CAR_Public/001107.MBX              C L A S S   A C T I O N   R E P O R T E R

             Tuesday, November 7, 2000, Vol. 2, No. 217

                             Headlines

3COM CORP: Agrees To Settle Shareholder Suit over 1997 Acquisition
AUTO FINANCE: Car Dealers Hide Extra Costs -- Especially From Blacks
BAD-CHECK PROGRAM: Draws Fire in Iowa; Lawyer Calls It Shakedown
BOEING NORTH: CA Ct Cites Time In Decertifying 3 Rocketdyne Classes
CIGNA, ACE: Insurer Sued For Dodging Dividend Payments

CompuCredit CORP: Berman DeValerio Charges with Securities Fraud in GA
CREDIT CARDS: Arbitration Act Does Not Grant Subject Matter Jurisdiction
CREDIT CARDS: NY Ct Dismisses Suit Challenging MBNA's Disclosure Method
DANA CORP: E.D. Pa. Declines to Certify Action for Videotaped Workers
DOJ: Appropriations VA Legislators Question Provisions In Spending Bill

HOLOCAUST VICTIMS: Lawyers Seek Slice Of $1.25 Bil Swiss Bank Settlement
HYBRID NETWORKS: Settles SEC Complaint on Same Day; Enjoined by Court
PRICELINE.COM, INC: Harvey Greenfield Files Securities Suit in CT
PSINet INC: Berger & Montague Files Securities Lawsuit in Virginia
PSINet INC: Wechsler Harwood Files Securites Suit in Virginia

SHAW INDUSTRIES: Carpet Antitrust Suits in CA Consolidated and Pending
SHAW INDUSTRIES: Organic Compounds in Carpet Are Subject of Lawsuits
SHAW INDUSTRIES: Reaches Settlement for Carpet Antitrust Suit in GA
TOBACCO LITIGATION: FL $145 Bil Smokers' Case Is Back In State Court
TOBACCO LITIGATION: Lorillard, Liggett Up On News Of Pending Settlement

TOBACCO LITIGATION: Philip Morris Reaffirms Opposition to National Suits
TOBACCO LITIGATION: Philip Morris Shows No Interest in Settlement Talks
TOBACCO LITIGATION: R.J. Reynolds to Appeal Fed Court Decision Re Engle
WACHOVIA, REPUBLIC: Takeover Deal Spurs Republic Shareholder Suit

                            *********

3COM CORP: Agrees To Settle Shareholder Suit over 1997 Acquisition
------------------------------------------------------------------
Computer network equipment maker 3Com Corp. has agreed to pay $ 259 million
to settle a shareholder suit alleging that the company concealed damaging
information about a major 1997 acquisition while its executives sold their
stock to reap huge profits.

The class-action suit, covering all shareholders who bought stock between
April 23, 1997, and November 5, 1997, revolves around Santa Clara,
Calif.-based 3Com's $ 7.3 billion purchase of U.S. Robotics.

In the two months before 3Com officially took control of U.S. Robotics in
June 1997, the company's stock more than doubled in value. During this
period, 3Com insiders sold a combined 4 million shares of stock, realizing
gains of about $ 200 million, the suit said.

The suit, filed in San Jose federal court, contends that 3Com's stock
wouldn't have soared - and company executives wouldn't have prospered - had
management been more forthcoming about U.S. Robotics' financial condition.

In October 1997, 3Com revealed that U.S. Robotics had lost $ 160 million
during April and May - material information that the suit argues should
have been disclosed before the acquisition closed.

After the revelation, 3Com's stock lapsed into a slump that cost
shareholders covered in the complaint somewhere between $ 500 million and $
700 million, estimated New York attorney Robert N. Kaplan, who led the
class action.

The suit also alleges that 3Com management misled investors about the
market demand for U.S. Robotics' computer modems.

"I believe 3Com now regrets that it didn't disclose this information about
U.S. Robotics sooner," Kaplan said.

In agreeing to make the cash settlement, 3Com didn't acknowledge any
wrongdoing.

"While we aren't exactly gleeful about having to pay this money, it feels
great to get this off our books," 3Com spokesman Brian Johnson said.

The settlement will result in a charge against 3Com's current quarter
ending Nov. 30, but won't affect the company's operating results. (St.
Louis Post-Dispatch, November 6, 2000)


AUTO FINANCE: Car Dealers Hide Extra Costs -- Especially From Blacks
--------------------------------------------------------------------
I've come to expect some questionable practices in the automotive industry,
but allegations raised in two recent lawsuits, if found true, are
despicable and demonstrate how consumers -- especially black consumers --
have to protect themselves.

It has become common practice for car dealers to play the middlemen between
consumers and car finance companies. Dealers submit a loan application on
behalf of a consumer and get back a quoted interest rate, which takes into
account among other factors the creditworthiness of the borrower.

However, the dealer is allowed to raise the quoted rate above what the
borrower's risk profile suggests -- in other words, add what's often called
a markup. The dealer gets to pocket more than 70 percent of the markup.

If that weren't bad enough, according to class-action lawsuits against two
of the country's largest automotive lenders, General Motors Acceptance
Corp. (GMAC) and Nissan Motor Acceptance Corp. (NMAC), statistical data
show that blacks typically pay about 50 percent more than whites in dealer
markup financing.

The class-action lawsuits now scheduled to go to trial allege that GMAC and
NMAC participated in this lending arrangement with car dealers and should
have known or should be held responsible for a practice that resulted in
blacks paying higher finance charges for their cars.

"Based on our statistical evidence, blacks were systematically and
pervasively charged more than similarly situated whites," said Gary Klein,
senior attorney with the National Consumer Law Center in Boston, one of
several law firms involved. "My view is that some of the discrimination is
intentional, and some is the unconscious perception that blacks are more
likely to agree to a higher interest rate than whites. This system is
particularly unjust in this case because they were actually charging blacks
more no matter what their credit risk."

Specifically, in NMAC deals between 1995 and 1998, whites paid an average
of $ 507 more than their risk profile suggested, while blacks paid and
average of $ 969 more, according to the lawsuit. In one typical grouping of
GMAC borrowers in Tennessee, lawyers studied the amount in financing
"markups" charged to a group of about 4,900 car buyers of all races. Whites
in the group paid an average of $ 643 in markup, compared with $ 959 for
blacks.

GMAC and NMAC vigorously deny any wrongdoing. The auto lenders say the
statistics are wrong, as are the charges that they discriminated against
black borrowers.

The Justice Department is also watching the cases and has submitted a brief
expressing concern about the alleged discriminatory pattern in these dealer
markups.

"Despite this awareness of the risks of judgmental pricing, NMAC designed a
policy that gave dealers unfettered discretion to set a non-risk based
finance charge up to the rate ceiling for a given customer," the Justice
Department wrote in a friend-of-the-court brief. "Thus, NMAC necessarily
knew -- and indeed intended -- that customers presenting identical risk
profiles would pay different interest rates for their auto loans."

Whether these lenders knew about or were party to a system that
discriminated against black borrowers will be up to the courts to decide.
But there is something disgraceful that this lawsuit has highlighted.

Charging these markups adds unnecessary costs for many people, especially
those with credit troubles or those who think they have no choice but to
accept these inflated finance charges.

Evidence presented in these lawsuits indicates the markups were based on
what the dealers thought people would pay and were just an opportunity for
dealers to milk more money out of consumers.

Dierdre Dickerson, corporate manager for public relations at Nissan North
America, said the markup, or "commission," was payment for the hard work
dealers have in finding financing for consumers, especially those with bad
credit.

That's hogwash. In this technological age, it's incredibly easy to get a
loan quote.

Perhaps the lesson in all this is that we all have to become better
informed. It's imperative that consumers -- especially black consumers --
understand their credit standing. (Sun-Sentinel (Fort Lauderdale, FL),
November 6, 2000)


BAD-CHECK PROGRAM: Draws Fire in Iowa; Lawyer Calls It Shakedown
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A class-action suit filed in Iowa aims to halt a bad-check program that
prosecutors in Madison and St. Clair counties say has been a huge success.

The lawyer who filed the suit says the program violates federal regulations
and numerous state laws. He calls it a "sophisticated shakedown."

At least 75 counties across the nation use the program, including Los
Angeles County in California and Dade County (Miami) in Florida.

It is offered by American Corrective Counseling Services, based in San
Clemente, Calif. "We're adding probably 20 new jurisdictions a year," said
Kirk Barrus, vice president of marketing.

In Madison and St. Clair counties, the program works this way:

After a businessperson or private citizen gets a bad check, he or she sends
a "courtesy notice," supplied by American Corrective Counseling, to the
check writer.

If the check writer does not make the check good in 10 days, the business
or private citizen uses a toll-free number to contact American Corrective
and fills out a complaint form, attaching the bounced check and courtesy
notice.

American Corrective notifies the check writer that he or she can avoid
prosecution by paying the check in full plus return fees within 30 days --
and by taking an eight-hour class that costs $ 125.

Both counties have used the program for nearly two years. It is also used
in Sangamon County (Springfield), in Champaign County and several other
Illinois counties but not yet in Missouri.

Madison County State's Attorney Bill Haine considers it a big success.

"It avoids prosecution," he said. "It avoids dragging people into the
criminal justice system. And the victim is made whole. There's
restitution."

St. Clair County State's Attorney Robert B. Haida agrees. He said local
police can spend less time playing collection agent and more on other
crime.

"The whole purpose of the program is to decriminalize the activity and make
the merchant whole," Haida said.

Haine said, "I can't tell you how many calls I've had from average
small-business people, store owners and so forth who appreciate this
program."

It isn't perfect, Haida said. Merchants sometimes find it hard to track
down bad-check writers, and there can be delays. "We have had some
complaints," he said. "But it's a very small number."

Haine could recall only one -- from a bad-check writer who grumbled about
the $ 125 counseling fee.

"I responded, 'Well that's the trade-off,'" Haine said. "We're trying to
teach people not to write bad checks."

Both agreed the program is not for chronic check bouncers, known in police
jargon as paperhangers. Those must still be prosecuted, they said.

Barrus, the company vice president, said the program fee covers
administrative and personnel costs. It can vary between jurisdictions from
as low as $ 85 to as high as $ 150.

Barrus said a licensed psychologist provides the eight hours of counseling
and instruction aimed at helping people understand their decisions, manage
stress, improve their habits and get better control of their lives.

                       Allegations of lawsuit

Steven Ort, the lawyer from New London, Iowa, who filed suit in U.S.
District Court in Des Moines, calls it a system of misrepresentation and
subterfuge.

He said his lead plaintiff, Iowa resident Lori Liles, bought household
items at Wal-Mart on Sept. 25 of last year and paid with a $ 42.08 check
she thought was good. But her estranged husband had drained the account.

Ort's suit says that in July, Liles got an "official notice" of a "criminal
complaint," but it said the county attorney would forgo prosecution if she
paid the check, plus a $ 10 return fee, plus $ 125 for a required
eight-hour class. Otherwise, a warrant would be issued for her arrest.

The suit says the notice falsely implies that the notice is from a
prosecutor, not Corrective Counseling, and is based on a criminal
complaint.

Ort's suit claims the notice falsely implies that failure to enroll in
counseling will result in issuance of a warrant and that the recipient
should not go directly to the merchant to make the check good.

The notice falsely implies the program is based in the check writer's
state, when it is really in California, Ort's suit says.

"In fact, the merchant who is owed the money has no direct relationship
with any county attorney," it says. "Instead, the merchant forwards debt
information directly" to Corrective Counseling.

Steve Pappas, who works for an Illinois collection agency in the Quad
Cities area, said merchants unknowingly send their complaints to a private
mail service that forwards them to California without a prosecutor seeing
them.

Pappas said Corrective Counseling is handling third-party debt collection
without being licensed for that in Illinois. He said the company is being
investigated by state and federal regulatory agencies.

Haine said: "It does crimp the style of bill collectors. No question about
that. Maybe they're the aggrieved group."

                         "Simply an option"

But Barrus said his company's program was completely voluntary. He said
anyone who received a bad check could go to a collection agency instead, or
directly to a prosecutor, or file a small-claims suit.

And the writer of a bad check can refuse to participate, try to make the
check good or demand a trial, Barrus said. "Our program is simply an
option."

But Barrus said most prosecutors who used the program liked it as much as
Haine and Haida. "It's really a 'win-win' for everybody."

Ort disagrees. He is asking a judge to certify the case for class action in
Iowa and nationwide, and plans to subpoena the president of Corrective
Counseling for deposition.

His suit asks for an injunction against the company and "all damages r
easonably flowing from (its) illegal collection activities, including a
refund to class members of all monies paid . . . in response to its illegal
collection activities."

Haida would not comment on the suit's legal merits but acknowledged it
could have national ramifications. (St. Louis Post-Dispatch, November 6,
2000)


BOEING NORTH: CA Ct Cites Time In Decertifying 3 Rocketdyne Classes
-------------------------------------------------------------------
A California federal judge on Oct. 10 entered an order decertifying the
three classes in the Rocketdyne class action lawsuit (Lawrence O'Connor, et
al. v. Boeing North American Inc., et al., No. 97-1554 ABC [RCX], C.D.
Calif.; See 8/4/00, Page 25).

In a 33-page order, Judge Audrey Collins of the Central District of
California granted Boeing North American Inc.'s request based primarily on
the same statute of limitations argument the defense used March 27 when she
dismissed 57 of the 74 pending individual personal injury and wrongful
death cases. Judge Collins also denied a motion to introduce new class
representatives.

Boeing convinced the judge that the ongoing publicity about the toxic
pollution at the Santa Susana Field Laboratory, specifically between May
1989 and September 1991, should have prompted residents to file lawsuits
against the company. The judge referred to the statute of limitations
argument repeatedly in her order granting Boeing's motion for
decertification.

In addition, Judge Collins said the plaintiffs failed to establish that a
class exists.

"The present class definition," Judge Collins wrote, "is not reasonable for
a lawsuit seeking to recover for property damage that occurred only after
1994."

                       Establish Abatability

Plaintiffs also did not establish, Judge Collins wrote, "how damage under
the legal theories of continuing trespass and nuisance can be calculated on
a class-wide basis." There is also the matter of California cases
emphasizing the "evaluation of the individual characteristics of a
property" in the process of determining that a trespass or nuisance is
continuing. A continuing trespass, Judge Collins wrote, is "reasonably
abatable." Establishing the extent of contamination on individual
properties "is insufficient to establish abatability."

On Sept. 25, in anticipation of her ruling, the judge set guidelines for
notification to class members of her decertification order. The notices
were sent via first class mail during the week of Oct. 9.

Plaintiffs' counsel, Cappello & McCann, filed a motion for reconsideration
of five of the 57 personal injury cases that the judge dismissed March 30.
The judge granted the motion June 12 for all five cases. The cases bring
the total number of personal injury and wrongful death cases remaining
against Boeing to nearly 200.

                         Appeal Expected

A motion for an order directing entry of final judgment on the remaining 52
personal injury cases that the judge had dismissed has also been filed,
according to sources. By making this request, Cappello & McCann could move
quickly to appeal these cases. Judge Collins granted Cappello & McCann's
request that final judgment be entered.

Depositions continue in the personal injury cases.

Plaintiffs allege a number of toxic spills from the Rocketdyne Division
Santa Susana Field Laboratory, the Canoga Facility, the De Soto Facility
and the Hughes Facility over more than 40 years. Radiation was released
into ground and surface water, the soil and the air in 1959 during a well
documented nuclear meltdown, the plaintiffs allege. Radiation continued to
be released into the water in the 1960s and 1970s as a result of water
leaks, they say.

Barry Cappello, Lelia J. Noel, J. Paul Gignac, Kim Seefeld and Troy A.
Thielemann of Cappello & McCann in Santa Barbara, Calif., represent the
plaintiffs. Tina B. Nieves and Hector G. Gancedo of Gancedo and Nieves in
Pasadena, Calif., are class counsel. Defense counsel includes John A.
Reding, William W. Schofield and Barry N. Endick of Paul, Hastings,
Janofsky & Walker in San Francisco. (Mealey's Emerging Toxic Torts, October
20, 2000)


CIGNA, ACE: Insurer Sued For Dodging Dividend Payments
------------------------------------------------------
According to Business Insurance magazine, in a lawsuit seeking class-action
status against CIGNA Corp. and ACE Ltd., a Pennsylvania-based manufacturer
and other employers are attempting to recover approximately 27 million in
workers' compensation insurance premium dividends.

The plaintiff, Highland Tank & Manufacturing Co. of Manheim, Pa., alleges
that CIGNA and ACE breached their insurance contract with Highland by
refusing to pay dividends to it and a group of other policyholders that
purchased work comp retention dividend policies from a CIGNA unit that ACE
subsequently acquired. The policyholders purchased the coverage from
CIGNA's, later ACE's, Commercial Insurance Services division through early
October 1999. ACE obtained the CIS division in its July 1999 acquisition of
CIGNA's property/casualty business.

A retention dividend policy is an initially higher-cost work comp policy
that policyholders find attractive because of the policy's partial premium
refund feature. The policy ultimately can be a lower-cost policy for
policyholders that hold down their losses. The policies included schedules
that showed how dividends would be calculated and that outlined specific
dividends for specific loss ratios. Policy language stated that a
policyholder's loss ratio would be the only qualification on which a
dividend payment would be based.

ACE justified its decision to refuse to pay the dividends and to refuse to
renew the CIS policyholders on grounds that the CIS division was
unprofitable and was not a "strategic fit" for ACE. The policyholders
counter that the dividends were not predicated on the profitability of the
CIS division. Also, because the dividends would not be calculated until 27
months after the inception dates of policies, ACE had no way to tell
whether the policies purchased in 1998 and 1999 would be profitable, the
policyholders claim. (Workers' Compensation Monitor, November 1, 2000)


CompuCredit CORP: Berman DeValerio Charges with Securities Fraud in GA
----------------------------------------------------------------------
A lawsuit filed on November 6 on behalf of shareholders of CompuCredit
Corporation (Nasdaq: CCRT) charges the company with securities fraud,
Berman DeValerio & Pease LLP (www.bermanesq.com) said. The class action,
which was filed in the United States District Court for the Northern
District of Georgia, seeks damages for violations of federal securities
laws on behalf of all investors who bought CompuCredit stock between
September 12, 2000 and October 24, 2000 (the "Class Period"). The complaint
charges CompuCredit and its chief executive officer, David G. Hanna, with
making false and misleading public statements about the company that
artificially inflated its stock.

Atlanta-based CompuCredit is a credit card company that markets to
consumers who are overlooked by traditional credit card providers. Berman
DeValerio & Pease is a law firm that has represented defrauded investors in
class actions for nearly two decades.

The lawsuit accuses CompuCredit of concealing information about a
substantial rise in bad loans during the third quarter of 2000, which ended
Sept. 30. According to the complaint, Hanna told a reporter 2-1/2 weeks
before the quarter closed that credit quality had remained stable and that
the company did "not see any warning signs or anything that would be
negative to us as far as credit quality goes." Two weeks later, company
officials told investors and analysts at a conference that its charge-off
rate for bad loans during the quarter would be no higher than 10% to 10.5%.

But the truth was otherwise. After the stock market closed Oct. 24, the
company surprised analysts by disclosing that its financial report would
include a net charge-off rate for bad loans of 11% as compared to 9.2% for
the previous quarter. The reaction was swift and severe: CCRT common stock
fell 43% the next day, from about $51 on Oct. 24, 2000 to $29 at the close
of trading Oct. 25.

Contact: Chauncey D. Steele IV of Berman DeValerio & Pease, 800-516-9926,
bdplaw@bermanesq.com


CREDIT CARDS: Arbitration Act Does Not Grant Subject Matter Jurisdiction
------------------------------------------------------------------------
In an action by a Discover Card member, alleging the arbitration provision
in the cardholder agreement was void as against public policy, the U.S.
District Court for the Western District of Oklahoma held that the Federal
Arbitration Act did not constitute a grant of subject matter jurisdiction.
(Waldron v. Greenwood Trust Co., No. CIV-99-1378-L (W.D. Okla. 8/31/00).)

Andrew Waldron sued Greenwood Trust Co. and Discover Financial Services
Inc. alleging they "instituted a binding arbitration provision into some or
all Discover Card CardMember agreements, which ... is void as against
public policy." Waldron alleged that the provision "serves to impermissibly
insulate the Defendants from the consequences of their own wrongdoing, and
excessively impairs the administration of justice." He claimed that
Greenwood and Discover intentionally made misleading statements to
cardholders to discourage them from objecting to the arbitration provision.
He sought damages, attorney's fees and injunctive relief.

Greenwood and Discover moved to dismiss. Although not raised by either
party, the court itself raised the issue of whether it had subject matter
jurisdiction.

Waldron argued that the court had jurisdiction pursuant to the FAA. The
court stated, however, that "the Act does not constitute a grant of subject
matter jurisdiction; rather, an independent basis of federal court
jurisdiction must exist." Judge Tim Leonard concluded that the complaint
"fail[ed] to articulate an independent jurisdictional basis" and dismissed
the complaint. (Consumer Financial Services Law Report, October 30, 2000)


CREDIT CARDS: NY Ct Dismisses Suit Challenging MBNA's Disclosure Method
-----------------------------------------------------------------------
In a case of first impression, the U.S. District Court for the Southern
District of New York found that the treatment of credit balances as zero
balances was not a variation so significant that it must be disclosed
separately from the balance calculation methods set forth in the Truth in
Lending Act. The court dismissed the class action filed against a credit
card issuer. (Hale v. MBNA America Bank NA, No. 99Civ.8831(AGS) (S.D.N.Y.
9/18/00).)

                            Class action

MBNA America Bank NA issued a credit card to Andrea Hale. In August 1999,
Hale filed a class action against MBNA, alleging its practice of treating
credit balances as zero balances without express disclosure violated the
TILA and breached the bank's contracts with its customers. Hale maintained
that MBNA did not use the average daily balance method of determining
customer balances, despite what the customer agreement stated. Hale
asserted that under the average daily balance method, credit balances must
be treated as negative numbers instead of zero. MBNA moved to dismiss the
action and Hale cross-moved for partial summary judgment of liability.

                        TILA regulations

The District Court noted that the TILA requires a credit card issuer to
disclose information about how the credit card issuer calculates customer
balances. The court stated that 12 CFR 226.5a (b)(6) requires the issuer to
disclose the "[b]alance computation method. The name of the balance
computation method listed in paragraph (g) of this section that is used to
determine the balance for purchases on which the finance charge is
computed, or an explanation of the method used if it is not listed."

Hale alleged that MBNA did not really use either recognized variation of
the average daily balance method because it only subtracted payments and
credits until the balance equaled zero. Therefore, MBNA did not disclose
the name of the balance computation method it used in violation of the TILA
regulations, argued Hale.

                   'Substantial variation'

The District Court faced a question of first impression of whether treating
credit balances as zero balances created a "variation substantial enough to
require separate, express disclosure." As the court observed, the Federal
Reserve Board allows the daily balance method "because of the insignificant
differences in the impact on a consumer's finance charge between" the two
most common methods for determining the balance for purchases. Judge Alan
G. Schwartz stated, "In light of the Board's clear disregard for
'insignificant differences,' the Court believes that the language about
'such variations' was intended to be inclusive rather than exclusive. That
is to say that other insignificant variations may be identified under the
listed methods even though the Board did not specifically address those
variations."

The District Court held that the treatment of credit balances as zero
balances was "not a variation so significant that it must be disclosed
separately from the balance calculation methods listed in 12 CFR
226.5a(g)." Finding that Hale failed to state a claim under any of the TILA
regulatory sections, the court granted MBNA's motion to dismiss.

In addition, the court declined to exercise supplemental jurisdiction over
Hale's state law claims for breach of contract. It therefore dismissed
Hale's state law claims without prejudice. (Consumer Financial Services Law
Report, October 30, 2000)


DANA CORP: E.D. Pa. Declines to Certify Action for Videotaped Workers
---------------------------------------------------------------------
A federal judge in Philadelphia has denied class certification to a group
of plaintiffs consisting of injured workers who were secretly videotaped by
their employer in a company office. Schwartz v. Dana Corp./Parish Division,
No. 00-CV-2264 (E.D. Pa., Aug. 8, 2000).

The court held that class-action litigation would not be superior to
individual lawsuits under the circumstances of the case.

Thomas Schwartz filed a class-action lawsuit against Dana Corporation's
Parish Division alleging that the company had violated Pennsylvania's
Wiretapping and Electronic Surveillance Control Act.

Dana's Parish Division makes automobile and truck frames. When workers are
injured in the course of their duties and are unable to carry out a normal
job assignment, Dana requires them to report to "Room 235," where they are
either reassigned to light duty for the day or are required to wait in the
room for the length of their shifts.

Schwartz claims that in April 1994, Dana installed a concealed camcorder
with a microphone in Room 235 to intercept and record the conversations of
the injured workers who were spending their shifts there. According to his
complaint, the alleged electronic surveillance lasted for a period of about
10 days until it was discovered by some of the workers.

Schwartz filed a lawsuit against Dana Corp. in U.S. District Court for the
Eastern District of Pennsylvania. He then moved to certify a class of about
100 workers, the number believed to have reported to Room 235 during that
10-day period.

U.S. District Judge Franklin S. Van Antwerpen ruled that the proposed class
met the requirements under Federal Rule of Civil Procedure 23(a) of
numerosity, commonality, typicality and adequacy of representation.

However, the judge found that Schwartz was unable to meet the requirement
of Rule 23(b)(3) that common issues must predominate over individual issues
of fact or law.

Under Pennsylvania law, which would govern in this case, Judge Van
Antwerpen said that each member of the proposed class would have to prove
that: (1) he or she engaged in an oral communication; (2) he or she
possessed an expectation that the communication would not be intercepted;
(3) this expectation was justifiable under the circumstances; and (4) the
defendant attempted to intercept (successfully or not) the communication,
or encouraged another to do so.

The Pennsylvania Supreme Court delineated those factors in Agnew v. Dupler
, 553 Pa. 33, 717 A.2d 519, 522 (Pa., 1998), making it clear that the court
here is required to analyze the circumstances surrounding each prospective
class member's presence in Room 235 to determine if he or she had an
objectively reasonable expectation of privacy. Only then could the court
find that the employee's conversations were protected oral communications
under the state's wiretap act, Judge Van Antwerpen said.

Schwartz argued that the surrounding circumstances, which were identical
for all who reported to Room 235, would allow the court to infer an
objectively reasonable expectation of non-interception for each person who
engaged in a conversation there.

But the judge held that the Agnew factors are likely to vary markedly for
each member of the putative class.

The complaint is based upon allegations of individual violations, each of
which turns on individual circumstances, he said. Without an objectively
reasonable expectation of privacy, conversations made by a particular class
member would not be protected oral communications under the wiretap act.
The multitude of individual inquiries to determine liability would mean
that individual issues of fact or law would predominate over common issues,
the court found.

"This would place a strain on the resources of this court and defeats the
expected efficiencies of proceeding as a class. We will not certify a class
that will result in a laborious administrative process, where individual
threshold questions will overshadow common issues regarding defendant's
alleged conduct," Judge Van Antwerpen said.

The court also found that even if this case were suitable for class-action
litigation on the issue of liability, it would be difficult to determine
statutory and punitive damages. The wiretap act calls for a minimum $1,000
recovery, or $100 for each day the act was violated if the total is more
than $1,000.

The court would have to determine how many days the defendant violated the
wiretap act for each class member to calculate statutory damages. Assessing
punitive damages would also require individual inquiries. The necessity of
individual calculation of damages is another factor that militates against
granting class certification.

"We conclude that the economy to be achieved by class treatment of the
issues is more than counterbalanced by the numerous issues relevant only to
a particular class member. The few issues that might be tried on the class
bases in this case, balanced against those that must be approached
individually, establish that the time saved by the class-action procedure
would likely be relatively insignificant," Judge Van Antwerpen concluded.

Schwartz is represented by Simon Grill, and by Rick Long of Kozloff Stoudt,
both in Reading, Pa.

Dana Corp. is represented by Scott F. Cooper of Blank Rome Comisky &
McCauley in Philadelphia. (Employment Litigation Reporter, October 3, 2000)



DOJ: Appropriations VA Legislators Question Provisions In Spending Bill
-----------------------------------------------------------------------
Two Virginia congressmen have asked the Office of Management and Budget to
oppose provisions concerning an overtime pay lawsuit that are in a pending
appropriations bill.

The three provisions relate to a class-action lawsuit filed by more than
9,000 current and former Justice Department attorneys who claim they were
unfairly denied overtime pay.

One provision of the FY 2001 Commerce, Justice and Judiciary Appropriations
bill would require the DOJ to pay any settlement from its salaries and
expenses fund.

"Such a provision if signed into law would risk disastrous consequences for
federal law enforcement," wrote Reps. Jim Moran, D, and Tom Davis, R, in
the letter to OMB Director Jacob Lew. "If the suit results in a judgment
against DOJ, this provision could cut funds available for DOJ salaries and
expenses by as much as one third, which could cause reductions in force
that would seriously impair the ability of the department to enforce the
nation's laws."

Another provision would require DOJ attorneys to be paid on an hourly basis
if the DOJ attorneys are successful.

The congressmen said, "it makes no sense" to change federal pay laws based
on the outcome of a pending lawsuit.

The third provision would ban overtime pay to DOJ attorneys. The
representatives point out, however, that federal agencies are required by
law to "compensate employees, including professionals" for overtime hours.

"DOJ violated and continues to violate Title 5 [of the Federal Employees
Pay Act] by refusing to pay overtime to its attorneys," the letter said.
"We are certain you will agree that policy on overtime payment for a subset
of federal employees should not be in an appropriations bill."

An OMB spokesperson told FEDHR the agency agrees that "appropriations
language is not the way" to resolve the issue.

"It should be resolved in the courts," she said.

A spokeswoman for the House Commerce, Justice, State and Judiciary
Appropriations Subcommittee said work on the bill has not yet been
completed so she could not say whether the provisions would be retained.
(Federal Human Resources Week, October 30, 2000)


HOLOCAUST VICTIMS: Lawyers Seek Slice Of $1.25 Bil Swiss Bank Settlement
------------------------------------------------------------------------
Some of the attorneys for Holocaust victims who sued Swiss banks have begun
asking for a slice of the $1.25 billion settlement, angering Jewish groups
that think the lawyers should have worked for free.

It is not yet certain how many of the dozens of lawyers involved in the
class-action case want to be paid--or how much they want. Not all the bills
are in. And many lawyers have waived their fees. But a scattering of fee
applications recently unsealed by U.S. District Judge Edward Korman
indicates that the bills could reach several million dollars.

The top biller so far, Edward Fagan, has asked for $1.9 million in fees
plus $272,300 in expenses. Fagan, who says he worked full-time on the case
for four years, called the request "reasonable for what was accomplished."
"There's nothing wrong with a lawyer getting paid," Fagan said.

The suit was filed by Holocaust victims who deposited money in Swiss banks
for safekeeping as the Nazis swept across Europe. After the war, the
plaintiffs said, they ran into a stone wall in trying to claim the assets.
In some cases, they lacked detailed account information; some bankers even
demanded impossible-to-obtain death certificates of people killed in Nazi
concentration camps. So far, about 560,000 people have expressed interest
in making claims.

Fagan and other plaintiff attorneys have agreed to cap their total fees at
8percent of the settlement, or $22.5 million, and expenses at $2.5 million.

New York University law professor Burt Neuborne, who oversaw settlement
negotiations, has predicted that fewer than half of the attorneys will
submit bills and that the cost will total less than 1 percent of the
settlement--low by class-action standards.

However, officials of some Jewish groups suggest any amount is too much.
"If this isn't the kind of case you take pro bono, what is?" Elan
Steinberg, executive director of the World Jewish Congress, said. The case
"cannot be considered the standard class-action suit inasmuch it involved a
moral issue," Roman Kent, chairman of the American Gathering of Jewish
Holocaust Survivors, said in a letter to the judge. Kent argued it would
not be proper or just for lawyers to receive part of $10 million or $20
million "when individual survivors are receiving a mere pittance."

The judge is expected to hold a public hearing in the next few weeks.

Fagan's bill includes $1.4 million for his time--4,678 hours from September
1996 to this October--plus $500,000 for paralegal and private investigators
who helped him research documents and find witnesses. (Chicago Tribune,
November 6, 2000)


HYBRID NETWORKS: Settles SEC Complaint on Same Day; Enjoined by Court
---------------------------------------------------------------------
By a subpoena to the Company in October 1998, the Securities and Exchange
Commission, Division of Enforcement ("SEC"), requested that the Company
provide a wide variety of documents to the SEC. The Company produced
numerous documents in response to the subpoena. In addition, the SEC took
the testimony of numerous current and former employees of the Company.

On June 29, 2000, the SEC filed in the United States District Court for the
Northern District of California a complaint against the Company and three
former employees. On the same day, the court approved the Company's
settlement with the SEC and entered judgment against the Company. The
court's order enjoins the Company from violating the books and records and
related provisions of the federal securities laws but does not include any
monetary penalties or an injunction against the violation of the antifraud
provisions of the securities laws. The Company does not believe, based on
current information, that the order will have a material adverse impact on
the Company's business or financial condition.


PRICELINE.COM, INC: Harvey Greenfield Files Securities Suit in CT
-----------------------------------------------------------------
The Law Firm of Harvey Greenfield has filed a class action lawsuit in the
United States District Court for the District of Connecticut on behalf of
purchasers of securities of Priceline.com, Inc. (NASDAQ: PCLN)  between
July 24, 2000 and October 5, 2000, inclusive (the "Class Period")

The Complaint alleges that Priceline.com and its senior executives violated
Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 by issuing
materially false and misleading statements regarding the Company's
financial condition and business, and by failing to disclose material facts
concerning the Company's profitability. As a result of defendants' false
and misleading statements and omissions, the price of Priceline.com stock
was artificially inflated during the Class Period.

Contact: Law Firm of Harvey Greenfield, New York Harvey Greenfield, Esq.
tel: 212/949-5500 tel: 877/949-5500 fax: 212/949-0049 hgreenf@banet.net


PSINet INC: Berger & Montague Files Securities Lawsuit in Virginia
------------------------------------------------------------------
The law firm of Berger & Montague, P.C. (http://www.investorprotect.com),
filed a class action on November 6, 2000 in the United States District
Court for the Eastern District of Virginia on behalf of all persons or
entities who purchased PSINet, Inc. (Nasdaq: PSIX) securities during the
period from February 22, 2000 through November 1, 2000, inclusive.

The complaint charges PSINet and certain of its officers and directors with
violations of Sections 10(b) and 20 of the Securities Exchange Act of 1934
and SEC Rule 10b-5. The complaint alleges that Defendants made a series of
materially false and misleading statements in: press releases, and
quarterly and annual SEC filings.

The misrepresentations concerned:

* the Company's reported financial results for the year ended 1999;

* the effect of the Company's acquisition of Metamor Worldwide, Inc.,

* including its controlling interest of Xpedior Incorporated;

* the profitability of the Company's consumer ISP business; and

* the Company's ability to finance the execution of its business plan.

As a result, PSINet's stock price was artificially inflated throughout the
Class Period.

Contact: Sherrie R. Savett, Esquire, or Michael T. Fantini, Esquire, or
Kimberly Walker, Investor Relations Manager, of Berger & Montague, P.C.,
888-891-2289 or 215-875-3000, or fax, 215-875-5715, or
InvestorProtect@bm.net


PSINet INC: Wechsler Harwood Files Securites Suit in Virginia
-------------------------------------------------------------
Plaintiff has engaged Wechsler Harwood Halebian & Feffer LLP to file a
securities class action lawsuit against PSINet, Inc. and certain other
defendants in the United States District Court for the Eastern District of
Virginia on behalf of all investors who purchased the common stock of
during the period May 9, 2000 through and including November 2, 2000 (the
"Class Period") to recover damages caused by defendants' violation of the
federal securities laws. The complaint charges that defendants violated
Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, and Rule
10b-5 promulgated thereunder, by issuing a series of material
misrepresentations to the market between May 9, 2000, and November 2, 2000.
Plaintiff alleges that on August 8, 2000, PSINet issued a press release
announcing a 125% revenue growth in the Company's second quarter of 2000
over the comparable 1999 quarter, and boasted of the Company's growing
international web-hosting presence. On September 15, 2000,

PSINet publicly advised the investing community that (among other things)
its revenue for the second half of 2000 will triple from the same period in
1999, and that the Company will attain profitability. The Company also
noted that its guidance took into account expected softness and slower
growth in some of its market segments. These statements are alleged to have
been materially false and misleading because the Company was experiencing
severe operational difficulties in executing its strategy, and because
their statements of growth were lacking in any reasonable basis when made.
On November 2, 2000, PSINet issued a press release announcing the
resignation of its president, a planned dramatic restructuring of the
Company, and fourth quarter results well below its prior guidance. In
response to this announcement the price of PSINet common stock plummeted by
more than 55%.

Contact: Patricia Guiteau, Shareholder Relations Department of Wechsler
Harwood Halebian & Feffer LLP, 877-935-7400, pguiteau@whhf.com


SHAW INDUSTRIES: Carpet Antitrust Suits in CA Consolidated and Pending
----------------------------------------------------------------------
The company is also a party to four consolidated lawsuits pending in the
Superior Court of the State of California, City and County of San
Francisco, all of which were brought on behalf of a purported class of
indirect purchasers of carpet in the State of California and which seek
damages for alleged violations of California antitrust and fair competition
laws. The company believes that it has meritorious defenses to plaintiffs'
claims in the lawsuits described in this paragraph and intends to
vigorously defend these actions. After consultation with counsel, it is the
opinion of management that, although there can be no assurance given, none
of the claims described in this paragraph, when resolved, will have a
material adverse effect upon the company.


SHAW INDUSTRIES: Organic Compounds in Carpet Are Subject of Lawsuits
--------------------------------------------------------------------
The company is a defendant in certain litigation alleging personal injury
resulting from personal exposure to volatile organic compounds found in
carpet produced by the company. The complaints seek injunctive relief and
unspecified money damages on all claims. The company has denied any
liability. The company believes that it has meritorious defenses and that
the litigation will not have a material adverse effect on the company's
financial condition or results of operations.


SHAW INDUSTRIES: Reaches Settlement for Carpet Antitrust Suit in GA
-------------------------------------------------------------------
In December 1995, the company learned that it was one of six carpet
companies named as additional defendants in a pending antitrust suit filed
in the United States District Court of Rome, Georgia. The amended complaint
alleges price-fixing regarding certain types of carpet products in
violation of Section 1 of the Sherman Act. The amount of damages sought is
not specified. If any damages were to be awarded, they may be trebled under
the applicable statute. The company has filed an answer to the complaint
that denies plaintiffs' allegations and sets forth several defenses. In
September 1997, the Court issued an order certifying a nationwide plaintiff
class of persons and entities who purchased "mass production" polypropylene
carpet directly from any of the defendants from June 1, 1991 through June
30, 1995, excluding, among others, any persons or entities whose only
purchases were from any of the company's retail establishments.

On October 3, 1998, the company learned that it was one of five defendants
in a pending antitrust suit filed in the United States District Court in
Rome, Georgia. The complaint alleges price fixing regarding certain types
of carpet products in violation of Section 1 of the Sherman Act. The amount
of damages sought is not specified. If any damages were to be awarded, they
may be trebled under the applicable statute. The company has filed an
answer to the complaint that denies plaintiff's allegations and sets forth
several defenses.

On August 11, 2000, the company announced that it had reached an agreement
in principle to recommend that the court approve a settlement of the two
class action antitrust suits described above. Under the terms of the
agreement in principle entered into with the counsel for the plaintiffs,
all claims against the company and its affiliates will be dismissed with
prejudice, and the company will pay to the plaintiff classes an aggregate
settlement amount of $27.5 million, including attorneys fees and costs. The
settlement is subject to among other things, court approval and the
execution of a definitive settlement agreement.


TOBACCO LITIGATION: FL $145 Bil Smokers' Case Is Back In State Court
--------------------------------------------------------------------
A federal judge sent a $145-billion judgment against Philip Morris Cos. and
other U.S. tobacco companies back to the same court that produced the
verdict, removing the case from a forum the industry hoped would be
friendlier to its cause, attorneys associated with the case said Sunday.

U.S. District Judge Ursula Ungaro-Benages was scheduled to hear arguments
in the case, brought by a group of 300,000 to 700,000 sick Florida smokers,
on Tuesday. Instead she mailed the ruling to the companies during the
weekend.

The ruling sends the first class-action smokers' lawsuit against the
tobacco industry back to Miami-Dade County Circuit Judge Robert Kaye, who
presided over the jury trial in which the verdict was reached. Kaye had
been waiting for the federal court's decision before ruling on the tobacco
companies' motions to throw out the record-shattering punitive damages.

The tobacco companies hoped the federal judge would take jurisdiction in
the 2-year-old case. Federal judges have consistently ruled in favor of the
tobacco industry in claims brought by smokers.

Following a two-year-long trial and the record $ 145-billion verdict, the
tobacco industry managed to transfer the case to federal court when a union
health-care plan intervened in the case in July, invoking a federal law
that could allow insurers to recover funds paid to Florida smokers.

The tobacco companies argued that the union's involvement in the case
raised federal legal questions that only the federal court could answer.
Federal courts have consistently held that smokers' health claims are too
diverse to be grouped together.

The only victories plaintiffs have had in suits against the industry have
come in state courts. In the last two years, individual plaintiffs have won
three multimillion-dollar cases against cigarette makers. On Oct. 12, a
jury in Tampa told R.J. Reynolds Tobacco Holdings Inc. to pay $ 200,000 in
compensatory damages to the family of a deceased Florida smoker.

The tobacco companies have still been successful in eight of the last 12
individual tobacco trials.

Smokers' attorney Stanley Rosenblatt said he welcomed Ungaro-Benages'
decision, saying the tobacco companies used the union issue as a technical
means of trying to get the case switched to a federal court--where they
might expect more favorable treatment than in state court.

"It the ruling means we can get back online; we are back in the state court
system" Rosenblatt was quoted by Reuters news service. "The tobacco
industry specializes in obstacles . . . but we think that ultimately the
tobacco companies will have to honor the jury's verdict."

In a prepared statement Sunday, Philip Morris said it now awaits rulings
from Kaye on the post-trial motions, and the company said it believes the
case will eventually be thrown out under appeal.

"While we believed the significant legal issues raised in this case should
have been decided in the federal court, we have continued to conduct the
work necessary to pursue our appeal in state court," said William
Ohlemeyer, Philip Morris' vice president and associate general counsel.

Defendants in the Miami case include R.J. Reynolds, Loews Corp.'s Lorillard
Tobacco, British American Tobacco's Brown & Williamson and Vector Group
Ltd.'s Liggett Group unit.

Cigarette makers claim the award would bankrupt them if it stands. A final
judgment in the case would require each tobacco company to post a $
100-million bond while appealing.

Florida and other states have expressed concern that an enormous lump-sum
verdict in the class-action could jeopardize payments they are set to
receive under 1998's $ 246-billion settlement with the states.

Ungaro-Benages' ruling was first reported by the Associated Press.

The Times reported that Lorillard Tobacco, the fourth-largest U.S.
cigarette maker, said it was negotiating a deal in which the company would
pay about $ 7.5 billion over 30 years to settle punitive damage claims
filed by thousands of smokers around the country.

But the nation's three largest cigarette makers--Philip Morris, R.J.
Reynolds and Brown & Williamson all said they would oppose any effort to
certify that case or any other case as a class action. (Los Angeles Times,
November 6, 2000)


TOBACCO LITIGATION: Lorillard, Liggett Up On News Of Pending Settlement
-----------------------------------------------------------------------
Shares of Loews Corp unit Lorillard Tobacco and Vector Group division
Liggett Group were modestly higher in morning trade, lifted by news reports
that the two companies reached a tentative 8 bln usd deal to settle
punitive damage claims against them, dealers said.

At 10.31 am on November 6 Loews was up 5/16 at 86 and Vector up 3/8 at
13-11/16.

The deal, reported in the Wall Street Journal, would settle nearly a dozen
lawsuits pending against Lorrilard and Liggett in U.S. Court in New York.

If the settlement is approved, it would protect the two companies from
having to pay additional punitive damage awards against them in other
courts, according to Salomon Smith Barney tobacco analyst Martin Feldman.

"Lorillard and Liggett have come close to agreeing a settlement deal that
would largely remove from them the specter of punitive damages in virtually
all of the aggregated cases against them," Feldman said.

"These include class actions and third party payer claims," the analyst
said. "Lorillard and Ligget are the fourth- and fifth-largest U.S.
cigarette manufacturers respectively; together they enjoy a 10 pct share of
the U.S. cigarette market."

Feldman also noted that Philip Morris issued a statement over the weekend
stating it will "vigorously oppose any and all efforts" to certify a
national class action smoking and health lawsuit.

He also surmised tha RJR Holdings, parent of RJ Reynolds Co, agrees with
the Philip Morris stance.

Nonetheless, Feldman noted that - if the deal involving Lorillard and
Liggett proves successful - Philip Morris and RJR Holdings could change
their stances and follow suit. (AFX European Focus, November 6, 2000)


TOBACCO LITIGATION: Philip Morris Reaffirms Opposition to National Suits
------------------------------------------------------------------------Philip
Morris will continue to vigorously oppose any and all efforts to certify a
national class action smoking and health lawsuit, regardless of positions
other tobacco companies may take.

Recent reports that Lorillard Tobacco Company may seek certification of
such a class in a novel attempt to resolve punitive damage issues in a
nationwide settlement will have no effect on Philip Morris' staunch
opposition to the use of class actions in smoking and health cases.

More than two dozen state and federal courts have concluded that American
law prohibits tobacco cases from being litigated as class actions. And,
just as importantly, the U.S. Supreme Court recently ruled that lawsuits
which cannot be tried as class actions cannot be settled as class actions.

"Philip Morris remains interested in exploring ways to resolve the smoking
and health litigation facing the company, but it is clear that any broad
resolution of this type of litigation likely will require Congressional
consideration and action.

"It is equally clear that legal, factual and practical considerations
prevent resolution of these types of cases by using class action lawsuits
as the vehicle," said William S. Ohlemeyer, Philip Morris vice president
and associate general counsel.

"Unless and until this matter is addressed and resolved in the proper
legislative forum, Philip Morris will continue to vigorously defend itself
in tobacco litigation.

"However, we are equally committed to working with regulators and
legislators to create a framework which will allow the company to
responsibly market its products to adults who choose to smoke," Ohlemeyer
added.


TOBACCO LITIGATION: Philip Morris Shows No Interest in Settlement Talks
-----------------------------------------------------------------------
Philip Morris Cos said it will continue to vigorously oppose any and all
efforts to certify a national class action smoking and health lawsuit,
regardless of positions other tobacco companies may take.

It said reports that Lorillard Tobacco Company may seek certification of
such a class in an attempt to resolve punitive damage issues in a
nationwide settlement will not affect Philip Morris' position.

Philip Morris vice president and associate general counsel William
Ohlemeyer said any broad resolution of "this type of litigation likely will
require Congressional consideration and action.

"It is equally clear that legal, factual and practical considerations
prevent resolution of these types of cases by using class action lawsuits
as the vehicle," he said.

"Unless and until this matter is addressed and resolved in the proper
legislative forum, Philip Morris will continue to vigorously defend itself
in tobacco litigation." (AFX.COM, November 6, 2000)


TOBACCO LITIGATION: R.J. Reynolds to Appeal Fed Court Decision Re Engle
-----------------------------------------------------------------------
R.J. Reynolds Tobacco Company (RJRT) said it will appeal federal judge
Ursula Ungaro-Benages' decision that it was premature to rule on the
Southeastern Iron Workers Health Care Plan's effort to intervene in the
Engle case, which returned the case to the Florida state-court system. The
company, along with the other tobacco defendants, will file a notice of
appeal to the 11th Circuit Court of Appeals in Atlanta today. "We continue
to believe that federal court is the appropriate forum in which to present
the serious and substantial federal and Constitutional law questions
associated with Engle," said Daniel W. Donahue, RJRT senior vice president
and deputy general counsel. "Issues such as the Employment Retirement
Income Security Act (ERISA) claims asserted by the Southeastern Iron
Workers Health Care Plan and the numerous violations of Constitutional
due-process rights resulting from the Engle trial plan warrant the federal
court taking jurisdiction of the entire case."

"If the case remains in Florida state court, we are prepared to pursue an
appeal within the state's appellate court system as soon as it becomes
legally appropriate," Donahue said. "Regardless of whether the case resides
in federal or state court, however, we remain confident that the Engle
verdicts will be reversed and, ultimately, the class action decertified."

R.J. Reynolds Tobacco Company is a wholly owned subsidiary of R.J. Reynolds
Tobacco Holdings, Inc. (NYSE: RJR). R.J. Reynolds Tobacco Company is the
second-largest tobacco company in the United States, manufacturing about
one of every four cigarettes sold in the United States. Reynolds Tobacco's
product line includes four of the nation's 10 best-selling cigarette
brands: Camel, Winston, Salem and Doral. For more information, visit the
company's web site at www.rjrt.com .


WACHOVIA, REPUBLIC: Takeover Deal Spurs Republic Shareholder Suit
-----------------------------------------------------------------
Wachovia Banks pending take over of Republic Security Financial Corp. has
sparked a lawsuit by an unhappy Republic shareholder, who seeks to halt the
deal.

Republic shareholder George Apelian is seeking class-action status for his
suit, filed in Palm Beach Circuit Court. Apelian believes that the price is
too low, according to the suit.

In a stock-for-stock transaction, North Carolina-based Wachovia has offered
to buy Republic for $ 7 a share. The deal is pending approval from
shareholders and banking regulators.

Wachovias offer is being advanced through unfair procedures and the
consideration offered is unfairly low, does not reasonably reflect the true
stockholder value for the public shareholders, and will act to the
detriment of the companys public stockholders, the lawsuit asserts.

The suit named the entire Republic board and top executives as defendants
in the case. Board members could not be reached by deadline.

Republic has assets of $ 3.4 billion and is the largest independent
state-chartered bank in Florida. The institution has 99 branches in the
tricounty region.

Based in Winston-Salem, N.C., Wachovia is one of the largest regional banks
in the country. Wachovia has a relatively small presence in Florida.
(Broward Daily Business Review, November 3, 2000)


                             *********


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
Creditors' Service, Inc., Princeton, NJ, and Beard Group, Inc.,
Washington, DC. Theresa Cheuk, Managing Editor.

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

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