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You can search the entire site. or go to the recent opinions, or the chronological or subject indices. Hageland Aviation Services, Inc. v. Harms (06/05/2009) sp-6379

Hageland Aviation Services, Inc. v. Harms (06/05/2009) sp-6379

     Notice:   This opinion is subject to correction  before
     publication  in  the  Pacific  Reporter.   Readers  are
     requested to bring errors to the attention of the Clerk
     of  the  Appellate  Courts, 303  K  Street,  Anchorage,
     Alaska 99501, phone (907) 264-0608, fax (907) 264-0878,
     e-mail corrections@appellate.courts.state.ak.us.


            THE SUPREME COURT OF THE STATE OF ALASKA


HAGELAND AVIATION )
SERVICES, INC., L. MICHAEL ) Supreme Court Nos. S- 12871/12881
HAGELAND, and JAMES TWETO, )
) Superior Court No. 3AN-02-08561 CI
Appellants, )
) O P I N I O N
v. )
) No. 6379 June 5, 2009
JOHN HARMS and OTHER PILOTS )
SIMILARLY SITUATED, )
)
Appellees. )
)


          Appeal  from the Superior Court of the  State
          of    Alaska,   Third   Judicial    District,
          Anchorage, Peter A. Michalski, Judge.

          Appearances:   Thomas  M.  Daniel,  James  N.
          Leik,  and  Jacob  Nist,  Perkins  Coie  LLP,
          Anchorage,  for  Appellant Hageland  Aviation
          Services,  Inc.  Peter J. Maassen, Ingaldson,
          Maassen  &  Fitzgerald, P.C., Anchorage,  for
          Appellants  L.  Michael  Hageland  and  James
          Tweto.   Timothy J. Petumenos, Max D. Garner,
          and Peter C. Nosek, Birch, Horton, Bittner  &
          Cherot, Anchorage, for Appellees.

          Before:    Fabe,  Chief  Justice,   Matthews,
          Eastaugh, and Carpeneti, Justices.  [Winfree,
          Justice, not participating.]

          FABE, Chief Justice.

I.   INTRODUCTION
          Pilots  of  Hageland Aviation Services,  Inc.  filed  a
class action lawsuit in 2002 for unpaid overtime wages under  the
Alaska  Wage and Hour Act.  After the Alaska Legislature  amended
the  Act  in  2003  to  exempt  pilots  from  the  Acts  overtime
compensation  provision, Hageland moved to dismiss  the  lawsuit.
The  superior  court held that the legislative  change  exempting
pilots  from  the Act applied only from the amendments  effective
date of July 16, 2003.  The legislature again amended the Act  in
2005  to make its 2003 amendment to the Act retroactive to  2000.
Hageland  moved  for  summary judgment based on  the  retroactive
exemption,  and  the  pilots cross-moved  for  summary  judgment,
arguing   that   the  retroactive  exemption  violates   numerous
provisions of the state and federal constitutions.  The  superior
court concluded that the 2005 amendment violates the takings  and
contract  clauses of the Alaska Constitution.  Hageland  appeals.
Because  we agree with the superior court that the 2005 amendment
is a violation of the takings and contract clauses, we affirm.
II.  FACTS AND PROCEEDINGS
          Hageland  Aviation  Services, Inc. is  a  regional  air
carrier that provides commercial passenger service and hauls mail
to  more  than seventy villages.  John Harms, a former  pilot  of
Hageland, filed a class action suit against Hageland on June  26,
2002,  seeking  unpaid overtime wages under the Alaska  Wage  and
Hour Act1 for himself and other similarly situated employees.
          A  few  months  before  the class  was  certified,  the
superior  court  granted Harmss motion for  summary  judgment  on
Hagelands  liability for Harmss unpaid overtime.  Superior  Court
Judge  Peter  A. Michalski concluded that Harms was  entitled  to
overtime  wages  as a matter of law because he earned  less  than
$300.00 per day, which made him a per se nonexempt employee under
the regulations promulgated by the Alaska Department of Labor and
Workforce   Development   for  the  Acts  overtime   compensation
provision.2
          The class was certified in August 2003.  As of May 2007
the  class  consisted  of  twenty-three then-current  and  former
pilots  of Hageland who were paid a daily rate between  June  26,
2000, and July 16, 2003.  The basic term of the pilots employment
agreement, which was not in writing, was that they would  receive
a  daily rate for each day they were on duty.  The pilots were on
duty for fourteen hours per day and their daily rates varied from
$66.67  to  $350.00.  Like other regional air carriers,  Hageland
never  paid overtime wages to its pilots, and none of the  pilots
testified that they believed that they were entitled to  overtime
wages while they were working for Hageland.
          In  2003  the  Alaska  Legislature  expressly  exempted
pilots  from the Acts overtime compensation provision by  passing
Chapter 11 of SLA 2003, which is codified as AS 23.10.060(d)(19).
In  October  2003  the  superior court held  that  the  statutory
exemption applied only from the amendments effective date of July
16,  2003, which left intact the pilots claims between  June  26,
2000,  and July 16, 2003.  In the superior courts order, it noted
that  Chapter  11  simply changes Alaska  law,  without  directly
overturning court or executive decisions.
          In  a  second summary judgment order on liability,  the
          superior court held in January 2004 that the pilots were per se
nonexempt  employees  and thus entitled to overtime  wages.   The
superior  court reasoned that Hagelands practice of reducing  the
pilots  pay  for partial-day absences violated the  Alaska  labor
departments  regulations,  which require  that  exempt  employees
salaries not be subject to reduction because of variations in the
quantity of work performed.3
          In 2005 the legislature passed another amendment to the
Acts  overtime compensation provision.  Chapter 19  of  SLA  2005
made   the   2003  amendments  statutory  exemption   of   pilots
retroactive  to  January 1, 2000, and explicitly stated  that  it
applied  to  all actions and proceedings under the Acts  overtime
compensation  provision  that were  not  determined  by  a  final
judgment before its effective date of May 18, 2005.  The  sponsor
statement  for Chapter 19s senate bill explained that Chapter  19
clarifies  legislative  intent by retroactively  removing  flight
crews  from the scope of statutory overtime compensation required
under  the  Alaska Wage and Hour Act found in AS 23.20.060.   The
sponsor  statement also recognized that three class action  suits
had  been filed and that they would be covered by the retroactive
provision.   According to the sponsor statement, Chapter  11  was
enacted  to  codif[y] what . . . had been [Department  of  Labor]
policy   exempting   flight  crews  from  the   [Acts]   overtime
compensation rules.  The statement also highlighted  the  burdens
placed   on  the  critical  yet  fragile  air  carrier   industry
threatened by superfluous litigation.
          In  December  2005  the superior court  considered  the
parties    cross-motions   for   summary    judgment    on    the
constitutionality of Chapter 19.  The superior court granted  the
pilots  cross-motion  for  partial summary  judgment  and  denied
Hagelands  motion for summary judgment, ruling  that  Chapter  19
violates  the Alaska Constitutions takings and contract clauses.4
The  superior court reasoned that the pilots property  rights  in
their  claims for unpaid overtime pay vested at the end  of  each
pay  period  for which overtime wages would have been  due.   The
superior  court  further  determined  that  the  pilots   had   a
reasonable  expectation  to  receive  the  overtime  compensation
before  Chapter  11 was enacted and Chapter 19  caused  a  direct
financial loss to the pilots.  The superior court also held  that
because  Chapter 19s purpose was to eliminate the pilots  claims,
it  violated  the contract clause by substantially impairing  the
overtime  compensation term of the parties employment  agreement.
The  superior  court  reasoned  that  this  impairment  served  a
questionable purpose and was manifestly unfair.
          After  holding  Chapter 19 unconstitutional,  the  only
unresolved  issue  before the superior court was  the  amount  of
unpaid  overtime  wages owed to the pilots.  In August  2007  the
parties  stipulated to $1,600,000 in damages and  final  judgment
was  entered.   Hageland  appeals  the  superior  courts  summary
judgment  order holding that Chapter 19 violates the takings  and
contract clauses of the Alaska Constitution.
III. STANDARD OF REVIEW
          We review a grant of summary judgment de novo5 and will
affirm  if the evidence in the record fails to disclose a genuine
          issue of material fact and the moving party is entitled to
judgment  as a matter of law.6  We draw all reasonable inferences
of   fact  in  favor  of  the  nonmoving  party.7   Applying  our
independent  judgment to decide constitutional  issues,  we  will
adopt  a  reasonable and practical interpretation  in  accordance
with common sense based upon the plain meaning and purpose of the
provision  and  the  intent  of  the  framers.8   In  matters  of
statutory interpretation, we also apply our independent judgment.9
IV.  DISCUSSION
          Hageland  appeals  the  superior  courts  ruling   that
Chapter 19 is unconstitutional.  Chapter 19 provides in full:
                             AN ACT
                                
          Relating to the retrospective application and
          applicability  of  the overtime  compensation
          exemption   for  flight  crew  members;   and
          providing for an effective date.
          
                         _______________
                                
               *  Section 1. The uncodified law of  the
          State  of Alaska is amended by adding  a  new
          section to read:
          
               OVERTIME   COMPENSATION  EXEMPTION   FOR
          FLIGHT  CREW WORK PERFORMED AFTER JANUARY  1,
          2000.  The provisions of AS 23.10.060(d)(19),
          as enacted by sec. 1, ch. 11, SLA 2003, apply
          to  work  performed on or  after  January  1,
          2000.
          
               *  Sec.  2.  The uncodified law  of  the
          State  of Alaska is amended by adding  a  new
          section to read:
          
               RETROSPECTIVE  APPLICATION.   This   Act
          applies  retrospectively to all  actions  and
          proceedings  under AS 23.10.060(b)  that  are
          based  on  a  claim for overtime compensation
          for employment as a flight crew member on  or
          after  January  1,  2000, and  that  are  not
          determined   by  final  court   judgment   or
          administrative  decision  on  or  before  the
          effective date of this Act.  For purposes  of
          this  section,  flight crew  member  means  a
          person     performing    work    under     AS
          23.10.060(d)(19), as enacted by sec.  1,  ch.
          11, SLA 2003.
          
               *   Sec.   3.  This  Act  takes   effect
          immediately under AS 01.10.070(c).[10]
          
          Thus, Chapter 19 made Chapter 11s amendment to the  Act
retroactive  to  January 1, 2000.  Chapter  11  added  subsection
(d)(19)   to   AS  23.10.060,  the  Acts  overtime   compensation
provision.11   Subsection (d)(19) exempts  work  performed  by  a
flight  crew  member  employed by an air carrier  subject  to  45
          U.S.C. 181-188 (subchapter II of the Railway Labor Act) from
application of the overtime compensation provision.  According to
this  subsection,  flight crew means the pilot, co-pilot,  flight
engineer, and flight attendants.
          Before  us  in  this  appeal are the questions  whether
Chapter  19s retroactive application12 of the statutory exemption
of  flight  crews  from the Acts overtime compensation  provision
violates   the  takings  or  contract  clauses  of   the   Alaska
Constitution.
     A.   Chapter 19 Is an Unconstitutional Taking.
          
          Article  I,  section  18  of  the  Alaska  Constitution
provides:  Private  property shall not be taken  or  damaged  for
public  use  without just compensation.  In analyzing  whether  a
taking  has  occurred in this case, we address  two  questions.13
First,  are  the  pilots claims for unpaid compensation  property
interests  protected  by the takings clause?14   Second,  if  the
claims are protected property interests, does Chapter 19 effect a
taking  of that property?15  The superior court answered both  of
these questions in the affirmative, reasoning that each pilot had
a protected property interest in the wages owed by law at the end
of  each  pay  period  and that under our  multifactor  test  for
takings  violations an unconstitutional taking had occurred.   We
agree.16
          1.   The pilots have vested property interests that are
               protected  by  the  Alaska  Constitutions  takings
               clause.
          We  have  recognized that a cause of action for  unpaid
overtime  accrues at the end of each pay period in which overtime
is  due.17   Applying this rule to the present case,  the  pilots
claims  had  already accrued when Chapter 19 was passed  in  2005
because  their  claims were for unpaid overtime compensation  for
work performed between June 26, 2000, and July 16, 2003.
          Although  Hageland  argues that the claims  for  unpaid
overtime  are  not protected by the Alaska Constitutions  takings
clause  before a final judgment has been entered,  we  have  held
that  a  chose  in  action . . . is a form of property  that  the
claimant cannot be deprived of litigating without due process  of
law.18   Unlitigated causes of action become property  when  they
accrue.19  In Bidwell v. Scheele, we noted that vested and accrued
are often used interchangeably because  accruing has been defined
as  that which will or may, at a future time, ripen into a vested
right.20   Thus,  a  cause of action becomes  a  vested  property
interest  that is protected by the takings clause as soon  as  it
accrues  and  so has that status even before the  issuance  of  a
final  judgment.   Here, the pilots property interests  in  their
claims  for unpaid overtime are protected by our constitution  at
the  time  their claims accrued; their claims need not have  been
reduced  to  final  judgment to create vested property  interests
that are protected by the takings clause.
          2.   Chapter   19  takes  the  pilots  vested  property
               interests in violation of the Alaska Constitutions
               takings clause.
               
          We  consider  three  factors  to  determine  whether  a
          government action effects a taking: (1) the character of the
government action, which includes consideration of the legitimacy
of the interest advanced by the action;21 (2) its economic impact;
and   (3)  its  interference  with  reasonable  investment-backed
expectations.22
          Turning  first  to  the  character  of  the  government
action,  Hageland argues that the legislature was exercising  its
police  power by regulating employee wages when it passed Chapter
19  and  that  it  did so for the common good,  without  tak[ing]
anything  for  its  own use.  Hagelands argument  fails  for  two
reasons.    First,  Hageland  explores  the  character   of   the
legislative  decision  to exempt pilots from  the  Acts  overtime
compensation  provision  rather than  the  government  action  at
issue:  the  retroactivity provided  in  Chapter  19.   When  the
legislature passed Chapter 11, it shifted future economic burdens
once  borne  by air carriers to their flight crews.   While  this
enactment may have been a legitimate exercise of the legislatures
police power to regulate employment and wages,23 the broad purpose
of  Chapter 11s exclusion stands in stark contrast to the  narrow
purpose  of  Chapter 19s retroactivity.  The  avowed  purpose  of
Chapter  19  was  to eliminate the pilots claims along  with  the
claims  of  two other class actions against Alaska air  carriers.
The  legislature  enacted Chapter 19 to extinguish  retroactively
all claims for unpaid overtime compensation for work performed on
or  after January 1, 200024 because, as the sponsor statement for
Chapter  19s  senate bill explained, Chapter 11 failed  to  fully
enact  the legislative intent necessary to deflect court  actions
seeking  recovery for periods dating back to the year  2000.   In
carrying   out  the  legislatures  narrow  purpose   to   prevent
litigation   of  these  class  actions,  Chapter  19  effectively
transferred  money  from  the pockets of  one  private  party  to
another.
          Second,  despite Hagelands focus on the fact  that  the
State  did  not take the pilots claims for its own  use  when  it
enacted Chapter 19, whether the State receives a benefit from the
alleged taking is irrelevant to the takings analysis.25  We  have
recognized  that [t]he finding of a taking, finally,  depends  on
whether  someone  has been deprived of the economic  benefits  of
ownership, not whether the State captures any of those benefits.26
          Chapter  19s significant economic impact on the  pilots
is  obvious.   Although  Hageland acknowledges  that  Chapter  19
eliminated  the  pilots claims to unpaid overtime,  it  maintains
that their claims were inchoate, speculative, and uncertain.  But
the  pilots  recovery was certain when Chapter  19  was  enacted.
Hageland  had  already been found liable for  the  pilots  unpaid
overtime and the only unresolved issue before the superior  court
was  the exact value of the judgment against Hageland, which  was
later  stipulated by the parties to be $1,600,000  by no means  a
small  sum  of money.  And even if there had not been  a  summary
judgment  ruling  in favor of the pilots, they would  still  have
suffered  a  substantial economic loss.  They had already  worked
the  overtime  hours,  and by law they were entitled  to  receive
compensation  for  those hours of work at the  end  of  each  pay
period.
          With regard to the final factor, Hageland contends that
the   pilots   did   not  have  a  reasonable   investment-backed
expectation of being paid overtime compensation because they  did
not  have an actual expectation of being paid more than they  had
already received.  But the test for reasonable expectations is an
objective  one,27  and the pilots reasonably expected  that  they
would  be  paid  according  to the law  for  the  work  they  had
performed  for Hageland.  Regardless of whether the  pilots  knew
the  specifics  of  the law and whether it  required  payment  of
overtime   wages  under  particular  circumstances,  they   could
reasonably  expect that Hageland would comply with  the  existing
wage and hour laws.  Thus, the pilots had a reasonable investment-
backed  expectation protected by the takings clause  and  it  was
interfered  with  when Chapter 19 retroactively eliminated  their
claims for unpaid overtime.28
     B.   Chapter   19  Is  an  Unconstitutional  Impairment   of
          Contracts.
          
          Article  I,  section  15  of  the  Alaska  Constitution
provides:  No  law impairing the obligation of contracts  .  .  .
shall be passed.  Because the language of the contract clause  of
the  Alaska  Constitution  is nearly identical  to  that  of  the
federal Contract Clause,29 we apply the same two-part analysis to
alleged  violations of the Alaska and federal contract clauses.30
We  first ask whether the change in state law has operated  as  a
substantial impairment of a contractual relationship.31  If there
is   a  substantial  impairment,  we  then  examine  whether  the
impairment  is  reasonable and necessary to  serve  an  important
public purpose.32  The superior court determined that Chapter  19
substantially  impaired  the overtime compensation  term  of  the
parties employment agreement.  The superior court also determined
that  this  impairment was not justified by a  legitimate  public
purpose  because  the legitimacy of targeting  specific,  ongoing
lawsuits is questionable, and even if Chapter 19s public  purpose
was legitimate, it would not justify [t]he retroactive removal of
existing  contract rights from one party in favor of another  who
clearly violated existing law.
          1.   Chapter   19  substantially  impairs  the  parties
               contractual relationship.
               
          Under  the first prong of the contract clause test,  we
consider:  (1)  whether there is a contractual relationship,  (2)
whether  the  law impairs the contractual relationship,  and  (3)
whether the impairment is substantial.33  The parties do not deny
there  was  a contractual relationship between Hageland  and  the
pilots.   It is also undisputed that under the parties  unwritten
agreement the pilots would receive a daily rate for each day they
were on duty.
          As   to   whether  Chapter  19  impairs   the   parties
contractual  relationship, Hageland argues that the term  of  the
contract  alleged  to  be  infringed   the  payment  of  overtime
compensation  under AS 23.10.060  was not a part of the  contract
between  Hageland and the pilots because the parties  contractual
expectations did not include payment for overtime wages.   Alaska
          Statute 23.10.060(c), however, expressly states that the Acts
overtime  compensation provision is included in all contracts  of
employment.
          By  eliminating  the pilots claims to unpaid  overtime,
Chapter  19  substantially,  and  in  fact  completely,  impaired
Hagelands contractual obligation to pay overtime compensation  as
required  by  statute.  Hageland disagrees with this  conclusion,
arguing  that  even if Chapter 19 impairs the parties  employment
agreement,  the impairment could not be substantial  because  the
parties  did not actually rely on the overtime compensation  term
of  their  agreement.  Hageland relies on City of  Charleston  v.
Public  Service Commission of West Virginia, in which the  Fourth
Circuit recognized that the United States Supreme Courts greatest
concern appears to be the contracting parties actual reliance  on
the  abridged contractual term.34  But the question  whether  the
pilots  expected to be paid more than they received from Hageland
is separate from the question whether they actually relied on the
overtime  compensation provision because, as the  Fourth  Circuit
noted,  the  requisite  reliance is assessed  from  an  objective
viewpoint.35   And  as noted above, the pilots had  a  reasonable
belief that they would be compensated in accordance with the law.
          Moreover,  in  City of Charleston, the  Fourth  Circuit
examined  the  United  States Supreme  Courts  considerations  in
assessing   objective  evidence  of  reliance.36   Of  particular
significance   to  the  present  case  is  the   Supreme   Courts
consideration of how the challenged statute changed  the  parties
contractual  relationship.  In United States  Trust  Co.  v.  New
Jersey,  the  Court  held that a New Jersey  statutory  amendment
impaired  a constitutionally protected contract right because  it
totally  eliminated an important statutory covenant that  limited
the  Port  Authoritys  ability to use revenues  and  reserves  to
subsidize rail passenger transportation.37  Similarly, Chapter 19
totally  eliminated  the pilots important  contractual  right  to
overtime wages for work performed between June 26, 2000, and July
16,  2003.38   We agree with the Fourth Circuit that compensation
for work performed according the parties employment agreement  is
of great importance:
               In  the employment context, there likely
          is   no  right  both  more  central  to   the
          contracts inducement and on the existence  of
          which the parties more especially rely,  than
          the    right   to   compensation    at    the
          contractually specified level.   Accordingly,
          we  believe  that  the salary  reductions  at
          issue constituted a substantial impairment of
          the employees contract . . . .[39]
Hageland also argues that when the legislature abridges  a  right
that  it provided through an earlier act, the impairment  is  not
substantial.   But the Supreme Courts decision in  United  States
Trust  Co.  demonstrates  that  a legislatures  impairment  of  a
statutory  right  created  through  a  prior  enactment  may   be
substantial.40
          For  these reasons, Hagelands arguments are unavailing.
Chapter  19  substantially  impaired  the  overtime  compensation
          provision of the parties employment agreement when Chapter 19
totally  eliminated the pilots claims for unpaid  overtime  wages
against Hageland.
          2.   Chapter 19s impairment of Hagelands obligation  to
               pay  the  pilots  overtime compensation  for  work
               already  performed is not reasonable and necessary
               to serve an important public purpose.
               
          Under the second prong of our contract clause analysis,
we  scrutinize whether Chapter 19 is reasonable and necessary  to
serve  an  important  public  purpose.41  The  severity  of   the
impairment   measures  the  height  of  the  hurdle   the   state
legislation must clear. . . .  Severe impairment . . . will  push
the inquiry to a careful examination of the nature and purpose of
the  state  legislation.42  Here, Chapter 19s impairment  of  the
pilots  contractual right to overtime compensation was severe  in
that  it  completely eliminated Hagelands obligation to  pay  the
pilots  the overtime wages that they were entitled to  under  the
superior courts summary judgment orders on liability.
          According  to  Hageland,  the  sponsor  statement   for
Chapter 19s senate bill demonstrates the legislatures belief that
Chapter 19 would serve the important public purpose of aiding the
vulnerable air carrier industry in Alaska.  The sponsor statement
highlighted  the burdens placed on the critical yet  fragile  air
carrier industry threatened by superfluous litigation.
          We  do not question that Chapter 11 serves an important
public purpose by reallocating the financial burdens borne by air
carriers  and  their  employees in  order  to  aid  a  struggling
transportation  industry  that many  Alaskans,  especially  those
living in rural areas off the road system, depend upon to sustain
their way of life.  Yet it is difficult to discern how Chapter 19
serves  this important public purpose by denying pilots  employed
by  three  air carriers the overtime they were entitled to  under
the  existing  law when they performed the work.  Hageland  cites
the  possibility that the pilots suit, and others like it,  would
put Hageland and other air carriers out of business.  But Chapter
19  only addresses the overtime wages of pilots employed by three
of  Alaskas  more than sixty-five air carriers.  As the  superior
court  remarked,  [t]he retroactive removal of existing  contract
rights  from  one party in favor of another who clearly  violated
existing  law is manifestly unfair.43  Thus, Chapter  19  is  not
reasonable  and  necessary to serve the important public  purpose
advanced by Hageland.
V.   CONCLUSION
          Because  Chapter  19s retroactive  application  of  the
statutory  exemption  of  flight  crews  to  the  Acts   overtime
compensation  provision  is  an unconstitutional  taking  of  the
pilots  overtime wages and an unconstitutional impairment of  the
parties  employment  agreement, we  AFFIRM  the  superior  courts
holding that Chapter 19 violates the takings and contract clauses
of the Alaska Constitution.

_______________________________
     1    AS 23.10.050.150.

     2     AS  23.10.060;  8  Alaska  Administrative  Code  (AAC)
15.908(c) (2004).

     3    8 AAC 15.908(a), .908(c), .910(a)(22).

     4     The superior court rejected the pilots arguments  that
Chapter   19   violates  the  substantive  due   process,   equal
protection, special legislation, and ex post facto provisions  of
the state and federal constitutions.

     5    Simpson v. Murkowski, 129 P.3d 435, 440 (Alaska 2006).

     6     Ware  v.  Ware,  161  P.3d 1188,  1192  (Alaska  2007)
(internal quotation marks omitted).

     7    Id.

     8     Simpson,  129  P.3d at 440 (internal  quotation  marks
omitted).

     9     Regulatory Commn of Alaska v. Tesoro Alaska  Co.,  178
P.3d 1159, 1163 (Alaska 2008).

     10    Ch. 19, SLA 2005.

     11    Ch. 11,  1, SLA 2003.

     12      Hageland   argues  that  Chapter   19s   retroactive
application   of  Chapter  11  is  constitutional   because   the
legislatures  intent  in  passing both chapters  was  to  clarify
existing  law.   But  we  do not afford the legislatures  opinion
great  weight  in  interpreting the  meaning  of  its  previously
enacted statutes.  See Hillman v. Nationwide Mut. Fire Ins.  Co.,
758 P.2d 1248, 1252 (Alaska 1988) (noting that the inquiry as  to
whether  a  legislature which has amended a  statute  intends  to
change or merely clarify the statute is usually fruitless because
the legislatures opinion as to the meaning of a statute passed by
an  earlier  legislature is no more persuasive  than  that  of  a
knowledgeable  commentator).  In this case, we decline  to  treat
Chapters   11   and   19  as  clarifying  legislation.    Despite
legislative  comments  to the contrary,  the  Acts  pre-amendment
language,  its  history, and its application  to  pilots  by  the
Alaska  labor  department support the superior courts  conclusion
that  the  enactments  changed  existing  law.   See,  e.g.,   AS
23.10.060(d)  (2002) (listing eighteen exemptions to  application
of  the Acts overtime compensation provision), amended by ch. 11,
1,  SLA  2003;  ch.  90,   3, SLA 2005;  ch.  45,   1,  SLA  1972
(repealing  the Acts original exemption from application  of  its
overtime  compensation provision for all persons subject  to  the
United  States  Railway  Labor Act, including  employees  of  air
carriers  that were engaged in interstate or foreign commerce  or
transporting mail for the United States).

     13    As in State, Department of Natural Resources v. Arctic
Slope Regional Corp., the questions of whether the taking is  for
a   public   use  and  whether  the  statute  provides   adequate
compensation  are not at issue in this case.  See 834  P.2d  134,
138 & n.3 (Alaska 1991) (adopting the analysis used by the United
States  Supreme Court in Ruckelshaus v. Monsanto  Co.,  467  U.S.
986,  1000-01  (1984), to determine whether a  violation  of  the
federal Takings Clause had occurred).

     14    See id. at 138.

     15    See id.

     16     As  a  threshold  matter, Hageland  argues  that  the
superior court should have dismissed the pilots takings claims so
they  could pursue compensation for the alleged taking because  a
party  who  alleges  a  takings  violation  must  show  that  the
government denied compensation for the alleged taking.   However,
we  have not imposed such a requirement on takings claimants, and
we   decline   do  so  here.   See  Reust  v.  Alaska   Petroleum
Contractors, Inc., 127 P.3d 807, 823 (Alaska 2005) (performing  a
takings  analysis  without reference to  whether  the  government
denied compensation).

     17    Quinn v. Alaska State Employees Assn/Am. Fedn of State,
County  & Mun. Employees, Local 52, 944 P.2d 468, 470 n.3 (Alaska
1997).

     18    Bush v. Reid, 516 P.2d 1215, 1219-21 (Alaska 1973).

     19    Reust, 127 P.3d at 823.

     20    355 P.2d 584, 586 n.5 (Alaska 1960).

     21    In some of our prior applications of this analysis, we
have  identified the legitimacy of the interest advanced  by  the
government  action  as a fourth factor separate  from  the  first
factor.   E.g., Spinell Homes, Inc. v. Municipality of Anchorage,
78  P.3d  692, 702 (Alaska 2003); R & Y, Inc. v. Municipality  of
Anchorage, 34 P.3d 289, 293 (Alaska 2001).  Although Palazzolo v.
Rhode  Island,  533  U.S.  606, 633-34  (2001),  hinted  at  four
factors,  including  the legitimacy of the public  purpose  as  a
separate  factor, the United States Supreme Court has since  made
it clear that there are only three factors and that this is not a
separate fourth factor.  See Lingle v. Chevron U.S.A., Inc.,  544
U.S.  528,  538-39  (2005) (listing three factors);  Tahoe-Sierra
Pres. Council, Inc. v. Tahoe Regl Planning Agency, 535 U.S.  302,
315  n.10  (2002)  (same).  Accordingly,  we  do  not  treat  the
legitimacy of the interest advanced by the government action as a
separate  factor  and  instead  examine  the  legitimacy  of  the
interest when applying the first factor.

     22     E.g., Holding v. Municipality of Anchorage,  63  P.3d
248,  251  n.14  (Alaska 2003); State, Dept of  Natural  Res.  v.
Arctic Slope Regl Corp., 834 P.2d 134, 139 (Alaska 1991) (quoting
Ruckelshaus v. Monsanto Co., 467 U.S. 986, 1005 (1984)).

     23    See Dayhoff v. Temsco Helicopters, Inc., 848 P.2d 1367,
1369  (Alaska 1993) (Employment laws, including wage laws, are  a
local concern traditionally within states police powers.).

     24    Ch. 19,  2, SLA 2005.

     25    See Waiste v. State, 10 P.3d 1141, 1154 (Alaska 2000).

     26    Id.

     27     Although  we have not directly addressed whether  the
test  for this factor is wholly objective, in our prior decisions
we  have  largely devoted our discussion of this  factor  to  the
reasonableness   of   the  investment-backed   expectations,   an
objective  inquiry.  See, e.g., Anchorage v. Sandberg,  861  P.2d
554,  559 (Alaska 1993) (The real question presented by this case
is  whether SD & Rs expectations concerning its development plans
were reasonable and whether those expectations should be afforded
constitutional  protection.).  Accordingly,  we  agree  with  the
Federal  Circuits  determination that [w]hile  this  analysis  is
essentially  an  ad  hoc, factual inquiry, it is  nonetheless  an
objective  one.   The subjective expectations of the  [claimants]
are irrelevant.  Chancellor Manor v. United States, 331 F.3d 891,
904 (Fed. Cir. 2003) (citations omitted).

     28     In  addition  to  arguing  that  the  superior  court
correctly determined that a takings violation occurred under  our
ad  hoc  analysis for takings violations, the pilots  ask  us  to
entertain  whether  a  per  se  taking  of  an  intangible  right
occurred.  We do not need to address this alternative ground  for
affirming  the superior courts ruling because we agree  with  the
superior  court  that  Chapter  19 effected  an  unconstitutional
taking under our multifactor approach.  See M.J.S. v. State, Dept
of  Health & Soc. Servs., Div. of Family & Youth Servs., 39  P.3d
1123,  1126  n.12  (Alaska  2002)  (Our  decision  affirming  the
superior court on this ground makes it unnecessary to address the
courts findings of alternative grounds . . . .).

     29    Article I, section 10 of the United States Constitution
provides:  No State shall . . . pass any . . . Law impairing  the
Obligation of Contracts . . . .

     30     See Stepanov v. Homer Elec. Assn, Inc., 814 P.2d 731,
736  (Alaska  1991) (rejecting the claim that a state commissions
effective revision of the claimants contracts violated the Alaska
and federal contract clauses); Wien Air Alaska v. Arant, 592 P.2d
352,  363 (Alaska 1979) (dismissing the argument that the maximum
rate  table  of  a  workers compensation law impairs  obligations
under the claimants insurance contract in violation of the Alaska
and  federal  contract clauses), overruled on  other  grounds  by
Fairbanks  N.  Star Borough Sch. Dist. v. Crider,  736  P.2d  770
(Alaska 1987).

     31     Simpson v. Murkowski, 129 P.3d 435, 444 (Alaska 2006)
(internal quotation marks omitted).

     32    Id. (internal quotation marks omitted).

     33    Id.

     34    57 F.3d 385, 392 (4th Cir. 1995).

     35     See  id. (When assessing whether there has  been  the
requisite reliance, the Court has looked to objective evidence of
reliance.).

     36    Id. at 392-94.

     37    431 U.S. 1, 19 (1977).

     38    See Ch. 19, SLA 2005 (applying the statutory exemption
of  flight  crews to the Acts overtime compensation provision  to
claims  for unpaid wages for overtime worked on or after  January
1, 2000).

     39    Balt. Teachers Union, Am. Fedn of Teachers Local 340 v.
Mayor of Balt., 6 F.3d 1012, 1018 (4th Cir. 1993).

     40     431  U.S. at 19 (holding that a New Jersey  statutory
amendment  that  eliminated a statutory covenant  constituted  an
impairment   substantial  enough  to  trigger   contract   clause
protections).

     41     See  Simpson v. Murkowski, 129 P.3d 435, 444  (Alaska
2006).

     42    Allied Structural Steel Co. v. Spannaus, 438 U.S. 234,
245 (1978).

     43     Although  a  determination that Chapter  19  violates
either  the  takings  clause  or the  contract  clause  would  be
sufficient  to  uphold the superior courts order, we  affirm  the
superior  courts decision on both of its alternative grounds  for
concluding  that Chapter 19 is unconstitutional.  See Meiners  v.
Bering Strait Sch. Dist., 687 P.2d 287, 298 & n.12 (Alaska  1984)
(affirming   the  superior  courts  ruling  on  two   alternative
grounds).   We  do  not  address the  pilots  argument  that  the
superior courts ruling should be upheld because Chapter  19  also
violates  the  due process and equal protection  clauses  of  the
Alaska Constitution.  See M.J.S. v. State, Dept of Health &  Soc.
Servs.,  Div. of Family & Youth Servs., 39 P.3d 1123,  1126  n.12
(Alaska 2002) (Our decision affirming the superior court on  this
ground  makes  it unnecessary to address the courts  findings  of
alternative grounds . . . .).

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