In Cloud v. Bert Bell/Pete Rozelle NFL Player Retirement Plan, the Fifth Circuit reinforced a fundamental limitation on attorney’s fee awards: a litigant must obtain actual relief, not merely favorable findings or moral vindication, to recover attorney’s fees. Reversing a district court’s award of approximately $1.2 million in attorney’s fees under 29 U.S.C § 1132(g)(1), the Court held that favorable factual findings unaccompanied by any enforceable relief amount to a “purely procedural victory,” which is insufficient to justify a fee award.
The dispute arose after former NFL running back Michael Cloud (“Cloud”) challenged the denial of top-tier disability benefits under the Bert Bell/Pete Rozelle NFL Player Retirement Plan (the “Plan”). Although the district court initially ruled in Cloud’s favor, ordering benefits and awarding attorney’s fees, a prior panel of the Fifth Circuit later reversed the merits judgment in its entirety, concluding that Cloud’s failure to timely appeal his benefits classification rendered him ineligible for reclassification, even if the Plan’s review process was indeed flawed.[1] On remand, the district court nonetheless reaffirmed its fee award, reasoning that its factual findings exposed systemic deficiencies in the Plan’s procedures and vindicated Cloud’s claims.
The Fifth Circuit rejected that reasoning. While ERISA’s statutory language affords courts discretion and does not require a party to “prevail” in the traditional sense, the Court emphasized that discretion affects the degree of success required—not whether success is required at all. Relying on Supreme Court precedent, including Hardt v. Reliance Standard Life Ins. Co.,[2] and Hewitt v. Helms,[3] the Court explained that a party who has “obtained no relief of any kind” has not achieved success on the merits. As the Court succinctly stated, “[w]ithout any relief awarded to Cloud, mere factual findings, however favorable, are nothing more than a ‘purely procedural victory.’”[4]
The Court further explained that the difference between what is required to obtain attorney’s fees under a “prevailing party” statute and under the discretionary language of a statute like 29 U.S.C § 1132(g)(1) lies not in the existence of success, but in the quantum of success required. Relying on Hewitt, the Court reiterated that absent a damages award, injunctive or declaratory relief, or even relief obtained without the benefit of a formal judgment, such as through a consent decree or settlement, there is no “legal victory” sufficient to support an award of attorney’s fees.[5]
This decision provides important guidance for litigants and attorneys alike. Even under a statute like 29 U.S.C § 1132(g)(1) that permits discretionary fee awards, a moral victory is not a merits victory. Absent tangible relief, such as benefits, damages, or binding injunctive or declaratory relief, attorney’s fees remain unavailable, regardless of how strongly a court criticizes the opposing party’s conduct. While a party may rightfully boast of an important moral victory, without legal relief, there is an insufficient basis to justify a fee award.
[1] Cloud v. Bert Bell/Pete Rozelle NFL Player Ret. Plan, 95 F.4th 964, 966–67 (5th Cir. 2024).
[2] 560 U.S. 242 (2010).
[3] 482 U.S. 755 (1987).
[4] Ruckelshaus v. Sierra Club, 463 U.S. 680, 688 n. 9 (1983). What constitutes a “purely procedural victory” remains an open question. In the Fifth Circuit, a plaintiff who successfully opposed a motion to dismiss and motion for summary judgment could not obtain attorney’s fees because the plaintiff only won the chance to proceed with the litigation. Katherine P. v. Humana Health Plan, Inc., 962 F.3d 841 (5th Cir. 2020). By contrast, the First Circuit in Gross v. Sun Life Assurance Co. of Canada, 763 F.3d 73 (1st Cir. 2014) held that a participant in a long-term ERISA plan achieved “some success on the merits” when a remand order to the claims administrator to the plan participant’s entitlement to benefits provided her “some meaningful benefit” by favorably changing the standard of review. The Fifth Circuit specifically declined to express an opinion on Gross and the divided First Circuit panel’s reasoning. Ariana M. v. Humana Health Plan of Tex., Inc., 792 Fed. Appx. 287, 290 (5th Cir. 2019).
[5] Hewitt, 482 U.S. at 760.