From 1995 through 2008, hedge fund Beacon Associates (Beacon) fed approximately 71 percent of its assets, or about $164 million, to Bernard L. Madoff Investment Securities LLC.  By the time Madoff’s scheme collapsed, Beacon had withdrawn only $26 million.  The Plaintiffs in this action are Beacon investors who claim that the Defendants violated various federal and state securities laws, state common law and the Employee Retirement Income Security Act (ERISA).  The Defendants include investment adviser Ivy Asset Management, LLC (Ivy) and its principals, Bank of New York, which acquired Ivy in 2000, Beacon and its principals, Beacon’s auditor, pension adviser J.P. Jeanneret Associates (JPJA) and JPJA’s principal.  The Defendants moved to dismiss all of the Plaintiffs’ claims.  The District Court permitted certain federal securities fraud claims to proceed against Ivy, Beacon, JPJA and their respective principals, permitted certain ERISA claims for breach of fiduciary duties of loyalty and prudence to proceed against those same Defendants and dismissed the remainder of the complaint.  We summarize the Court’s decision with emphasis on the Court’s ERISA analysis.