James H. Cooke v. Lynn Sand & Stone Company, Trimount Bituminous Products Company, Louis E. Guyott, Ii, and Stuart Lamb

BOUDIN, Circuit Judge.

This troublesome appeal involves a determination of benefits due following the termination of a pension plan. On May 18, 1983, Trimount Bituminous Products Co. (“Trimount”) purchased Lynn Sand & Stone Co. (“Lynn”). At the time of the purchase, Lynn had in place an employer-sponsored, defined-benefit pension plan. The plan was subject to the Employee Retirement Income Security Act of 1974 (“ERISA”), 29 U.S.C. § 1001 et seq.

At the time of the purchase, in May 1983, James Cooke was president and treasurer of Lynn and also a trustee of the plan. Shortly thereafter, Cooke was…