Employees were discharged during the term of a collective
bargaining agreement containing a provision for arbitration of
disputes, including differences "as to the meaning and application"
of the agreement, and a provision for reinstatement with back pay
of employees discharged in violation of the agreement. The
discharges were arbitrated after the agreement had expired, and the
arbitrator found that they were in violation of the agreement and
that the agreement required reinstatement with back pay, minus pay
for a ten-day suspension and such sums as the employees had
received from other employment. Respondent refused to comply with
the award, and the District Court directed it to do so. The Court
of Appeals held that (a) failure of the award to specify the
amounts to be deducted from the back pay rendered the award
unenforceable, though that defect could be remedied by requiring
the parties to complete the arbitration, (b) an award for back pay
subsequent to the date of expiration of the collective bargaining
agreement could not be enforced, and (c) the requirement for
reinstatement of the discharged employees was unenforceable because
the collective bargaining agreement had expired.
The judgment of the District Court should have
been affirmed with a modification requiring the specific amounts
due the employees to be definitely determined by arbitration. Pp.
363 U. S.
(a) Federal courts should decline to review the merits of
arbitration awards under collective bargaining agreements.
Steelworkers v. Warrior & Gulf Navigation Co., ante,
p. 363 U. S. 574
363 U. S.
(b) The opinion of the arbitrator in this case, as it bears upon
the award of back pay beyond the date of the agreement's expiration
and reinstatement, is ambiguous, but mere ambiguity in the opinion
accompanying an award is not a reason for refusing to enforce the
award, even when it permits the inference that the arbitrator may
have exceeded his authority. Pp. 363 U. S.
(c) The question of interpretation of the collective bargaining
agreement is a question for the arbitrator, and the courts have
Page 363 U. S. 594
business overruling his construction of the contract merely
because their interpretation of it is different from his. Pp.
363 U. S.
(d) The Court of Appeals erred in holding that an award for back
pay subsequent to the date of expiration of the collective
bargaining agreement could not be enforced, and that the
requirement for reinstatement of the discharged employees was
unenforceable because the collective bargaining agreement had
expired. Pp. 363 U. S. 596
363 U. S.
(e) The judgment of the District Court ordering respondent to
comply with the arbitrator's award should be modified so that the
amount due the employees may be definitely determined by
arbitration. P. 363 U. S.
69 F.2d 327, reversed in part.
Opinion of the Court by MR. JUSTICE DOUGLAS, announced by MR.
Petitioner union and respondent during the period relevant here
had a collective bargaining agreement which provided that any
differences "as to the meaning and application" of the agreement
should be submitted to arbitration and that the arbitrator's
decision "shall be final and binding on the parties." Special
provisions were included concerning the suspension and discharge of
employees. The agreement stated:
"Should it be determined by the Company or by an arbitrator in
accordance with the grievance procedure that the employee has been
suspended unjustly or discharged in violation of the provisions of
this Agreement, the Company shall reinstate the employee and pay
full compensation at the employee's regular rate of pay for the
time lost. "
Page 363 U. S. 595
The agreement also provided:
". . . It is understood and agreed that neither party will
institute civil suits or legal proceedings against the other for
alleged violation of any of the provisions of this labor contract;
instead, all disputes will be settled in the manner outlined in
this Article III -- Adjustment of Grievances."
A group of employees left their jobs in protest against the
discharge of one employee. A union official advised them at once to
return to work. An official of respondent at their request gave
them permission and then rescinded it. The next day, they were told
they did not have a job any more "until this thing was settled one
way or the other."
A grievance was filed, and when respondent finally refused to
arbitrate, this suit was brought for specific enforcement of the
arbitration provisions of the agreement. The District Court ordered
arbitration. The arbitrator found that the discharge of the men was
not justified, though their conduct, he said, was improper. In his
view, the facts warranted, at most, a suspension of the men for 10
days each. After their discharge and before the arbitration award,
the collective bargaining agreement had expired. The union,
however, continued to represent the workers at the plant. The
arbitrator rejected the contention that expiration of the agreement
barred reinstatement of the employees. He held that the provision
of the agreement above quoted imposed an unconditional obligation
on the employer. He awarded reinstatement with back pay, minus pay
for a 10-day suspension and such sums as these employees received
from other employment.
Respondent refused to comply with the award. Petitioner moved
the District Court for enforcement. The District Court directed
respondent to comply. 168 F.
. The Court of Appeals, while agreeing that
Page 363 U. S. 596
the District Court had jurisdiction to enforce an arbitration
award under a collective bargaining agreement, [Footnote 1
] held that the failure of the award to
specify the amounts to be deducted from the back pay rendered the
award unenforceable. That defect, it agreed, could be remedied by
requiring the parties to complete the arbitration. It went on to
hold, however, that an award for back pay subsequent to the date of
termination of the collective bargaining agreement could not be
enforced. It also held that the requirement for reinstatement of
the discharged employees was likewise unenforceable because the
collective bargaining agreement had expired. 269 F.2d 327. We
granted certiorari. 361 U.S. 929.
The refusal of courts to review the merits of an arbitration
award is the proper approach to arbitration under collective
bargaining agreements. The federal policy of settling labor
disputes by arbitration would be undermined if courts had the final
say on the merits of the awards. As we stated in United
Steelworkers of America v. Warrior & Gulf Navigation Co.,
at 363 U. S. 574
arbitrators under these collective agreements are indispensable
agencies in a continuous collective bargaining process. They sit to
settle disputes at the plant level -- disputes that require for
their solution knowledge of the custom and practices of a
particular factory or of a particular industry as reflected in
particular agreements. [Footnote
Page 363 U. S. 597
When an arbitrator is commissioned to interpret and apply the
collective bargaining agreement, he is to bring his informed
judgment to bear in order to reach a fair solution of a problem.
This is especially true when it comes to formulating remedies.
There, the need is for flexibility in meeting a wide variety of
situations. The draftsmen may never have thought of what specific
remedy should be awarded to meet a particular contingency.
Nevertheless, an arbitrator is confined to interpretation and
application of the collective bargaining agreement; he does not sit
to dispense his own brand of industrial justice. He may, of course,
look for guidance from many sources, yet his award is legitimate
only so long as it draws its essence from the collective bargaining
agreement. When the arbitrator's words manifest an infidelity to
this obligation, courts have no choice but to refuse enforcement of
The opinion of the arbitrator in this case, as it bears upon the
award of back pay beyond the date of the agreement's expiration and
reinstatement, is ambiguous. It may be read as based solely upon
the arbitrator's view of the requirements of enacted legislation,
which would mean that he exceeded the scope of the submission. Or
Page 363 U. S. 598
be read as embodying a construction of the agreement itself,
perhaps with the arbitrator looking to "the law" for help in
determining the sense of the agreement. A mere ambiguity in the
opinion accompanying an award, which permits the inference that the
arbitrator may have exceeded his authority, is not a reason for
refusing to enforce the award. Arbitrators have no obligation to
the court to give their reasons for an award. To require opinions
] free of ambiguity
may lead arbitrators to play it safe by writing no supporting
opinions. This would be undesirable for a well reasoned opinion
tends to engender confidence in the integrity of the process and
aids in clarifying the underlying agreement. Moreover, we see no
reason to assume that this arbitrator has abused the trust the
parties confided in him and has not stayed within the areas marked
out for his consideration. It is not apparent that he went beyond
the submission. The Court of Appeals' opinion refusing to enforce
the reinstatement and partial back pay portions of the award was
not based upon any finding that the arbitrator did not premise his
award on his construction of the contract. It merely disagreed with
the arbitrator's construction of it.
The collective bargaining agreement could have provided that if
any of the employees were wrongfully discharged, the remedy would
be reinstatement and back pay up to the date they were returned to
work. Respondent's major argument seems to be that by applying
correct principles of law to the interpretation of the collective
bargaining agreement it can be determined that the agreement did
not so provide, and that therefore the arbitrator's decision was
not based upon the contract. The acceptance of this view would
require courts, even under the standard arbitration clause, to
review the merits of every
Page 363 U. S. 599
construction of the contract. This plenary review by a court of
the merits would make meaningless the provisions that the
arbitrator's decision is final, for, in reality, it would almost
never be final. This underlines the fundamental error which we have
alluded to in United Steelworkers of America v. American
Manufacturing Co., ante, 363 U. S. 564
we there emphasized, the question of interpretation of the
collective bargaining agreement is a question for the arbitrator.
It is the arbitrator's construction which was bargained for; and so
far as the arbitrator's decision concerns construction of the
contract, the courts have no business overruling him because their
interpretation of the contract is different from his.
We agree with the Court of Appeals that the judgment of the
District Court should be modified so that the amounts due the
employees may be definitely determined by arbitration. In all other
respects we think the judgment of the District Court should be
affirmed. Accordingly, we reverse the judgment of the Court of
Appeals, except for that modification, and remand the case to the
District Court for proceedings in conformity with this opinion. It
is so ordered.
Judgment of Court of Appeals, except for its modification of
District Court's judgment, reversed and case remanded to District
Court with directions.
MR. JUSTICE FRANKFURTER concurs in the result.
MR. JUSTICE BLACK took no part in the consideration or decision
of this case.
For opinion of MR. JUSTICE BRENNAN, joined by MR. JUSTICE
FRANKFURTER and MR. JUSTICE HARLAN, see ante,
363 U. S.
See Textile Workers v. Cone Mills Corp.,
"Persons unfamiliar with mills and factories -- farmers or
professors, for example -- often remark upon visiting them that
they seem like another world. This is particularly true if, as in
the steel industry, both tradition and technology have strongly and
uniquely molded the ways men think and act when at work. The newly
hired employee, the 'green hand,' is gradually initiated into what
amounts to a miniature society. There, he finds himself in a
strange environment that assaults his senses with unusual sounds
and smells, and often with different 'weather conditions,' such as
sudden drafts of heat, cold, or humidity. He discovers that the
society of which he only gradually becomes a part has, of course, a
formal government of its own -- the rules which management and the
union have laid down -- but that it also differs from or parallels
the world outside in social classes, folklore, ritual, and
"Under the process in the old mills, a very real 'miniature
society' had grown up, and, in important ways, the technological
revolution described in this case history shattered it. But a new
society or work community was born immediately, though for a long
time it developed slowly. As the old society was strongly molded by
the discontinuous process of making pipe, so was the new one molded
by the continuous process and strongly influenced by the
characteristics of new high-speed automatic equipment."
Walker, Life in the Automatic Factory, 36 Harv.Bus.Rev. 111,
Jalet, Judicial Review of Arbitration: The Judicial
Attitude, 45 Cornell L.Q. 519, 522.
MR. JUSTICE WHITTAKER, dissenting.
Claiming that the employer's discharge on January 18, 1957, of
11 employees violated the provisions of its collective bargaining
contract with the employer -- covering the period beginning April
5, 1956, and ending April 4,
Page 363 U. S. 600
1957 -- the union sought and obtained arbitration, under the
provisions of the contract, of the issues whether these employees
had been discharged in violation of the agreement and, if so,
should be ordered reinstated and awarded wages from the time of
their wrongful discharge. In August, 1957, more than four months
after the collective agreement had expired, these issues, by
agreement of the parties, were submitted to a single arbitrator,
and a hearing was held before him on January 3, 1958. On April 10,
1958, the arbitrator made his award, finding that the 11 employees
had been discharged in violation of the agreement and ordering
their reinstatement with back pay at their regular rates from a
time 10 days after their discharge to the time of reinstatement.
Over the employer's objection that the collective agreement and the
submission under it did not authorize nor empower the arbitrator to
award reinstatement or wages for any period after the date of
expiration of the contract (April 4, 1957), the District Court
ordered enforcement of the award. The Court of Appeals modified the
judgment by eliminating the requirement that the employer reinstate
the employees and pay them wages for the period after expiration of
the collective agreement, and affirmed it in all other respects,
269 F.2d 327, and we granted certiorari, 361 U.S. 929.
That the propriety of the discharges, under the collective
agreement, was arbitrable under the provisions of that agreement,
even after its expiration, is not in issue. Nor is there any issue
here as to the power of the arbitrator to award reinstatement
status and back pay to the discharged employees to the date of
expiration of the collective agreement. It is conceded, too, that
the collective agreement expired by its terms on April 4, 1957, and
was never extended or renewed.
The sole question here is whether the arbitrator exceeded the
submission and his powers in awarding
Page 363 U. S. 601
reinstatement and back pay for any period after expiration of
the collective agreements. Like the Court of Appeals, I think he
did. I find nothing in the collective agreement that purports to so
authorize. Nor does the Court point to anything in the agreement
that purports to do so. Indeed, the union does not contend that
there is any such covenant in the contract. Doubtless, all rights
to the employees under the collective
agreement during its term, and that were made arbitrable by its
provisions, could be awarded to them by the arbitrator, even though
the period of the agreement had ended. But surely no rights accrued
to the employees under the agreement after it had expired. Save for
the provisions of the collective agreement, and in the absence, as
here, of any applicable rule of law or contrary covenant between
the employer and the employees, the employer had the legal right to
discharge the employees at will. The collective agreement, however,
protected them against discharge, for specified reasons, during its
continuation. But when that agreement expired, it did not continue
to afford rights in futuro
to the employees -- as though
still effective and governing. After the agreement expired, the
employment status of these 11 employees was terminable at the will
of the employer, as the Court of Appeals quite properly held, 269
F.2d at 331, and see Meadows v. Radio Industries,
347, 349; Atchison, T. & S.F. R. Co. v. Andrews,
F.2d 264, 265; Warden v. Hinds,
163 F. 201, and the
announced discharge of these 11 employees then became lawfully
Once the contract expired, no rights continued to accrue under
it to the employees. Thereafter, they had no contractual right to
demand that the employer continue to employ them, and a
the arbitrator did not have power to order the
employer to do so; nor did the arbitrator have power to order the
employer to pay wages to
Page 363 U. S. 602
them after the date of termination of the contract, which was
also the effective date of their discharges.
The judgment of the Court of Appeals, affirming so much of the
award as required reinstatement of the 11 employees to employment
status and payment of their wages until expiration of the contract,
but not thereafter, seems to me to be indubitably correct, and I
would affirm it.