UNPUBLISHED

UNITED STATES COURT OF APPEALS

FOR THE FOURTH CIRCUIT

KEITH S. GIBBY,
Plaintiff-Appellant,

v.
                                                                 No. 97-2051
INTERNATIONAL BUSINESS MACHINES
CORPORATION,
Defendant-Appellee.

Appeal from the United States District Court
for the District of Maryland, at Greenbelt.
Deborah K. Chasanow, District Judge.
(CA-96-2860-DKC)

Submitted: May 26, 1998

Decided: July 28, 1998

Before WILKINS and MICHAEL, Circuit Judges, and
PHILLIPS, Senior Circuit Judge.

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Affirmed by unpublished per curiam opinion.

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COUNSEL

Bruce M. Bender, VAN GRACK, AXELSON & WILLIAMOWSKY,
Rockville, Maryland, for Appellant. Theresa K. Mohan, INTERNA-
TIONAL BUSINESS MACHINES CORPORATION, White Plains,
New York; Anthony Herman, Glen D. Weinstein, COVINGTON &
BURLING, Washington, D.C., for Appellee.

_________________________________________________________________
Unpublished opinions are not binding precedent in this circuit. See
Local Rule 36(c).

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OPINION

PER CURIAM:

Keith S. Gibby appeals the district court's order dismissing his
civil action alleging breach of contract and related claims. For the rea-
sons that follow, we affirm.

Gibby, while an employee of International Business Machines Cor-
poration ("IBM"), submitted four sets of suggestions under a com-
pany "Suggestion Plan" ("Plan"). Under the Plan, IBM encouraged
employees to submit suggestions to the company and that if the com-
pany used the ideas it could, in its sole discretion, provide cash
awards to the submitting employee. As noted by the district court, the
Plan made it clear in unequivocal language and in several different
sections of the Plan that whether IBM used the idea and whether cash
would be awarded were within the sole discretion of the company.

In his complaint, Gibby alleged that he had submitted four sets of
ideas under the Plan and that despite the fact that IBM had used his
ideas he received no cash award; he initially sought relief for breach
of contract and negligent misrepresentation. In his motion to amend
the complaint, Gibby added claims for unjust enrichment and quan-
tum meruit. In its order dismissing the action the district court granted
IBM's motion for judgment on the pleadings under Fed. R. Civ. P.
12(c) and denied Gibby's motion to amend, finding that Gibby's
claims failed as a matter of law. To uphold a dismissal for judgment
on the pleadings we must construe the allegations in the complaint
favorably to the plaintiff and "find beyond a doubt that the plaintiff
could prove no set of facts in support of his claim which would entitle
him to relief." Bruce v. Riddle, 631 F.2d 272, 273-74 (4th Cir. 1980)
(citation omitted).

We affirm the district court's dismissal because the clear language
of the Plan disclaimed any duty or obligation on behalf of IBM to

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make any cash award. In the context of an employment relationship
and based upon the clear language of the Plan, we agree with the dis-
trict court that Gibby could prove no set of facts to support his claims
under Maryland law.* See Castiglione v. Johns Hopkins Hosp., 517
A.2d 786, 793-94 (Md. App. 1986) (denying contract claim in
employee manual where contractual intent expressly disclaimed);
Ward Dev. Co. v. Ingrao, 493 A.2d 421, 425-26 (Md. App. 1984)
(listing the elements of negligent misrepresentation including that
plaintiff justifiably takes action in reliance on statement by defen-
dant); Bennett Heating & Air Conditioning, Inc. v. NationsBank, 654
A.2d 949, 956-57 (Md. App. 1995) (listing elements of unjust enrich-
ment including the retention of benefits under such circumstances as
to make it inequitable for defendant to do so); Prince George's Co.
v. Chillum-Adelphi Volunteer Fire Dep't, 340 A.2d 265, 274 (Md.
1975) (holding that in claim for quantum meruit plaintiff must show
an agreement to pay for services).

Accordingly we affirm. See Bruce, 631 F.2d at 273-74. We dis-
pense with oral argument as the facts and legal contentions raised by
the parties are adequately presented in the materials before the court
and argument would not aid the decisional process.

AFFIRMED
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*The parties do not dispute that the legal issues should be resolved
under Maryland law.

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