KENNEDY, Circuit Judge.
In this consolidated appeal from divergent District Court opinions, we are required to decide whether § 514(a) of the Employee Retirement Income Security Act of 1974, 29 U.S.C. § 1144(a), pre-empts the Michigan Single Business Tax, Mich.Comp.Laws Ann. § 208.1 et seq (West 1986 & Supp.1995). Michigan's Single Business Tax ("SBT") requires taxpayers doing business in Michigan to include within their tax base all compensation...
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