Full opinion text
ORDER GRANTING PRELIMINARY INJUNCTION NANCY G. EDMUNDS, District Judge. I.SUMMARY OF THE CASE 1. The parties. Plaintiffs are six retirees and one surviving spouse (collectively, the “Retiree Plaintiffs”) and United Automobile, Aerospace, and Agricultural Implement Workers of America (“UAW”). The Retiree Plaintiffs seek to represent a class of similarly-situated retirees, dependents, and surviving spouses. Defendants are Rockwell Automation, Inc. and Rockwell International Corporation (collectively “Rockwell”) and ArvinMeritor, Inc. 2. The litigation. This litigation is brought by the Retiree Plaintiffs and then-union against the retirees’ former employers and current benefits administrator. It addresses the duration of retiree health benefits under a series of collective bargaining agreements that span five decades. Defendants plan to eliminate health benefits on January 1, 2006 for all retirees, dependents, and surviving spouses age 65 and over. Defendants reduced and can-celled some health benefits for all retirees, eligible dependents, and surviving spouses in 2003 and 2005. Plaintiffs challenge Defendants’ actions. This matter is now before the Court on the Retiree Plaintiffs’ motion for preliminary injunction. The Retiree Plaintiffs ask the Court: (1) to enjoin Defendants from eliminating health benefits for retirees, eligible dependents, and surviving spouses age 65 and over as Defendants plan to do on January 1, 2006, and (2) to require Defendants to restore the status quo ante by undoing the already-imposed reductions and cancellations affecting the retirees, dependents, and surviving spouses. 3. The proposed class and their health benefits. The Retiree Plaintiffs seek to be certified as Rule 23 class representatives of a class of approximately 2,900 retirees and, in addition, the retirees’ eligible dependents and surviving spouses. The retirees retired from 12 plants owned by Rockwell or, later, by Rockwell successors Meritor Automotive, Inc. and ArvinMeritor, Inc. The plants were in Michigan, Ohio, Wisconsin, Indiana, Illinois, and Kentucky. The 12 plants were closed or sold at various times between the early 1970s and 2003. The proposed class includes retirees who were represented by UAW at those plants and who, since retirement, have received retiree health benefits from Defendants. The proposed class also includes the retirees’ dependents and surviving spouses who have received health benefits from Defendants due to their relationships to the retirees. In general, the class members’ health benefits include medical, hospitalization, prescription drug, dental, hearing aid, and vision coverages and, for Medicare-eligible individuals, reimbursement of Medicare Part B premiums. 4.Benefits changes. In 1991, Rockwell added a mandatory mail and generic drug program for all retirees. These changes were made to cut down on the substantial costs of brand name drugs and to take advantage of bulk purchasing through mail order pharmacies. In 2000, Defendants announced that all Faust/UAW retirees who retired before January 1, 2001 would realize an increase in drug co-pays from $3 to $5 for generic drugs and $3 to $7 for brand name drugs. This represents an increase of 100%. In 2001, ArvinMeritor froze reimbursements for Medicare Part B premiums at the 1999 level (i.e., $45.50) for age 65/older UAW retirees from closed plants. This change substantially increased out-of-pocket costs for all age 65/older retirees. At Medicare’s 2005 monthly premium rate of $78.20, Cole/ UAW retirees currently pay approximately $392.40 more per year as a result of Arvin-Meritor’s 2001 decision to freeze the Medicare Part B premium reimbursement at $45.50. The UAW agreed and acquiesced to these 2001 changes. In 2003 and 2005, ArvinMeritor, the administrator of the retiree health benefits, changed some of these benefits. ArvinMeritor cancelled the dental, hearing aid, and vision coverages. ArvinMeritor also increased co-pays, deductibles and out-of-pocket máximums, and altered Medicare Part B reimbursements, resulting in increased costs to retirees, dependents, and surviving spouses. 5. Planned elimination of benefits. ArvinMeritor plans to eliminate remaining health benefits on January 1, 2006 for all retirees, dependents, and surviving spouses “age 65 or over.” 6. The parties’ main dispute. Plaintiffs contend that Defendants do not have the right to reduce or eliminate retiree health benefits, that these are lifetime benefits which individually vested at the time of each retiree’s retirement. Defendants contend that they have the right to reduce and eliminate retiree health benefits. 7. The legal basis. The Retiree Plaintiffs sue under Section 301 of the Labor Management Relations Act (LMRA), 29 U.S.C. § 185, and Section 502(a) of the Employee Retirement Income Security Act (ERISA), 29 U.S.C. § 1132(a). Plaintiff UAW sues under LMRA Section 301. Plaintiffs seek to prevent the elimination of benefits planned for January 1, 2006, to reinstate cancelled benefits, to undo already-imposed reductions, to be “made whole” for losses due to Defendants’ actions, to preserve and continue the health benefits for the lifetimes of the retirees, eligible dependents, and surviving spouses, and to recover attorney fees and costs. 8. The preliminary injunction motion and opposition. The Retiree Plaintiffs filed their motion for preliminary injunction on October 18. Defendants filed their opposition on November 15. The Court will address whether the Retiree Plaintiffs are likely to prevail on the merits of their claims that the collective bargaining agreements promise lifetime retiree health benefits. The Court also will address the other factors determining whether a preliminary injunction should issue in this retiree benefits litigation. Based on the parties’ arguments and exhibits, and on the hearing conducted on December 13, 2005, the Court addresses these and related issues below. II. FINDINGS OF FACT 1. The focus of this matter is the series of collective bargaining agreements between Plaintiff UAW and Defendants, negotiated between 1962 and 2000. (Ex. 106-117,157,195-196). 2. Rockwell. Rockwell International Corporation was formed in 1973 in a merger between North American Rockwell and Rockwell Manufacturing. Rockwell was a conglomerate of multiple divisions which owned and operated industrial plants throughout the United States, including plants supplying the automotive industry. (See Ex. 528, Greb Af. ¶¶ 4-5). In 2003, Rockwell International changed its name to Rockwell Automation. Rockwell describes itself as a “leading industrial automation company ... with 5,600 distributors, systems integrators and agents serving customers in 80 countries.” (Ex. 181). 3. Rockwell, Meritor, and ArvinMeritor. In October 1997, Rockwell “spun-off’ its automotive division, which became Mer-itor Automotive, Inc. In July 2000, Meritor merged with Arvin Industries to form Ar-vinMeritor, Inc. (Def. Facts ¶¶ 7-8). Ar-vinMeritor describes itself as an “$8 billion supplier to the motor vehicle industry” with “approximately 31,000 employees in 25 countries,” including 10,000 in the United States. (Ex. 180). 4. The 12 plants. Rockwell owned various plants at which UAW was the collective bargaining representative of hourly employees. (Ex. 528, Greb Af. ¶ 5). Among these are the 12 plants at issue, located in Allegan, Chelsea, and Detroit, Michigan; Ashtabula (2 plants) and Marysville, Ohio; Oshkosh, Wisconsin; Knox, Indiana; Chicago (2 plants) and Centraba, Illinois; and Winchester, Kentucky. (Ex. 102). Rockwell, Meritor, or ArvinMeritor closed or sold each of the 12 plants over time, between the early 1970s and 2003. (Ex. 104-105). 5. The collective bargaining agreements. In the period between 1962 and 2003, UAW and Rockwell, Meritor, or Ar-vinMeritor were parties to a series of “national” collective bargaining agreements governing the plants and UAW-represented employees. (Ex. 102,106-117, 157, 195, 196). These agreements addressed pensions and retiree health benefits. Company-paid retiree health benefits were established in 1962, with Rockwell paying one-half. (Ex. 187). In the 1965-1967 agreement, Rockwell became responsible for fully-paid retiree health benefits. (Ex. 186, 187, 196). The 1968-1971 agreement established the template for the core language regarding retiree health benefits continued in the 1971-1974, 1974-1977, 1977-1980, 1980-1983, 1982-1985, 1985-1988, 1988-1991, 1991-1994, 1994-1997, 1997-2000, and 2000-2003 national agreements. (Ex. 106-117, 157). Over those years, retiree health benefits required by the agreements improved in various ways — e.g., prescription drug, dental, hearing aid, and vision coverages were added — but the core contract language providing for company-paid health benefits for retirees, their eligible dependents, and their surviving spouses remained essentially unchanged. (Def. Facts ¶¶ 10-11; Ex. 101,106-117,157). 6. The retirees and their benefits. There are approximately 2,900 living retirees from the 12 plants. A census of the retirees provided by ArvinMeritor is Ex. 122. Retirees from the 12 plants, their eligible dependents, and their surviving spouses have been provided with pension and retiree health benefits since at least 1962 by Rockwell, Meritor, and most recently, ArvinMeritor. 7. Plaintiffs’ reliance on the collective bargaining agreements. Plaintiffs rely on collective bargaining agreement language that has been essentially unchanged over five decades. That language is included in the insurance program made part of each collective bargaining agreement. The insurance program provides for health benefits for active employees and their dependents, for laid-off and other inactive employees and their dependents, and, pertinent here, for retirees, their dependents, and surviving spouses. 8. The beginning of company-paid retiree health benefits. Rockwell and UAW agreed to company-paid retiree health benefits effective February 1, 1962. This is reflected in the January 6, 1962 letter agreement between Rockwell Vice President of Industrial Relations L.R. Lawton and UAW Co-Director George Merrelb. (Ex. 187). The agreement provided that “the Company shall pay one-half of the cost of hospital and surgical operations insurance for employees retired under the Hourly Rated Employees Pension Plan who elect such coverage.” Retiree health benefits were made available to employees retiring under the 1962-1965 agreement and to already-retired employees, including those who previously waived self-paid coverage: “Present retirees who have heretofore waived insurance coverage shall be resobcited.” (Ex. 187). “In consideration of the” company-paid retiree health benefits, Rockwell and UAW agreed to divert already-negotiated wage increases. They agreed: that 2<p of “the general increase due and payable” on September 4, 1961 would be “allocated for insurance purposes, effective January 1, 1962” and that at various plants, the 1$ “cost-of-living due and payable December 4, 1961 shall not be paid, but shall be allocated for active and retiree insurance.” (Ex. 187 at 2). 9.Fully-paid retiree health benefits. The 1965-1967 agreement established Rockwell’s obligation to fully pay the cost of health benefits for retirees, eligible dependents and surviving spouses. (Ex. 186, 187, 196). The 1968-1971 agreement established the core language that continued in all the later agreements between Rockwell (and later, Meritor and ArvinMeritor) and UAW. The contractual framework, begun in 1965, includes (1) a “supplemental agreement” governing health benefits for active employees, retirees, and dependents “made part of’ the national agreement, designated Exhibit “B,” and (2) incorporated into Exhibit “B,” a detailed program of health benefits “made part of’ the supplemental agreement, designated Exhibit “B-1.” (Ex. See Ex. 106 and 157). The 1965-1967 Exhibit “B” provided: “The Company agrees to pay the contributions due from it for the Program in accordance with the terms and provisions of Exhibit B-l.” (Ex. 186 at 4). That agreement, like the later agreements, set limits on the continuation of health benefits for some employees— e.g., for laid off employees (up to 12 months)(Ex. 186 at 4-6) — but set none for retirees. Exhibit “B-l” (revised January 1,1965) provided, under the heading “Benefits for Retired Employees” (Ex. 186 at 20): Hospital, Surgical and Medical Expense Insurance. Upon retirement under the Pension Plan these coverages will be continued during your retirement for yourself and for the eligible dependents who were covered under this plan at the time of your retirement. The full cost of this coverage will be paid by Rockwell Standard. All other coverages will be cancelled on the date of your retirement. The 1968-1971 agreement and the later national agreements continued company-paid retiree health benefits governed by the attached Exhibits “B” and “B-l,” “all made part” of the national agreements. (Ex. 106-117,157). 10. The insurance program. The “insurance program” consists of Exhibit “B” and “B-l” to the main agreements. The main agreements also typically include a “Pension Plan” as Exhibits “A” and “A-l” and a “Supplemental Unemployment Benefit Program” (SUB) as Exhibits “C” and “C-l.” In the 1990s, the SUB program was replaced by a Guaranteed Income Stream (GSI) program for laid off employees. All the exhibits are negotiated and “made part” of the main collective bargaining agreements “as if set out in full herein, subject to all provisions of’ the main agreement. (See Ex. 114, ¶ N-144). For simplicity, the Court will use the 1991-1994 Rockwell-UAW agreement as a typical example of language which, again, remained essentially unchanged over the five decades in question. (See Ex. 106-117, 157). 11. The insurance exhibits. In particular, the Retiree Plaintiffs rely on several sections in Exhibit “B,” which is titled “Supplemental Agreement (Insurance Program),” and Exhibit “B-l,” which is titled “Rockwell International Corporation Insurance Program for Hourly-Rate Employees.” In particular, the Retiree Plaintiffs rely on sections that apply to “retired employees,” their “eligible dependents,” and “surviving spouses.” 12. Exhibit “B”. Exhibit “B,” Section 2(a), provides: “The Company agrees to pay the contributions due from it for the Program in accordance with the terms and provisions of Exhibit B-l.” (Ex. 157, 1991-1994 Agreement, Exhibit “B” at 2). 13. Exhibit “B-l”. Exhibit “B-l,” Article I, Section 3, is titled “Company Contributions and Administration.” In various paragraphs, it provides for company-paid health benefits for various categories of persons, including employees “in active service,” employees on “layoff or leave of absence,” and, pertinent here, retired employees and surviving spouses. 14. Exhibit “B-l,” Article I, Section (3)(b), is titled “Company Contributions for Health Care Coverages.” Section (3)(b)(6) is titled “For Retired and Certain Former Employees.” It ties retiree health benefits to pension status. In pertinent part it provides (Ex. 114, Exhibit “B-l” at 19): The Company shall contribute the full premium or subscription charge for Health Care ... coverages continued in accordance with Article III, Section 5, for; (i) a retired employee (including any eligible dependents), provided such retired employee is eligible for benefits under Article II of the Company’s Hourly-Rate Employees Pension Plan ... 15. The pension plan section referenced — Article II of Exhibit “A-l” — provides for various types of retirements, including “normal retirement” at age 65, “early retirement” based on various formulas, including “30 and out” retirement, and disability retirement. {See e.g., Ex. 157, 1991-1994, Exhibit “A-l” at 16-19, Ex. 114 at 16-19). 16. Article III, Section 5 of Exhibit “B-l” is referenced in Article I, Section (3)(b)(6) of Exhibit “B-l” quoted above. Article III is titled “Health Care Benefits.” (Ex. 114, Exhibit “B-l” at 65). Section 5 is titled “Continuance of Health Care Coverages Upon Retirement or Termination of Employment at Age 65 or Older.” Section 5(a) addresses, among other things, “continuance” of health care coverages for pension-eligible retirees. It provides in pertinent part (Ex. 114, Exhibit “B-l” at 72): The Health Care ... Coverages an employee has under this Article at the time of retirement ... shall be continued thereafter provided that suitable arrangements for continuation can be made with the Carrier(s). Contributions for coverages so continued shall be in accordance with Article I, Section 3(b)(6). 17. The Retiree Plaintiffs contend that this language, tying pension status to retiree health benefits — and providing that the health benefits “at the time of retirement ... shall be continued thereafter” for retirees and “any eligible dependents”-— constitutes an enforceable contractual promise of lifetime retiree health benefits to accompany lifetime pension benefits. 18. Similarly, regarding “surviving spouses,” Retiree Plaintiffs rely on Exhibit “B-l.” Article I, Section 3(b)(7) of Exhibit “B-l” provides in pertinent part (Ex. 157, 1991-1994 Agreement, Exhibit “B-l” at 20): (i) The Company shall make monthly contributions for the following month’s (sic) Health Care ... Coverages on behalf of a surviving spouse as defined in Article III, Section 6(b)(l)(2)(3) and (4) ... and the eligible dependents of any such spouse; provided, however, that the contributions on behalf of a surviving spouse for the month the surviving spouse becomes age 65 and subsequent months shall be made only for months that the surviving spouse has the voluntary coverage that is available under the Federal Social Security Act by making contributions. The reference to Federal Social Security Act coverage is to Medicare Part B coverage available to those age 65 and over. Article IV, Section 1 of Exhibit “B-l” provides for reimbursement of retiree-paid Medicare Part B premiums. It provides in part (See Ex. 157, 1991-1994 Exhibit “B-1” at 75): A retiree who is enrolled for Medicare coverage that is available by making monthly premium payments under the Federal Social Security Act, will, while so enrolled, receive a monthly benefit equivalent to the premium then in force provided the retiree is receiving a monthly pension benefit. A surviving spouse who is enrolled for such Medicare coverage will receive the same monthly benefit, provided the surviving spouse is receiving a monthly pension benefit [excluding spouses of certain former employees who received deferred pensions]. 19. Article III, Section 6 of Exhibit “B-l” is titled “Continuance of Health Care ... Coverages for Surviving Spouse of an Employee, a Retired or Certain Former Employee.” It also ties surviving spouse benefits to pension status. Article III, Section 6(b), referred to in Article I, Section 3(b)(7), provides in pertinent part (Ex. 114, Exhibit “B-l” at 73): The Company shall make suitable arrangements for a surviving spouse: (1) of [a] ... retired employee ... if such spouse is receiving or is eligible to receive a survivor benefit under Article II of the Company’s Hourly-Rated Employees Pension Plan, [or] (2) of a retired employee if, prior to the retiree’s death, the retiree was receiving a benefit under Article II of the Hourly-Rated Employees Pension Plan, [or] .... (4) of an employee who at the time of death was eligible to retire on an early or normal pension under Article II of the Company’s Hourly-Rated Pension Plan, to participate in the Health Care ... coverages referred to in Section I of this Article.... 20. Context evidence. Retiree Plaintiffs point out that Exhibit “B-l” differentiates between active employees, inactive employees, and retirees and surviving spouses with regard to “continuance” of health benefits. For example, active employees, laid-off employees, employees on leaves of absence and SUB-eligible employees all are subject to specific durational limitations. Employees in “active service” are entitled to continued company-paid health benefits for “any month in which the employee has earnings from the Company.” (Ex. 114 at 15, Exhibit “B-l,” Article I, Section 3(a)(1)). When an employee is laid off from active service, or takes a leave of absence, health benefits are continued only in the first month after the month of layoff or the beginning of the leave. (Ex. 114 at 18, Exhibit “B-l,” Article I, Section 3(b)(2)(i)). Laid-off employees eligible for SUB benefits under Exhibit “C” and “C-l,” however, are entitled to continued health benefits under a schedule, determined by seniority, for up to 24 months after they become inactive. (Ex. 114 at 69, Exhibit “B-l,” Article III, Section 3(a)). In contrast, retiree benefits are not subject to any durational limits. Rather, retiree benefits begin “at the time of retirement” and “shall be continued thereafter.” (Ex. 114, Exhibit “B-l,” Article III, Section 5(a) at 72). Citing cases discussed below — which also addressed agreements that “specifically set durational limits on health care benefits” for laid-off and other employees and “no such limitation” for retirees — the Retiree Plaintiffs contend that this context demonstrates that company and union negotiators know how to set specific limits on the continuation of health benefits, did so for employees on lay off and leave, but set no limits on retirees, their dependents, and their surviving spouses. 21. Written “lifetime” admissions. The Retiree Plaintiffs also contend that over decades Defendants made numerous written admissions that contractual health benefits begin at retirement and are intended to continue “thereafter,” i.e., for the lifetimes of retirees, dependents, and surviving spouses. In particular, the Retiree Plaintiffs offer what they call the “lifetime” letters, written by different Rockwell, Meritor, and ArvinMeritor benefits officials to retirees, dependents, and surviving spouses between 1988 and 2001. Here, the “lifetime” letters include the following (emphasis added): A. A letter from Rockwell Retiree Insurance Supervisor Jan Howard in California to retiree Earnest Green in Ohio in 1988 in response to his inquiry “regarding medical insurance for your spouse upon your death” assuring Mr. Green: “As I indicated to you during our telephone conversation, please be advised that your surviving spouse will continue to receive all health insurance benefits upon your death, even though she will not receive an ongoing monthly pension check. She will have the health insurance for the rest of her lifetime, at no cost.” (Ex. 142). B. A letter from Rockwell Benefits Representative Dorothy Musser in Michigan to surviving spouse Marian Camplese in Ohio in 1988 assuring Mrs. Camplese: “You will continue to have your medical, dental, vision, hearing aid and prescription drug coverage at no cost to you for your lifetime.” (Ex. 143). C. A letter from Rockwell Benefits Department official Michelle Dural in Michigan to surviving spouse Tessie Fitzgerald in Ohio 1989 assuring Mrs. Fitzgerald: “You mil continue to have your medical, dental, vision, hearing aid and prescription drug coverage at no cost to you for your lifetime.” (Ex. 144). D. A letter from Rockwell Benefits Department official Michelle Dural in Michigan to surviving spouse Kay-nette Murphy in Ohio in 1990 assuring Mrs. Murphy: “You will continue to have medical, dental, vision, prescription drug, and hearing aid coverage at no cost to you for your lifetime. ” (Ex. 145). E. A letter from Rockwell Benefits Representative Dorothy Musser in Michigan to surviving spouse Kay-nette Murphy in Ohio in 1990 assuring Mrs. Murphy: “Medical, dental, vision, hearing aid and prescription drug coverage will continue for your lifetime. ” (Ex. 146). F. A letter from Rockwell Retirement Administration official Lisa Vera-tudela in California to retiree Ken Gayheart in Kentucky in 1990 assuring Mr. Gayheart: “Your pension benefit along with your insurance benefits will last the duration of your lifetime.” (Ex. 147). G. A letter from Rockwell’s Automotive Benefits Office in Michigan to surviving spouse Irene Miller in Michigan in 1993, assuring Mrs. Miller: “You will continue to have medical, dental, vision, hearing aid and prescription drug coverage at no cost to you for your lifetime. When filing claims in the future, please use your social security number for prescription drug and dental claims and your husband’s social security number for medical hearing aid and vision claims.” (Ex. 148). H. A letter from Rockwell Automotive Benefits official Angie LaFontaine in Michigan to retiree Gary Van-Slyke in Ohio in 1995 re “Medical Insurance for spouse,” assuring Mr. VanSlyke: “In your letter you state the concern for medical coverage for your spouse if you should pass away. Under your plan, your wife will have medical coverage for the rest of her life if you pass away. ” (Ex. 149). I. A letter from Rockwell Automotive Benefits official Angie LaFontaine in Michigan to surviving spouse Margaret Lipp in Ohio in 1995 assuring Mrs. Lipp: ‘You mil continue to have medical, dental, vision, hearing aid and prescription drug coverage at no cost to you for your lifetime. ” (Ex. 150). J. A letter from Rockwell Retiree Operations official Shannon Hall in California to retiree Robert Cole in Ohio in 1989 re “Your Recent Inquiry” assuring Mr. Cole that if he should “choose to commence early retirement benefits” at age 50, and if “your wife should survive you ... your insurance benefits would continue to your wife throughout her lifetime.” (Ex. 134). K. A handout from Rockwell Human Resources Coordinator Kathy Klatt in Wisconsin given to employee Robert Boese in 1995 assuring him: “As a retiree, you will continue your medical, dental, prescription drug, vision, and hearing aid coverages as provided in the contract. ” (Ex. 177). L. A handout from Meritor Human Resources Coordinator Kathy Slife (formerly Klatt) in Wisconsin given to employee David Reamer in 1998 assuring him: “As a retiree, you will continue your medical, dental, prescription drug, vision, and hearing aid coverage as provided in the contract. ” (Ex. 139). M. A letter from ArvinMeritor Benefits Administrator Patty Molnar in Michigan to retiree Donald Durko-vic in Ohio in 2001 assuring Mr. Durkovic “in response” to his “written request” that his life insurance amount would be reduced when he reached age 65 and “remain” at the reduced amount “for the rest of your life” and: “In addition, your spouse will continue to be covered, for life, under your current retiree medical benefits in the event of your death. ” (Ex. 141). N. A letter from Rockwell Benefits Department official Michelle Dural in Michigan to surviving spouse Joanne Stewart in Ohio in 1990 expressing “condolences” on “your husband’s death” on “behalf of Rockwell International” and assuring Mrs. Stewart: “You will continue to have your medical, dental, vision, hearing aid and prescription drug coverage at no cost to you for your lifetime. Please be sure to use your social security number for your prescription and dental coverage from now on.” (Ex. 182). 22. “For life” prescription cards. In addition, the Retiree Plaintiffs point to prescription drug cards issued to retirees by Rockwell’s insurance carrier (emphasis added): A. A card issued to retiree Clyde K. Hornbuckle reading: “Retiree Prescription Drug Plan valid as of July 1,1972 for life.” (Ex. 151). B. A card issued to retiree James Li-suzzo in Michigan reading: “Retiree Prescription Drug Plan valid as of October 1, 1973 for life. ” (Ex. 152). C. A card issued to retiree Anderson Daniels in Ohio reading “Retiree Prescription Drug Plan valid 10/01/82 For Life. ” (Ex. 176). D. A card issued to Jennie Felice reading “Retiree Prescription Drug Plan valid 09/26/72 FOR LIFE.” (Ex. 188). 23. Other written assurances. Rockwell, Meritor and ArvinMeritor provided other written assurances tying retiree health benefits to pension status and addressing duration, promising that health benefits “will be continued during your retirement.” These are in decades of Rockwell health benefits booklets, summary plan descriptions (SPDs), and closing agreements. For example, (emphasis added): A. The 1968 Rockwell insurance benefits booklet provides: “Upon retirement ... under the Pension Plan” health benefits “will be continued during your retirement for yourself and for the eligible dependents.” (Ex. 174 at 2, 3). B. The 1971 Rockwell insurance benefits booklet provides: “Upon retirement under the Pension Plan these [health] coverages will be continued during your retirement for yourself and for the eligible dependents.” (Ex. 173 at 41). The booklet also states that company-paid health benefits will be paid for retirees and for surviving spouses “for life.” (Ex. 161 at 59; Ex. 173 at 59). C. The 1974 Rockwell insurance benefits booklet provides: “Upon retirement under the Pension Plan these [health] coverages will be continued during your retirement for yourself and for the eligible dependents.” (Ex. 172 at 44). D. The 1977 Rockwell SPD provides: “Upon retirement under the Pension Plan these [health] coverages will be continued during your retirement for yourself and for the eligible dependents.... ” (Ex. 170 at 70). E. 1980 Rockwell SPD provides: “Upon retirement under the Pension Plan these [health] coverages will be continued during your retirement for yourself and for the eligible Dependents.” (Ex. 169 at 82). F. The 1985 Rockwell SPD provides: “Upon retirement under the Pension Plan these [health] coverages will be continued during your retirement for yourself and for your eligible Dependents.” (Ex. 168 at 94). G. 1988 Rockwell SPD provides: “Upon retirement under the Pension Plan these [health] coverages will be continued during your retirement for yourself and for your eligible Dependents.” (Ex. 167 at 71). H. The 1991 Rockwell SPD provides: “These [health] coverages mil be continued during your retirement for you and your eligible Dependents. ” (Ex. 165 at 48). I. The 1994/1995 Rockwell SPD provides: “These [health] coverages will be continued during your retirement for you and your eligible Dependents. ” (Ex. 164 at 49). J. The 1997/1998 Meritor SPD provides: “These coverages [health] will be continued during your retirement for you and your eligible Dependents. ” (Ex. 163 at 54). K. The 2000/2001 ArvinMeritor SPD provides: “These coverages will be continued during your retirement for you and your eligible Dependents. ” (Ex. 162 at 120). L. The March 30, 1987 Rockwell-UAW plant closing agreement governing the Ashtabula, Ohio brake plant created a “Special Early Retirement” option described in the testimony of UAW negotiator Roger Bernárdez. The agreement provided that those retirees “will have insurance coverage provided by the Company when pension payments commence. ” (Ex. 193, ¶ 30). M. The July 1987 Rockwell-UAW plant closing agreement governing the Rockwell Damen Avenue Am-forge Plant in Chicago, Illinois also created a “Special Early Retirement” option and provided that those retirees “will have insurance coverage provided by the Company when pension payments commence. ” (Ex. 194, ¶ 24). 24. Oral “lifetime” statements. Retiree Plaintiffs also point to the testimony and declarations of various individuals regarding statements made in the 1970s, 1980s, and 1990s by different Rockwell, Meritor, and ArvinMeritor human resources, personnel, and benefits officials (emphasis added). A. The testimony and declaration of Roger Bernárdez, former local union president and UAW International representative, who participated in the negotiations of the 1980-1983, 1982-1985, and 1985-1988 Rockwell-UAW national collective bargaining agreements and the 1987 Rockwell Ohio brake plant closing agreement, and who participated in approximately 20 meetings from the mid-1970s until the 1987 Ohio brake plant closing between about-to-retire employees and Rockwell personnel officials addressing retirement benefits. Mr. Bernár-dez describes statements made at the negotiations and at the retirement benefits meetings demonstrating that Rockwell officials recognized that retiree health benefits were lifetime benefits, to continue for the duration of the lives of retirees, eligible dependents and surviving spouses. Mr. Bernárdez identifies participants as including national Rockwell negotiators John Needham and George Ba-bic, Rockwell plant closing negotiators John J. Hinnegan, Richard Stevens, and Marge Smith, and Rockwell Ohio brake plant personnel representatives Mr. Babic, Ms. Smith, Wayne Juby, and Maggie Anderson. The statements during national discussion were made during negotiation of economics. Por example, Mr. Bernárdez testified about the 1980 negotiations: “Well, there was lots of discussion about health care cost. The company was complaining, you know, that it kept increasing, and it came up numerous times that the burden of lifetime benefits for retirees, the cost of benefits for retirees, lifetime benefits. There was discussion when we asked for a raise they said that well, how about cutting back three or four cents and we’ll divert that to help pay for lifetime benefits for retirees.” (Ex. 199 at 30-31). Mr. Bernárdez testified that similar discussions “came up in every negotiation.” (Ex. 199 at 37). Mr. Bernár-dez testified that during discussion of the “special early retirement” option, negotiated in the 1987 brake plant closing agreement, union and company negotiators agreed that retiree benefits were lifetime and for life and forever. (Ex. 199 at 20, 27). Similarly, Mr. Bernárdez testified that the personnel officials told about-to-retiree employees that retiree health benefits were for life. (Ex. 199 at 92-93, 104-108). B. The declaration of Lulabelle McCoy, plaintiff in the McCoy case, that Rockwell official Frank Firenzik at the Illinois plant told her in 1984 that Rockwell retirees were entitled to lifetime benefits. (Ex. 131, ¶ 10). Ms. McCoy’s declaration was filed and is cited in McCoy, 390 F.3d at 423-424. C. The declaration of former Rockwell official Sharon Huggins, whose job it was to meet with UAW-represented employees about to retire at the Illinois plant, that she told those employees they would get lifetime benefits. (Ex. 132, ¶¶2-7). Ms. Huggins’ declaration also was filed in the McCoy case. D. The declaration and testimony of former union retiree chairman Robert VanSlyke that on more than 75 occasions in the 1970s and 1980s he accompanied about-to-retire employees to meetings with Rockwell personnel officials in Ohio who told the employees that union retirees and spouses got lifetime health benefits. (Ex. 118, ¶ 4). Mr. VanSlyke testified, for example, that Rockwell official Maggie Anderson was the company representative at most of these meetings, that she told about-to-retire employees and Mr. VanSlyke that retiree benefits were “for life,” that this assurance was part of Ms. Anderson’s regular presentation to about-to-retire employees, and that she would point to the Rockwell benefits book — her “table” — when making the “for life” assurance. (Ex. 210, 15, 65, 73-76). Mr. VanSlyke identified the portion of the benefits book pointed to by Ms. Anderson, highlighted by him and made Exhibit 2 to his deposition. That portion reads: “Upon retirement under the pension plan these coverages will be continued during your retirement for yourself and for the eligible dependents.” (Ex. 210 at 15). E. The testimony of Ruth Cole, spouse of plaintiff and retiree Robert Cole, who attended two Rockwell-sponsored “outreach” programs for workers about to be laid off or retire in connection with the 1997 Ohio brake plant closing. The programs were held in hotel conference rooms, attended by 20 or 30 hourly employees and spouses, and conducted by trainers provided through Rockwell. At one meeting devoted to resume writing, the trainers used a “flip chart” to identify things to include in a resume and things to exclude. The trainers listed as a “plus” that Rockwell retirees have lifetime medical benefits. One wrote “lifetime medical benefits” on the “flip chart” using a “big black magic marker.” (Ex. 212 at 25-29). The other meeting addressed interviewing and, during a “mock interview,” the “moderator” told the interviewee “to present yourself that you would be a bargain to your new employer because you have health benefits for life.” (Ex. 212 at 29-34). F. The testimony and declaration of Edith Siekler, who is married to 1983 retiree William Siekler, that Rockwell official Margaret Anderson in Ohio told her in 1984 or 1985 that the Sick-lers’ health benefits were for life and that if Mr. Siekler were to die, Mrs. Sickler’s benefits would continue for her lifetime. (Ex. 133, ¶¶ 4 — 5; Ex. 211). G. The testimony and declaration of 1989 retiree Jacques Aute that he was told on eight occasions by three different Rockwell officials — including Margaret Anderson and Marge Smith — in 1987 that if he selected the early retirement option offered in connection with the 1987 Ohio brake plant closing he would have health benefits for the rest of his life. (Ex. 135 ¶¶ 5-7; Ex. 198 at 39, 57-58, 60, 63-69, 75-76, 82, 85-89). H. The testimony and declaration of union benefits representative Dean Garber that he attended meetings at the Kentucky plant on at least a dozen occasions when Rockwell official Tommy Cox told about-to-retire employees that when they retired they and their spouses would have lifetime retiree health benefits. (Ex. 136, ¶¶ 4-7; Ex. 204, at 15-17, 61, 70-73, 79-80, 86, 90-91, 95-96). For example, Mr. Garber testified that “each and every time” Mr. Cox said it was a “lifetime” benefit. Mr. Garber testified: “That’s what people worried about is the rest of their life, and ... we were assured it was through Tommy Cox.” (Ex. 204 at 71). I. The testimony of plaintiff Richard Lanter that Rockwell official Tommy Cox told him on the day Mr. Lanter retired in 1992 in the Kentucky plant: “You’ve got it made ... you’ve got insurance and a pension for the rest of your life.” Mr. Lanter testified that he worked at Rockwell for 26/6 years and “hated every day of it” but continued to work “for the benefits.” (Ex. 205 at 35-37, 42, 88). J. The testimony of John Kozel, who attended a Rockwell-sponsored “outplacement” meeting of approximately 200 hourly employees about to be laid off or retire due to the 1987 Ohio brake plant closing. The meeting was conducted by trainers who advised employees, who would be taking early retirement from Rockwell and seeking work elsewhere, to emphasize that they had lifetime retiree health benefits as a way to make themselves more attractive to prospective employers. The trainers said that lifetime retiree health benefits were “a good tool to use” in job interviews. (Ex. 213 at 21, 24, 35-37). Mr. Kozel also testified that he was told by Maggie Anderson, “head of personnel” at the brake plant, that he “would have my health benefits when I retired for the rest of my life.” (Ex. 213 at 26). K. The testimony and declaration of former supervisor Robert Boese, who chose to retire under the union contract in 1995, that he was told by Rockwell officials at the Wisconsin plant that he would have lifetime retiree health benefits. (Ex. 137, ¶¶ 1-8; Ex. 201 at 15-17, 61, 70-73, 79-80, 86, 90-91, 95-96). In addition, Rockwell human resources coordinator Kathy Klatt gave Mr. Boese a handout in 1995 that read in part: “As a retiree, you will continue your medical, dental, prescription drug, vision, and hearing coverage as provided in the contract.” (Ex. 201 at 15-17). L. The testimony and declaration of former supervisor Richard Boese who, like his brother Robert Boese chose to retire under the union contract in 1995, that he was told by Wisconsin plant personnel official Dave McCuen in a supervisors’ meeting conducted by Mr. McCuen that supervisors who retired under the hourly program and their wives would have lifetime retiree health benefits. (Ex. 138, ¶¶ 1-8; Ex. 200 at 58-59, 68-69, 83). Mr. Boese testified that at the meeting Mr. McCuen said with regard to health benefits that Mr. Boese “would be taken care of under the union program for the duration of my retirement.” (Ex. 200 at 83). M. The testimony and declaration of Plaintiff David Reamer that in December 1998 Wisconsin plant Human Resources Coordinator Kathy Slife told Mr. Reamer and his wife, Dianne Reamer, that Mr. Reamer’s medical, dental, optical, hearing, and prescription drug coverage would continue throughout his retirement and that if he were to die, Mrs. Reamer would continue to get health benefits for the rest of her life. Mr. Reamer testified that Ms. Slife told him his insurance would be for “the duration of his retirement.” (Ex. 208 at 46). Mr. Reamer testified that when Ms. Klatt said this, she also gave him a handout that read, in part: “As a retiree, you will continue your medical, dental, prescription drug, vision, and hearing and coverage as provided in the contract.” (Ex. 139, ¶¶ 6-11; Ex. 208 at 46, 48). N. The testimony and declaration of Dianne Reamer that Meritor official Kathy Slife told her and her husband, David Reamer, at the Wisconsin plant in December 1998, that the Reamers would have lifetime retiree health benefits, and that if Mr. Reamer died, Mrs. Reamer would continue to get health benefits for the rest of her life. (Ex. 140, ¶¶ 4-7; Ex. 209 at 27). Mrs. Reamer testified that Ms. Slife told her that “if my husband should die, I would receive part of his pension and I would receive his — or my health coverage, my dental, my vision and my hearing for the rest of my life.” (Ex. 209 at 27). 25. Plaintiffs’ contention that they are likely to prevail. The Retiree Plaintiffs contend that the agreement language, legal precedents discussed below, the agreement read in “context” and as an “integrated whole,” Defendant’s written admissions in letters, insurance booklets, and SPDs, the officials’ oral assurances and other “extrinsic” evidence, independently and collectively, demonstrate that the Retiree Plaintiffs are likely to prevail on the merits of their claims for lifetime retiree health benefits. In addition, the Retiree Plaintiffs present testimony and declarations addressing the other factors prerequisite to a preliminary injunction in a retiree health benefits case, including “irreparable injury,” the balance of harms and the public interest. 26. Defendants’ opposition. Defendants oppose a preliminary injunction. Defendants contend that “the labor agreements clearly and unambiguously” limit retiree health benefits “to the duration of the agreements creating them.” Defendants rely on the agreements’ general du-rational clauses. They also offer analysis of the agreements and their “context,” executives’ declarations, and “extrinsic” evidence of 2003 SPDs and alleged unilateral benefits changes. These contentions, the law, and the application of the law to the facts, are addressed below. III. CONCLUSIONS OF LAW District courts consider four factors when addressing preliminary injunction motions: (1) “plaintiffs’ likelihood of success on the merits”; (2) “whether the plaintiffs could suffer irreparable harm without the injunction”; (3) “whether granting the injunction will cause substantial harm to others”; and (4) “the public interest.” Golden v. Kelsey-Hayes Co., 73 F.3d 648, 653 (6th Cir.1996). The Court will address these factors in the following paragraphs, beginning with the “merits” factor. A. Plaintiffs are likely to succeed on the merits of their claim. Retiree Plaintiffs rely on various decisions from the Eastern District of Michigan and the Sixth Circuit, which the Retiree Plaintiffs refer to as the Golden-Meridian precedents, and they rely on other similar decisions. The Goldeiu-Meridian precedents identified by Plaintiffs are: (1) McCoy v. Meridian Automotive Systems, Inc., No. 03-74613 (E.D.Mich. Feb. 6, 2004)(O’Meara, J.Xgranting preliminary injunction for retirees based on the 1991-1994 Rockwell-UAW agreement)(Ex. 569); (2) McCoy v. Meridian Automotive Systems, Inc., 390 F.3d 417 (6th Cir.2004) (upholding preliminary injunction for retirees based on the 1991-1994 Rockwell-UAW collective bargaining agreement); (3) McCoy v. Meridian Automotive Systems, Inc., No. 03-74613 (E.D.Mich. Feb. 28, 2005)(O’Meara, J.)(Ex. 129)(granting summary judgment for retirees based on the 1991-1994 Rockwell-UAW agreement); (4) Golden v. Kelsey-Hayes Co., 845 F.Supp. 410 (E.D.Mich.1994)(Gadola, J.)(granting preliminary injunction for retirees based on language “virtually identical” to that in the 1991-1994 UAW-Roekwell agreement); (5) Golden v. Kelsey-Hayes Co., 73 F.3d 648 (6th Cir.1996)(affirming decision to grant preliminary injunction); and (6) Golden v. Kelsey-Hayes Co., 954 F.Supp. 1173 (E.D.Mich.1997)(Gadola J.)(granting summary judgment for retirees). Other cases relied on by the Retiree Plaintiffs as addressing language “similar” to that addressed in Golden v. Kelsey-Hayes are: (1) Hinckley v. Kelsey-Hayes Co., 866 F.Supp. 1034, 1041 (E.D.Mich.1994)(Gadola, J.) and (2) Yolton v. El Paso Tennessee Pipeline Co., 318 F.Supp.2d 455, 466-467 (E.D.Mich.2003)(Duggan, J.). Retiree Plaintiffs point out that the identical (McCoy), “virtually identical {Golden),” and “similar” {Hinckley and Yolton) language addressed in the Golden-Meridian precedents, and the Hinck-ley and Yolton decisions tie retiree health benefits to pension status, and that all of those cases were decided in favor of retirees. Retiree Plaintiffs contend that the language tying retiree health benefits to pension status — and the language providing that the health benefits a retiree has “at the time of retirement ... shall be continued thereafter” — unambiguously promises lifetime retiree health benefits and that this question is, in any event, settled by application of the Golderir-Me-ridian precedents and the decisions in Hinckley and Yolton. Aside from the agreements, Retiree Plaintiffs offer other evidence that they contend confirms that retiree health benefits were intended by the agreements to be for the lifetimes of retirees, dependents, and surviving spouses. They point to UAW v. Yard-Man, Inc., 716 F.2d 1476 (6th Cir.1983), which provides the analytical framework for addressing collectively-bargained retiree health benefits, and which specifies the sorts of evidence and considerations that may be used to aid court review. 1. The Ward-Man inference.” Yard-Man recognized that retiree benefits are “typically understood as a form of delayed compensation or reward for past services.... ” 716 F.2d at 1482. The Sixth Circuit formulated “the Yard-Man inference” recognizing that health benefits tied to pension status are “likely” intended to be for the retirees’ lifetimes: [R]etiree benefits are in a sense “status” benefits which, as such, carry with them an inference that they continue so long as the prerequisite status is maintained. Thus, when the parties contract for benefits which accrue upon achievement of retiree status, there is an inference that the parties likely intended those benefits to continue as long as the beneficiary remains a retiree. Id. at 1482. 2. The Yard-Man principles. Under Yard-Man, the Court is to apply “the basic principles of contract interpretation.” It “should first look to the explicit language of the collective bargaining agreement for clear manifestations of intent.” Id. at 1479. The Court may also consider “context” to ascertain the “intended meaning” of agreement language. The Court “should also interpret each provision in question as part of the integrated whole.” Id. The Court must construe the agreement’s terms “so as to render none nugatory and avoid illusory promises.” Id. at 1480. Yard-Man instructs: “Where ambiguities exist, the court may look to other words and phrases in the collective bargaining agreement for guidance.” Id. “The aim in such cases is to settle on an interpretation which is harmonious with the entire agreement.” Golden, 73 F.3d at 654. If this analysis does not resolve ambiguities, the Court then may consider “extrinsic” evidence of the parties’ intent. See Golden, 954 F.Supp. at 1183; McCoy, 390 F.3d at 422; Yard-Man, 716 F.2d at 1480, n. 1. Here, Retiree Plaintiffs offer both “context” and “extrinsic” evidence to support their contention that the agreements promise lifetime retiree health benefits. That evidence is summarized below. 3. The “explicit language” of the agreements. As noted, Yard-Man provides the analytical framework for assessing collectively-bargained retiree benefits promises. Under Yardr-Man, the Court first will assess the “explicit language” of the collective bargaining agreements and apply “basic principles of contract interpretation.” 716 F.2d at 1479-1480. a. Lifetime promises. The Court finds that the explicit language of the agreements ties retiree health benefits to pension status and specifically promises, without time limitation, that the health benefits “at the time of retirement ... shall be continued thereafter” for the duration of retirement. The Court concludes that the agreements promise health benefits for each retiree’s lifetime and for the lifetimes of each retiree’s eligible dependents and surviving spouses. The Court’s conclusion mirrors that in the Goldeur-Meridian precedents, as exemplified by the decision granting summary judgment in favor of the Retiree Plaintiffs in Golden. That decision is based on language virtually identical to the language in the agreements here, and concludes that: the language in the agreements directly tie[s] retiree eligibility for health care coverage to pension entitlement and therefore is a clear indicia that [the company] intended to provide lifetime health care coverage. Golden, 954 F.Supp. at 1187. The Golden Court also considered the “veritable mountain” of “extrinsic” and “course of conduct” evidence presented in support of the retirees, but clarified that: Even absent the course of conduct or extrinsic evidence, this court would grant summary judgment in favor of plaintiffs as the express contract language in this case is even more compelling than that found in Yard-Man. Id. at 1188. The language addressed is, as noted, “virtually identical” to the language in the UAW-Roekwell/Meritor/ArvinMeritor agreements. See McCoy, 390 F.3d at 422 (language in 1991-1994 Roekwell-UAW agreement “virtually identical” to language addressed in Golden). This Court agrees with the Golden court in both respects. First, the express contract language in Golden and in this case clearly ties health retiree benefits to pension status and clearly manifests the contracting parties’ intention to provide lifetime retiree health coverage. Second, here this intent is confirmed by the same sort of evidence presented in Golden— contractual context; written “lifetime” assurances to employees, retirees, and surviving spouses by multiple company benefits officials; decades of booklets and SPDs promising that health benefits “will be continued during retirement” for both retirees and “eligible dependents”; numerous explicit oral assurances of “lifetime” coverage made by company officials in various plants over decades; the early expression of “for life” intent stated in a 1971 Rockwell benefits book (Ex. 161) and on the retiree insurance cards issued in 1972, 1973, and 1982 (Ex. 151-152, 176, 188); and the testimony and declarations of witnesses demonstrating that the negotiated security of lifetime pension and health benefits was widely-known, understood and communicated for decades among union-represented employees and supervisory employees, and by company and union negotiators at collective bargaining of national and plant closing agreements. b. Application of the Golden-Meridian precedents. The Golden-Meridian precedents are mirror images of the instant case. McCoy defendant Meridian took over the former Rockwell plant in Centralia, Illinois and adopted the 1991-1994 Rockwell-UAW insurance agreement. The McCoy decisions not only address identical language, they address the identical agreement. The Court does not find persuasive Defendants’ arguments attempting to distinguish the McCoy decisions. Defendants in essence assert that the McCoy case was badly defended and erroneously decided. Defendants’ premise is that McCoy defense counsel, the district court, and the Sixth Circuit all were deficient, and that Defendants here have unique insight. The Court disagrees and concludes that the McCoy decisions, which rejected the same arguments made by Defendants here, are reasoned and persuasive. As noted, the Golden decisions, two by the district court and one by the Sixth Circuit, addressed language virtually identical to that in the 1991-1994 Rockwell-UAW agreement, as noted in McCoy, 390 F.3d at 420. Hinckley and Yolton addressed “similar” language. See Hinckley, 866 F.Supp. at 1042 n. 7 (“in this case, as in Golden ... the text of the insurance agreement provisions directly supports] the inference that retiree health benefits are vested”); Yolton, 318 F.Supp.2d at 466 (the “express language” is “similar to” that in Golden). All these decisions found for the retirees. Defendants contend that Golden, Hinckley, and Yolton also miss the point. The Court disagrees and finds that these decisions are persuasive. Like McCoy, these decisions demonstrate that language tying retiree health benefits to pension status — in particular language which promises that retiree health benefits begin “at the time of retirement” and “shall be continued thereafter” — do indeed unambiguously promise lifetime health benefits. c. Defendants’ misplaced reliance on durational clauses. The Court’s decision is based on the plain language of the agreement. It is confirmed by the agreements’ context. Reading the agreements’ terms as an integrated whole mandates rejection of Defendants’ main argument, that general durational clauses in the collective bargaining agreements and the insurance agreements override the “shall be continued thereafter” promise. Defendants do not contest that the language promising that health benefits began “at the time of retirement” and “shall be continued thereafter” reflects the intent that retiree benefits never expire. Nor could Defendants credibly do so, particularly in light of the Golden-Meridian precedents. Rather, Defendants contend that those earlier decisions missed the point, and that McCoy failed to apply a contractual “rule of construction” by which Exhibit “B” su-percedes the lifetime promises in Exhibit “B-l” with the former’s general durational clause adopting the general durational clause in the collective bargaining agreement. Against all authority and logic, Defendants argue that “the labor agreements clearly and unambiguously” limit retiree health benefits “to the duration of the agreements creating them.” Defendants rely on UAW v. Cleveland Gear Corp., No. C83-947, 1983 WL 2174 (N.D.Ohio, Oct.20, 1983), and brush aside the Golden-Meridian precedents and the other cases that have rejected Defendants’ expiration argument. The Court concludes that Defendants’ analysis is -without merit for several reasons. General durational clauses do not override specific promises of lifetime benefits. In Golden, 954 F.Supp. at 1184, 1186-1187, the Court addressed the defendants’ argument that the “shall be continued thereafter” language merely defined “eligibility” for retiree health benefits and “not length of entitlement.” The Golden defendants argued that length of entitlement should be determined by the general durational clauses in the main and supplemental insurance agreements. Defendants here make identical arguments. In Golden, the court rejected these arguments as a “strained reading of the contract provisions” and, as noted, held: “the language in the agreements directly tie[s] retiree eligibility for health care coverage to pension entitlement and therefore is a clear indicia that [the company] intended to provide lifetime health care coverage.” Id. at 1186-87. Indeed, it is well-settled that general duration clauses do not override promises of lifetime health benefits. See Golden, 845 F.Supp. at 414-415 (“such provisions only refer to the length of the agreement and not the period of time contemplated for retiree benefits”); Fox v. Massey-Ferguson, Inc., 172 F.R.D. 653, 677 (E.D.Mich.1995), aff'd sub nom Fox v. Varity Corp., 91 F.3d 143, 1996 WL 382272 (6th Cir.1996)(same); Hinckley, 866 F.Supp. at 1041 (“general durational clauses that refer to the expiration of the collective bargaining agreement” say “nothing about the duration of particular benefits, especially benefits for retirees”); Yard-Man, 716 F.2d at 1482-83 (language showing that “retiree benefits were intended to outlive the collective bargaining agreement’s life and outweigh any contrary implications derived from a routine durational clause terminating the agreement generally”). Defendants’ reliance on Cleveland Gear is misplaced. Cleveland Gear turned on general duration clauses because the agreements were “totally void of any language from which an intent to create lifelong insurance benefits can be inferred.” 1983 WL 2174 at *3. In contrast, here the agreements contain explicit language tying retiree health benefits to pension status — and the “shall be continued thereafter” language. This is the same language held to constitute enforceable lifetime promises in the Golden-Meridian precedents. See also Yolton, 318 F.Supp.2d at 467 (citing both Golden and Yardr-Man for the point that “[a]bsent specific limitations on the duration of particular benefits, the courts have held that such provisions say nothing about the duration of those benefits.”). In Yolton, the Court distinguished the agreements in that case from those at issue in Cleveland Gear. It observed that the Cleveland Gear agreements were “totally void of any language from which an intent to create lifelong benefits [could] be inferred,” whereas the language in the Yolton agreements was “similar to” that in Golden, because they “expressly contain such language” tying “retirees’ and surviving spouses’ eligibility for health care coverage to their eligibility to receive a pension.” Yolton, 318 F.Supp.2d at 467 (internal quote and citation omitted). Defendants critique McCoy as badly defended and as wrongly decided by the district court and the Sixth Circuit Court of Appeals. Defendants criticize: “Crucially, [McCoy v.] Meridian never cited Cleveland Gear.” (Def. Br. at 21). Of course not, because Cleveland Gear was wholly inapposite. McCoy was not “totally void” of language tying pension status to retiree benefits. Rather, McCoy addressed the same “shall be continued thereafter” language recognized by Golden to be “even more compelling than that found in Yardr-Man.” Golden, 954 F.Supp. at 1188. The Sixth Circuit agreed, finding the language to be “virtually identical to the agreement at issue in Golden, in which this Court held that retirement-health benefits vested upon retirement.” McCoy, 390 F.3d at 422 (citing Golden, 73 F.3d at 656). Further, Defendants ignore that McCoy addressed the 1991-1994 UAW-Rockwell agreement, one of the very same agreements at issue here. {See Ex. 101, 114 and 157). There could hardly be a stronger case in favor of the retirees, who seek to enforce the same agreement enforced in McCoy, the same language enforced in Golden, and language similar to that enforced in Hinckley and Yolton, all cases which rejected the list of arguments that Defendants recycle here. In short, Defendants’ reliance on failed arguments, general duration clauses, and Cleveland Gear is baseless. The “shall be continued thereafter” language constitutes a specific promise of lifetime retiree health benefits, enforceable under LMRA and ERISA, just as was held in the Goldevr-Meridian preceden