
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326. Plaintiff LLOYD ROSENSTEEL (“Rosensteel”) was employed by Allstate for
more than twenty-eight (28) years under an R830 contract. Plaintiff Rosensteel signed the
Release and left the service of Allstate under the Forced Sale Option.
327. Plaintiff RICHARD K. ROSKOWE (“Roskowe”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Plaintiff Roskowe signed the Release and
left the service of Allstate under the Forced Sale Option.
328. Plaintiff RICHARD ROSSELL (“Rossell”) was employed by Allstate for more
than twenty-one (21) years under an R830 contract. Plaintiff Rossell signed the Release and left
the service of Allstate under the Forced Sale Option.
329. Plaintiff RONALD RUBIN (“Rubin”) was employed by Allstate for more than
nineteen (19) years under an R830 contract. Plaintiff Rubin signed the Release and continued to
provide service to Allstate under the Forced Conversion Option subsequent to June 30, 2000.
330. Plaintiff ROBERT P. RUSSO (“Russo”) was employed by Alltsate for more than
thirty-three (33) years under an R830 contract. Russo signed the Release and left the service of
Allstate under the Forced Sale Option.
331. Plaintiff KAREN RYAN-WHITE (“Ryan-White”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. Ryan-White signed the Release and
continued to provide service to Allstate under the Forced Conversion Option subsequent to June
30, 2000.
332. Plaintiff EDWARD SAAD (“Saad”) was employed by Allstate for more than
twenty (20) years under R830 contract. Saad signed the Release and left the service of Allstate
under the Forced Severance Option.
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333. Plaintiff JOHN SANCHEZ (“Sanchez”) was employed by Allstate for more than
seventeen (17) years under an R830 contract. Sanchez signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
334. Plaintiff JACK M. SANDERS (“J. Sanders”) was employed by Allstate for more
than thirty-four (34) years under an R830 contract. J. Sanders signed the Release and left the
service of Allstate under the Forced Sale Option.
335. Plaintiff MICHAEL L. SANDERS (“M. Sanders”) was employed by Allstate for
more than sixteen (16) years under an R830 contract. M. Sanders signed the Release and left the
service of Allstate under the Forced Sale Option.
336. Plaintiff SHEILA L. SANDERS (“S. Sanders”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. S. Sanders signed the Release and left the
service of Allstate under the Forced Sale Option.
337. Plaintiff GAIL SANTALUCIA-DALY (“Santalucia-Daly”) was employed by
Allstate for more than twenty (20) years under an R830 contract. Santalucia-Daly signed the
Release and left the service of Allstate under the Forced Severance Option.
338. Plaintiff PHILIP J. SARCONE (“Sarcone”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. Sarcone signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
339. Plaintiff RICHARD L. SAULLE (“Saulle”) was employed by Allstate for more
than thirty-four (34) years under an R830 contract. Saulle signed the Release and left the service
of Allstate under the Forced Sale Option.
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340. Plaintiff MARCOS E. SAYAGO (“Sayago”) was employed by Allstate for more
than twenty-five (25) years under an R830 contract. Sayago signed the Release and left the
service of Allstate under the Forced Sale Option.
341. Plaintiff GERALD HERBERT SCHIELE (“Schiele”) was employed by Allstate
for more than ten (10) years under an R1500 contract. Schiele signed the Release and left the
service of Allstate under the Forced Sale Option.
342. Plaintiff DOUGLAS SCHIFFMILLER (“Schiffmiller”) was employed by Allstate
for more than thirteen (13) years under an R1500 contract. Schiffmiller signed the Release and
left the service of Allstate under the Forced Sale Option.
343. Plaintiff TIMOTHY L. SCHWARTZ (“Schwartz”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. Schwartz signed the Release and left
the service of Allstate under the Forced Sale Option.
344. Plaintiff DAVID L. SEIDEL (“Seidel”) was employed by Allstate for more than
twenty-one (21) years under an R830 contract. Seidel signed the Release and left the service of
Allstate under the Forced Sale Option.
345. Plaintiff ROGER SEROLA (“Serola”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Serola signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
346. Plaintiff LEONARD LEROY SHAW (“Shaw”) was employed by Allstate for
more than twelve (12) years under an R1500 contract. Shaw signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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347. Plaintiff ROBERT G. SHEA JR. (“Shea”) was employed by Allstate for more
than twenty (20) years under an R830 contract. Shea signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
348. Plaintiff SHELDON F. SHEFF (“Sheff”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Sheff signed the Release and left the service of
Allstate under the Forced Sale Option.
349. Plaintiff WOODROW SHELTON JR. (“Shelton”) was employed by Allstate for
more than twelve (12) years under an R1500 contract. Shelton signed the Release and left the
service of Allstate under the Forced Sale Option.
350. Plaintiff DARRYL SHERMAN (“Sherman”) was employed by Allstate for more
than twenty-nine (29) years under an R830 contract. Sherman signed the Release and left the
service of Allstate under the Forced Severance Option.
351. Plaintiff MIKE SHOBE (“Shobe”) was employed by Allstate for more than
nineteen (19) years under an R830 contract. Shobe signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
352. Plaintiff LAWRENCE SIMMS (“L. Simms”) was employed by Allstate for more
than fourteen (14) years under an R1500 contract. L. Simms signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
353. Plaintiff DOUGLAS A. SIMS (“D. Sims”) was employed by Allstate for more
than fourteen (14) years under an R1500 contract. D. Sims signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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354. Plaintiff ERIC B. SIMS (“E. Sims”) was employed by Allstate for more than
eleven (11) years under an R1500 contract. E. Sims signed the Release and left the service of
Allstate under the Forced Sale Option.
355. Plaintiff CHINESTA SKIPPER SMITH (“C. Smith”) was employed by Allstate
for more than nineteen (19) years under an R830 contract. Skipper signed the Release and left
the service of Allstate under the Forced Sale Option.
356. Plaintiff MARIE SMITH is suing in her capacity as personal representative for
the Estate of deceased former agent David William Smith (“D.W. Smith”). D.W. Smith was
employed by Allstate for more than eighteen (18) years under an R830 contract. D. W. Smith
signed the Release and continued in the service of Allstate under the Forced Conversion Option
subsequent to June 30, 2000.
357. Plaintiff DENNIS Z. SMITH (“D. Z. Smith”) was employed by Allstate for more
than thirteen (13) years under an R1500 contract. D. Z. Smith signed the Release and left the
service of Allstate under the Forced Sale option.
358. Plaintiff RONALD W. SMITH (“R. Smith”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. R. Smith signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
359. Plaintiff ARMANDO D. SOLER (“Soler”) was employed by Allstate for more
than sixteen (16) years under an R830 contract. Soler signed the Release and left the service of
Allstate under the Forced Sale Option.
360. Plaintiff DEBORAH SORRELL-ULRICH (“Sorrell-Ulrich”) was employed by
Allstate for more than eighteen (18) years under an R830 contract. Sorrell-Ulrich signed the
Release and left the service of Allstate under the Forced Sale Option.
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361. Plaintiff DAVID ST. JOHN (“D. St. John”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. D. St. John signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
362. Plaintiff SARAH A. ST. JOHN (S. St. John) was employed by Allstate for more
than thirteen (13) years under an R1500 contract. S. St. John signed the Release and left the
service of Allstate as an agent under the Forced Sale Option.
363. Plaintiff CAROL P. STEVENS (formerly Carol Stehle) (“Stevens”) was
employed by Allstate for more than sixteen (16) years under an R830 contract. Stehle signed the
Release and left the service of Allstate under the Forced Sale Option.
364. Plaintiff THOMAS D. STEIN (“Stein”) was employed by Allstate for more than
twenty-one (21) years under an R830 contract. Stein signed the Release and left the service of
Allstate under the Forced Sale Option.
365. Plaintiff MICHAEL M. STERN was employed by Allstate for more than thirty
(30) years under an R1500 contract. He signed the Release and continued in the service of
Allstate under the Forced Conversion Option subsequent to June 30, 2000.
366. Plaintiff JOHN STOUT (“Stout”) was employed by Allstate for more than
twenty-seven (27) years under an R830 contract. Stout signed the Release and left the service of
Allstate under the Forced Sale Option.
367. Plaintiff DONALD J. STRIPLIN (“Striplin”) was employed by Allstate for more
than nineteen (19) years under an R830 contract. Striplin signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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368. Plaintiff CELESTE M. SULLIVAN (“Sullivan”) was employed by Allstate for
more than fifteen (15) years under an R1500 contract. Sullivan signed the Release and left the
service of Allstate under the Forced Sale Option.
369. Plaintiff KURT A. SUMMERS (“Summers”) was employed by Allstate for more
than fifteen (15) years under an R1500 contract. Summers signed the Release and left the
service of Allstate under the Forced Sale Option.
370. Plaintiff STANLEY J. SUWALA (“Suwala”) was employed by Allstate for more
than twenty-five (25) years under an R830 contract. Suwala signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
371. Plaintiff PAUL GERALD SVABEK (“Svabek”) was employed by Allstate for
more than twenty-two (22) years under an R830 contract. Svabek signed the Release and left the
service of Allstate under the Forced Sale Option.
372. Plaintiff EDWARD C. SWANSON (“E. Swanson”) was employed by Allstate for
at least fifteen (15) years under an R1500 contract. E. Swanson signed the Release and left the
service of Allstate under the Forced Sale Option.
373. Plaintiff MARILYN SWANSON (“M. Swanson”) was employed by Allstate for
more than twenty-two (22) years under an R830 contract. M. Swanson signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
374. Plaintiff MICHELLE M. TABLER (“Tabler”) was employed by Allstate for
approximately seventeen (17) years under an R830 contract. Tabler signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
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375. Plaintiff RUSSELL A. TAPIE (“Tapie”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Tapie signed the Release and left the service of
Allstate under the Forced Sale Option.
376. Plaintiff WANDA TATUM (“Tatum”) was employed by Allstate for more than
sixteen (16) years under an R830 contract. Tatum signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
377. Plaintiff CHARLES TAYLOR (“C. Taylor”) was employed by Allstate for more
than eighteen (18) years under an R830 contract. C. Taylor signed the Release and left the
service of Allstate under the Forced Sale Option.
378. Plaintiff WRIGHT B. TAYLOR (“W. Taylor”) was employed by Allstate for
more than twenty-nine (29) years under an R830 contract. W. Taylor signed the Release and left
the service of Allstate under the Forced Sale Option.
379. Plaintiff ROBERT W. TELKINS (“Telkins”) was employed by Allstate for more
than thirty-seven (37) years under an R830 contract. Telkins signed the Release and left the
service of Allstate under the Forced Sale Option.
380. Plaintiff STEPHEN U. THOENNES (“Thoennes”) was employed by Allstate for
more than twenty-six (26) years under R830 contract. Thoennes signed the Release and left the
service of Allstate under the Force Sale Option.
381. Plaintiff GARY L. THOMAS (“G. Thomas”) was employed by Allstate for more
than seventeen (17) years under an R830 contract. G. Thomas signed the Release and left the
service of Allstate under the Forced Sale Option.
382. Plaintiff MONTAGUE A. “BUD” THOMAS III (“M. Thomas”) was employed
by Allstate for more than twelve (12) years under an R1500 contract. M. Thomas signed the
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Release and continued in the service of Allstate under the Forced Conversion Option subsequent
to June 30, 2000.
383. Plaintiff JEFFREY TOBIN (“Tobin”) was employed by Allstate for more than ten
(10) years under an R1500 contract. Tobin signed the Release and continued in the service of
Allstate under the Forced Conversion Option subsequent to June 30, 2000.
384. Plaintiff JOSEPH GEORGE TOMEC (“Tomec”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. Tomec signed the Release and left the
service of Allstate under the Forced Sale Option.
385. Plaintiff MARY TURLEY is suing in her capacity as personal representative for
the Estate of deceased former Allstate agent Robert H. Turley. Robert H. Turley was employed
by Allstate for more than twenty-three (23) years under an R830 contract. He signed the Release
and continued in the service of Allstate under the Forced Conversion Option subsequent to June
30, 2000.
386. Plaintiff ALBERT TURNER (“Turner”) was employed by Allstate for more than
twenty-three (23) years under an R830 contract. Turner signed the Release and left the service
of Allstate under the Forced Sale Option.
387. Plaintiff DAVID J. TUSKEY (“Tuskey’) was employed by Allstate for more than
eighteen (18) years under an R830 contract. Tuskey signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
388. Plaintiff GEORGE F. TWOHIG (“Twohig”) was employed by Allstate for more
than thirty-six (36) years under an R830 contract. Twohig signed the Release and left the service
of Allstate under the Forced Sale Option.
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389. Plaintiff CORNELL G. VANDEGRIFT (“Vandegrift”) was employed by Allstate
for more than twenty-three (23) years under an R830 contract. Vandegrift signed the Release
and left the service of Allstate under the Forced Sale Option.
390. Plaintiff MILFORD T. VAUGHT, JR. (“Vaught”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. Vaught signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
391. Plaintiff LOUIS VEAL (“Veal”) was employed by Allstate for more than
nineteen (19) years under an R830 contract. Veal signed the Release and left the service of
Allstate under the Forced Sale Option.
392. Plaintiff DALE A. VILLEMAIN (“Villemain”) was employed by Allstate for
more than nineteen (19) years under an R830 contract. Villemain signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
393. Plaintiff CLETA M. VINING (“Vining”) was employed by Allstate for more than
twenty (20) years under an R830 contract. Vining signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
394. Plaintiff JOSEPH J. VIOLA SR. (“Viola”) was employed by Allstate for more
than thirty-one (31) years under an R830 contract. Viola signed the Release and left the service
of Allstate under the Forced Sale Option.
395. Plaintiff RONALD A. WANEK (“Wanek”) was employed by Allstate for more
than fourteen (14) years under an R1500 contract. Wanek signed the Release and continued in
the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
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396. Plaintiff BRIAN J. WANLESS (“Wanless”) was employed by Allstate for more
than twenty-one (21) years under an R830 contract. Wanless signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
397. Plaintiff ARTHUR L. WASHINGTON (“Washington”) was employed by
Allstate for more than twenty-six (26) years under an R830 contract. Washington signed the
Release and left the service of Allstate under the Forced Sale Option.
398. Plaintiff TIMOTHY J. WATWOOD (“Watwood”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. Watwood signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
399. Plaintiff MARK E. WEGNER (“Wegner”) was employed by Allstate for more
than sixteen (16) years under an R1500 contract. Wegner signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
400. Plaintiff FINDLEY L. WEST (“West”) was employed by Allstate for more than
thirty-three (33) years under an R830 contract. West signed the Release and left the service of
Allstate under the Forced Sale Option.
401. Plaintiff NEIL W. WHICKER (“Whicker”) was employed by Allstate for more
than twenty-one (21) years under an R830 contract. Whicker signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
402. Plaintiff CHARLES L. WILLIAMS (“C. Williams”) was employed by Allstate
for more than twenty-five (25) years under an R830 contract. C. Williams signed the Release
and left the service of Allstate under the Forced Severance Option.
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403. Plaintiff WALKER WILLIAMS (“W. Williams”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. W. Williams signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
404. Plaintiff RODNEY WILLIAMS SR. (“R. Williams”) was employed by Allstate
for more than twenty-two (22) years under an R830 contract. R. Williams signed the Release
and left the service of Allstate under the Forced Sale Option.
405. Plaintiff BARRY L. WILSON SR. (“B. Wilson”) was employed by Allstate for
more than fourteen (14) years under an R1500 contract. B. Wilson signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
406. Plaintiff ROBIN LEE WILSON (“R. L. Wilson”) was employed by Allstate for
more than seventeen (17) years under an R830 contract. R. L. Wilson signed the Release and
continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
407. Plaintiff FRANCES C. WISNIEWSKI (“Wisniewski”) was employed by Allstate
for more than seventeen (17) years under an R830 contract. Wisniewski signed the Release and
left the service of Allstate under the Forced Sale Option.
408. Plaintiff JAMES M. WOOD (“Wood”) was employed by Allstate for more than
twenty-five (25) years under an R830 contract. Wood signed the Release and left the service of
Allstate under the Forced Sale Option.
409. Plaintiff LINDA ANN WOSHNER (“Woshner”) was employed by Allstaet for
more than thirteen (13) years under an R1500 contract. Woshner signed the Release and
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continued in the service of Allstate under the Forced Conversion Option subsequent to June 30,
2000.
410. Plaintiff BARBARA D. WRIGHT is suing in her capacity as personal
representative for the Estate of deceased former Allstate agent Kevin A. Wright. Kevin A.
Wright was employed by Allstate for more than fourteen (14) years under an R1500 contract.
He signed the Release and left the service of Allstate under the Forced Sale Option.
411. Plaintiff ROBERT A. WRIGHT JR. (“R. Wright”) was employed by Allstate for
more than ten (10) years under an R1500 contract. R. Wright signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
412. Plaintiff LEONARD M. YARBROUGH (“Yarbrough”) was employed by
Allstate for more than nineteen (19) years under an R830 contract. Yarbrough signed the
Release and continued in the service of Allstate under the Forced Conversion Option subsequent
to June 30, 2000.
413. Plaintiff DONALD A. YOUNG (“D. Young”) was employed by Allstate for more
than twenty (20) years under an R830 contract. Young signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
414. Plaintiff JAMES M. ZAHNER (“Zahner”) was employed by Allstate for more
than twelve (12) years under an R1500 contract. Zahner signed the Release and continued in the
service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
415. Plaintiff RONALD D. ZARBAUGH (“Zarbaugh”) was employed by Allstate for
more than twenty (20) years under an R830 contract. Zarbaugh signed the Release and left the
service of Allstate under the Forced Sale Option.
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416. Plaintiff ROSE ZUMWINKLE is suing in her capacity as personal representative
for the Estate of her deceased husband and former Allstate agent William Zumwinkle. William
Zumwinkle was employed by Allstate for more than twenty-eight (28) years under an R830 or
R1500 contract. He signed the Release and left the service of Allstate under the Forced Sale
Option.
417. Plaintiff MANUEL B. ZUNIGA SR. (“Zuniga”) was employed by Allstate for
more than eighteen (18) years under an R830 contract. Zuniga signed the Release and continued
in the service of Allstate under the Forced Conversion Option subsequent to June 30, 2000.
418. Plaintiff CHARLES DENNIS ZYBURO (“Zyburo”) was employed by Allstate
for more than eleven (11) years under an R1500 contract. Zyburo signed the Release and left the
service of Allstate under the Forced Sale Option.
B. DEFENDANTS
419. Defendant EDWARD M. LIDDY (“Liddy”) is being sued in his capacity as the
former President, Chief Executive Officer and Chairman of Allstate (and one or more of its
subsidiaries and affiliates). Liddy served as Allstate’s Chief Operating Officer from August
1994 to January 1999; Chief Executive Officer from January 1999 to May 2005; and as
Chairman of the Board of Directors from January 1999 to April 2008. Defendant Liddy is a
“person” within the meaning of ERISA, including 29 U.S.C. § 1140.
420. Defendant THE ALLSTATE CORPORATION is a publicly-traded Delaware
corporation, having its principal place of business in Northbrook, Illinois. The Allstate
Corporation conducts business throughout the United States and abroad through its various
subsidiaries and affiliates. Defendant The Allstate Corporation is a “person” within the meaning
of ERISA, including 29 U.S.C. § 1140.
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421. Defendant ALLSTATE INSURANCE COMPANY is an Illinois corporation,
having its principal place of business in Northbrook, Illinois. Allstate Insurance Company
conducts business throughout the United States and abroad, whether through an affiliate or
subsidiary or otherwise. Allstate Insurance Company is a wholly-owned subsidiary of The
Allstate Corporation and/or one or more of its subsidiaries and affiliates. Defendant Allstate
Insurance Company is a “person” within the meaning of ERISA, including 29 U.S.C. § 1140.
422. At all times relevant hereto, Allstate Insurance Company and The Allstate
Corporation were each an “employer” within the meaning of the ADEA and ERISA because they
were engaged in an industry affecting commerce that had twenty (20) or more employees.
Allstate Insurance Company and The Allstate Corporation constituted a “single employer” of the
Plaintiffs and other similarly-situated persons. Among other things, the operations of Allstate
Insurance Company and The Allstate Corporation are interrelated and they share common
directors, officers and personnel. The Allstate Corporation was directly and integrally involved
in, and exercised de facto control over, among other things, financing decisions, funding and
personnel, culminating in the decisions at issue in this case. Allstate Insurance Company is
identified as the sponsor of the Agents Pension Plan (the “Pension Plan”) and The Allstate
Corporation is identified as the sponsor of The Savings and Profit Sharing Fund of Allstate
Employees (the “Profit Sharing Plan”). Additionally, The Allstate Corporation made sure
employees of its subsidiaries and affiliates, including Allstate Insurance Company (collectively,
the “Allstate Controlled Group”), were eligible to participate in the Pension Plan, the Profit
Sharing Plan and some or all of the other Plans.
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FACTUAL ALLEGATIONS
A. ALLSTATE USED THE PROMISE OF LIFETIME FINANCIAL
SECURITY TO INDUCE ITS WORKFORCE OF “CAPTIVE”
EMPLOYEE AGENTS TO DEDICATE THEIR CAREERS AND
FINANCIAL RESOURCES TO ITS CONTINUING PROFITABILITY
423. Prior to October 1984, almost all of Allstate’s insurance agents had been
employed under the R830 contract. This contract expressly created an “employer-employee”
relationship between Allstate and the insurance sales agents hired under it and made those
employee agents “captive agents” of Allstate: they were required to devote their entire business
time to the sale of Allstate’s insurance and financial products and prohibited from selling
insurance and financial products on behalf of competing companies. These agents were
compensated principally through commissions both on any new business they generated and on
the renewal of existing business, including a commission-based “production allowance” for
vacation, personal holidays, family and other illness, attending company meetings and other time
away from their agencies. Additionally, Allstate provided these employee agents with a
furnished office or other sales location from which they could solicit and service their “books of
business” and covered standard expenses for the agent to conduct his or her business on behalf of
the company.
424. In recognition of the substantial amount of time and resources required for agents
to build up a profitable “book of business,” the R830 contract created an express and implied
relationship of indefinite duration in which agents were afforded both substantive and procedural
protections to ensure that they could be terminated only for “good cause” and in limited
circumstances. Accordingly, the R830 contract specified “unsatisfactory work” as the sole basis
upon which an agent could be terminated and further provided that, prior to any termination
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(other than a criminal act or an act of dishonesty such as embezzlement or fraud), the agent was
to be given notice that his or her “job is in jeopardy” and a “reasonable opportunity to bring . . .
performance up to satisfactory standards.” In any event, Allstate still could not terminate the
R830 contract unless it complied with a specified, elaborate review and approval procedure.
425. Apart from the protections afforded to agents from termination, the R830 contract
also protected agents from having their commissions reduced or from otherwise being burdened
with more onerous terms and conditions of employment by providing its terms could not be
modified without the agent’s written consent.
426. Though the commission rates fixed by the R830 contract generally were lower
than those paid by Allstate’s competitors, Allstate enticed prospective agents into committing
their futures to the company by promising them a “guaranteed income” and long-term “financial
security” through a “superior” package of employee benefits that Allstate touted as the best the
industry had to offer. These benefits included, among others, normal and “beefed up” early
retirement benefits available under the Pension Plan, the deferral of income and contributions
through the Profit Sharing Plan, and such things as comprehensive medical insurance, dental
insurance, long-term disability insurance, and life insurance under other of the Plans.
427. By 1984, Allstate was a very profitable insurance company, selling products
almost exclusively through its sales force of about 13,000 “captive” employee agents who
worked out of booths located in “Sears” retail stores or, in some cases, sales offices owned or
leased by the company. Allstate’s management nonetheless had concluded that it could increase
its profits by cutting the net expense of the “unmatched” compensation package provided to
employee agents. As a result, Allstate instituted the Neighborhood Office Agent (“NOA”) “cost
sharing” program under which employee agents were encouraged to lease or buy offices in their
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own names from which they could continue to solicit new customers and service their prospering
“books of business.” While Allstate publicly asserted the NOA program would provide its
employee agents with greater “entrepreneurial freedom,” and promised that employee agents
would have a “proprietary interest” in their agencies, the NOA program represented the first in a
series of steps that Allstate took to reduce its net expenses at the expense of employee agents.
428. The NOA “cost sharing” program was implemented, in large part, through the
R1500 contract – a form of employment contract which substantially all new employee agents
hired subsequent to October 1, 1984, were required to enter into – as well as the standardized
R1660 Amendment to the R830 contract (the “NOA amendment”), which Allstate encouraged its
existing employee agents to sign. In many respects, the R1500 contract was similar to the
discontinued R830 contract. Like the R830 contract, the R1500 contract created an “employer-
employee” relationship of indefinite duration between Allstate and its agents, provided that those
agents were to be compensated on a commission basis, and prohibited them from selling
insurance and financial products on behalf of any competing company. Furthermore, as
acknowledged “employees” of Allstate, agents hired under the R1500 contract – like their R830
counterparts – were entitled to participate in all of the Plans and receive other benefits as Allstate
employees. Yet, while it preserved the essential structure of the “employer-employee”
relationship between Allstate and its insurance sales agents, the R1500 contract differed from the
R830 contract in at least two ways.
429. First, under the R1500 contract (and the NOA amendment), employee agents
were obligated to bear the entire expense of operating their own sales offices – generally running
into tens of thousands of dollars each year for rent, support staff, marketing, advertising and
utilities – whereas prior to October 1984, and under the original R830 contract, Allstate generally
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had borne such expenses. Allstate nonetheless provided an “Office Expense Allowance” or
“OEA” to agents employed under the R1500 contract (and the NOA amendment) through which
the company reimbursed a portion of the out-of-pocket expenditures for which agents were
responsible under the NOA program. That allowance was paid in the form of an enhanced
commission tied to new and renewal business production during the prior year, but was
intentionally designed to only partially offset the substantial expenses associated with running an
Allstate agency. Second, even though Allstate proclaimed that the R1500 contract (but not the
NOA amendment) was designed to “attract and keep aggressive, new business oriented agents,”
the new contract purported to reserve for Allstate the unfettered “right to increase or decrease
compensation amounts,” including the amount of OEA generated by sale commissions; to
“change the compensation rules at any time”; to change the “nonexclusive” sales location
assigned to an NOA agent at any time (notwithstanding the fact agents were required to live
within “reasonable proximity” to their sales location); and to unilaterally alter its other terms and
conditions.
430. The R1500 contract expressly incorporated the provisions of the Agents
Employment Procedure Manual (the “Employment Manual”) and provided that it was further
“governed by the rules, regulations and procedures” set forth in the Employment Manual and
elsewhere. Among the provisions contained in the Employment Manual was a requirement that
employee agents be given a “complete explanation of the reason for termination” and
notification of the right to appeal such termination pursuant to a two-step appeal process.
Accordingly, while the R1500 contract purported to make agents “at will” employees, under the
express and implied terms of the Employment Manual it incorporated, agents could be
terminated only on a case-by-case basis and when warranted by individual circumstances.
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According to Allstate’s Management Information Guide, R1500 agents were subject to the same
“corrective procedures as the R830 agent,” including the ability “to request an agent review
board in the event of termination . . . .” This is consistent with Allstate’s acknowledged policy
that it would terminate an employee agent only for “good cause” such as serious acts of
dishonesty and, in all other cases, it was corporate policy to use “progressive discipline.”
431. With the launching of the NOA “cost sharing” program in 1984 and during the
years that followed, Allstate publicly assured employee agents working under the R830 contract
that they would not be required to participate in the new program. Eventually, however, Allstate
began to engage in a sustained effort to pressure its R830 agents to convert to the NOA program,
either by executing a new R1500 contract or the NOA amendment. Among other things, Allstate
began to evaluate its managers on their ability to get employee agents to convert to the NOA
program and, in the case of managers who were viewed as being “soft on agents,” threatened
them with termination unless they succeeded in getting agents to convert to the NOA program.
432. When it became clear that Allstate would not be able to lure its remaining R830
agents to convert to the NOA program with false promises of future riches and “entrepreneurial
freedom,” Allstate resorted to more insidious measures such as scare tactics, threats, intimidation
and belittlement. To this end, employees agents were told that they “would not be around long”
if they did not agree to convert to the NOA program. In the words of Allstate management, the
company was moving in a new direction and agents “could either jump on the bandwagon or fall
by the wayside.” By 1990, heavy-handed tactics such as these ultimately resulted in the majority
of the remaining R830 agents tying their fates to the NOA program.
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B. ALLSTATE WAS UNSUCCESSFUL IN PERSUADING EMPLOYEE
AGENTS TO CONVERT TO SO-CALLED “INDEPENDENT
CONTRACTOR” STATUS AND, THEREBY, RELINQUISH THEIR
EMPLOYEE BENEFITS
433. While the NOA program initially accomplished Allstate’s objective of shifting
most of the costs associated with the operation of neighborhood sales offices to its employee
agents, Allstate still was bearing a substantial amount of costs itself. Moreover, the NOA
program had little impact on what had become one of the largest line-item expenses on Allstate’s
balance sheet: the expense of Allstate’s “superior” package of employee benefits, which
accounted for as much as 25 percent or more of a typical agent’s compensation package.
434. In a further effort to phase out these expenses and, thereby, improve its “bottom-
line,” Allstate introduced a new program which it called the Neighborhood Exclusive Agency
(“Exclusive Agent”) program in October 1990. Under this Exclusive Agent program, Allstate
hired new “Exclusive Agents” as employees for an initial eighteen-month training period,
whereupon these newly-minted agents entered into a standardized R3001 Neighborhood
Exclusive Agency Agreement (“R3001 contract”), which characterized them as “independent
contractors.” The term “exclusive” is synonymous with “captive” in that the R3001 contract bars
Exclusive Agents from soliciting, selling or servicing insurance of any kind for any other
company, agent or broker, or referring a prospect to another company, agent or broker, without
the prior written approval of Allstate.
435. In addition, Allstate announced that all of its 16,000 or so existing employee
agents could participate in the Exclusive Agent program by “converting” to the new R3001
contract and becoming so-called “independent contractors.” Allstate then actively encouraged
them to do so by hyping the supposed advantages of that program. Allstate then “upped the
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ante” by evaluating managers on their success in getting employee agents to convert to the
Exclusive Agent program and offered them bonuses based on the number of agents who
converted.
436. While Allstate touted the R3001 contract, like the R1500 contract before it, as
affording agents yet more “entrepreneurial freedom,” as well as the capacity for unlimited
earning potential, in truth its only advantage from the agents’ perspective was a modest increase
in commission rates for newly-written policies on certain lines of insurance. These higher rates,
however, were at best sufficient to offset the fact that Exclusive Agents operating under the
R3001 contract did not receive commission compensation in the form of a “production
allowance” and, in the case of the vast number of employee agents in the NOA program,
reimbursement of some of out-of-pocket expenses from their OEA. Because the R3001 contract
also eliminated all of the benefits to which employee agents were entitled, its net effect was to
dramatically reduce the overall compensation Allstate paid to its agents.
437. Not only was the increase in commission rates provided for under the R3001
contract far too small to offset the loss of their employee benefits, OEA and production
allowance, that commission rate was not guaranteed, as had been the case under the R830
contract. Further, under the R3001 contract, Allstate retained for itself the absolute discretion to
add, eliminate or alter its terms, or to terminate the agreement “at will” – that is, at any time and
for any reason, or for no reason at all, upon giving at least ninety (90) days notice. In addition,
the R3001 contract did not contain any of the procedural safeguards afforded to employee agents
under the R830 and R1500 contracts in the event Allstate decided to terminate the Exclusive
Agent.
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438. Throughout the 1990’s, Allstate used both inducements and scare tactics in an
attempt to convince employee agents (other than so-called “General Agents” who were generally
not permitted to convert to the Exclusive Agent program or share an office location with an NOA
agent or Exclusive Agent) to sign the R3001 contract, thereby saving Allstate the expense of
continuing to provide the employee benefit package to such agents. Despite these repeated
efforts by Allstate, only about 150 of the 15,000 employee agents (or one-tenth of one percent)
then serving under the R830 and R1500 contracts converted to the Exclusive Agent program
between 1990 and 1993. Later efforts likewise were ineffective to convince most employee
agents to convert voluntarily. Given the value of the benefits package that would be lost and the
long-term income and job security they would be denied upon becoming an Exclusive Agent, the
reluctance to do so was predictable.
439. Allstate nonetheless did not give up. Between April 1, 1998 and May 31, 1999, it
succeeded in getting 1,460 employee agents to convert to the Exclusive Agency program, of
which about 622 were employed under the R830 contract, with another 295 employee agents, of
which 175 were employed under the R830 contract, electing to leave the service of Allstate by
retiring or quitting. Many of these conversions and retirements were precipitated by the
introduction of its “Agency Standards” as of January 1, 1999, under which NOA agents or
licensed support staff had to be in the office during specified business hours – that is, from 9:00
a.m. to 6:00 p.m. on weekdays and from 9:00 a.m. to 1:00 p.m. on Saturdays. Most solo agents
encountered difficulty complying with these new requirements because, among other things,
Allstate required them to attend mandatory training sessions and meetings outside of the office
during working hours.
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C. ALLSTATE FINALLY RESORTED TO UNLAWFUL MEASURES TO
RID ITSELF OF THE COSTS OF PROVIDING EMPLOYEE BENEFITS
AND TO PURGE ITS RANKS OF OLDER AGENTS
440. By 1999, Allstate had approximately 15,000 “captive” insurance agents in the
United States who principally sold automobile, homeowner and other types of property and
casualty (P&C) insurance on behalf of the company, of which approximately 6,200 were still
working as employee agents under the R830 and R1500 contracts. The other 8,900 or so agents
were Exclusive Agents operating under the R3001 contract or short-term employee “trainees”
seeking to become Exclusive Agents.
441. Having failed in its decade-long effort to induce its employee agents to surrender
their benefits and protections by converting voluntarily to so-called “exclusive agent independent
contractor” status, Allstate decided that the time had come to achieve its cost-saving objectives
through more coercive measures that were unlawful and otherwise violated the terms of the R830
and R1500 employment contracts. In June 1999, Allstate charged Assistant Vice-President
Barry Hutton to develop a plan to rid the company of employee agents. After convening a team
whose members worked from June to September 1999, Hutton recommended in late-September
that Allstate approve a program under which employee agents would be required to leave the
company unless they converted to the Exclusive Agent program and thereby relinquished their
benefits and protections as employees. This recommendation was discussed at the highest levels
of Allstate’s senior management team and approved by defendant Liddy.
442. After approving Hutton’s recommendation, Allstate’s management presented the
specifics of the Mass Termination Program to the Board of Directors on November 9, 1999.
Liddy and Allstate announced the Mass Termination Program with great fanfare the next day.
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443. Under the Mass Termination Program, Allstate told employee agents that it would
be “[t]erminating all remaining R830 and R1500 Agreements and all employee agent related
programs on June 30, 2000” (with the exception of employee agents located in Montana and
New Jersey who, according to Allstate, would be “covered in separate program with different
options available to them”) and “[o]ffering all agents the ability to convert to the R3001S
Exclusive Agency Agreement.” Notwithstanding this representation, Allstate subsequently
decided that employee agents in Montana would be subject to the Mass Termination Program,
and thus would be terminated as of September 30, 2000, while employee agents hired on or after
June 8, 1984 in West Virginia, like those in New Jersey, could not be terminated – whether en
masse or otherwise – as part of the Mass Termination Program. In addition, it appears Allstate
made at least four exceptions for employee agents in other states, who were exempted from
termination.
444. Of the 6,200 or so employee agents who were subject to the Mass Termination
Program, about 3,200 were employed under the R830 contract as of November 1, 1999, almost
all of whom had converted to the NOA program, while the other 3,000 or so had been hired
under the R1500 contract as NOA agents. Allstate additionally provided certain former
employee agents who had previously converted to the R3001 contract with the opportunity to
leave the service of the company by signing a separate form of release and either selling their
entire book of business, including business generated as an employee agent under the R830 or
R1500 contracts or, alternatively, receiving an “alternative” termination payment that was
essentially equivalent to the “enhanced” severance offered to employee agents subject to the
Program.
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445. In the case of employee agents working under the R830 and R1500 contracts,
Allstate did not in a single case make an individualized determination that “good cause” existed
for the termination of any employee agent subject to the Mass Termination Program, as required
by both forms of employment contract and by Allstate’s own policies and procedures. Nor did
Allstate follow the approval procedures mandated under the R830 contract or the review and
appeal process mandated under both contracts. Indeed, implicitly recognizing that “good cause”
could not be shown for its conduct, Allstate exempted from the Mass Termination Program
employee agents in jurisdictions such as West Virginia whose laws require such a showing for
termination of an insurance agent.
446. In a newsletter announcing its “newly revealed” initiatives, Allstate laid bare its
motivation for terminating the employment status of its R830 and R1500 agents: Allstate’s
“stock performance” was “down more than 20 percent since the beginning of [1999]” and, in the
words of CEO Liddy himself, Wall Street was “look[ing] at the property-casualty companies”
and was not “lik[ing] the growth prospects.” According to Liddy, companies like Allstate had to
“scrutinize their expenses more rigorously.” Consistent with this requirement, Allstate promised
its shareholders that the new initiatives would “reduce Allstate’s expenses by some $600 million
annually,” which it expected to “fully realize beginning in 2001.” Allstate also predicted that
such savings would amount to 36 cents per share (on a diluted basis) by the end of 2001.
447. Allstate later explained that approximately $325 million of these savings would
“come from the field realignment, including the reorganization of the employee agent programs
into the [NEA] Program.” While Allstate misrepresented the savings associated with the Mass
Termination Program as administrative savings resulting from the consolidation of multiple
agent programs into a single nationwide structure, those supposed administrative savings
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represented only a minuscule portion of the total. Even ignoring the fact that Allstate continued
to employ more than 500 agents under the R830 and R1500 contracts in the United States and
Canada subsequent to December 31, 2000, a significant percentage of the projected annual
savings resulted from the elimination of Allstate’s continuing obligation to provide about half of
its agent sales force with an employee benefits package, including contributions to the Pension
and Profit Sharing Plans and various government programs such as Social Security, workers’
compensation and unemployment.
448. While slashing employee benefit programs was a primary determinative factor
underlying Allstate’s decision to institute the Mass Termination Program, Allstate’s stated desire
to “re-energize” its sales force by weeding out older agents also was determinative. With no new
hires entering their ranks since 1990, the average age of employee agents had increased steadily
throughout the decade. Trying to combat this trend during the 1990s, Allstate had approached
some of its most senior and experienced agents and informed them, for example, that the
“unmatched” benefits program provided by the company were not intended to last “forever,” that
they were “too old” to comply with new sales quotas and other guidelines being imposed by the
company, and that they therefore should consider retirement.
449. Despite these efforts, by October 1999, the average age of employee agents – who
comprised 23 percent of Allstate’s overall employee workforce – had risen to above 50, with
approximately 90 percent of those agents being 40 years of age or older by the time of their
termination. Not a single agent was under the age of thirty. In contrast, the average age of all
other Allstate employees was about 39, a difference of eleven years.
450. Allstate and its senior management believed that the Mass Termination Program
would achieve the desired “re-energizing” effect by forcing many older agents – who were
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stereotypically viewed as lacking “energy,” “drive,” “initiative” and “entrepreneurial spirit” – to
leave the company, either immediately as part of the Mass Termination Program or thereafter
because of additional the obstacles to continued service that Allstate began to impose in January
1999. Their departures would, Allstate believed, afford the company the opportunity to replace
them with younger hires who Allstate believed would be more “energetic” and “productive.”
451. Shortly after the announcement of the Mass Termination Program, a “home
office” vice president revealed these discriminatory attitudes to a group of employee agents,
stating that Allstate expected to lose about 15 to 20 percent of its employee agents – most of
whom would be “older” agents who supposedly “would not want to learn” its new system and
soon-to-be-implemented computer technologies. In another meeting with employee agents
during roughly the same period, a field vice president warned that “some of you older agents
won’t like what’s coming down the pike,” or words to the effect, and predicted that they would
“probably leave.” At another meeting with agents, one of Allstate’s regional vice presidents
stated that the purpose of the Mass Termination Program was to get rid of agents “who are like
barnacles on the back of the great blue whale that need to be scraped off.” Other agents heard
comments by Allstate managers to the effect that the company was “bringing up a new breed”
and “getting rid of the fossils” and “dead wood.”
452. Further, during a job interview, the wife of one soon-to-be-terminated employee
agent was told by an Allstate manager that the R3001S contract was not designed to favor older
agents and, because older agents did not “fit in” with Allstate’s newly-announced plans, they
would be “discarded” as part of the Mass Termination Program. It thus comes as no surprise that
the R3001S contract, “Agency Standards” and the newly-implemented requirements relating to
reimbursement of support staff and rent expenses were specifically designed to create a
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relationship that was so unattractive to older employee agents that they would not want to
convert to the Exclusive Agent program and, if they did, for Allstate to get rid of these agents
once they had converted.
453. In fact, more than forty percent of Allstate’s employee agents left the company as
a result of the Mass Termination Program, virtually all of whom were age 40 and older. To
replace these older agents and to accomplish its objective of creating a younger and more
“energized” sales and workforce, Allstate hired hundreds of new employees – virtually all of
whom were under 40 – to fill positions in newly-established sales and customer support roles.
One Allstate manager described these new hires as “young and efficient . . . 22 and 23 year olds,
straight out of college, full of enthusiasm and with a great future.” He stated further that Allstate
was using a “new approach” with respect to these “young folks,” such as allowing them to play
computer games between customers.
D. ALLSTATE EXPLOITED THE FINANCIAL VULNERABILITY OF ITS
EMPLOYEE AGENTS TO COERCE THEM INTO WAIVING THEIR
STATUTORY AND COMMON LAW RIGHTS
454. Shortly after announcing the Mass Termination Program, Allstate began to
communicate the details of the Program by means of scripted presentations and providing
affected employee agents with a box containing extensive written materials. The contents of this
“job-in-a-box” included the “Preparing for the Future” R830 and R1500 Agent Information
Booklet for the Group Reorganization Program, as well as a copy of the Release and certain
information that Allstate was required to disclosed pursuant to the Older Workers Benefits
Protection Act (“OWBPA”).
455. The Release was the linchpin of the Mass Termination Program. By its terms, the
Release required employee agents to:
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release, waive, and forever discharge Allstate . . . from any and all liability . .
. or claims for relief or remuneration of any kind whatsoever . . . arising out
of, connected with, or related to, my employment and/or the termination of
my employment and my R830 or R1500 Agent Agreement with Allstate, or
my transition to independent contractor status, including, but not limited to . .
. any claim for age or other types of discrimination prohibited under the Age
Discrimination in Employment Act of 1967, . . . the Employee Retirement
Income Security Act . . . or any other federal, state or local law or ordinance
or the common law.
456. Upon presenting its employee agents with the Release, Allstate pressured them to
sign it and select from one of three mandatory “options,” none of which was subject to
negotiation:
the “Forced Conversion Option,” under which employee agents would be
“allowed” to continue in the service of Allstate as so-called “exclusive agent
independent contractors” by entering into the R3001S contract (which was even
less attractive than the unattractive option that had been available for nearly a
decade under the R3001 contract and which each of them had repeatedly
rejected);
the “Forced Sale Option,” under which employee agents would enter into the
R3001S contract and leave Allstate by selling their entire book of business to a
buyer approved by Allstate – that is, assuming the agent could find a “qualified”
buyer and complete the sale prior to August 1, 2000 (which generally resulted in
sales that were far below market in view of the short window in which to locate a
buyer and the hurdles that Allstate erected for obtaining approval); and
the “Forced Severance Option,” under which employee agents would leave
Allstate in exchange for “enhanced” severance package equal to the higher of the
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agent’s commission earnings in 1997 or 1998, to be paid in monthly installments
over a two-year period.
Alternatively, agents who did not sign the Release would have their employment and agency
relationships with Allstate severed entirely on June 30, 2000, and would receive up to thirteen
weeks of severance pay, depending on years of service, payable in six monthly installments.
457. Faced with these “choices,” less than two dozen employee agents refused to sign
the Release. Of the overwhelming majority of employee agents who did sign, about 2,600 – or
more than forty (40) percent – eventually left the service of Allstate under the Forced Sale or
Forced Severance Options, rather than continue working without the “unmatched” benefits
package that Allstate had used to lure them into investing their careers and personal financial
resources in the first place and upon which they had relied to provide “financial security” after
retirement. In many cases, Allstate then contacted its policyholders to advise them that their
agent had “retired.”
458. The other 4,000 or so agents continued working for Allstate as “exclusive agent
independent contractors” under the Forced Conversion Option, even though they were told they
would no longer be eligible for Allstate’s employee benefits package.
459. Allstate’s success in strong-arming and/or inducing through misrepresentations all
but a few of its employee agents into signing the Release and either accepting forced conversion
or separation from the company’s service is not surprising. Those agents had worked as Allstate
employees for at least a decade, during which time Allstate aggressively induced and most of
them to spend many thousands of dollars to build a profitable book of business on behalf of
Allstate. At the same time, Allstate barred them from pursuing any other business opportunity in
the remote event they should ever be terminated. Thus, by November 1999, those agents were
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left so vulnerable to overreaching by Allstate and were under such extreme duress that they
succumbed by signing the Release, or allowed themselves to be induced by Allstate’s
representations to sign the Release, in the face of almost certain financial ruin.
1. Employee Agents Who Did Not Sign The Release Stood To Lose Their
Substantial Investments And Careers
460. Since launching the NOA program in 1984, Allstate engaged in an aggressive
campaign to pressure its employee agents to heavily invest their financial resources into building
a book of business, going so far as to monitor the amount each agent invested. Allstate was
strongly motivated to do so. The more money that agents invested in their agencies, the greater
was their capacity to solicit new customers and, hence, to generate additional revenues for
Allstate. At the same time, by setting the formula for calculating the OEA so as to ensure that
generally only a fraction of the actual costs of running a sales office would be reimbursed,
Allstate was able to maximize its profit margin on those revenues while shifting most of the risk
of loss to its employee agents. As Jerry Choate, Allstate’s former President and Chief Executive
Officer, stated in explaining the NOA program, “[w]hen the allowance is depleted, the agents dig
down into their own pockets” – thus sparing Allstate the expense of digging into its own.
461. Furthermore, Allstate resorted to deception and hyperbole to induce its employee
agents to invest their own money on its behalf by telling them, for example, that “there’s no limit
to your potential income!” and that all agents needed to do to achieve that potential was to hire
more and more support staff, thereby enabling them to sell more policies, telling agents “It’s as
simple as that!” Allstate further assured its employee agents that there was no need for them to
worry about the escalating expenses needed to generate additional sales, because for every dollar
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spent, the company trumpeted that agents would receive “double, triple, quadruple your
investment.”
462. The expense for which Allstate encouraged its employee agents to make their
greatest investment was support staff. Allstate instructed agents that the best way to increase
new business production was to “free up” their time by hiring more and more support staff who
could take responsibility for servicing existing customers. According to Allstate, the investment
in each staff member could normally be recouped in two years or less. In addition, to motivate
its managers to reinforce the company’s position, Allstate tied the compensation of its managers
to the number of staff members hired by the employee agents who were under them; the larger
the staff, the larger the manager’s bonus.
463. As a result of the intense pressure put on them by Allstate, most employee agents
had to invest thousands of dollars per year from their own pockets and/or other personal
resources and, by the time Allstate announced the Mass Termination Program in late 1999, had
sunk substantial resources into developing a book of business, all in the expectation of recouping
such “investments” in the promised form of increased benefits upon retirement. When those
agents did not have sufficient liquid resources to cover these increasing investments, Allstate
pressured them to obtain small business loans, mortgage their homes, and borrow against
retirement and college savings.
464. At the same time it was encouraging its employee agents to “dig deep into their
own pockets” to expand their book of business, Allstate officially maintained that these agents
had no ownership or transferable interest in that business (though some agents found ways to
transfer interests with Allstate’s knowledge and acquiescence). Thus, when employee agents
left the service of Allstate, they generally were unable to recoup their investments of time and
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money by selling their book of business or continuing to receive commissions upon the renewal
of policies previously sold. Rather, employee agents had to remain with Allstate until they
became eligible for retirement benefits – a minimum of twenty (20) years and until age fifty-five
to qualify for early retirement – in order to begin to recoup that investment. Accordingly, for
many employee agents subject to the Mass Termination Program, refusal to execute the Release
meant the certain loss of the substantial investment upon which their financial security was
based.
465. Additionally, at the end of 1998, Allstate “upped the ante” by forcing employee
agents to sign an “Acknowledgement of Understanding” under threat of termination. Among
other things, this document provided that Allstate had the right to control how the agents perform
services for Allstate. At the same time, Allstate required employee agents to limit the
expenditures for support staff and rent to the amount of their OEA or, if they were unable to do
so, to either convert to the Exclusive Agent program or increase the amount of OEA by one or
two percentage points, while agreeing to reduce their commissions by a corresponding
percentage. These lower commissions would then reduce the retirement benefits that employee
agents would be entitled to earn subsequent to January 1, 1999.
2. Allstate Made It Virtually Impossible For Long-Time Employee
Agents To Pursue Their Professions Upon Termination
466. Not only would employee agents who refused to execute the Release face the loss
of the substantial financial investments they had made in building a book of business, they also
would be left with virtually no means to pursue their chosen profession as insurance agents and,
given the loss of investments in their agencies, little prospect of finding a new one. The
employee agents found themselves in this unenviable position because the contracts that
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governed their relationship with Allstate purported to bar them from developing any independent
business, and severely restricted their ability to establish any new business in the fields of
insurance and financial services for at least a year or two after that relationship ended.
467. Under both the R830 and R1500 contracts, employee agents were required to
“devote [their] entire business time” to the performance of their duties as agents and not to
engage in any other type of employment, profession or business opportunity without Allstate’s
consent. In particular, employee agents were absolutely barred from selling insurance or other
products of any competing company.
468. Employee agents also were inhibited by restrictive covenants “not to compete” in
the event their relationship with Allstate was terminated. Under the R830 contract, employee
agents were barred for a period of two years following such termination from “solicit[ing] or
sell[ing] insurance of any kind” either: (a) to any person or entity to whom they had previously
sold an Allstate policy; or (b) within one mile from any Allstate location from which they had
solicited or sold insurance during the two-year period immediately preceding such termination,
even though the vast majority of employee agents owned or leased their own offices. The
restrictions in the R1500 contract were substantially the same, except that the temporal scope of
those restrictions was limited to one year. In any event, in designing the Agent Transition
Severance Plan from which severance payments would be made to former employee agents who
left the service of the company as part of the Mass Termination Program, Allstate expressly
conditioned the payment of such severance benefits on a new two-year “non-solicitation”
restriction on soliciting the purchase of products or services in competition with those sold by
Allstate to any person who was a customer of Allstate at the time of termination or whose
identity was discovered as a result of their status as an Allstate agent, as well as a one-year
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restriction on soliciting the purchase of such products or services from an office or business site
located within one mile of the former agent’s Allstate sales location.
469. In the course of explaining the options available to them under the Mass
Termination Program, Allstate further instructed its employee agents that it “owned” their
agency telephone numbers – one of an insurance agent’s most valuable business assets – even
though employee agents had been required to pay the installation costs and all monthly bills in
most cases.
470. Allstate also maintained that an agent’s list of customers, including the names and
addresses of such customers, was proprietary to the company and strictly confidential. Allstate
represented to the agents subject to the Mass Termination Program that under the R830 and
R1500 contracts, once an employee agent’s relationship with the company ceased, any list
comprising a book of business must be returned and the employee agent was forever prohibited
from initiating contact with any former customer for “any purpose,” telling them that it “will
treat any attempt by a former agent to contact former customers (or any person whose identity
was discovered as a result of his/her status as an Allstate Agent . . .) in whatever form as
solicitation.” Allstate further warned that it would take “appropriate action” against any
employee agent who used information Allstate deemed confidential or acted in any manner
inconsistent with its interpretation of this “non-solicitation” restriction, including notifying the
former agent’s new company and filing a lawsuit against the former agent and her new company.
471. In spite of the termination of their agency appointments and the substantial
additional restrictions imposed by the Allstate, under the original terms of the Mass Termination
Program that Allstate communicated to employee agents, agents who did not sign the Release
remained responsible for whatever office lease or mortgage obligations and other financial
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arrangements that they had entered into in the expectation of continuing their agency relationship
with Allstate.
472. The net effect of the numerous and substantial restrictions that Allstate imposed
upon its employee agents was to leave them with little, if any, prospect for meaningful
employment or self-employment when Allstate terminated their agency appointments and no real
choice other than to sign the Release. For the past decade or longer, they had been denied the
opportunity to sell insurance products on behalf of any competing companies, to earn other
income for retirement, or to gain experience in any other line of work. Were they to attempt to
reestablish themselves in the insurance business, they would have to start literally from “scratch”
and face enormous obstacles as Allstate insisted that they were not permitted to sell insurance
products to former customers, would have to relocate from the offices they themselves leased or
owned and would have to surrender their agency telephone number to Allstate. Any such effort
to build a new business would be made all the more difficult by virtue of the fact that most of
their financial resources were tied up in the investments in their Allstate agencies, investments
that they would never see any part of unless they mitigated such loss by signing the Release and
accepting one of the three options that Allstate had thrust upon them.
3. Allstate Refused to Suspend The Mass Termination Program Despite
the EEOC’s Preliminary Determination that the Release Was
“Unlawful”
473. Faced with the prospect of financial ruin versus signing a document that purported
to waive their statutory and common law rights, a number of employee agents, including
numerous Plaintiffs, attempted to take a third route by filing charges of age discrimination and
retaliation with the EEOC. After completing an initial review of these charges, the EEOC
informed Allstate, in a letter to CEO Liddy, dated May 2, 2000, of the preliminary determination
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that the Release was “unlawful.” The EEOC further urged Allstate to “suspend[] the waiver
requirement” until it was able to complete its investigation.
474. Allstate wrote in response on May 15, 2000, that, among other things, signing the
Release does not prevent employee agents “from challenging the validity of the release and
pursuing [a] claim of discrimination.” Allstate thereafter rebuffed the EEOC by letter dated May
30, 2000. Allstate informed the EEOC that it intended to proceed with the implementation of the
Mass Termination Program, including requiring employee agents to execute the Release, despite
the EEOC’s preliminary determination.
475. By the time of the deadline for executing the Release (which, in most instances,
was May 31, 2000), many employee agents had become aware of the EEOC’s preliminary
determination, and Allstate’s decision to flaunt that determination. Accordingly, when they
executed the Release, these agents were not only operating under extreme economic duress but
also in the belief that the Release was unlawful.
476. Subsequently, the EEOC issued Letters of Determination dated as of September
19, 2000, affirming its preliminary determination and concluding that Allstate had acted in
violation of the ADEA, the Civil Rights Act of 1964, and the Americans with Disabilities Act of
1990 by expressly conditioning the right of employee agents to convert to so-called “independent
contractor” status – and thereby recoup at least a portion of the investments that they had made at
the behest of Allstate – on the execution of the Release. Characterizing Allstate’s actions as
“threats, coercion, and intimidation,” the EEOC concluded that refusal to execute the Release
constitutes protected activity within the meaning of those federal statutes, and that the Release
itself was invalid and unenforceable.
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E. ALLSTATE’S EXPLANATION THAT THE MASS TERMINATION
PROGRAM WAS INTENDED TO INCREASE “ENTREPRENEURIAL
FREEDOM” IS FALSE AND PRETEXTUAL
477. Allstate assured its soon-to-be-terminated R830 and R1500 agents that the Forced
Conversion Option was in their interest because it would afford them “entrepreneurial freedom.”
It also promised that the R3001 contract would allow them to make more money and afford them
freedom from the pervasive control exercised over them as employees, including relieving them
of the obligation to attend meetings which had been mandatory for employee agents.
478. Allstate knew better. Under the R3001S contract that agents were required to sign
as part of the Mass Termination Program, Allstate retained the right to restrict “entrepreneurial
freedom” in the same manner as it had prior to the Mass Termination Program and to control
nearly every aspect of the manner and means through which agents solicit, market and sell
insurance products and other services on Allstate’s behalf.
479. Moreover, since the Mass Termination Program was announced on November 10,
1999, Allstate has, in fact, exercised at least as much control over agents who converted to so-
called “independent contractor” status under the R3001S contract as it did when those agents
enjoyed employee status under their R830 and R1500 contracts. Further, even though the
R3001S contract states that agents “will have full control of [their] time and the right to exercise
independent judgment as to the time, place, and manner of performing [their] duties,” Allstate
has compelled agents, under threat of termination, to comport with myriad requirements
pertaining to the day-to-day operation of their agencies.
480. Thus, the promise of greater “entrepreneurial freedom” was false. It was made to
try to hide the true purposes of the Mass Termination Program: to eliminate accrual and
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payment of retirement and other benefits to employee agents, and to weed out older employee
agents
F. ALLSTATE HAS HIRED THOUSANDS OF YOUNGER EMPLOYEES
AND EXCLUSIVE AGENTS SINCE IMPLEMENTING THE MASS
TERMINATION PROGRAM
481. Since 2000, Allstate has replaced employee agents who left the service of the
company with thousands of younger individuals, the majority of whom are under the age of 40.
These individuals, including newly-hired Exclusive Agents, have filled sales and customer
service positions for which the terminated agents were amply qualified. In addition to the fact
Allstate did not provide pension, medical and other benefits to newly-hired R3001 Exclusive
Agents, the cost of providing employee benefits to newly-hired employees was far less than it
would have been had a corresponding number of employee agents been rehired as employees to
staff newly-established regional call centers to solicit insurance and other products via “1-800-
ALLSTATE” and the Internet.
G. ALLSTATE UNLAWFULLY REFUSED TO REEMPLOY TERMINATED
EMPLOYEE AGENTS
482. Under the Pension Plan, any employee agent who is rehired by Allstate within
twelve (12) months of termination is entitled to receive credit for all previous service as an
Allstate employee and for the period of “broken” service, as if he or she had never left the
employ of the company.
483. Ordinarily, Allstate did not limit the rehiring of employees unless they were fired
for poor performance or misconduct. However, in order to ensure that employee agents would
not be able to frustrate the company’s cost-saving objectives by taking advantage of the re-
employment provisions in the Pension Plan (and its other retirement plans), Allstate adopted a
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policy under which it refused to reemploy employee agents terminated as part of Mass
Termination Program for a period of at least one year. Allstate maintains this moratorium was
not implemented until September 26, 2000 – that is, more than three months after the deadline it
set for employee agents to sign the Release.
484. In accordance with this policy, Allstate unlawfully denied employment to a
number of employee agents who had applied for sales, customer service, claims adjustor,
security and other employee positions with Allstate during the period that the moratorium was in
effect. Moreover, having learned of the rehire policy, a great many other former employee
agents were deterred from applying for these employee positions because they knew that any
such application would have been futile.
485. Absent the moratorium, many former employee agents would have applied for
employment positions with Allstate once their R830 and R1500 contracts had been terminated.
In fact, during the year-long period in which the moratorium was in effect, Allstate hired
upwards of 1,000 individuals to fill sales, customer service and claims adjustor positions for
which its former employee agents were eminently qualified.
486. As noted above, the individuals Allstate hired to staff these regional call centers
were generally much younger than the employee agents subjected to the Mass Termination
Program and the cost of providing benefits to these newly hired employees is far less than it
would have been for a corresponding number of former employee agents. Accordingly, through
the implementation of this discriminatory and retaliatory policy, Allstate was able to serve its
twin objectives of cutting employee costs and reducing the average age of its work force.
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H. ALLSTATE’S UNLAWFUL CONDUCT HAS HAD A DEVASTATING
IMPACT ON ITS FORMER EMPLOYEE AGENTS
487. The effect of the Mass Termination Program upon former employee agents has
been devastating. As a result of the severance of their employment contracts and the denial of
their employee benefits, former employee agents have experienced a dramatic and sudden
decline in their income that, in many cases, has forced them to further deplete what remains of
their life savings, to sell or mortgage their homes and even to declare personal bankruptcy.
488. As a result of the extreme economic hardship occasioned by the Mass
Termination Program, many former employee agents, including many of the Plaintiffs, have
suffered from emotional distress, including anxiety, depression and loss of self worth. Indeed, in
a number of cases the emotional toll on these agents has been so severe that they have required
psychiatric counseling and anti-depressant drugs and, on occasion, even hospitalization. A
number have taken their own lives.
I. AFTER THE MASS TERMINATION PROGRAM, ALLSTATE
CONTINUED TO UNDERTAKE EFFORTS TO RID ITSELF OF
REMAINING FORMER EMPLOYEE AGENTS
489. Since 2000, Allstate has taken steps to rid itself of most of the remaining former
employee agents who signed the Release and continued in the company’s service as “exclusive
agent independent contractors” under the Forced Conversion Option. In fact, having swept aside
the statutory protections afforded to them as employees and the procedural and other protections
afforded under the express and implied terms of R830 and R1500 contracts, Allstate has singled
out hundreds of former employee agents, including some of the Plaintiffs named herein, for
termination, thereby leaving them with no option but to attempt to recoup their investments of
time and money by attempting to sell their books of business, in many instances at a significant
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discount due to the fact that there may be only a single purchaser Allstate is willing to approve,
in its sole discretion.
CLASS ACTION ALLEGATIONS
A. ALLEGATIONS RELATING TO ALL CLASS MEMBERS
490. With respect to the claims set forth in COUNTS I, II and VII of this Third
Amended Complaint, Plaintiffs bring this action as a class action pursuant to Rule 23(b)(1)(A)
and (B), (b)(2) and/or (b)(3) of the Federal Rules of Civil Procedure on behalf of themselves and
the presently ascertainable class comprised of all persons employed by Allstate as insurance
agents pursuant to a R830 or R1500 contract whose employment contract was terminated by
Allstate between November 10, 1999 and December 31, 2000, as a result of the Mass
Termination Program (collectively, the “class”). Plaintiffs’ claims warrant the creation of the
class because the requirements of Rule 23(a) and (b) are present in COUNTS I, II and VII.
491. Numerosity. The number of individuals in the class is approximately 6,200. It
would be impracticable to bring all, or even a substantial percentage of, such individuals before
the Court as individual plaintiffs through joinder.
492. Typicality. The claims of each of the named Plaintiffs are typical of the claims of
all members of the class because, among other reasons: (a) they all challenge the validity of an
identical release purporting to waive their statutory and common law rights; (b) the employment
contract of each of them was terminated as a result of a single company-wide directive made at
the most senior level of Allstate management; (c) they all assert claims based upon allegations
that such directive was made substantially for the purpose of denying them benefits to which
they were or might have become entitled under the Plans; and (d) they all assert claims based
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upon allegations that such directive betrayed a relationship of a “special confidence” that existed
between them and Allstate and, hence, violated Allstate’s fiduciary duty to act in good faith and
with due regard to their interests.
493. Adequacy of Representation. The named Plaintiffs, or any subgroup of them, are
adequate representatives of the class because: (a) they are willing and able to represent the
proposed class and have every incentive to pursue this action to a successful conclusion; (b) their
interests are not in any way antagonistic to those of absent members of the Class; and (c) they
have engaged counsel experienced in litigating major class actions in the field of employment
and other complex commercial litigation.
494. Commonality and Predominance. There are numerous questions of law and fact
common to all class members, that predominate over any individual questions, including: (a)
whether the Release is invalid and unenforceable, including what level of deference should be
given to the EEOC’s determination that it is; (b) whether a major purpose of Allstate’s directive
terminating their employment contracts was to interfere with the attainment of benefits to which
the members of the class were or might have become entitled under the Plans; (c) whether a
major purpose of Allstate’s decision to create a one-to-two-year moratorium on rehiring the
employee agents was to interfere with the attainment of benefits to which the members of the
class were or might have become entitled under the Plans; (d) whether, by virtue of the
relationship between them, class members reposed a “special confidence” in Allstate which, in
turn, gave rise to certain fiduciary duties on the part of Allstate to act in good faith and with due
regard to their interests; and (e) whether Allstate’s directive terminating the employment
contracts of all class members violated those fiduciary duties.
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495. Propriety Of Class Certification Under Rule 23(b)(1)(A) and (B). Class
certification for COUNTS I and II is appropriate under Rule 23(b)(1)(A) and (B). As set forth
above, COUNTS I and II present numerous common issues. A substantial number of separate
actions almost certainly would be brought against the defendants in the absence of a class action.
The design and implementation of the Mass Termination Program, including the requirement of
signing the Release, were uniform with regard to all class members. Accordingly, Plaintiffs have
sought broad declaratory and injunctive relief which would affect the entire class. If individual
class members were independently to bring suits against the defendants, and if courts were to
grant relief in some actions and not in others, any conflicting declaratory and injunctive relief
could make Allstate's compliance impossible. Moreover, inconsistent judgments regarding
Allstate’s conduct and remedial relief would affect the interests of all class members, because:
(a) they all were required to sign the Release to continue their agency relationship with Allstate
or receive a form of enhanced severance benefits; (b) they all had their employment contracts
terminated under the Mass Termination Program; (c) they were all participants in, beneficiaries
of and/or covered by the Plans, and (d) the rights of all of the class members to benefits under the
Plans were affected by Allstate's conduct and the Mass Termination Program. Consequently, any
inconsistent judgments would result in prejudice to absent class members who are unable to
protect their interests.
496. Propriety Of Class Certification Under Rule 23(b)(2). Class certification is
appropriate for COUNTS I and II under Rule 23(b)(2) because Allstate has acted and/or refused
to act on grounds generally applicable to the class, thereby making declaratory and final
injunctive relief appropriate. Such generally applicable grounds consist of Allstate’s conduct in:
(a) conditioning the right of all class members to pursue their careers and livelihoods and to
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preserve their investments on their executing an invalid and unenforceable release of their
statutory and common law rights; and (b) terminating the employment contracts of all class
members for purposes of interfering with their attainment of benefits to which they were or
might have become entitled under the Plans.
497. Propriety Of Class Certification Under Rule 23(b)(3). Class certification is also
appropriate for COUNTS II and VII of this Third Amended Complaint under Rule 23(b)(3). As
set forth above, questions of law and fact common to the class predominate over questions
affecting only individual members. Moreover, a class action is superior to other available
methods for the fair and efficient adjudication of this litigation. Inasmuch as all members of the
class allege violations of ERISA Section 510 and that Allstate breached a fiduciary duty arising
out of the “special confidence” employee agents had placed in Allstate, requiring each class
member to pursue his or her claim individually would entail needless duplication, would waste
the resources of the parties and the Court, and would risk inconsistent adjudications.
B. ALLEGATIONS RELATING TO MEMBERS OF EACH SUBCLASS
498. As set forth below, in addition to seeking certification of a class, Plaintiffs seek
certification of three subclasses for which certification is warranted because each subclass
satisfies the threshold requirements of Rule 23(a) and (b).
1. The R830 and R1500 Agent Subclasses
499. With respect to the claims for breach of contract set forth in COUNTS V and VI
of this Third Amended Complaint, the R830 Plaintiffs—including, among others, Benoit, Bever,
Carrier, Crease, Kelly, Gafner, M. Kearney, T. Kearney, Lankford, Maslowski, Millison,
Moorehead, Perkins, Peterson, Pilchak, Trgovich, Wandner, Wiktor, Wittman and Wolverton—
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seek certification of the following presently ascertainable subclass (the “R830 subclass”)
pursuant to Rule 23(c)(4):
All persons employed by Allstate as insurance agents pursuant to an R830
contract whose employment contract was terminated by Allstate between
November 10, 1999 and December 31, 2000, as a result of the Mass
Termination Program.
500. With respect to the claims for breach of contract set forth in COUNTS V and VI,
R1500 Plaintiffs—including, among others, Boyd, P. Cobb, English, Harper, Lawson, Littlejohn,
Reinerio, Romero, Shirley and Weisman—seek certification of the following presently
ascertainable subclass (the “R1500 subclass”) pursuant to Rule 23(b)(4):
All persons employed by Allstate as insurance agents pursuant to an
R1500 contract whose employment contract was terminated by Allstate
between November 10, 1999 and December 31, 2000, as a result of the
Mass Termination Program.
501. Numerosity. The number of individuals in the R830 and R1500 subclasses is
approximately 3,200 and 3,000 respectively. With respect to both subclasses, it would be
impracticable to bring all, or even a substantial percentage of, such individuals before the Court
as individual plaintiffs through joinder.
502. Typicality. The claims of the named R830 and R1500 Plaintiffs are typical of the
claims of the R830 and R1500 subclasses because, among other reasons: (a) the relationship
between the named R830 and R1500 Plaintiffs and the R830 and R1500 subclasses they seek to
represent were governed by the same forms of R830 and R1500 contract; and (b) the named
R830 and R1500 Plaintiffs and the R830 and R1500 subclasses they seek to represent all allege
that Allstate breached its express and/or implied obligations under the R830 and R1500 contracts
by terminating them without “good cause,” and without affording them a reasonable period to
make good on their continuing investments.
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503. Adequacy of Representation. The named R830 and R1500 Plaintiffs, or any
subgroup of them, are adequate representatives of the R830 and R1500 subclasses, respectively,
because: (a) they are willing and able to represent the proposed subclasses and have every
incentive to pursue this action to a successful conclusion; (b) their interests are not in any way
antagonistic to those of the other subclass members; and (c) they have retained counsel
experienced in litigating major class actions in the field of employment and other complex
commercial litigation.
504. Commonality and Predominance. There are numerous questions of law and fact
common to the R830 and R1500 subclasses that predominate over any individual questions
including: (a) whether Allstate was obligated under the R830 and R1500 contract not to
terminate their employment without “good cause”; (b) whether Allstate terminated them without
“good cause”; (c) whether Allstate followed its rules, regulations and procedures in terminating
their employment; and (d) whether, by virtue of their continuing investments and other ties to
Allstate arising out of their contractual relationship with Allstate, Allstate was obligated under
the R830 and R1500 contracts not to terminate them and threaten to confiscate their investments
without affording them a reasonable period to make good on those investments.
505. Propriety of Class Certification Under Rule 23(b)(3). Class certification for
COUNTS V and VI is appropriate under Rule 23(b)(3). As set forth above, questions of law and
fact common to the R830 and R1500 subclasses predominate over questions affecting only
individual members. Moreover, a class action is superior to other available methods for the fair
and efficient adjudication of this litigation. Inasmuch as all members of each of the subclasses
allege that they were subjected to the same wrongful decision to terminate their employment in
breach of the R830 and R1500 contracts, requiring each member of the R830 and R1500
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subclasses to pursue his or her claim individually would entail needless duplication, would waste
the resources of both the parties and the Court, and would risk inconsistent adjudications.
2. The Holdout Subclass
506. With respect to the claims set forth in COUNT III (and in COUNTS II, V and VII
if the Court finds that the Release is valid and enforceable), plaintiff Benoit seeks certification of
the following presently ascertainable subclass (the “Holdout subclass”) pursuant to Rule
23(c)(4):
All persons employed by Allstate as insurance agents pursuant to an R830
or R1500 contract who refused to sign the Release and whose employment
contract was terminated by Allstate between December 1, 1999 and
December 31, 2000, as a result of the Mass Termination Program.
507. Numerosity. The number of individuals in the Holdout subclass is approximately
twenty (20) and they are scattered throughout the United States. It would be impracticable to
bring all such individuals before the Court as individual plaintiffs through joinder.
508. Typicality. The claims of plaintiff Benoit in COUNT III are typical of the claims
of all members of the Holdout subclass because, among other reasons: (a) each refused to sign
the Release; and (b) all of their claims are based upon allegations that in retaliation for such
refusal, Allstate severed their agency relationships and thereafter confiscated their investments
by refusing to allow them to enter into the R3001 contract, in accordance with a single company-
wide directive that was made at the most senior level of Allstate management. The claims of
plaintiff Benoit are typical of the claims of all members of the Holdout subclass as to COUNTS
II, V and VII for the reasons set forth in paragraphs 492 and 502 above.
509. Adequacy of Representation. Plaintiff Benoit is an adequate representative of the
Holdout subclass because: (a) he is willing and able to represent the proposed subclass and has
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every incentive to pursue this action to a successful conclusion; (b) his interests are not in any
way antagonistic to those of the other subclass members; and (c) he has retained counsel
experienced in litigating major class actions in the field of employment and other complex
commercial litigation.
510. Commonality and Predominance. There are numerous questions of law and fact
arising out of the claims in COUNT III common to the Holdout subclass that predominate over
any individual question, including whether, in retaliation for their refusal to sign the Release and
in accordance with a company-wide directive, Allstate severed their agency relationships and
thereafter confiscated their books and business and investments therein by refusing to allow them
to enter into the R3001 contact, refusing to allow them to sell their books of business, and
refusing to rehire them for a period of at least one year. There are numerous questions of law
and fact arising out of the claims in COUNTS II, V and VII common to the Holdout subclass that
predominate over any individual question, including the questions identified in paragraphs 494
and 504 above.
511. Propriety Of Class Certification Under Rule 23(b)(1)(A) and (B). Class
certification is appropriate under Rule 23(b)(1)(A) and (B). This case presents numerous
common issues, including those identified in paragraph 510 above. Multiple Holdout plaintiffs
probably would bring an action against the defendants in the absence of a class action. Allstate’s
retaliatory conduct toward plaintiff Benoit and absent Holdouts was identical. Accordingly,
Plaintiffs have sought broad declaratory and injunctive relief which would affect all of the
Holdout subclass members. If absent Holdouts were to independently bring suits against the
defendants, and if courts were to grant relief in some actions and not in others, any conflicting
declaratory and injunctive relief could make Allstate’s compliance impossible. Moreover,
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inconsistent judgments regarding Allstate’s retaliatory conduct and remedial relief would affect
the interests of all of the absent Holdout subclass members because: (a) they all had their agency
relationships with Allstate severed because they refused to sign the release; (b) they all were
subject to the one-year rehiring moratorium; and (c) they all suffered losses as a result of
Allstate’s actions in violation of statutory and contractual protections. Consequently, any
inconsistent judgments would result in prejudice to absent Holdouts who are unable to protect
their interests.
512. Propriety Of Class Certification Under Rule 23(b)(2). Class certification is also
appropriate for COUNTS II and III under Rule 23(b)(2) because Allstate has acted and/or
refused to act on grounds generally applicable to the Holdout subclass, thereby making
declaratory and final injunctive relief appropriate. Such generally applicable grounds consist of
Allstate’s conduct in terminating the agency relationship and confiscating the book of business
of each and every member of the Holdout subclass for the purpose of interfering with their
attainment of benefits to which they were or might have become entitled under the Plans and in
retaliation for their refusal to sign the Release.
513. Propriety Of Class Certification Under Rule 23(b)(3). Class certification is also
appropriate under Rule 23(b)(3). As set forth above, questions of law and fact common to the
class predominate over questions affecting only individual members. Moreover, a class action is
superior to other available methods for the fair and efficient adjudication of this litigation.
Inasmuch as all members of the Holdout subclass allege that Allstate violated ERISA Section
510 in terminating his or her employment for refusing to sign the Release, and for the reasons set
forth in paragraphs 497 and 505, requiring each class member to pursue his or her claim
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individually would entail needless duplication, would waste the resources of both the parties and
the Court, and would risk inconsistent adjudications.
C. ALLEGATIONS RELATING TO MEMBERS OF THE COLLECTIVE ACTION
514. With respect to their claims for age discrimination and retaliation in violation of
the ADEA, all ADEA Plaintiffs seek certification of COUNT IV of the following presently
ascertainable subclass (the “ADEA subclass”) pursuant to 29 U.S.C. §216(b) (which is
incorporated into the ADEA by reference):
All persons employed by Allstate as insurance agents pursuant to an R830
or R1500 contract whose employment contract was terminated by Allstate
between November 10, 1999 and December 31, 2000, as a result of the
Mass Termination Program, who were age forty and over as of the date of
their termination and who file a consent to join this action with the Court.
515. ADEA Plaintiffs’ claims under the ADEA warrant the creation of a collective
action because the named ADEA Plaintiffs, who were age forty (40) and over at the time of the
termination of their employment through the Mass Termination Program, are similarly situated
to the class of persons they seek to represent in this collective action. All had positions as
employee agents of Allstate and were terminated as a result of a single discriminatory program
designed and implemented at the highest levels of Allstate’s management, and all are seeking the
same relief. Some of the ADEA collective action members, including one of the ADEA
Plaintiffs, also have a claim that Allstate retaliated against them in violation of the ADEA by
terminating their employment because they refused to sign the Release.
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CLAIMS
COUNT I
DECLARATORY JUDGMENT: INVALIDITY OF THE RELEASE
UNDER ERISA, THE ADEA AND COMMON LAW
(On Behalf Of All Plaintiffs And The Class
4
Against Allstate)
516. Plaintiffs restate and reallege the allegations contained in paragraphs 1 to 515 of
this Third Amended Complaint as though set forth here in full.
517. As employees of Allstate, class members had a right not to be terminated from
employment: (a) on the basis of their entitlement or anticipated entitlement to employee benefits
under Section 510 of ERISA (“Section 510”), 29 U.S.C. §1140; (b) on the basis of age once they
attained the age of forty (40) under the ADEA; and/or (c) without “good cause” and without
being afforded a reasonable time to make good on their investments in accordance with the
express and implied terms of their employment agreements with Allstate.
518. Prior to the implementation of the Mass Termination Program, class members had
devoted the prime of their professional careers to obtaining and servicing customers on Allstate’s
behalf, invested substantial personal resources to create a profitable book of business, and
executed a non-compete covenant which effectively prevented them from pursuing their
profession upon termination from Allstate.
519. As part of its Mass Termination Program, Allstate informed class members that it
would terminate their employment status by June 30, 2000, and presented them with the Release
under which they would have to relinquish, among other rights, their rights to challenge the
termination of their employment on the ground that it violated Allstate’s statutory obligations
4
The class claim on the invalidity of the Release is retained for appeal purposes. Plaintiffs acknowledge the
Court has denied certification of a class of Release-signers for purposes of proving the invalidity of the Release
on certain theories.
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under the ADEA and ERISA, as well as its contractual and fiduciary obligations. Allstate further
informed class members that they could sign the Release and, thereby, either: (a) continue in the
service of Allstate as “captive” agents but as so-called “independent contractors” who were not
eligible for pension and other employee benefits; or (b) cease providing service to Allstate upon
selling their books of business or in exchange for certain severance payments. Alternatively,
class members had the “option” of refusing to sign the Release, whereby they would be left with
no means to make good on their investments or to continue practicing their profession as
insurance agents.
520. The EEOC determined that the Release was unlawful and retaliatory and
informed certain class members of its preliminary determination prior to the June 1, 2000
deadline for executing the Release.
521. Faced with these alternatives (and many believing that the Release was invalid
and unenforceable), all but about 20 or so of the 6,200 or so employee agents subject to the Mass
Termination Program – or more than 99.7 percent – ultimately signed the Release.
522. The Release was part and parcel and in furtherance of an unlawful scheme to
interfere with the attainment of rights to which employee agents were entitled or may have
become entitled under the Plans, to rid the company of older employees and to otherwise
retaliate against the 6,200 or so employee agents who had refused to convert to the R3001
contract since October 1990.
523. In view of the dire economic consequences that would result from a failure to
execute the Release, Allstate’s repeated misrepresentations concerning the rights and
consequences of agents who chose to leave Allstate’s service as opposed to those who continued
in that service, the preliminary determination of the EEOC and the totality of the circumstances,
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the decision of class members to sign the Release was made under duress, and was neither
knowing nor voluntary and, hence, is invalid and unenforceable under the ADEA, ERISA and
the common law.
524. Inasmuch as class members received no consideration in addition to anything of
value to which they already were entitled in exchange for executing the Release, it is invalid and
unenforceable under the ADEA, ERISA and the common law.
5
525. In conditioning the continuance of their service and agency relationship with
Allstate on the waiver by class members of their rights under federal remedial statutes such as
the ADEA and ERISA, the Release is in violation of public policy and, hence, invalid and
unenforceable.
526. In view of the vast disparity in bargaining power between Allstate and class
members, the grossly oppressive and one-sided terms of the Release, the fact that the Release
was presented to class members on a “take-it-or-leave-it” basis without any opportunity for
negotiation, Allstate’s repeated misrepresentations concerning the rights and consequences of
agents who chose to leave Allstate’s service as opposed to those who continued in that service,
and considerations of public policy, the Release is unconscionable and, hence, invalid and
unenforceable under the ADEA, ERISA and the common law.
527. In threatening to terminate the agency relationships of its employee agents and to
confiscate their capital investments in the company unless they signed the Release waiving their
rights to pursue their claims under the ADEA and ERISA and refrained from bringing such
claims, Allstate has engaged in retaliatory conduct in violation of 29 U.S.C. §§623(d) and1140.
5
This allegation is retained for appeal purposes. Plaintiffs acknowledge the Court has rejected their argument
that the Release is invalid as a matter of law for lack of consideration.
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Inasmuch as they were procured by means of such unlawful retaliatory conduct, the Releases are
invalid and unenforceable under the ADEA and ERISA.
6
528. The Release also is invalid and unenforceable because it does not satisfy the
requirements set forth in the OWBPA, including, but not limited to, the requirement that any
release that purports to waive ADEA rights inform employees who are subject to a termination
program of the job titles and ages of all individuals in the same “job classification” or “decisional
unit” who are not subject to that program. In particular, Allstate failed to provide the requisite
information prescribed by the OWBPA to class members concerning agents in West Virginia,
who were not subject to the Mass Termination Program, and agents in Montana who were
subject to the Mass Termination Program, and the more then 8,000 agents who had been hired as
“exclusive agent independent contractors” under the R3001 contract since October 1990.
7
COUNT II
INTERFERENCE WITH EMPLOYMENT AND
RETALIATION IN VIOLATION OF SECTION 510
(On Behalf Of All Plaintiffs And The Class Against All Defendants)
529. Plaintiffs restate and reallege the allegations contained in paragraphs 1 to 528 of
this Third Amended Complaint as though set forth here in full.
530. Allstate designed and implemented the Mass Termination Program with the
intention of interfering with the attainment and receipt of benefits under the Plans. As part of its
unlawful scheme, Allstate informed class members that it would terminate their status as
6
This allegation is retained for appeal purposes. Plaintiffs acknowledge the Court has rejected the argument—
also advanced by the EEOC—that Allstate’s use of the Release constituted unlawful retaliation.
7
This allegation is retained for appeal purposes. Plaintiffs acknowledge the Court has rejected their argument
that the Release is invalid as a matter of law for failing to strictly comply with the OWBPA.
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employees, and its agency relationship with them entirely, unless each of them signed the
Release and entered into an R3001S contract.
531. By implementing the Mass Termination Program, Allstate severed its
employment relationship with approximately 6,200 of its employee agents, the class members.
Allstate permitted those class members who agreed to become so-called “exclusive agent
independent contractors” and who signed the Release to continue providing service to Allstate
under the R3001S contract, but without pension and other employee benefits. With respect to
those class members who refused to sign the Release, and were unwilling to perform the same
job as so-called “independent contractors,” Allstate refused to permit them to remain in its
service and terminated its employment and agency relationships with them entirely.
532. Almost immediately after terminating the employment status of all class
members, Allstate implemented a company-wide policy barring rehiring and employment of any
former agents who were subject to the Mass Termination Program for a period of at least one
year.
533. Both in discharging each of the class members and in imposing a moratorium on
rehiring them, Allstate and Liddy acted with the specific intent of interfering with the attainment
of rights to which class members were entitled or may have become entitled under the Plans.
534. Both the discharge of each of the class members and the imposition of the rehiring
policy constitute acts of retaliation against class members for exercising the rights to which they
were entitled under the Plans and ERISA.
535. The conduct of Allstate and Liddy as set forth in this COUNT II is in violation of
ERISA Section 510.
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536. As a result of the unlawful conduct of Allstate and Liddy as set forth in this
COUNT II, class members have suffered losses, including but not limited to, termination of
employment and loss of benefits.
COUNT III
8
RETALIATION IN VIOLATION OF SECTION 510
(On Behalf Of The Holdout Plaintiff And Subclass Against All Defendants)
537. The Holdout Plaintiff, Benoit, restates and realleges the allegations contained in
paragraphs 1 through 536 of this Third Amended Complaint as though set forth here in full.
538. In implementing the Mass Termination Program, Allstate informed all of the class
members that it would terminate their status as employees and its relationship with them entirely
unless each of them signed the Release and agreed to become so-called “exclusive agent
independent contractors.”
539. Class members who signed the Release were given the option of remaining in the
service of Allstate as so-called “exclusive agent independent contractors” under the Forced
Conversion Option, converting to the R3001S contract and selling their entire books of business
under the Forced Sale Option, or receiving certain severance benefits under the Forced
Severance Option. Allstate terminated its employment and agency relationships with class
members who did not sign the Release, including Plaintiff Benoit, on or before December 31,
2000.
540. As a result of the refusal of the Holdout subclass members to sign the Release,
Allstate and Liddy have denied them the right to remain in the service of Allstate, whether as so-
8
Count III is retained for appeal purposes. Plaintiffs acknowledge the Court has rejected the argument—also
advanced by the EEOC—that Allstate retaliated against Hold-outs by terminating their agency relationship for
failing to sign the Release.
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called “exclusive agent independent contractors” or employees, and to recoup the investments
they made in the company and their agencies.
541. In severing the agency relationship of the Holdout subclass members and
confiscating the book of business and other investments each made in the company in retaliation
for refusing to sign the Release, Allstate and Liddy have violated ERISA Section 510.
542. As a result of the unlawful conduct of Allstate and Liddy as set forth in this
COUNT III, the Holdout subclass members have suffered losses, including but not limited to,
termination of employment and loss of benefits.
COUNT IV
DISCRIMINATORY TERMINATION AND RETALIATION
IN VIOLATION OF 29 U.S.C. § 623(a) and (d)
(Disparate Treatment and Disparate Impact)
(On Behalf Of ADEA Plaintiffs And The ADEA Collective Action Against Allstate)
543. ADEA Plaintiffs restate and reallege the allegations contained in paragraphs 1
through 542 of this Third Amended Complaint as though set forth here in full.
544. As part of its Mass Termination Program, Allstate informed all of the class
members that it would terminate their employment status and gave each class member the
alternative of remaining in Allstate’s service under the R3001S contract or of ending his or her
agency relationship with Allstate entirely.
545. Allstate was aware that over ninety (90) percent of the agents whose employment
relationships were to be severed under the Mass Termination Program would be forty (40) years
of age or older on the date of termination. Allstate understood and expected that a much larger
percentage of the ADEA collective action members than other class members would have their
relationship with Allstate severed entirely under the Mass Termination Program, rather than
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remain in the company’s service without benefits. Allstate also understood and expected that a
much larger percentage of the ADEA collective action members than other class members who
continued the relationship beyond June 30, 2000, would discontinue the relationship within a few
years because of their unwillingness to remain in Allstate’s service without benefits, or that
Allstate itself would sever the relationship within a few years after the Mass Termination
Program based on pretexts created through its onerous and discriminatory actions against them.
546. Allstate did, in fact, terminate the employment contracts under which each of the
ADEA collective action members had been hired. Allstate’s actions also did, in fact, result in
ADEA collective action members disproportionately leaving the company’s service entirely.
Allstate’s actions had a significant and disproportionate adverse and discriminatory impact on
employee agents who were age forty (40) and older, in violation of the ADEA. This
discriminatory employment practice was not based on reasonable factors other than age and there
was no legitimate business reason or purpose for Allstate to terminate its long-time employee
agents.
547. Allstate desired to get rid of ADEA collective action members because of its
stereotypes about them and replace them with younger individuals who were subsequently hired
as employees in sales and customer service roles or as “exclusive agent independent
contractors.” This purpose was a substantial factor in its decision to terminate the employment
status of ADEA collective action members.
548. Allstate’s termination of the ADEA collective action members’ employment and
agency relationships with the company constitutes a discriminatory employment practice in
willful violation of 29 U.S.C. §623(a)(1) and in violation of 29 U.S.C. § 623(a)(2).
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549. Moreover, in severing the employment and agency relationships of each of the
ADEA collective action members who refused to sign the Release, and in confiscating the
investments they made in the company in retaliation for their refusal to sign the Release, Allstate
violated 29 U.S.C. § 623(d).
550. Allstate’s decision to impose the R3001S contract, with its less favorable terms
than the R3001 contract used prior to November 10, 1999, on the ADEA collective action
members who decided to continue their relationship with Allstate after the Mass Termination
Program, also constitutes a discriminatory employment practice in willful violation of 29 U.S.C.
§ 623(a).
551. As a result of Allstate’s discriminatory conduct as set forth in this COUNT IV,
ADEA collective action members have suffered losses, including but not limited to, termination
of employment, loss of investment capital, loss of income and loss of benefits.
COUNT V
BREACH OF THE R830 CONTRACT
(On Behalf Of The R830 Plaintiffs And R830 Subclass Against Allstate)
552. The R830 plaintiffs restate and reallege the allegations contained in paragraphs 1
through 551 of this Third Amended Complaint as though set forth here in full.
553. The employment relationship between Allstate and the R830 subclass members is
governed by Allstate’s standardized R830 contracts, all or almost all of which were entered into
on or before September 30, 1984.
554. The R830 subclass members fully performed all of their obligations under their
R830 contracts with Allstate.
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555. Under the express and implied terms of the R830 contract, Allstate could not
terminate the R830 subclass members except for “good cause” and in accordance with the
procedures governing termination that are set forth in the R830 contract.
556. In order to minimize its costs and maximize its profits, Allstate compelled,
encouraged and otherwise induced the R830 subclass members to invest substantial personal
resources in Allstate’s insurance business since at least October 1, 1984, and continuing for the
duration of their employment relationship.
557. In accepting the financial and other benefits of such investments, Allstate
obligated itself, as a matter of law, to continue its employment relationship with the R830
subclass members for at least a reasonable period of time for them to make good on their
continuing investment in light of all the circumstances. These circumstances include, but are not
limited to, the amount of the investments the R830 subclass members made in Allstate’s
insurance business and the duration of the period over which such investments were made.
558. In implementing the Mass Termination Program, Allstate terminated the
employment status of each of the R830 subclass members without “good cause,” without regard
to the procedural safeguards set forth in the R830 contract, and without affording them a
reasonable period of time to make good on their investments. Such termination was in material
breach of Allstate’s express and implied obligations under the R830 agreement.
559. As a result of Allstate’s breaches of its contractual obligations, the R830 subclass
members have suffered losses, including but not limited to, termination of employment, loss of
investment capital, loss of income and loss of benefits.
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COUNT VI
BREACH OF THE R1500 CONTRACT
(On Behalf Of The R1500 Plaintiffs And R1500 Subclass Against Allstate
560. The R1500 plaintiffs restate and reallege the allegations contained in paragraphs 1
through 559 of this Third Amended Complaint as though set forth here in full.
561. The employment relationship between Allstate and the R1500 subclass members
is governed by Allstate’s standardized R1500 contracts, which were entered into between the
approximate dates of October 1, 1984 through September 30, 1990.
562. The R1500 subclass members fully performed all of their obligations under their
R1500 contracts with Allstate.
563. Under the express and implied terms of the R1500 contract, Allstate could not
terminate the R1500 subclass members except for “good cause” and in accordance with the
procedures governing termination that are expressly or impliedly incorporated into the R1500
contract.
564. In order to minimize its costs and maximize its profits, Allstate compelled,
encouraged and otherwise induced the R1500 subclass members to invest substantial personal
resources in Allstate’s insurance business throughout the duration of the existence of their
employment relationship.
565. In accepting the financial and other benefits of such investments, Allstate
obligated itself, as a matter of law, to continue its employment relationship with the R1500
subclass members for at least a reasonable period of time for them to make good on their
continuing investments in light of all the circumstances. These circumstances include, but are not
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limited to, the amount of the investments made by the R1500 subclass members and the duration
of the period over which such investments were made.
566. In implementing the Mass Termination Program, Allstate terminated the
employment status of each of the R1500 subclass members without “good cause,” without regard
to the procedural safeguards governing termination that are expressly or impliedly incorporated
into the R1500 contract, and without affording them a reasonable period of time to make good on
their continuing investments. Such termination was in material breach of Allstate’s express and
implied obligations under the R1500 contract.
567. As a result of Allstate’s breaches of its contractual obligations to the R1500
subclass members, those members have suffered losses, including but not limited to, termination
of employment, loss of investment capital, loss of income and loss of benefits.
COUNT VII
BREACH OF FIDUCIARY DUTY
(On Behalf Of All Plaintiffs And The Class Against Allstate)
568. Plaintiffs restate and reallege the allegations contained in paragraphs 1 through
567 of this Third Amended Complaint as though set forth here in full.
569. Under the employment relationship created between class members and Allstate
under the R830 and the R1500 contracts, class members devoted the better part of their
professional careers to obtaining and servicing customers on Allstate’s behalf, invested
substantial personal resources to create a book of business owned by Allstate, were barred from
selling insurance or other products on behalf of any of Allstate’s competitors, and executed a
“non-compete” covenant which effectively prevented them from pursuing their profession
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independent of Allstate. As a result, class members were at the mercy of Allstate in that they
could not leave the service of the company without losing their investments and livelihoods.
570. In view of the grossly inequitable relationship Allstate had foisted upon them,
class members had no choice but to repose a “special confidence” in Allstate that it would not
use its superior power to exploit their vulnerability and unfairly deprive them of the value of
their investments and livelihoods. By virtue of that special confidence reposed in Allstate by
class members, Allstate owed those class members a fiduciary duty of good faith and fair dealing
and was required to act with due regard to their interests.
571. In terminating the employment status of each of the class members without “good
cause” and for purposes of denying them the value of their investments and livelihoods, Allstate
has exploited its relationship with class members in violation of its fiduciary duty of good faith
and fair dealing.
572. The conduct of Allstate, as set forth in this Count, is intentional, deliberate,
oppressive and/or in reckless and callous disregard for the rights of class members.
573. As a result of Allstate’s breach of its aforementioned fiduciary duties, Plaintiffs
and class members have suffered losses, including but not limited to, termination of employment,
loss of investment capital, loss of income and loss of benefits.
PRAYER FOR RELIEF
WHEREFORE, Plaintiffs respectively pray as follows:
A. That this case be certified as a class action pursuant to Rule 23 and/or a collective
action pursuant to 29 U.S.C. §216(b) on behalf of the proposed Class, subclasses,
and collective action, and that their counsel be designated as Class Counsel for the
Class and each subclass;
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B. That a declaratory judgment be issued declaring that the Release is invalid and
unenforceable under the ADEA, ERISA and/or the common law, pursuant to 29
U.S.C. §§626(f)(1) and 1132(a)(3) and 28 U.S.C. §§2201 and 2202;
C. That all equitable relief as may be appropriate be issued, including a permanent
injunction compelling Allstate to offer all Plaintiffs (other than those solely suing
as personal representatives for a deceased former agent’s Estate) and the class,
subclass and collective action members the opportunity to be reinstated under the
same terms and conditions which existed prior to the termination of their
employment status and restoration to participant status under the Plans, pursuant
to 29 U.S.C. §§626(b) and 1132(a)(3).
D. That judgment be entered in favor of Plaintiffs and the class and subclass
members and against Allstate and Liddy restoring to them all benefits and other
forms of compensation lost between the dates of the termination of their
employment and the date of judgment, together with interest or an appropriate
inflation factor, pursuant to 29 U.S.C. §1132(a)(3);
E. That judgment be entered in favor of Plaintiffs and the collective action members
and against Allstate for lost benefits, future benefits, back pay (including interest
or an appropriate inflation factor), front pay, lost investment capital, and
liquidated damages, pursuant to 29 U.S.C. §626(b);
F. That judgment be entered in favor of Plaintiffs and class and subclass members
and against Allstate for all direct, incidental, and consequential damages arising
out of Allstate’s breaches of contract;
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G. That judgment be entered in favor of Plaintiffs and class and subclass members
and against Allstate for all direct, incidental, and consequential damages,
including non-financial injuries, arising out of Allstate’s breaches of fiduciary
duty, and for punitive damages in amounts to be determined at trial;
H. That a constructive trust or equitable lien in restitution be imposed over Allstate’s
assets sufficient to cover all losses suffered by the class members as a result of the
violations of ERISA;
I. That Plaintiffs and class, subclass and collective action members be awarded such
other and further legal and equitable relief as may be found just and appropriate;
J. That Plaintiffs and class, subclass and collective action members be granted their
attorneys’ fees, experts’ fees, and the costs and expenses of this litigation,
pursuant to applicable law; and
K. That the Court retain jurisdiction over all defendants until such time as it is
satisfied that they have remedied the practices complained of and are determined
to be in full compliance with the law.
JURY TRIAL DEMANDED
Plaintiffs request a jury trial on all questions of fact raised by this Third Amended
Complaint, as well as on all claims so triable.
Michael D. Lieder (admitted pro hac)
SPRENGER & LANG, PLLC
1400 Eye Street, N.W.
Washington D.C. 20005
Telephone: (202) 265-8010
Respectfully submitted,
/s/ Coleen M. Meehan
Coleen M. Meehan (ID No. 39765)
John V. Gorman (ID No. 80631)
Brian M. Ercole (ID No. 91591)
K. Catherine Roney (ID No. 94312)
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Facsimile: (202) 332-6652 Marisel Acosta (ID No. 89696)
Jacqueline C. Gorbey (ID No. 312041)
MORGAN, LEWIS & BOCKIUS LLP
1701 Market Street
Philadelphia, PA 19103
Telephone: (215) 963-5000
Facsimile: (215) 963-5001
Paul Anton Zevnik (ID No. 140986)
MORGAN, LEWIS & BOCKIUS LLP
1111 Pennsylvania Ave., N.W.
Washington, D.C. 20004
Telephone: (202) 739-3000
Facsimile: (202) 739-3001
Counsel for Plaintiffs
Mary Ellen Signorille (admitted pro hac vice)
AARP Foundation Litigation
601 E Street, N.W.
Washington, D.C. 20049
Telephone: (202) 434-2060
Facsimile: (202) 824-0955
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