Semtek International Inc. v. Lockheed Martin Corp.

MOYLAN, Judge. Semtek International Corp. (“Semtek”), the appellant, challenges an Order issued by Judge Joseph H.H. Kaplan in the Circuit Court for Baltimore City, whereby Semtek’s Complaint against Lockheed Martin Corporation (“Lockheed”), the appellee, was dismissed on grounds of res judicata. On appeal, Semtek raises the sole issue of whether the trial court erred in dismissing the Complaint. Although Semtek has strained, at least before us if not necessarily before Judge Kaplan, to inject all sorts of peripheral doctrines and issues into the case, the question before us, in essence, is the single issue of whether Judge Kaplan was entitled to give preclusive effect to the judgment of a federal district court dismissing Sem-tek’s suit against Lockheed, stating as it did so that the suit was being “dismissed in its entirety on the merits.” Procedural Background A California State Suit Removed to Federal District Court on Ground of Diversity : On February 26, 1997, Semtek filed a Complaint against Lockheed in the Superior Court for Los Angeles (hereinafter “the California action”), alleging (1) breach of contract, (2) intentional interference with prospective economic advantage, ⁴³ (3) negligent interference with prospective economic advantage, and (4) civil conspiracy, in relation to Semtek’s joint venture with a Russian company for the use of former military satellites for commercial purposes.

Lockheed immediately removed the action to the United States District Court for the Central District of California (hereinafter “California District Court”) based on diversity of citizenship. B. District Court Dismissed Suit and Dismissal Affirmed by Ninth Circuit: In the California District Court, Lockheed moved to dismiss Semtek’s Complaint based on the expiration of California’s two-year Statute of Limitations. On May 8, 1997, the California District Court granted Lockheed’s motion and dismissed the action with prejudice, holding that the causes of action had accrued in August of 1994, thus making the February 26, 1997 Complaint untimely. Three days later, the following Order was issued: IT IS ORDERED, ADJUDGED AND DECREED that plaintiff Semtek International Incorporated take nothing on its complaint in this action, that the action be dismissed in its entirety on the merits and with prejudice, and that this Judgment be entered forthwith in favor of defendants Lockheed Martin....

(Emphasis supplied). Semtek appealed that judgment to the United States Court of Appeals for the Ninth Circuit. On February 25, 1999, the Ninth Circuit affirmed the California District Court’s dismissal of Semtek’s Complaint on Statute of Limitations grounds. Semtek Internat’l Inc. v. Lockheed Martin Corp., No. 97-55840, 1999 WL 97355 (9th Cir. Feb. 25, 1999).

C. Refíling of Suit in Maryland State Court: On July 2, 1997, Semtek filed in Maryland another Complaint against Lockheed (hereinafter “the Maryland action”), alleging (1) breach of contract, (2) intentional interference with prospective economic advantage, (3) negligent interference ⁴⁴ with prospective economic advantage, and (4) civil conspiracy, based on the same purported joint venture between Semtek and a Russian company regarding the use of military satellites. That suit was filed in the Circuit Court for Baltimore City, making the underlying claim subject to Maryland’s three-year Statute of Limitations rather than California's two-year Statute of Limitations. D. Failed Injunction Attempt in Original Federal District Court: In response, Lockheed filed an All Writs Act injunction in the California District Court on July 23, 1997. Lockheed asserted that Semtek was barred from bringing suit in Maryland on the grounds of res judicata.

Two days later, Lockheed removed the Maryland action to the United States District Court for the District of Maryland (hereinafter “Maryland District Court”), citing the involvement of a federal question as grounds for removal. 1 Specifically, Lockheed maintained that, even though none of Semtek’s claims presented a federal question, Lockheed planned to assert the defense of res judicata based on the California Federal Court’s ruling, thus presenting a federal question for resolution. Ultimately, the California District Court denied Lockheed’s injunctive efforts, holding as follows: [T]his Court is not convinced that the single action filed by [Semtek] in Maryland rises to the level of vexatious relitigation which would warrant the use of the rather extreme remedy that Lockheed requests. [Semtek] has not filed subsequent actions that are either “numerous” or “patently without merit.” The Court does not view this chronology as one in which the Court is justified in summarily precluding [Semtek’s] access to the courts. This Court’s prior order did not reach the substantive merits of [Semtek’s] tort claims. If another proper forum will afford [Semtek] the opportunity to fully litigate the merits of its ⁴⁵ causes of action, without applying a statutory or res judica-ta bar, the Court does not find it appropriate to bar [Semtek] from proceeding in that forum.

(Citation omitted). E. Removal From Local Federal District Court to Maryland State Court: After the California District Court’s ruling, Lockheed filed a Motion to Dismiss the Maryland action in the Maryland District Court on grounds of res judicata. Semtek, on the other hand, sought to have the Maryland District Court remand the action to the Circuit Court for Baltimore City, alleging lack of subject matter jurisdiction in the Maryland District Court. On December 31, 1997, the Maryland District Court granted Semtek’s motion to remand the case to the circuit court on the ground that federal removal could not be predicated on an alleged federal affirmative defense.

Semtek Intemat’l, Inc. v. Lockheed Martin Corp., 988 F.Supp. 913 (D.Md.1997). The Maryland District Court did not rule on Lockheed’s Motion to Dismiss. The Res Judicata Ruling Thereafter, Lockheed filed another Motion to Dismiss in the Circuit Court for Baltimore City, again asserting that the suit was barred by res judicata. A hearing was held on April 23, and on April 30, 1998, the trial court granted Lockheed’s Motion to Dismiss.

The thorough and well-researched opinion of Judge Kaplan explained: The central issue that this court has been asked to consider is the preclusive effect of a federal dismissal on a subsequent identical state court action.... Pursuant to the clear language of the Federal Rules of Civil Procedure and federal preclusion law, federal law determines the preclusive effect of a prior federal judgment. The Court is convinced that Federal Rule of Civil Procedure 41(b), Fourth, Fifth, Ninth Circuit case law and the ⁴⁶ Andes [v. Paden, Welch, Martin & Albano, 897 S.W.2d 19 (Mo.App.1995) ] holdings mandate this Court to find the judgment of the District Court for the Central District of California, dismissing Semtek’s claims on statute of limitations grounds, a final judgment on the merits, and therefore prohibits Semtek from relitigating these claims in Maryland due to res judicata. Federal law does not permit [Semtek] to shop indefinitely for a forum that will give credence to their arguments. [Semtek] had its day in Court for this action and apparently was not satisfied with [the California District Court’s] decision.

Semtek could have originally filed this suit in Maryland state court, but instead filed this action in California. Thus, Semtek should be bound by California’s two year statute of limitations and [the California District Court’s] decision dismissing the action. Lockheed should not be forced to follow [Semtek] from state to state to defend an action previously decided in another jurisdiction. Accordingly, the Court agrees with Lockheed in that the fairest and most efficient use of federal and state judicial resources mandates that this Court grant Lockheed’s Motion to Dismiss Semtek’s Maryland Complaint with prejudice.

(Emphasis supplied). This timely appeal followed. The propriety of Judge Kaplan’s dismissal of Semtek’s suit on the ground on res judicata is the sole issue before us on this appeal. Preclusive Effect of Federal Judgment Determined by Federal Law Semtek argues that our analysis of whether the Maryland action is barred on res judicata grounds should be dictated by California state law and that Judge Kaplan erroneously applied federal law when making his determination.

We disagree. In Kent County Bd. of Ed. v. Bilbrough, 309 Md. 487, 494 , 525 A.2d 232 (1987), the Court of Appeals unambiguously ⁴⁷ stated that “[f]ederal law determines the effects under the rules of res judicata of a judgment of a federal court,” quoting with approval Restatement(Second) of Judgments, § 87 (1982). See also Douglas v. First Security Federal Savings Bank, Inc., 101 Md.App. 170, 179 , 643 A.2d 920 (1994). The case law is well settled that it is federal law that determines the preclusive effect of a federal judgment.

Brooks v. Arlington Hosp. Ass’n, 850 F.2d 191, 195 (4 th Cir.1988); Agrilectric Power Partners, Ltd. v. General Electric Co., 20 F.3d 663, 664-65 (5 th Cir.1994); Luxford v. Dalkon Shield Claimants Trust, 978 F.Supp. 221 , 223 n. 6 (D.Md.1997); Green v. Kadilac Mort. Bankers, Ltd., 936 F.Supp. 108, 114 (S.D.N.Y. 1996); Bostic v. Allstate Ins. Co., 866 F.Supp. 959, 959 (W.D.Va.1994).

After quoting from Kent County Bd. of Educ. v. Bilbrough, Judge Kaplan ruled that federal law would determine the preclusive effect in Maryland of the May 8, 1997 judgment of the California District Court: Accordingly, because Semtek does not deny that the United States District Court for the Central District of California dismissed every claim contained in Semtek’s current Maryland complaint with prejudice on statute of limitations grounds, federal law must be employed to determine the preclusive effect of this prior federal court judgement. Federal Rule of Civil Procedure 41(b) The applicable federal law to which Judge Kaplan then turned in his Memorandum Opinion was Federal Rule of Civil Procedure 41(b), which provides, in pertinent part: Unless the court in its order for dismissal otherwise specifies, a dismissal under this subdivision and any dismissal not provided for in this rule, other than a dismissal for lack of jurisdiction, for improper venue, or for failure to join a party under Rule 19, operates as an adjudication upon the merits. (Emphasis supplied). In applying Federal Rule 41(b) to the case at hand, Judge Kaplan further ruled: ⁴⁸ The plain language of the rule requires that the dismissal of the Plaintiffs California action be deemed an adjudication on the merits and warrants dismissal of Semtek’s duplica-tive Maryland complaint with prejudice.

The prior decision that Judge Kaplan afforded preclusive effect was the May 8, 1997 judgment of the California federal district court. That judgment, by its express language, dismissed Semtek’s suit IN ITS ENTIRETY ON THE MERITS AND WITH PREJUDICE. In the immediate wake of that judgment, Semtek did not seek to alter, amend, or revise the wording of the judgment in any way. Semtek appealed the merits of the decision to the Ninth Circuit.

On February 25, 1999, the Ninth Circuit affirmed, on the merits, the District Court’s dismissal of Semtek’s complaint. The Ninth Circuit opinion volunteered no adverse comment on the wording of the dismissal order. The Federal Court’s Subsequent Reference To Its Earlier Judgment In an effort to fend off the preclusive effect of the May 8, 1997 judgment, Semtek argues that the same federal district court that issued the May 8, 1997 dismissal order has, in effect, subsequently and significantly ameliorated that order. Judge Kaplan did not accept that argument nor do we.

After Semtek had refiled its suit in the Circuit Court for Baltimore city, one of the defensive maneuvers of Lockheed was to go back to the federal district court in California and to move, on July 23, 1997, for an All Writs Act injunction seeking to bar Semtek from bringing the action in Maryland on the grounds of res judicata. On August 11, 1997, United States District Court judge Audrey B. Collins, the same judge who had issued the earlier order of May 8,1997, denied Lockheed’s request for an injunction. In her 14-page Opinion and Order Judge Collins pointed out that the decision to issue an injunction under the All Writs Act, 28 U.S.C. § 1651 (a), is discretionary and is “an extraordinary remedy that should be narrowly tailored and rarely used.” Moy v. United States, 906 ⁴⁹ F.2d 467, 470 (9 th Cir.1990). Judge Collins concluded that “because the resolution of the res judicata issue is far from obvious, the Court declines to determine the issue.” She reasoned that the preclusive effect of the earlier action “is properly left to the Maryland state or district court.” She expressly stated that “Lockheed’s argument that the doctrine of res judicata bars the Maryland case may be brought before the proper court in a motion to dismiss or motion for summary judgment based on res judicata preclusion.” In passing, Judge Collins observed, “This Court’s prior order did not reach the substantive merits of Plaintiffs tort claims.

If another proper forum will afford Plaintiff the opportunity to fully litigate the merits of its cause of action, without applying a statutory or res judicata bar, the Court does not find it appropriate to bar plaintiff from proceeding in that forum.” That first quoted sentence is the language on which Semtek now relies for its proposition that the judgment of May 8,1997, has now been effectively altered. The Inconsequentiality of Dicta Judge Collins, however, also stated very emphatically that the Court must reiterate that these issues are properly decided by the proper court in Maryland, and any dicta or other discussion within this opinion should not he cited or argued as persuasive authority for the Maryland courts’ consideration of the issues of removal jurisdiction and res judicata preclusion. (Emphasis supplied). Judge Kaplan rejected Semtek’s argument and abided by Judge Collin’s wishes with respect to the non-persuasive status of her passing comments.

Semtek argues that Rule 41(b) should not be applied because the United States District Court for the Central District of California’s order denying Lockheed’s request for a permanent injunction states that the court had not reached the “substantive merits” of Semtek’s claims. ⁵⁰ Plaintiffs argument is flawed for several reasons. First and foremost, neither party stated an objection to the Order signed by Judge Collins dismissing the United States District Court for the Central District of California action, in its entirety on the merits and with prejudice. This Order states that, “IT IS ORDERED, ADJUDGED AND DECREED, that Plaintiff Semtek International Incorporated take nothing on its complaint in this action, that the action can be dismissed in its entirety on the merits and with prejudice, and that the judgment be entered forthwith in favor of the defendants____” Secondly, Judge Collins explicitly stated in footnote 13 of her opinion that ... “the Court must reiterate that these issues are properly decided by the proper court in Maryland, and any dicta or other discussion within this opinion should not be cited or argued persuasive authority for the Maryland courts’ consideration of ... res judicata preclusion.” Furthermore, the District Court expressly requested that the parties not cite any dicta contained in that order. Self-evidently, Judge Kaplan was as free to disregard Judge Collins’s characterization of her earlier order in the course of later dicta, indeed to disregard her characterization at her express direction, as he would have been free to disregard a similar characterization attributed to her in the course of cocktail party conversation.

We see no error. The Effort to Amend the Federal Judgment The very argument in this regard that Semtek now makes was also made to both the Ninth Circuit and the federal district court in California. Early in the pendency of Semtek’s appeal of Judge Kaplan’s decision to this Court, Semtek sought to have the federal district court amend its judgment of May 8, 1997 in order to correct the allegedly “clerical” mistake of seeming to have dismissed Semtek’s suit “with prejudice and on the merits” and to “clarify” the May 8, 1997 judgment by deleting any reference to its having been “on the merits.” ⁵¹ The memoranda in support of both 1) Semtek’s motion in the Ninth Circuit, filed on October 5, 1998, and 2) Semtek’s motion in the federal district court, filed October 19, 1998, recite at length 1) Judge Kaplan’s decision in the Circuit Court for Baltimore City to dismiss Semtek’s suit on the ground of res judicata, 2) Judge Kaplan’s reliance on the fact that the May 8, 1997 federal district court judgment stated that it was “on the merits,” and 3) Judge Collins’s later characterization of her May 8, 1997 judgment. With full knowledge of all the facts and of the impact of those facts, both the Ninth Circuit and the federal district court, albeit on procedural grounds, denied Semtek’s motions “to amend,” “to correct,” or “to clarify” the judgment of May 8, 1997.

That judgment is today exactly as it was on May 8, 1997. “The moving finger writes and, having writ, moves on.” Judge Kaplan’s Further Analysis Quite aside from Kent County Board of Education v. Bilbrough and Federal Rule of Civil Procedure 41(b), Judge Kaplan found independent support for his decision in the dispositive cases of Shoup v. Bell & Howell, 872 F.2d 1178 (4th Cir.1989) and Steve D. Thompson Trucking, Inc. v. Dorsey Trailers, Inc., 870 F.2d 1044 , reh’g denied en banc, 880 F.2d 818 (5th Cir.1989). While he “recognize[d] that Fourth Circuit and Fifth Circuit cases are not binding on Maryland State Courts,” he nonetheless concluded that they “provide sufficient persuasive authority on the proper application of federal preclusion principles governing the resolution of this Motion.” Shoup v. Bell & Howell Although Shoup and Thompson Trucking are, to be sure, not binding on Maryland courts, we, like Judge Kaplan, find them to be highly persuasive authority. In Shoup , as in this case, suit was originally brought in a state court, in that case in Pennsylvania. In that case, as in this, the suit was removed to the federal district court on the basis of diversity of citizenship.

In that case, as in this, the defendant moved to have the suit dismissed because the state statute of limitations ⁵² had run before the suit was originally filed in the state court. The Pennsylvania statute of limitations in that case, as the California statute of limitations in this case, was two years. In that case, as in this, the federal district court dismissed the suit because the underlying state statute of limitations had run. In that case, as in this, the plaintiff refiled essentially the same suit in the Circuit Court for Baltimore City in an obvious effort to take advantage of Maryland’s more generous three-year statute of limitations.

In that case, unlike this one, the case was again moved to federal district court on the basis of diversity of citizenship. 2 In that case, as in this, the defendant moved to have the subsequently filed suit dismissed on the ground of res judicata. Whereas in this case Judge Kaplan granted the defendant’s res judicata motion, in that case Judge Walter E. Black, Jr. denied that defendant’s res judicata motion. Whereas the unsuccessful defendant there appealed to the United States Court of Appeals for the Fourth Circuit, the unsuccessful plaintiff here has appealed to us. The Fourth Circuit was then, as we are now, faced with the preclusive effect of an earlier federal dismissal of a diversity case as time-barred on a subsequent refiling of essentially the same action in a new forum.

The only difference between the Shoup case and the case now before us is that the new forum in that case was a second federal court whereas the new forum in this case was a Maryland state court. In the Shoup case, as in this case, the earlier judgment that was urged as one having preclusive effect was the judgment of a federal district court, in that case sitting in Pennsylvania as in this case sitting in California. Before stating the question there, which is almost precisely the same as the question here, the Shoup opinion held that federal law determines the preclu-sive effect of an earlier federal judgment: ⁵³ We note at the outset that federal, not state, law determines the preclusive effect of a prior federal judgment, including the question of whether that judgment was on the merits. It is true that plaintiff filed her Maryland lawsuit within that state’s three-year limitations period for personal injury actions.

That fact, however, does not determine whether an earlier identical action between the parties, found to be time barred because it was not filed within Pennsylvania’s two year statute of limitations, precluded the plaintiffs from bringing the Maryland lawsuit. 872 F.2d at 1179 (citations omitted; emphasis supplied). At the District Court level in Shoup , Judge Black had ruled, essentially as Semtek argues here, that “Maryland law regards the Pennsylvania [California] statute of limitations as procedural,” 872 F.2d at 1179 , and, therefore, as no bar to a subsequent suit in a Maryland Court “where the Pennsylvania [California] statute is inapplicable.” Id. The Fourth Circuit opinion disagreed, reasoning that it is the federal judgment itself that is the critical point for measuring possibly preclusive effect and not some more anterior and peripheral state law that may have been considered in arriving at the federal judgment. Shoup also pointed out that whatever preclusive effect an earlier federal judgment may have is not diminished because it was rendered in a diversity case: 3 ⁵⁴ While state law certainly controls the rights and duties of the parties in a federal action founded upon diversity of citizenship, Erie R. Co. v. Tompkins (1938), this circuit has recognized that “whether a federal court sits in diversity or has some other basis of jurisdiction, questions of the effect and scope of its judgment involve the power of the federal tribunal itself, and are not varied merely because state rules of decision underlie the judgment. ” The judgment of a federal court is no less a federal judgment because it was rendered in diversity. “Federal law determines the effects under the rules of res judicata of a judgment of a federal court,” Restatement (Second) of Judgments § 87 (1982), just as in a state court the law of the state in which the judgment was rendered determines the preclusive effect a federal court must give the judgment.

Any other result would consign the effect of federal judgments to the uncertainties of state law in whatever jurisdiction a subsequent suit happened to be brought. 872 F.2d at 1179-80 (citations omitted; emphasis supplied). Full Faith and Credit: To Whom and To What? The misconception the Shoup opinion was attempting to overcome is the fundamental flaw that permeates Semtek’s argument in this case. Semtek stubbornly continues to ignore ⁵⁵ the May 8, 1997 judgment of the federal district court as the source of preclusion in this case and to try to look behind it to anterior California state law.

There was no California state judgment in this case. Although the federal district court may have considered some underlying California state law, the federal judgment did not thereby become a California state judgment nor lose its status as a federal judgment. Semtek nonetheless persistently argues as if there existed some ethereal and transcendent California state judgment to which Maryland should now extend “full faith and credit” under Article IV, § 1 of the United States Constitution. It has confected an incorporeal version of the “full faith and credit” doctrine, by which full faith and credit should be extended to a hypothetical judicial proceeding in California that never occurred.

Semtek wants Maryland to extend full faith and credit to what, in Semtek’s opinion, a California state court WOULD HAVE DONE, HAD THE SUIT ACTUALLY BEEN TRIED in a California state court, which it was not. Article IV, § 1, however, concerns actual “Judicial Proceedings” in another jurisdiction and not hypotheticals. Except for narrative purposes, the State of California and the state law of California do not figure into the preclusion issue now before us. It is in this regard that Semtek reads into the opinion of this Court in Osteoimplant Technology v. Rathe Productions, 107 Md.App. 114 , 666 A.2d 1310 (1995), a meaning that we never intended to convey.

In Osteoimplant a judgment was rendered against a defendant in the United States District Court for the Southern District of New York. The judgment was subsequently recorded in the Circuit Court for Baltimore County so that garnishment proceedings could be initiated against the judgment-debtor. In that court, however, the judgment-debtor “filed a motion to vacate the New York federal court judgment.” 107 Md.App. at 117 , 666 A.2d 1310 . Our holding in Osteoimplant was that, as a general rule, “the judgment is only subject to reopening in the court which rendered” it. 107 Md.App. at 117-18 , 666 A.2d 1310 . ⁵⁶ Prior to entering into an analysis of the actual issue in that case, an issue not here pertinent, we prefaced that analysis with a brief one-paragraph preamble to signal that we were about to deal with the general subject of full faith and credit: Our analysis begins with Article IV, § 1 of the United States Constitution, which mandates that States give “full faith and credit” to each others’ acts, records, and judicial proceedings.

The United States Congress has prescribed, as authorized under the Full Faith and Credit Clause, the manner in which the Clause is to be given effect. 28 U.S.C. § 1738 (1988). Our courts are required to give full faith and credit to a judgment of a Federal court located in another state as a judgment issued by a State court within whose jurisdiction that Federal court is located. Hancock Nat’l Bank v. Farnum, 176 U.S. 640, 645 , 20 S.Ct. 506, 508-09 , 44 L.Ed. 619 (1900). 107 Md.App. at 119 , 666 A.2d 1310 . Our purpose, we thought, was clear.

Our first sentence referred to the obvious starting point .of the Full Faith and Credit Clause of the United States Constitution. That constitutional provision, however, only expressly mandates full faith and credit among the states and not between the states and the federal government. In Osteoimplant, however, we were dealing with a judgment from a federal court and some further explanation was therefore required as to why full faith and credit was due to it. Our second sentence made reference to the statutory Full Faith and Credit Act, now codified as 28 U.S.C. § 1738 , as an extension of the full faith and credit principle to the relationship between the federal courts and the state courts.

Reference in that preamble was also made to the Supreme Court decision of Hancock National Bank v. Farnum, 176 U.S. 640 , 20 S.Ct. 506 , 44 L.Ed. 619 (1900), which elaborated on full faith and credit between the states and the federal courts. Having thus established our major premise and our minor premise, our completion of the syllogism with a statement of the obvious conclusion should have been clear: Maryland ⁵⁷ courts will give full faith and credit to a judgment of a federal court sitting in another state as surely as they will give full faith and credit to a judgment of the state court itself. With that preamble thus having established the context, we went on to discuss the full faith and credit that was due in that case to the United States District Court for the Southern District of New York. And see Mike Smith Pontiac, GMC, Inc. v. Mercedes-Benz of North America, 123 Md.App. 498, 503 , 719 A.2d 993 (1998).

Our conclusion, in that preamble, that we would treat the judgment of a federal court sitting in another state just as we would treat a judgment of the state court itself, to wit, with equal deference, was by no means a statement that we would treat the federal judgment AS IF IT WERE a judgment of the state court. Such an issue was not remotely before us in Osteoimplant and the proposition for which Semtek cites Osteoimplant never crossed our minds. In retrospect, it might have been more artful if in our third sentence we had said “just as to” a judgment issued by a state court instead of “as” a judgment issued by a state court, but in its unmistakable context that meaning should have been clear. Appellate opinions are not chiseled in marble and the inadvertent difference between “as” and “just as to,” unsupported by any other indication, simply will not hold the weight that Semtek seeks to place upon it.

To refer, moreover, to this incidental and possibly slack phrasing as the “holding” of Osteoimplant is deliberately misleading. The Shoup Ruling The Shoup opinion went on to point out that, contrary to Judge Black’s ruling in the District Court, Federal Rule of Civil Procedure 41(b) articulates the federal preclusion principle that a dismissal on statute of limitations grounds constitutes an adjudication on the merits: The plain language of the Rule indicates that the dismissal of plaintiffs’ Pennsylvania action on statute of limitations grounds is an adjudication on the merits. The federal court in