CAR_Public/000118.MBX                 C L A S S   A C T I O N   R E P O R T E R

                Tuesday, January 18, 2000, Vol. 2, No. 12

                                 Headlines

CA STATE: '86 Flood Victims May Share $21.3 Mil Settlement
CERIDIAN CORP: Summary Notice of Securities Suit & Settlement in MN
DENTSPLY INTíL: Fd Ct Denies Tooth Maker Consolidated Antitrust Suits
FEN-PHEN: AHP Faces Uncertainty over Settlement; May Restructure

FREEMARKETS INC: Specter Specter Files Securities Suit in Pennsylvania
GAF CORP: Reconfirms Settlement for AL Case over Asphalt Shingles
JAPANESE GOVT: Japanese Consumers Want Class Act System against Scams
LUCENT TECHNOLOGIES: Bernstein Liebhard Files Securities Lawsuit in NJ
LUCENT TECHNOLOGIES: James V. Bashian Files Securities Complaint in NJ

LUCENT TECHNOLOGIES: Stull, Stull Files Securities Suit in New Jersey
MICROSOFT CORP: The Canberra Times Predicts Settlement Is Unlikely
MTBE: NY Well Owners Sue; Contamination Found at over 126 LI Wells
MURPHY FARMS: NC Pig Farmers Say Clean Water Act Doesnít Apply to Them
OREGON STATE: Six Disabled People on Waiting List Sue over Lack of Care

RUBIN MONTGOMERY: PA Ct Orders Real Estate Agent to Pay for Retainers
SIMI VALLEY: May Settle with Bikers Alleging Bias at Hells Angels Event
SKECHERS U.S.A.: Lionel Z. Glancy Files Securities Lawsuit in CA
UNITED CONSUMER: IL Ct Dismisses RICO Suit; Buying Club Not Enterprise
WATKINS-JOHNSON: Reaches Tentative Settlement for Suit Re Recap. Merger

                              *********

CA STATE: '86 Flood Victims May Share $21.3 Mil Settlement
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Fourteen years after the rains stopped, more than 300 residents of Rio
Linda, North Sacramento and southern Sutter County soon could be
compensated for damage their homes suffered in the devastating 1986
floods. Lawyers for both sides said that a lawsuit pitting the residents
against the state of California, the American River Flood Protection
District and Reclamation District No. 1000 may be settled by mid-April
for a total amount of $21.3 million.

Residents had argued they were victimized by flood control measures that
protected North Natomas at their expense, a claim denied by defense
lawyers.

The state Legislature and Gov. Gray Davis would have to approve the deal
and appropriate the money in emergency legislation, but sources said
there is likely to be little opposition to the measure introduced this
week by state Sen. Deborah Ortiz, D-Sacramento.

In addition, each of the plaintiffs, or their heirs, must agree to the
case's dismissal and not attempt to sue on an individual basis after the
settlement. Compensation will vary from plaintiff to plaintiff. "There
could be some glitches, but the goal is to try to get people paid by the
15th of April," said Richard Desmond, lawyer for the homeowners.

The legal odyssey began in the wake of record rains that drenched the
Sacramento area in February 1986, when water sometimes fell at the rate
of an inch an hour and storms dropped half a year's worth of
precipitation in little more than a week.

The rains flooded whole neighborhoods, including the Strawberry Manor
community in North Sacramento, parts of Rio Linda and Elverta, and rural
areas all the way to the Sutter County line.

Plaintiffs argued that their losses weren't caused by the unusually
heavy rains, but because flood control systems designed to protect areas
in North Natomas caused water to back up in drainage canals and forced
it into their neighborhoods.

Defense attorneys contended the flooding was simply a result of too much
water coming down in too short a time.

The residents won at the trial court level in early 1993 and won again
at the appeals court level in 1996. But a 1997 state Supreme Court
decision sent the case back to the appeals court, which then reversed
itself and handed the matter back to the Sacramento Superior Court in
1998. The case was scheduled to begin retrial next month.

Similar suits, which were filed after the 1995 and 1997 floods, were
never started but will be incorporated into the settlement.

Attorneys for both sides said the settlement, negotiated over a
five-week period and in which no admission of liability will be made,
was based on a realization that it could take five or six more years in
court and be a financial drain on both sides.

In addition, plaintiffs' attorney Desmond said that of the 334 named
plaintiffs in the original suit, 46 have died, many of his remaining
clients are elderly "and they just felt they didn't have any more time
to wait." Leslie Bell is one of them. A retired McClellan Air Force Base
worker, Bell celebrated his 75th birthday, but he wasn't celebrating the
settlement. "I had 3 feet of water in the house for better than seven
days," said Bell, a Strawberry Manor resident. "I lost everything, and I
can't be compensated for everything I lost . . . but I couldn't outlive
going through this (case) all over again, so it wouldn't do me any good
to keep fighting.

Bell wasn't the only unhappy plaintiff. Desmond said several of his
clients wanted another day -- or decade -- in court, but the consensus
was it was time to compromise." I'm a little disappointed myself,"
Desmond said. "It's way too low and it didn't resolve all the issues,
and I wanted the issues resolved."

Desmond's lingering disappointment was shared by his principal opponent
over the last eight years, Deputy Attorney General David De Alba, though
not for the same reason. "My humble observation on the whole thing is
that catastrophic disasters don't belong in the judiciary," De Alba
said. "That's a place to resolve disputes. But when something is a
result of a catastrophic natural event, I'm not sure that going to a
court is the way to get a resolution."

And in a bitter twist of irony, the Alkins family, for whom the case was
named, won't get a penny. "We were dropped as plaintiffs so this whole
thing doesn't mean a thing to us," said Al Alkins, a state Department of
Fish and Game worker whose Rio Linda home suffered $40,000 in damage in
1986.

Alkins said his claims were dropped when the judge decided residences on
his street would have flooded anyway, even though the Alkins home was
built 4 feet off the ground. He said the family is on a waiting list to
have the house bought by the county, as soon as officials come up with
the money.

In the meantime, Alkins said he can't look for a new house because he
doesn't know at what value the county will appraise his current home.
"It's been a long wait to get anything back," he said. "I guess it's
just going to be a longer wait." (Sacramento Bee January 7, 2000)


CERIDIAN CORP: Summary Notice of Securities Suit & Settlement in MN
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Class Action, Conditional Class Certification, Settlement and Fairness
Hearing; REPEATING AND REPLACING PREVIOUS TRANSMISSION

The following was released on January 14 by Savett Frutkin Podell &
Ryan, P.C. and Milberg Weiss Bershad Hynes & Lerach:

SUMMARY NOTICE OF CLASS ACTION, CONDITIONAL CLASS CERTIFICATION,
SETTLEMENT AND FAIRNESS HEARING

TO: ALL PURCHASERS OF CERIDIAN CORPORATION ("CERIDIAN") COMMON STOCK
DURING THE PERIOD JANUARY 23, 1996 THROUGH AUGUST 26, 1997, INCLUSIVE.

This Notice is given pursuant to Rule 23 of the Federal Rules of Civil
Procedure and the January 3, 2000 Order of the United States District
Court for the District of Minnesota, Third Division. The purpose of this
Notice is to inform you that the action brought in the Court as a class
action on behalf of the purchasers of Ceridian common stock during the
period January 23, 1996 through August 26, 1997, inclusive, has
concluded in a proposed settlement of $ 5,175,000, before any award of
attorneys fees and costs. The action alleged violations of the federal
securities laws and Minnesota law. If you purchased the common stock of
Ceridian during the period January 23, 1996 through August 26, 1997,
inclusive, you may be eligible to share in the settlement, and your
rights will be affected by the proposed settlement.

On January 13, 2000, a Notice, including a Proof of Claim and Release,
was mailed to potential class members. That Notice contains important
information regarding the rights of class members and a form that must
be completed to share in the settlement. If you believe you are a member
of the class as defined above, and if you have not received a copy of
the Notice by mail, you may request a copy free of charge by mailing
your request to: Claims Administrator, Ceridian Securities Litigation,
P.O. Box 2370, Minneapolis, MN 55402-0370.

PROOF OF CLAIM AND RELEASE FORMS MUST BE FILED BY CLASS MEMBERS BY JUNE
26, 2000.

Lead counsel for the Plaintiff Class in this matter are Savett Frutkin
Podell & Ryan, P.C., 325 Chestnut Street, Suite 700, Philadelphia, PA
19106 (215) 923-5400 and Milberg Weiss Bershad Hynes & Lerach, 100 Pine
Street, Suite 2600, San Francisco, CA 941l1 (415) 288-4545.

A HEARING ON THE FAIRNESS OF THE SETTLEMENT AND CLASS COUNSELS' REQUEST
FOR THE ATTORNEYS FEE AND EXPENSES WILL BE HELD ON MARCH 21, 2000 AT THE
UNITED STATES COURTHOUSE IN MINNEAPOLIS, MN.

For more information, please contact the Claims Administrator, in
writing, at the address listed above.

DO NOT TELEPHONE THE CLERK OF COURT REGARDING THIS NOTICE

Dated: January, 13, 2000 BY THE ORDER OF THE COURT UNITED STATES
DISTRICT COURT DISTRICT OF MINNESOTA

CONTACT: Claims Administrator, Ceridian Securities Litigation, P.O. Box
2370, Minneapolis, MN 55402-0370


DENTSPLY INTíL: Fd Ct Denies Tooth Maker Consolidated Antitrust Suits
---------------------------------------------------------------------
A federal judge in Delaware has denied tooth maker Dentsply's motion to
consolidate pretrial proceedings in an antitrust enforcement action
brought by the Department of Justice (DOJ) and in two "tag-along"
private actions. United States v. Dentsply International Inc., Nos. 99-5
MMS, 99-255 MMS, and 00-343 MMS (D DE, Oct. 29, 1999); see Antitrust LR,
October 1999, P. 11.

Senior District Court Judge Murray M. Schwartz of the U.S. District
Court for the District of Delaware based his denial on public policy
concerns set forth in the multidistrict litigation statute.

                             Background

The DOJ filed an antitrust suit against Dentsply in January 1999,
seeking to enjoin the company's alleged violations of federal antitrust
law. The complaint alleges Dentsply has engaged in, and continues to
engage in, various actions to unlawfully maintain its monopoly power in
the market for prefabricated, artificial teeth and to deny competing
manufacturers access to independent distributors (or "dealers") of
artificial teeth in the United States, in violation of Secs. 1 and 2 of
the Sherman Act and Sec. 3 of the Clayton Act.

The DOJ alleges the dealers are a necessary means for manufacturers of
artificial teeth to effectively distribute their products throughout the
country, and that Dentsply has entered into restrictive agreements and
taken other actions to induce and compel dealers not to carry certain
competing lines of artificial teeth.

The DOJ contends that as a result of Dentsply's actions, rival
manufacturers have been prevented from selling their products through
the large majority of outlets that carry artificial teeth, thereby
reducing competition, resulting in higher prices, fewer choices, less
market information, and lower quality artificial teeth. The DOJ seeks to
enjoin Dentsply's alleged anticompetitive conduct.

In January 1999, a dentist filed a class action suit against Dentsply in
New York state court on behalf of all dentists who purchased artificial
teeth made by the company in the last four years; Raiber v. Dentsply No.
99-343 (NY Sup. Ct., 1999). Robert B. Raiber's allegations are
substantially identical to those in the DOJ action, but Raiber's claim
is based on New York state antitrust law, the Donnelly Act.

Howard Hess Dental Laboratories Inc. then brought a class action in this
federal court in Delaware against Dentsply on behalf of all dental labs
who purchased the company's products from dealers since Jan. 1, 1987;
Hess Dental Labs Inc. v. Dentsply, No. 99-255 (D DE, 1999). The Hess
complaint alleges violations of the same federal antitrust statutes as
the DOJ complaint, and the antitrust allegations echo those of the DOJ
suit. Both private antitrust suits seek damages and a jury trial in
addition to injunctive relief.

Dentsply moved to consolidate the three actions for purposes of pretrial
proceedings, arguing that (1) the complaints are virtually identical;
(2) there are common facts and law at issue; (3) there is considerable
overlap in discovery; and (4) the defendant is the same in each action.

The DOJ opposed consolidation, arguing that Congress and the courts have
voiced a public policy against consolidating government antitrust suits
with private antitrust actions.

                        District Court Opinion

The district court conceded that factual and legal issues were common to
all three cases. Further factors in favor of consolidation included
overlapping parties, similar claims based on common facts and
transactions, and discovery overlap.

However, based on the public policy position articulated by Congress,
the pretrial proceedings in the DOJ cases will not be consolidated with
the other cases, the district court determined. The multidistrict
litigation statute provides in Sec. 1407(g) an explicit exemption for
"any action in which the United States is a complainant arising under
the antitrust laws." The legislative history of Sec. 1407(g) discloses
the antitrust exemption was based on Congress' concern that
"consolidation might induce private plaintiffs to file actions merely to
ride along on the Government's cases," and that this would "almost
certainly" cause delay in the resolution of the government's cases.

In this case, the district court continued, as indicated by the nearly
identical allegations of the government complaint and the Hess and
Raiber complaints, the latter two actions are the type of private
tag-along actions Congress feared would delay the government's cases. In
weighing the public interest in expedited resolution of government
antitrust enforcement actions against the potential burdens of
duplicative discovery on defendants, the court explained Congress chose
to strike a balance in favor of the public's interest in expedited
relief.

Furthermore, the district court said, a finding in favor of the United
States in an antitrust enforcement action is prima facie evidence of a
violation for injured competitors or customers bringing a subsequent
private suit.

The district court held that Congress has expressed a clear public
policy of prioritizing prompt resolution of government antitrust claims
to provide expeditious relief to the public over possible efficiencies
to be gained from consolidation with private antitrust damages actions.
It concluded that the public policy underlying Sec. 1407(g)'s exemption
of government antitrust cases from transfer and consolidation of
pretrial proceedings controlled the case.

The DOJ was represented by U.S. Attorney Carl Schee and Assistant U.S.
Attorney Judith M. Kinney of Wilmington, DE, and Mark J. Botti, William
E. Berlin, Frederick S. Young, and Michael S. Spector of the Antitrust
Division in Washington, DC.

Hess is represented by Pamela S. Tikellis and Robert J. Kriner Jr. of
Chimicles & Tikellis in Wilmington, and by Thomas A. Dubbs and Hollis L.
Salzman of Goodkind Labaton Rudoff & Sucharow LLP in New York.

Raiber is represented by Edward B. Rosenthal of Rosenthal, Monhait Gross
& Goddess PA in Wilmington, and by Stephen D. Oestreich and Patricia I.
Avery of Wolf Popper LLP in New York.

Dentsply is represented by James P. Hughes Jr. of Young Conaway Stargatt
& Taylor in Wilmington, and by Margaret M. Zwisler, Richard A. Ripley,
Kelly A. Clement, and Eric J. McCarthy of Howrey & Simon in Washington,
DC. (Antitrust Litigation Reporter, December 1999)


FEN-PHEN: AHP Faces Uncertainty over Settlement; May Restructure
----------------------------------------------------------------
American Home Products, the US pharmaceuticals company licking its
wounds after Pfizer and Warner-Lambert agreed to start merger talks last
week, is considering a restructuring and possible sale of part of the
company.

People close to AHP, which had agreed to merge with Warner and is still
officially standing by that deal, say the company is considering a
radical overhaul as a way to enhance shareholder value. However, many
bankers and analysts believe it is only a matter of time before another
company makes an approach.

If Pfizer, which launched an unsolicited bid for Warner after the agreed
deal with AHP was announced, concludes a deal with Warner, it will be
the third time AHP has been left standing at the altar.

But Warner's announcement last week that it is to begin discussions with
Pfizer left many questions unanswered. AHP and Warner have signed a deal
that includes a Dollars 2bn break-up fee and cross-stock options.

To preserve favourable accounting methods, Pfizer and Warner will have
to persuade AHP to give up its cross-stock options, perhaps in exchange
for a larger break-up fee, analysts say.

AHP is likely to drive a hard bargain. Uncertainty clouds a class-action
settlement it has reached over diet drug litigation, which had seemed to
cap its losses at about Dollars 4bn. Now there are suggestions many
litigants may launch separate suits rather than joining the deal.

Analysts say AHP would want to clear up the legal uncertainty before
searching for a fourth merger partner, although it is running out of
alternatives as the industry rushes into consolidation.

AHP had held talks with Monsanto, which has now agreed a deal with
Pharmacia & Upjohn, another company with which AHP had made informal
contacts. Some investors say the Monsanto deal with P&U looks unlikely
to be completed because of unhappiness over the structure of the deal
among Monsanto shareholders. They reckon there is a possibility a P&U/
AHP deal could be revived.

AHP had also seen discussions with SmithKline Beecham fall through.
SmithKline has revived its merger discussions with Glaxo Wellcome and a
deal between the two UK-based groups will be announced.

Warner-Lambert and Pfizer have unresolved legal issues of their own to
sort out. Warner-Lambert has filed suit to remove Pfizer early from a
co-marketing agreement over Lipitor, the blockbuster anti-cholesterol
drug. Clearly they will want to conclude a deal before that case is due
in court on February 14. In terms of management, William Steere,
Pfizer's chairman, has succession plans that exclude Lodewijk de Vink,
the Warner-Lambert chairman, analysts say.

Share price movements meant a deal with AHP was worth Dollars 20bn less
than a deal with Pfizer, but Mr de Vink had contended that he did not
have to discuss a deal with Pfizer because its offer was conditional.
However, his about-turn may have become inevitable, as the markets
consistently showed dislike of the AHP deal. (Financial Times (London),
January 17, 2000)


FREEMARKETS INC: Specter Specter Files Securities Suit in Pennsylvania
----------------------------------------------------------------------
Specter Specter Evans & Manogue, P.C. commenced a class action in the
United States District Court for the Western District of Pennsylvania,
on behalf of purchasers of FreeMarkets, Inc. securities during the
period between December 10, 1999 and January 4, 2000.

The complaint charges FreeMarkets and certain of its officers and
directors with violations of the Securities Exchange Act of 1934. The
complaint alleges that during the Class Period (12/10/99 through 1/4/00)
FreeMarkets stock soared from its Initial Public Offering price of $48
per share to $350 per share as it misrepresented the status of its
relationship with General Motors (GM).

It's alleged that FreeMarkets concealed the fact that General Motors,
one of its largest customers, had signed an agreement with a competitor,
Commerce One to create an internet auction site which would eliminate
all of FreeMarkets' business from General Motors.

The complaint further alleges that individual defendants knew that
disclosure of the Commerce One/GM agreement in its
Prospectus/Registration Statement would destroy FreeMarkets' chances of
going public and were determined to conceal the news of the Commerce
One/GM agreement until after FreeMarkets had gone public.

The Complaint charges that defendants knowingly concealed the fact that
they were informed about GM's contractual relationship with Commerce One
prior to the IPO. FreeMarkets raised $160 million in its 12/10/99 IPO.

FreeMarkets' stock price traded at inflated levels during the Class
Period, increasing to as high as $370 on 1/3/00 and plummeted to $198 on
1/14/2000.

Contact: John C. Evans or David J. Manogue of Specter Specter Evans &
Manogue, P.C., The 26th Floor Koppers Building, Pittsburgh, PA 15219,
800/642-5297 or 412/642-2300 e-mail: jce@ssem.com


GAF CORP: Reconfirms Settlement for AL Case over Asphalt Shingles
-----------------------------------------------------------------
GAF Corporation, GAF Building Materials Corporation and GAF Materials
Corporation (collectively "GAF") announced on January 17 a
reconfirmation of a settlement agreement reached in September 1998 that
successfully resolved a national class action filed in 1996 in the
Circuit Court of Mobile County, Alabama involving asphalt shingles
manufactured between January 1, 1973 and December 31, 1997.

In accordance with the September 25, 1998 settlement, which earned
approval by the court, GAF has been providing property owners whose GAF
shingles manufactured between these dates suffer certain damages during
the term of their original warranty period, and who file a qualifying
claim, with an opportunity to receive certain additional benefits beyond
those already provided in their existing warranty. Among such additional
benefits that GAF now offers to such property owners are a pro-rated
labor and material allowance to original purchasers of shingles and a
pro-rated materials allowance to subsequent purchasers (along with some
labor to subsequent purchasers who acquired their shingles early in
their warranty periods).

The Company admitted no liability as a result of the agreement. The
Company provided these additional benefits to those property owners
whose GAF shingles, purchased under previously discontinued warranties,
require replacement prior to expiration of their full warranty periods.
Bill Collins, Executive Vice President and Chief Operating Officer,
commented "We continue to be pleased with this resolution. This
agreement further demonstrated our commitment to assure satisfaction by
our customers and has resulted in even more trust of the GAF brand by
professional contractors around the country."

A Court approved Notice of the Settlement can be obtained by writing to
Warranty Service Department, GAF Materials Corporation, 1361 Alps Road,
Wayne, NJ 07470. GAF can also be contacted through its product web site
at http://www.GAF.comor by telephoning the Warranty Service Department
at 1-800-458-1860


JAPANESE GOVT: Japanese Consumers Want Class Act System against Scams
---------------------------------------------------------------------
The government should draft legislation allowing consumers to cancel any
contract proven to contain falsified information, thereby ensuring
consumers protection against dubious contracts, a government advisory
panel said. In a report presented to the Social Policy Council, an
advisory body to the prime minister, its subcommittee on consumer policy
said the law should also render invalid any contracts that relieve
companies of their obligations even if found guilty of negligence over
products or services they provided.

But the report stopped short of proposing that the law allow consumers
to file class-action suits against dubious contracts, apparently
reflecting strong opposition from the business community.

Consumer groups have demanded that a class-action system be introduced
in Japan so that they may seek a court order to get dubious contracts
invalidated to decrease the likelihood of others falling victim to such
scams.

Among other proposals, the report recommends that the government launch
a campaign to inform consumers about the new law so that they can take
action on their own against such dubious contracts. It also proposes an
arbitration center be set up in each industry for out-of-court
settlements. The Economic Planning Agency will use this report as the
basis for drafting a related bill which it will present to the next
ordinary Diet session next year. (Japan Weekly Monitor, December 27,
1999)


MEXICO WIRE: Opt-outs File New CA Suit to Circumvent IL Fd Injunction
---------------------------------------------------------------------
Lawyers for California immigrants who allege they were charged steep
hidden fees to wire money to Mexico filed a new class-action lawsuit
against Western Union, MoneyGram and Orlandi Valuta in an effort to
circumvent a federal injunction that had blocked their original cases
from moving forward.

The lawsuit, filed in Los Angeles County Superior Court, represents
2,500 California plaintiffs who have opted out of a national settlement
now awaiting approval by a federal judge in Illinois, as well as all
Californians who wired money to Mexico since Sept. 1 of this year.

It circumvents a federal injunction put in place earlier this year when
a federal judge in Chicago gave preliminary approval to a national
settlement. That injunction prevented all lawsuits against the
wire-transfer giants, including three in California, from moving
forward.

The settlement was brokered by plaintiff's lawyers in Illinois and
offers discount coupons to those who wired money to Mexico over the past
decade through the three companies. It also promises $ 4.6 million to a
coalition of Latino community organizations. It would also create a
nonprofit Latino community development fund administered by Western
Union and Orlandi Valuta parent First Data Corp. and MoneyGram Payment
Systems Inc. and financed by a percentage of the billions of dollars
wired to Mexico through the companies yearly.

While some political leaders and Latino community organizations have
lined up behind the coupon-based offer, others have blasted it as unfair
because alleged victims would benefit only by offering return business
to the companies they are suing. Opponents also argue that community
organizations should not benefit from a settlement that offers no cash
to plaintiffs.

The plaintiffs named in the lawsuit filed this week by attorneys Fred
Kumetz and Ian Herzog have opted out of the national settlement. The new
suit also includes a class of plaintiffs who wired money through the
companies since last September. Attorneys argue that the injunction and
settlement offer do not apply to those plaintiffs.

A fairness hearing to determine whether to grant final approval to the
proposed settlement is scheduled for Jan. 18 in federal court in
Chicago. (Los Angeles Times, December 23, 1999)


LUCENT TECHNOLOGIES: Bernstein Liebhard Files Securities Lawsuit in NJ
----------------------------------------------------------------------
Bernstein Liebhard Lifshitz, LLP commenced a securities class action
lawsuit in the United States District Court for the District of New
Jersey on behalf of all purchasers of the common stock of Lucent
Technologies, Inc. , between October 27, 1999 and January 6, 2000,
inclusive.

The complaint alleges that Lucent and certain of its directors and
executive officers have violated the Securities Exchange Act of 1934 and
Rule 10b-5 promulgated thereunder. Further, the complaint claims that
the defendants issued materially false and misleading information and
failed to disclose material information concerning the Company's
deteriorating financial condition, the lack of demand for the Company's
products, its inability to control costs and maintain profit margins,
and the effects these adverse undisclosed conditions would ultimately
have on the Company's operations, liquidity, and stock price. As a
result of these misrepresentations and omissions, the price of Lucent's
common stock was artificially inflated throughout the Class Period. When
the truth was revealed, Lucent's stock price plunged more than $20 per
share.

For further details on this action, you may contact Mr. Mark Punzalan,
Director of Shareholder Relations at Bernstein Liebhard & Lifshitz,
LLP, 10 East 40th Street, New York, New York 10016, (800)217-1522 or
212-779-1414 or by e-mail at Lucent@bernlieb.com


LUCENT TECHNOLOGIES: James V. Bashian Files Securities Complaint in NJ
----------------------------------------------------------------------
The Law Offices Of James V. Bashian file a class action lawsuit in the
United States District Court for the District of New Jersey on behalf of
those persons and entities who purchased the common stock of Lucent
Technologies, Inc. between October 27, 1999 and January 6, 2000,
inclusive.

The complaint charges Lucent and certain of its officers and directors
with violations of the Securities Exchange Act of 1934 Sections 10(b)
and 20(a), and Rule 10b-5 promulgated thereunder.

For more information and details regarding the above mentioned lawsuit,
you may contact Law Offices Of James V. Bashian, James V. Bashian, Esq.
500 Fifth Avenue, Suite 2700 New York, New York 10110 Telephone: (212)
921-4110 or (800) 556-8856 or through E-mail: lojvb@worldnet.att.net


LUCENT TECHNOLOGIES: Stull, Stull Files Securities Suit in New Jersey
---------------------------------------------------------------------
The law firm of Stull, Stull & Brody announced on January 13, 2000 that
a class action lawsuit was filed in the United States District Court for
the District of New Jersey on behalf of all persons who purchased the
common stock of Lucent Technologies, Inc. between October 27, 1999, and
January 6, 2000.

The complaint charges Lucent and certain of its senior executives with
violations of Section 10(b) and 20(a) of the Securities Exchange Act of
1934 and Rule 10b-5 promulgated thereunder. In particular, the complaint
alleges that defendants issued a series of materially false and
misleading statements concerning the Company's deteriorating financial
condition and the Company's inability to control costs and maintain
profit margins.

For more details concerning this action, you may contact Tzivia Brody,
Esq. at Stull, Stull and Brody by calling toll-free 1-800-337-4983, or
by e-mail at SSBNY@aol.com or by fax at 212/490-2022, or by writing to
Stull, Stull and Brody, 6 East 45th Street, New York, NY 10017.


MICROSOFT CORP: The Canberra Times Predicts Settlement Is Unlikely
------------------------------------------------------------------
Microsoft is sharpening its defences for yet another legal battle,
beginning on February 1. While negotiations continue in Microsoft's
government antitrust trial, its lawyers prepare to take on Caldera in a
private antitrust case.

This battle will bring some of its top executives to court, including
Steve Ballmer, Paul Maritz and Brad Chase. The stakes could be much
bigger that in the government one.

Caldera claims Microsoft used its operating-systems dominance in the
early 1990s to crush competition by a product called DR-DOS, which
Caldera obtained from Novell in 1996, and wants $1.6 billion damages.

The case is dangerous for Microsoft. A Caldera win could bolster a
number of class actions brought against Microsoft after the judgment in
the government's case, that Microsoft had maintained" a monopoly.
Caldera says Microsoft obtained" a monopoly. If Caldera, then the
class-action plaintiffs, could show that a monopoly had been ob tained
illegally, they might show that every copy of Win dows sold had resulted
from that illegal act, exposing Microsoft to heavy liability.

Microsoft must present its defence to a jury, which could be tougher.
Juries are unpredictable and can generate more publicity, says Bob
Lande, a University of Baltimore antitrust professor.

Furthermore, it is dealing with events up to a decade old. Rich Gray, an
intellectual-property lawyer, says the core of Caldera's argument that
Microsoft tied MS-DOS to Windows illegally is similar to the
Government's argument. It's another shot at the tying issue. Windows
wouldn't work by itself, it had to run on, he said.

In the Government's antitrust trial and in an earlier consent decree
case, the Justice Department alleged that Microsoft had tied together
illegally two separate products, Windows 95 and Microsoft In ternet
Explorer. A federal appeals court sided with Microsoft on the earlier
consent decree case, making it possible for Microsoft to bundle Windows
95 and 98 and Internet Explorer together as one product.

Legal experts expect Caldera to make a similar argument but go further:
that Microsoft used its MS-DOS monopoly illegally in the graphical
interface market and sabotaged DR-DOS so it would not work well with
Windows. DOS, or disk operating system, preceded Windows as the most
prevalent operating software in personal computers.

Caldera is expected at trial to introduce an internal Mi crosoft e-mail
suggesting that Microsoft sought to prevent competing operating systems,
such as DR-DOS and IBM's PC-DOS, from working with Windows 3.x.

Observers say that Caldera faces an uphill battle. Lande says that in
view of the ap peals court ruling, I think Caldera will have a hard time
winning this point of tying. It's not 1991, and people are used to
thinking of Windows and DOS as one product." Although speaking only in
his capacity as a professor, Lande worked for Digital Re search, the
original developer of DR-DOS, about 10 years ago and helped draft the
first allegations against Microsoft in this matter. He no longer has any
financial interest in its outcome.

Microsoft will present exec utives from Compaq, IBM and other PC-makers
to rebut this and other allegations and ex plain the licensing relation
ship for MS-DOS and Win dows.

Our witnesses are going to tell the story of who we were competing with
and why we were said Micro soft spokesman Jim Cullinan.

We were competing against IBM, Apple and others like that. DR-DOS was
yesterday's technology. They were a clone, for crying out loud, and a
clone has a huge burden to overcome to suc ceed." Caldera thinks
otherwise.

During 31/2 years of trial preparation Microsoft has re peatedly tried
to delay jury trial and cause the court to chop up Caldera's case or get
it thrown out piece by said Caldera representative Lyle Ball.

Microsoft has continually said this is an old issue that has no merit
and had been re solved long ago. The federal judge overseeing this case
thinks Caldera has sufficient standing, sufficient legal in terpretation
to warrant a pre sentation to a jury trial." Microsoft's witnesses make
a Who's Who list of the com pany's top executives. The fi nal witness
list is still subject to a judge's approval but Mi crosoft plans to call
at least six current or former top ex ecutives, including president and
chief executive Steve Ballmer.

Steve will be one of our witnesses, and someone who was directly
involved in the IBM relationship and the de cisions at the time as to
the future of the Culli nan said, and we think that is a very important
story for the jury to hear." Brad Silverberg, who left Microsoft in
October, will tes tify, among other things, about MS-DOS and the mar
keting and development stra tegy for the product.

Brad Chase, who has been involved more recently with MSN, will go over
the market ing strategy for both MS-DOS and Windows, as well as other
matters. David Cole, in volved now with consumer Windows, will also
discuss MS-DOS.

Unlike the Government's case, in which both sides are talking
settlement, there seems little sign that Micro soft and Caldera will
settle before the trial.

I'm not surprised there has been no Gray said. This case makes sense for
Microsoft to litigate be cause they have a good strong theory, which is
that Win dows itself was so much more appealing as an operating sys tem
that it was the momen tum of introducing the graph ical interface that
undercut DR-DOS and not anything that Microsoft did." (The Canberra
Times January 17, 2000)


MTBE: NY Well Owners Sue; Contamination Found at over 126 LI Wells
------------------------------------------------------------------
Well owners filed a class action lawsuit on January 14, 2000 in New York
Supreme Court in Manhattan alleging that major oil companies are
responsible for statewide drinking water contamination problems caused
by MTBE, a potentially cancer-causing gasoline additive.

The complaint alleges that oil manufacturers and distributors marketed
and sold MTBE knowing that the chemical would inevitably reach
groundwater and threaten public health.

Lewis Saul & Associates, attorneys for the plaintiff well owners,
simultaneously released government information that identified 126
MTBE-contaminated public water supply wells on Long Island and MTBE
spills in every one of New York's 62 counties. Maps and information
posted on Internet http://www.mtbecontamination.com

60 Minutes, the highly respected CBS news program, focused national
attention on MTBE by devoting unusually extensive coverage to the
pollutant on January 16, 2000. MTBE is a potentially cancer-causing
gasoline additive in widespread use. When released into the environment
via leaking tanks and spills, MTBE can contaminate drinking water wells
more than one mile away.

Lewis Saul, the principal attorney in charge of the lawsuit, said, "We
are filing suit on behalf of New Yorkers who may have the biggest MTBE
pollution problem in the nation." Saul added, "MTBE-contaminated wells
across New York are a serious public health risk that will grow even
worse unless immediate action is taken."

Lewis Saul & Associates retained Toxics Targeting, Inc., an
environmental research firm, to compile government information on MTBE
hazards in New York. That firm posted on
http://www.mtbecontamination.coma map of 126 Long Island public water
wells that have reported MTBE levels. 60 Minutes used that map to
illustrate MTBE problems in Nassau and Suffolk Counties, where more than
three million people drink water drawn from a single underground source.
Toxics Targeting also posted maps and profiles of 1,829 MTBE spills in
New York's 62 counties on http://www.mtbecontamination.comand a total
of 1,519 spills was identified by an internal review conducted by the
State Department of Environmental Conservation (DEC) during the fall of
1998. The additional 310 MTBE spills were identified based on references
in the DEC database that tracks Hazardous Material Spills on a statewide
basis.

The reported MTBE spills involve hundreds of service stations and a wide
array of other public and private sites with leaking gasoline tanks and
other uncontrolled releases. Many of the spills have contaminated
groundwaters with MTBE concentrations that exceed millions of parts per
billion. The vast majority of these MTBE spills do not meet a new 10
part per billion cleanup guideline recently proposed by New York
environmental officials.

Citizens concerned about MTBE threats to their water supplies and homes
can easily check from website http://www.mtbecontamination.comto locate
reported MTBE spills in every county of New York. Detailed information
for specific MTBE spills can be obtained by clicking the link for each
spill. MTBE spills also can be searched alphabetically by community
name.

Walter Hang, President of Toxics Targeting, said, "Millions of Long
Island residents will be shocked when they find out that their sole
source of drinking water is threatened by extensive MTBE contamination."
Hang also noted, "Unless MTBE spills across New York are cleaned up
without further delay, thousands of communities could face drinking
water hazards of unprecedented proportions."

In August 1999, Lewis Saul & Associates released previously unpublished
data from New York's Department of Conservation (DEC) identifying MTBE
contaminated sites. Following the release, Governor Pataki announced a
reduction in the state's groundwater remediation standards from 50 to 10
parts per billion. "MTBE makes clean public and private well water unfit
to drink," explained Lewis Saul, the principal attorney overseeing the
lawsuit. "We seek to remove the financial burden from victims and
taxpayers by compelling the responsible parties to test all wells at
risk and to clean up those found to be contaminated," he added.

MTBE (methyl tertiary-butyl ether) is made from methanol and a
by-product of the oil refining process. It was promoted as an octane
booster in unleaded fuels and got its own boost when Congress amended
the Federal Clean Air Act to require oxygenated gasoline be sold in
cities with significant air pollution. Today, annual U.S. production of
MTBE exceeds 4.5 billion and oil companies reportedly are making
billions of dollars from MTBE.

Concerns about the hydrophilic properties of MTBE, however, had been
documented and flagged long before the product was peddled as a clean
air savior. In a 1987 report by Peter Garrett for the State of Maine, it
was reported that due to MTBE's high water solubility and other unique
properties, it would inevitably cause widespread groundwater
contamination. Garrett explained on "60 Minutes" that he warned many
industry officials of the potential problems and was called an
"alarmist."

Dramatic illustrations of the unique nature of MTBE include the study of
a spill at a service station in East Patchogue, Long Island, New York
that resulted in a plume of contaminated ground water over 6,000 feet
long and the closing of private water supply wells
(http://www.epe.gov/ada/patchogue.html).

In Standish, Maine, Michael Millett's private well was found to have
6,000 parts per billion MTBE, which was linked to a single sports
utility vehicle overturning near his house. The Maine Department of
Environmental Protection's 1998 investigation of 1,000 private wells
(http://www.state.me.us/dhs/boh/etp/mtbe.html)found that many of the
wells contaminated with levels of MTBE above 35 ppb appeared to be a
result of relatively small gasoline spills, often backyard-type spills.

MTBE has an unpleasant odor and turpentine-like taste that some
individuals can detect in water at very low levels; however, others like
Millet could not detect the contamination by smell or taste. Nachman
Brautbar, MD, clinical professor at USC School of Medicine and board
certified internist with a specialization in toxicology, is recognized
as a leading medical expert on the health risks of MTBE. His testimony
and published research provides detail on the health issues surrounding
MTBE exposure
(http://www.sen.ca.gov/ftp/sen/district/sd-29/press-releases/97101009.txt).

On July 27, 1999 an EPA appointed Blue Ribbon panel recommended sharp
reductions in MTBE use as a gasoline additive because of the toxic
hazards that MTBE poses to drinking water supplies throughout the
country. In addition to the pending cases in Maine and New York, similar
cases have been filed in North Carolina and California.

Source: Lewis Saul & Associates, PC. Contact: Karen O'Neil for Lewis
Saul & Associates, 508-497-9037; or Walter Hang of Toxic Targeting,
607-273-3391


MURPHY FARMS: NC Pig Farmers Say Clean Water Act Doesnít Apply to Them
----------------------------------------------------------------------
North Carolina environmental groups are arguing in the Fourth Circuit
U.S. Court of Appeals that a pig farm should be required by law to
obtain a permit under the Clean Water Act. The farm contends that
because it does not "discharge" waste into a body of water, the statute
does not apply. American Canoe Association v. Murphy Farms Inc. P. 3.

FL Ct. Has No CERCLA Jurisdiction over Colombian Manufacturer Affirming,
the Eleventh Circuit U.S. Court of Appeals has found that a Colombian
herbicide manufacturer cannot be sued in a Florida federal court for
allegedly misinforming a cleanup crew about a chemical spilled off the
Florida coast, a mistake which raised the cost of the cleanup.
Associated Transport Line Inc. v. Productos Fitosanitarios Proficol. P.
4.

Class Certification Upheld in LA Spill Suit An appellate panel in
Louisiana has unanimously upheld class action status for thousands of
residents in an area where 3,000 barrels of crude oil were released by
an overfilled tank. Mayho v. Amoco Pipeline Co. P. 5.

Airline Pleads Guilty in FL Ct. to Mishandling Hazardous WasteAmerican
Airlines, the nation's second largest air carrier, has pleaded guilty in
the U.S. District Court for the Southern District of Florida to
illegally storing hazardous waste at the Miami International airport,
according to a press release issued by the U.S. Department of Justice.
P. 5.

Pollution Exclusion Clause Under Wrong Heading,Says OR Sup. Ct.A
pollution exclusion clause used to deny a couples' claim violated an
Oregon state law because the clause appeared under a subheading that
indicated the text would detail what damages the policy covered, not the
damages it did not cover, according to a reversing ruling by the Oregon
Supreme Court. Fleming v. United Services Automobile Assoc. P. 6.

Insurer Liable for Toxics Confined to Area of Intended Use, Says 6th
Cir. The Sixth Circuit U.S. Court of Appeals has ruled Meridian Mutual
Insurance Company is liable for personal injuries caused by toxic
substances that are "confined to the general area of their intended
use," despite the pollution exclusion clause contained in its policy. In
doing so, the court affirmed a declaratory judgment in favor of a
painting company sued for respiratory injuries allegedly caused by floor
sealer fumes. Meridian Mutual Ins. Co. v. Kellman. P. 7.

Citing Poll-Ex, 2nd Cir. Reverses Judgment Against Insurers In
Environmental SuitReversing the District of Vermont, the Second Circuit
U.S. Court of Appeals has ruled that Zurich Insurance Co. and United
States Fire Insurance Co. are not liable for the remediation and
settlement costs associated with the environmental damage allegedly
caused by its insured Maska U.S. Inc. at its clothing manufacturing
facility in Bradford, VT. Maska U.S. Inc. v. Kansa General Ins. Co. P.
8.

DC Cir. Finds No Cause for Suit over EPA DocumentA suit brought by a
mining company that requests judicial review of an Environmental
Protection Agency document which the company claims misrepresents its
operations at a California mine is not ripe, according to a decision by
the DC Circuit U.S. Court of Appeals. Molycorp Inc. v. EPA. P. 9.

Contribution Award Vacated In WA Arranger Liability SuitThe Washington
Court of Appeals has vacated a $269,026 contribution award, including
attorneys' fees, against a state agency, finding no evidence that
hardened asphalt disposed of at a Superfund site was itself contaminated
with PCBs or other hazardous wastes. Seattle v. Washington DOT. P. 10.
(Hazardous Waste Litigation Reporter, December 23, 1999)


OREGON STATE: Six Disabled People on Waiting List Sue over Lack of Care
-----------------------------------------------------------------------
Six disabled Oregonians are suing the state, frustrated over what they
say is a lack of necessary care. The federal lawsuit, patterned after
successful litigation in Florida, Hawaii and West Virginia, could force
Oregon to spend millions helping families care for relatives with mental
retardation or other developmental disabilities. In a complaint filed in
U.S. District Court in Portland, the six disabled people and their
parents alleged that the state has denied them adequate care and keeping
them from developing the skills and behavior they need to succeed.

The six plaintiffs are among thousands of developmentally disabled
people who have been on a "waiting list" for state services, some for a
decade or longer. State officials said 2,000 people are on the list, and
that 1,500 of them are receiving some level of services. The lawsuit,
however, contends that 4,100 people are waiting for some kind of
developmental disabilities services, with more than 2,000 of them on a
waiting list for more than four years. "It's more like a waiting place
where you stay infinitely. The whole system has been backed up for years
and they just take new people who are in crisis situations," said Bob
Joondeph, executive director of the Oregon Advocacy Center, which is
helping represent the plaintiffs.

Neither Joondeph nor James Toews, the state administrator who oversees
programs for developmentally disabled people, could put a price tag on
the cost if the lawsuit succeeds, other than to acknowledge that it
would reach into the millions.

Garret Suddath, a 22-year-old Eugene man with autism, has been on the
waiting list for one year. His mother, Valorie Suddath, said she hopes
the lawsuit will help ensure that he and other Oregonians with
developmental disabilities receive services without the decadelong wait
that others have endured.

While Garret was enrolled in a program for developmentally disabled
students at Churchill High School, he received services and care during
the day. But since reaching age 21 and completing school, he's been at
home. His father, John, arranged to work a swing-shift schedule so he
could help Garret during the day; Valorie takes over when she's finished
with her job in the evening.

Garret receives $500 a month in government assistance through
Supplemental Security Income, but the Suddaths said it's not enough to
cover the cost of all his needs. Suddath said she's glad that she and
her husband have been able to care for him at home, rather than sending
him off to a group home or an institution. But she said the state has
not done enough for Garret and other developmentally disabled adults and
their families. The Suddaths said they can't afford the $ 1,200 or so it
would cost each month for him to go to a special day care for
developmentally disabled adults. "I'd like to see for myself and other
parents who work full time affordable day care or respite care," she
said. (The Associated Press, January 15, 2000)


RUBIN MONTGOMERY: PA Ct Orders Real Estate Agent to Pay for Retainers
---------------------------------------------------------------------
"Life's a risky business," Bernie Rubin of Rubin Montgomery Real Estate
would tell his low income clients, according to a script presented in
court. Rubin drafted the script, Community Legal Services attorney Irv
Acklesberg said, in order to evade questions about the $ 600 retainers
his company charged prospective home buyers, even if the house deal fell
through.

In an order entered last week, Philadelphia Common Pleas Court Judge
Stephen E. Levin reminded Rubin that such a practice can be risky
business, awarding almost $ 2.6 million to a class of 1,574 people taken
in by Rubin's scheme. Because the class members paid either $ 500 or $
600, the court calculated damages by multiplying the total number in the
class by $ 550 for a total of $ 865,700. Finding that the real estate
agency acted with willfulness and recklessness, Levin then trebled the
damages $ 2,597,100.

According to plaintiffs' counsel Acklesberg, the case is the first class
action under the State Consumer Protection Law in which there was no
settlement and the court had to impose a judgment order.

Levin's summary judgment for the plaintiffs in July 1997 was also
unusual, holding for the first time that violations of the Real Estate
Licensing Act also breached the State Consumer Protection Law.

In King v. Rubin, the plaintiffs charged that Rubin Montgomery's $ 600
retainer was deceptive because of a contract term that made the money
refundable in the event that a deal was struck to put the prospective
buyer in a house. The $ 600 was to have been refunded to the prospective
buyer at the time a deal was finalized. But the contracts also said that
the up-front money would be non-refundable. "We find that defendants
have engaged in an elaborate scheme to trick unsophisticated clients
into forfeiting money paid as a deposit on the purchase of a home,"
Levin wrote in that judgment. "This is the first court decision to
squarely say that a violation of the real estate licensing and
regulatory act can be trebled," Acklesberg said following the 1997
decision. "It is important because it gives the consumer a cause of
action under the consumer protection law when a realtor violates the
licensing law." In an interview, Acklesberg said, "What the case really
represents is a victory for low-income consumers who were fooled into
paying fees they didn't have to pay."

Rubin consistently defended the fee as a legitimate retainer to defray
overhead costs. In the damages phase of the trial, Acklesberg argued
that the illegal $ 600 charge was an intentional business decision,
executed with the willfulness and recklessness necessary to earn the
plaintiffs treble damages. The fee was ambiguous, described both as
non-refundable and refundable at the closure of a deal, he argued. And
that ambiguity was intentional, he asserted, presenting the script of
evasive answers. The fees were a significant profit center for the
company, he said, comprising 40 percent of the agency's 1994 revenue.
And the company continued the practice until the summer of 1998,
although a class of plaintiffs was certified in 1997. Acklesberg also
relied on a jury verdict against Rubin Montgomery in a libel trial to
bolster his argument. Rubin Montgomery had filed a libel action in 1995
against a tenant action group which distributed a flyer describing the
company's practice a "scam." In 1997, following a two-week trial, the
jury found for the tenant action group, finding the "scam" statement to
be substantially true. (The Legal Intelligencer, January 13, 2000)


SIMI VALLEY: May Settle with Bikers Alleging Bias at Hells Angels Event
-----------------------------------------------------------------------
Falling under the "welcomed news" category, the city of Simi Valley and
63 motorcyclists who filed a class-action discrimination lawsuit against
the city have announced a tentative settlement.

The out-of-court deal breaks down this way: The bikers will split
$10,000 and their attorneys will divide $30,000. The original claim was
for $11 million, but the plaintiffs said money was not the issue.

The suit was filed by motorcyclists who claimed they were unfairly
harassed and their rights violated by Simi Valley police during a 1997
Hells Angels charity event dubbed the "Big Red Machine Poker Run." When
1,500 bikers rumbled into town en route to the Elks Club, they were
greeted by police with arrests and tickets for offenses that included
riding a motorcycle without headlights, failing to signal a turn and
criminal violations, including possession of marijuana.

Police defended their action claiming they were responding to citizen
complaints. Motorcyclists, however, claim police were retaliating after
Elks Club officials refused to end their involvement with the Hells
Angels-sponsored charity event.

While police were justified in keeping a close watch on the Hells Angels
-- given their well-earned reputation -- the display of force directed
at hundreds of other motorcyclists raising thousands of dollars for
disabled children was questionable.

Whatever the motivation behind the arrests and citations, the crackdown
backfired by evoking sympathy for the Hells Angels, costing taxpayers
$40,000 and tarnishing the city's image.

A statement released with the settlement deal assures organizers and
participants of future motorcycle events in Simi Valley that police will
enforce the "law reasonably, uniformly and in accordance with
constitutional protections to which all citizens are entitled." Had that
sentiment been applied earlier, all this could have been avoided.
(Ventura County Star (Ventura County, Ca.), January 15, 2000)


SKECHERS U.S.A.: Lionel Z. Glancy Files Securities Lawsuit in CA
----------------------------------------------------------------
Law offices of Lionel Z. Glancy commenced a class action lawsuit in the
United States District Court for the Central District of California on
behalf of a class consisting of all persons who purchased the common
stock of Skechers U.S.A. Inc. in the June 9, 1999 public offering for
those securities, or thereafter, in the open market on or before June
15, 1999.

The Complaint charges Skechers, certain of its officers and directors,
and certain securities brokerage firms that served as underwriters for
the June 9, 1999 offering, with violations of federal securities laws
regarding material omissions and the dissemination of materially false
and misleading statements.

For more details on this suit, you may contact Lionel Z. Glancy, Esq.,
or Michael Goldberg, Esq., of the Law Offices of Lionel Z. Glancy, 1801
Avenue of the Stars, Suite 311, Los Angeles, Calif. 90067; by telephone
at 310/201-9150; toll free at 888/773-9224; or by e-mail
info@glancylaw.com



UNITED CONSUMER: IL Ct Dismisses RICO Suit; Buying Club Not Enterprise
----------------------------------------------------------------------
Plaintiffs Edward and Judy Stachon filed a timely amended class action
complaint against United Consumer Club Inc. and its officers,
franchisees, members, manufacturers, suppliers and wholesalers. They
alleged violations of the civil provisions of RICO as well as the
Illinois Consumer Fraud and Deceptive Trade Practices Act. Without
reciting the facts of the case, the U.S. District Court for the Northern
District of Illinois analyzed the RICO claim and dismissed it for
failure to allege a proper RICO enterprise. (Stachon v. United Consumers
Club Inc., No. 98 C 7020 (N.D. Ill. 10/21/99).)

Under 1961(c) of the RICO statute, the plaintiff must show (1) conduct
(2) of an enterprise (3) through a pattern (4) of racketeering activity.
The complaint alleged that the UCC and its members, franchisees,
manufacturers, wholesalers and suppliers formed an association-in-fact,
which is a kind of "enterprise" under RICO.

The court first stated that UCC could not be a participant in the
alleged enterprise because a firm and its employees or a parent and its
subsidiaries are not an "enterprise" separate and distinct from the firm
itself. Only individual defendants, and not UCC, are possible
participants in the enterprise.

The court then concluded that UCC franchisees could not be part of the
RICO enterprise because franchisees are no different from employees when
examining a RICO enterprise. The fact that a company chooses to operate
through agents rather than employees does not make a difference in terms
of preventing the type of abuse for which RICO was designed.

The court next analyzed the remaining defendants: the manufacturers,
suppliers and members of United Consumers Club. It said that an
"enterprise" must have an ongoing structure of persons associated
through time. The changing, unnamed manufacturers, suppliers and members
did not function as a continuing unit or an ongoing structure.
Plaintiffs offered nothing to show that the alleged "enterprise" was
anything more than UCC simply contracting with members and suppliers. No
case law supports the proposition that a purchasing club's ordinary
business dealings with past and present manufacturers, suppliers or
members constitute a structure. Moreover, the plaintiffs failed to show
that the individual defendants were associated together for a common
purpose of engaging in a course of conduct. Finally, the plaintiffs
failed to show the enterprise was organized in a manner amenable to
hierarchical or consensual decision-making. Plaintiffs did not
demonstrate that the individual defendants ever made consensual
decisions as a unit to promote the alleged common purpose or that
members ever contacted or dealt directly with manufacturers or
suppliers.

The court ended by saying that a classic RICO association-in-fact is "a
polite name for a criminal gang or ring." The plaintiffs had not proven
the existence of such a criminal gang. Therefore, the RICO charges were
dismissed. Opinion by: U.S. District Judge Norgle. (Civil RICO Report,
December 23, 1999)


WATKINS-JOHNSON: Reaches Tentative Settlement for Suit Re Recap. Merger
-----------------------------------------------------------------------
Watkins-Johnson Company (NYSE:WJ) announced on January 14 that it has
reached a tentative settlement with the plaintiffs' counsel in the
litigation opposing the proposed recapitalization merger with an
affiliate of investment funds managed by Fox Paine & Company, LLC. As
previously announced, pursuant to a recapitalization merger,
Watkins-Johnson's shareowners would be entitled to receive $41.125 per
share in cash. Following the announcement of the recapitalization merger
transaction in October 1999, Watkins-Johnson and its directors, in
addition to other parties, were named as defendants in several purported
shareowner class actions challenging the proposed transaction. The
tentative settlement being announced, which is subject to the execution
of a definitive settlement agreement and judicial approval, would
provide for a release of the claims asserted in the lawsuits.

Pursuant to the tentative settlement agreement, the Fox Paine entity,
FP-WJ Acquisition Corp., has agreed, immediately and irrevocably, to
reduce the "break-up" fee payable under certain circumstances following
a termination of the recapitalization merger agreement from $13.25
million to $8.75 million. In addition, Watkins-Johnson agreed to retain
a qualified investment-banking firm to render an additional opinion as
to the fairness of the recapitalization merger transaction.


                              *********


S U B S C R I P T I O N  I N F O R M A T I O N

Class Action Reporter is a daily newsletter, co-published by Bankruptcy
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Washington, DC.  Theresa Cheuk and Peter A. Chapman, editors.

Copyright 1999.  All rights reserved.  ISSN 1525-2272.

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