P injured his back in an accident related to his employment for Entex, Inc. (Entex). Entex had a long-term disability employee benefit plan established by purchasing a group insurance policy from D. P sought permanent disability benefits following the accident. Entex had D fill out a claim form and forward it to D. D paid the benefits but terminated them after two years. During the following three years, P's benefits were reinstated and terminated by D several times. P sued D for: 'Tortious Breach of Contract'; 'Breach of Fiduciary Duties'; and 'Fraud in the Inducement.' P sought 'damages for failure to provide benefits under the insurance policy in a sum to be determined at the time of trial,' 'general damages for mental and emotional distress and other incidental damages in the sum of $250,000.00,' and 'punitive and exemplary damages in the sum of $ 500,000.00.' P did not assert any of the several causes of action available to him under ERISA. D moved for summary judgment, arguing that ERISA pre-empted P’s common law claim for failure to pay benefits on the group insurance policy. The District Court granted D summary judgment, finding all P's claims pre-empted. The Court of Appeals reversed based on Metropolitan Life Ins. Co. v. Massachusetts, 471 U.S. 724 (1985). D appealed.