CAR_Public/021213.mbx               C L A S S   A C T I O N   R E P O R T E R
  
              Friday, December 13, 2002, Vol. 4, No. 246

                            Headlines                            

AIRLINE LITIGATION: Rules Expanded as Consumer Fraud Lawsuits Commence
ALLEGHENY ENERGY: NY Securities Fraud Suits Aim To Hit Parent Company
BAYER INC.: Consumers File Personal Injury Suit Over Baycol in Canada
COMPUCOM SYSTEMS: Plaintiffs Drop Firm as Defendant in Securities Suit
FIRESTONE, NISSAN: Court Clears Way For Lawsuit Over Rollover Accident

HEALTHSOUTH CORPORATION: Court Hears Arguments For Suit Certification
HEALTHSOUTH CORPORATION: Status Conference in Lawsuit Set January 2003
HOME INTERIORS: Voluntarily Recalls 211T Tea Light Sets For Fire Hazard
IMCLONE SYSTEMS: Plaintiffs File Amended Securities Lawsuit in S.D. NY
KING POWER: Faces Several Securities Fraud Lawsuits In NV Federal Court

MEASUREMENT SPECIALTIES: Plaintiffs File Consolidated Suit in NJ Court
OVERSEAS PARTNERS: Plaintiffs Ask NY Court To Certify Consumer Lawsuit
PACKAGING CORPORATION: Linerboard Antitrust Suit Trial Set April 2004
PARADYNE NETWORKS: FL Court Grants Certification To Securities Lawsuit
PARADYNE NETWORKS: Shareholders Sue for Securities Act Violations in NY

PERRINI CORPORATION: Plaintiffs File New Fiduciary Duty Lawsuit in MA
PINNACLE SYSTEMS: Court Hears Arguments For Securities Suit Dismissal
SEITEL INC.: TX Court Orders Plaintiffs To File Amended Securities Suit
SEITEL INC.: Parties To Consolidate Federal Derivative Lawsuits in TX
SIT INC.: Voluntarily Recalls 80,000 Plastic Chairs For Injury Hazard

UNITED KINGDOM: Customs' Seizure Of Illicit Goods, Cars Could Be Legal
WISCONSIN: State Inaction Over Legal Assistance For Poor Spurs Lawsuits

                        Asbestos Alert

ASBESTOS LITIGATION: Florida Drywall Worker Wins $1.8M Asbestos Verdict
ASBESTOS LITIGATION: Firms Reveal Findings on Asbestos to Avoid Suits
ASBESTOS ALERT: Boise Cascade Faces Asbestos Related Litigation
ASBESTOS ALERT: CIRCOR, Subsidiaries Battle 10,000 Asbestos Claimants
ASBESTOS ALERT: CONSOL Energy's Subsidiary Faces 21,000 Asbestos Suits

ASBESTOS ALERT: Dalmine SPA Faces Lawsuits Over Asbestos Liabilities
ASBESTOS ALERT: EnPro, Subsidiaries Reveal Asbestos Related Liabilities
ASBESTOS ALERT: Special Metals, Subsidiary Face Asbestos Related Suits
ASBESTOS ALERT: PEPCO Traces Background of Asbestos Related Litigation
ASBESTOS ALERT: Tenneco Labels "Without Merit" Asbestos, Other Lawsuits

ASBESTOS ALERT: TRW Inc. Labels Asbestos Related Lawsuits "Immaterial"

                     New Securities Fraud Cases

COLE NATIONAL: Strauss & Troy, Weisman Goldberg OH File Investor Suit
SMARTFORCE PLC: Milberg Weiss Commences Securities Lawsuit in NH Court

                           *********


AIRLINE LITIGATION: Rules Expanded as Consumer Fraud Lawsuits Commence
----------------------------------------------------------------------
Try looking closely at the full array of rules governing your airline
ticket, and you could be reading for hours, the Wall Street Journal
reports.

Airlines have toughened rules on cheap tickets, paper tickets and
excess baggage, among other things, and some of the lists of do's and
don'ts top 60 pages.  Violating the contract, as put forth in rules
most travelers do not even see, can result in the airline confiscating
the remaining portion of the ticket, deleting miles in a frequent-flier
account or charging the passenger or travel agency for any fare
difference that would have applied had the rules been followed.

Some aviation-law experts question the legality of the airline rules.  
A group of travel agencies already has filed a class action against
several airlines, challenging their rule changes.  Other aviation
lawyers are studying the murky legal world of airline ticket law.

Airlines concede the complexity of ticketing rules  "We try to
synopsize the salient issues," said a vice-president of America West
Airlines, Scott Bowers.  And America West Holdings Corp.'s America
West, spent three months last year trying to take the legalese out of
its 63 pages of rules to make them more customer friendly

The airline document is called a "contract of carriage," and when
passengers buy tickets, they enter into a legally binding pact for
transportation that governs everything from fish tanks to cancellation
policy.

United Airlines, even before parent UAL Corp. filed for bankruptcy
protection this week, cracked down on travel agents and corporate
clients who use back-to-back ticketing, which involves buying two
overlapping discounted tickets for travelers going back and forth on
the same route.  The idea is to use the tickets out of order and avoid
buying two full-fare, unrestricted tickets.

"We are not getting the value of the product we are selling," said
United's Senior Counsel Craig Busey, speaking of the back-to-back
ticketing crackdown.  The airline, he said, found a significant
issuance of such tickets through an audit.

However, Paul Rudin, an attorney for the American Society of Travel
Agents, pointed out that the design of many airlines' fare structures
encourage such behaviors.  "If you went to a store and they said you
have two of these for $100 or one of these for $120, what would you do?
asked Mr. Rudin.

At a time when airlines are losing money and are under fire for high
business fares, ratcheting up rules is one more way to alienate
passengers.  "All of the changes that the airlines have adopted are
customer unfriendly, and a number of them reduce the extent to which
customers can find lower pricing," said UBS Warburg airline analyst
Samuel Buttrick.

Travel agents are taking action on rule changes geared toward them.  A
court in North Carolina granted class action status, in September, to a
lawsuit filed in that state against a long list of airlines, by Sarah
Hall, owner of Travel Specialist in Wilmington, Delaware.  The class
action alleges the airlines have illegally conspired to cut, cap or
eliminate commissions they pay to travel agents.

Other ticketing issues reside in a gray area of legality because the
contract of carriage has rarely been challenged, some of the lawyers
have said.  The latest rules changes raise the questions whether
passenger freedoms have become too restricted and whether rules are too
ambiguous or little known to be enforceable.  Limited rule disclosure,
frequent rule changes and inconsistent enforcement may have weakened
the airlines' legal grounds for their own rules, other lawyers have
said.


ALLEGHENY ENERGY: NY Securities Fraud Suits Aim To Hit Parent Company
---------------------------------------------------------------------
Financial problems at the parent company of Allegheny Power, Allegheny
Energy Inc., have spawned at least 16 class actions since November 4,
when the utility and power company said it would delay filing its
third-quarter earnings report, the Centre Daily Times reports.

Pittsburgh lawyer Alfred Yates Jr., recently announced the latest
lawsuit, filed in United States District Court for the Southern
District of New York, which accuses parent company Allegheny Energy of
harming investors with a series of misleading financial statements that
artificially inflated the company's stock price.  The lawsuits focus on
the period between April 23, 2001, and October 8 or November 4, 2002,
depending on when the lawyers filed their legal proceedings.

The lawsuits seek damages for violations of federal securities laws on
behalf of investors who bought Allegheny Energy stock during the period
when the company and certain executives allegedly were making the
misleading comments.  According to Mr. Yates, the Company issued
numerous news releases during the period that reported record quarterly
results.  The Company allegedly said that it expected strong earnings
during 2002, even though the US economy and power markets were
struggling.

Mr. Yates claims that Allegheny Energy artificially inflated its
revenue by relying on "round-trip" or "wash" energy transactions made
by its subsidiary, Global Energy Markets, with Enron Corp., the Houston
energy company that filed for bankruptcy protection last year.  Round-
trip trades are the simultaneous purchase and sale of energy at the
same quantity and price between the same two companies.

Allegheny Energy's financial performance began to slide early this
year, following record earnings in 2001.  Blaming weak energy markets
and sluggish economic conditions, the company reported a second-quarter
loss of $32.3 million.  It also blamed the Enron bankruptcy.

On September 25, Allegheny Energy sued Merrill Lynch and Co., from
which it had bought Global Energy Markets in 2001, alleging that
Merrill Lynch did not reveal that Global Energy had inflated its
revenues by engaging in round-trip trades with Enron.

On October 1, Moody's Investors Services downgraded Allegheny Energy's
unsecured credit rating to what Mr. Yates said was a "junk" rating.  A
week later, the company issued a statement saying it had defaulted on
its principal credit agreements after lenders demanded additional
collateral because of the downgrade.

In response, the Company's stock price fell 49 percent to $3.80 per
share, triggering the first wave of lawsuits.  On November 4, Allegheny
Energy said it would not file its third-quarter earnings statement
because a review of prior-quarter earnings had revealed errors.  The
disclosure unleashed a second round of lawsuits, including the one
announced by Mr. Yates.


BAYER INC.: Consumers File Personal Injury Suit Over Baycol in Canada
---------------------------------------------------------------------
Bayer Inc. faces a class action filed in the Court of Queen's Bench for
Saskatchewan on behalf of Saskatchewan, Alberta and Manitoba residents
who were injured by the cholesterol-reducing drug, Baycol.

The suit was filed by Mr. Ervin Lamb of Dundurn, Saskatchewan, who
suffered extensive muscle pain and fever, and Mr. Michael Coholan of
Medicine Hat, Alberta, who is the representative plaintiff for Alberta
and Manitoba residents (provinces without class action legislation) who
suffered extensive muscle pain and liver problems.

According to the Statement of Claim filed today in Regina,
Saskatchewan,  "Baycol was a defective product. It caused serious and
potentially life-threatening side effects including rhabdomyolysis,
myopathy and myosistis."

Baycol was taken off the market in August 2001 but not before 100
deaths worldwide were attributed to it.  In extreme cases
rhabdomyolysis, a condition in which muscle tissue breaks down and
passes into the blood stream causing kidney failure and eventually
death, has occurred.  More than one million prescriptions for Baycol
were written in Canada.

It appears that Bayer may have learned of the serious side effects of
Baycol long before the drug's recall.  Bayer's parent company, Bayer AG
received a report that the drug may have been a secondary cause in the
death of a patient who had taken Baycol over a year and a half before
it was introduced to the market.

The lawsuit was filed on behalf of Lamb and Coholan by Clint Docken,
Q.C. of Docken & Company of Calgary and class action lawyer David Klein
of Klein Lyons of Vancouver.  According to Mr. Klein "Bayer knew, or
should have known, prior to marketing Baycol that based on the limited
clinical studies conducted that the drug was unsafe and lacked
efficacy."  Clint Docken, commented that "pharmaceutical companies must
be held accountable for the pain and suffering caused by the harmful
products they market to the unquestioning public."

For more details, contact Clint Docken of Docken & Company by Mail: 6th
Avenue, Calgary, AB by Phone: (403) 269-3612 or contact David Klein of
Klein Lyons by Mail: 1333 W. Broadway, Suite 1100, Vancouver, B.C. by
Phone: (604) 874-7171


COMPUCOM SYSTEMS: Plaintiffs Drop Firm as Defendant in Securities Suit
----------------------------------------------------------------------
Plaintiffs in the securities class action filed against Compucom
Systems and Safeguard Scientifics, Inc. dropped them as defendants in
their second amended lawsuit, filed in the United States District Court
for the Southern District of New York.

The suit followed the initial public offering of OPUS 360 Corporation
(OPUS), whereby the plaintiffs alleged material misrepresentations
and/or omissions in connection with the OPUS stock offering.

On October 2, 2002, the court dismissed plaintiffs' claims against the
Company, Safeguard and the other defendants with leave to amend their
complaint in part.  The court explicitly granted plaintiffs leave to
amend their pleadings with respect to misrepresentations and omissions
in the initial public offering registration statement but did not do so
with respect to the claims dismissed as against Safeguard and the
Company.

On October 30, 2002, plaintiffs served their second amended suit, which
did not name Safeguard or the Company as defendants, so there is no
presently pending action as against them.  There remains a possibility
that plaintiffs could seek an appeal of the dismissal of their claims
against Safeguard and the Company in the near term or attempt to do so
at the conclusion of the still-pending action against the remaining
defendants.


FIRESTONE, NISSAN: Court Clears Way For Lawsuit Over Rollover Accident
----------------------------------------------------------------------
Bridgestone Corp.'s Firestone unit and Nissan Motor Co. must face a
lawsuit over a rollover accident, a Georgia appeals court has ruled,
according to a report by the Atlanta Journal-Constitution.

A panel of the Georgia Court of Appeals acknowledged that some of the
plaintiff's actions were "troubling," but still denied the companies'
bid to dismiss the lawsuit.  The man who is suing disposed of the
vehicle and tire after initially deciding not to sue.   He does,
however, have photos he took of them.

Georgia resident, Ross Campbell, claims the companies are responsible
for the brain injury he suffered in 1998, when a Firestone Firehawk
tire on his Nissan Pathfinder failed and the vehicle overturned.


HEALTHSOUTH CORPORATION: Court Hears Arguments For Suit Certification
---------------------------------------------------------------------
The United States District Court for the Northern District of Alabama
briefed the plaintiffs' motion for class certification of a
consolidated securities suit against Healthsouth Corporation and
certain of its current and former officers and directors.

Several lawsuits were commenced in September 1998 under the federal and
Alabama securities laws.  These lawsuits were filed following a decline
in the Company's stock price at the end of the third quarter of 1998.  
The suits were later consolidated.

The suits, alleged that, during the period April 24, 1997 through
September 30, 1998, the defendants misrepresented or failed to disclose
certain material facts concerning the Company's business and financial
condition and the impact of the Balanced Budget Act of 1997 on Company
operations in order to artificially inflate the price of its common
stock and issued or sold shares of such stock during the purported
class period, all allegedly in violation of Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder.

Certain of the named plaintiffs in the consolidated amended complaint
also purport to represent separate subclasses consisting of former
stockholders of Horizon/CMS Healthcare Corporation and National Surgery
Centers, Inc. who received shares of the Company's common stock in
connection with its acquisition of those entities and assert additional
claims under Section 11 of the Securities Act of 1933 with respect to
the registration of securities issued in those acquisitions.

The Company filed a motion to dismiss the consolidated amended
complaint in late June 1999.  In September 2000, the magistrate judge
issued his report and recommendation, recommending that the court
dismiss the amended complaint in its entirety, with leave to amend.  

In December 2000, without oral argument, the court issued an order
rejecting the magistrate judge's report and recommendation and denying
the Company's motion to dismiss.  The Company believes that the
December 20, 2000 order failed to follow the standards required under
the Private Securities Litigation Reform Act of 1995 and Rule 9(b) of
the Federal Rules of Civil Procedure, and filed a motion asking the
court to reconsider that order or to certify it for an interlocutory
appeal to the United States Eleventh Circuit Court of Appeals.  Oral
argument on that motion was held on March 2, 2001, and the court denied
that motion on March 12, 2001.

Accordingly, the Company filed its answer to the consolidated amended
complaint on March 26, 2001.  The court held a hearing on the
plaintiffs' motion for class certification on April 23, 2002, and
requested further briefing on various issues.  Those issues have now
been briefed, and the Company is awaiting the court's ruling on class
certification, although it does not know when the court will issue
its ruling.

The Company believes that all claims asserted in the above suits are
without merit.  As these suits remain at an early stage, the Company
cannot currently predict the outcome of any such suits or the magnitude
of any potential loss if its defense is unsuccessful.

Another suit was filed in the Circuit Court for Jefferson County,
Alabama, alleging that during the period July 16, 1996 through
September 30, 1998 the defendants misrepresented or failed to disclose
certain material facts concerning the Company's business and financial
condition, allegedly in violation of Sections 8-6-17 and 8-6-19 of the
Alabama Securities Act.  This complaint was voluntarily dismissed by
the plaintiff without prejudice in January 1999.  

Additionally, a suit was filed in the Circuit Court for Jefferson
County, Alabama, purportedly as a derivative action on behalf of the
Company. That suit largely replicates the allegations originally set
forth in the individual complaints filed in the federal actions and
alleges that the Company's then-current directors, certain of its
former directors and certain of its officers breached their fiduciary
duties to the Company and engaged in other allegedly tortious conduct.  
The plaintiff in that case has forborne pursuing its claim thus far
pending further developments in the federal action, and the defendants
have not yet been required to file a responsive pleading in the case.


HEALTHSOUTH CORPORATION: Status Conference in Lawsuit Set January 2003
----------------------------------------------------------------------
The United States District Court for the Northern District of Alabama
set for January 3,2003 the status conference and lead plaintiff
selection for the consolidated securities class action filed against
HealthSouth Corporation and certain of its officers and directors.

The suit came from several lawsuits were filed following a decline in
the Company's stock price after a public announcement it made on August
27, 2002, concerning its current assessment of the impact on its
business of changes in Medicare reimbursement policy for outpatient
physical therapy and occupational therapy.  Those suits were later
consolidated for administrative purposes.

The suit alleges that, during the period January 14, 2002 through
August 27, 2002, the defendants misrepresented or failed to disclose
certain material facts concerning the Company's business and financial
condition and the impact of the changes in Medicare reimbursement for
outpatient therapy services on our operations in order to artificially
inflate the price of the Company's common stock, and that some of the
individual defendants sold shares of such stock during the purported
class period, all allegedly in violation of Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder.

The Company filed answers, motions to dismiss and motions for judgment
on the pleadings in the individual cases.  On November 6, 2002, the
court stayed consideration of such motions and any other dispositive
matters until a determination of lead counsel in the consolidated
cases.  

The Company believes that all claims asserted in the suit are without
merit.  Because such suits remain at an early stage, the Company cannot
currently predict the outcome of any such suits or the magnitude of any
potential loss if its defense is unsuccessful.

Additionally, beginning August 28, 2002, the Company and some of its
officers and directors (along with third parties in one case) were
served with lawsuits purporting to be derivative actions on behalf of
the Company.  Four of such lawsuits were filed in the Circuit Court of
Jefferson County Alabama and one of such lawsuits was filed in the
United States District Court for the Northern District of Alabama.

While the specific allegations vary, in general these cases involve the
same allegations as are raised in the federal cases described above and
allege that certain of the Company's directors and officers breached
their fiduciary duties to the Company and engaged in other allegedly
tortuous conduct.  

Because these cases all purport to assert claims derivatively on behalf
of the Company, it established a Special Litigation Committee of our
Board of Directors to investigate the allegations made in them and
determine what, if any, of the claims asserted should appropriately be
pursued on behalf of the Company.

The Company is seeking to have the relevant courts stay further
proceedings in these actions pending the determinations of the Special
Litigation Committee.  Subject to the determinations of the Special
Litigation Committee, the Company believes that all claims asserted in
the above suits are without merit.  


HOME INTERIORS: Voluntarily Recalls 211T Tea Light Sets For Fire Hazard
-----------------------------------------------------------------------
Home Interiors and Gifts, Inc. is cooperating with the US Consumer
Product Safety Commission (CPSC) by voluntarily recalling about 211,000
sets of tea lights. Flames from the tea lights can flare, and the
excessive heat can cause the plastic holders to melt, posing a fire
hazard.

The Company has received 22 reports of the tea lights flaring up and
melting their plastic holders.  These incidents have resulted in minor
property damage.  No injuries have been reported.

The recalled tea lights are packaged 12 candles per box with "Home
Interiors" written on the top of the box.  Each tea light candle has a
clear plastic base and is either red or ivory in color.  The tea light
candles are imported from Hong Kong.

Home Interiors' direct sales associates exclusively sold the recalled
tea lights from September 2002 through November 2002 for about $5 per
box.

For more details, contact the Company by Mail: 2901 Trade Center Drive,
Suite 100, Carrollton, TX 75007.  Consumers should include their return
address information to receive a retail gift certificate from Home
Interiors for the full purchase cost and shipping cost of the tea
lights.  For more information, consumers can contact the Company by
Phone: (800) 749-4545 between 9 am and 5 pm CT Monday through Friday.


IMCLONE SYSTEMS: Plaintiffs File Amended Securities Lawsuit in S.D. NY
----------------------------------------------------------------------
Plaintiffs in the securities class actions against Imclone Systems,
Inc. filed an amended consolidated lawsuit in the United States
District Court for the Southern District of New York.

Beginning in January 2002, a number of lawsuits asserting claims under
the federal securities laws against the Company and certain of its
directors and officers were filed, naming as defendants the Company
and:

     (1) Dr. Samuel D. Waksal, former chief executive officer,

     (2) Dr. Harlan W. Waksal, current chief executive officer,

     (3) Robert Goldhammer, the chairman of the board of directors, and

     (4) Richard Barth,

     (5) David Kies,

     (6) Paul Kopperl,

     (7) John Mendelsohn,

     (8) William Miller,

     (9) John Landes, former general counsel, and

    (10) Ronald Martell, vice president for marketing and sales,

The complaint asserts claims for securities fraud under sections 10(b)
and 20(a) of the Securities Exchange Act of 1934 and SEC Rule 10b-5, on
behalf of a purported class of persons who purchased the Company's
publicly traded securities between March 27, 2001 and January 25, 2002.

The complaint also asserts claims against Dr. Samuel D. Waksal under
section 20A of the Exchange Act on behalf of a separate purported sub-
class of purchasers of our securities between December 27, 2001 and
December 28, 2001.  The complaint generally alleges that:

     (i) various public statements made by or on behalf of the Company
         or the other defendants during 2001 and early 2002 regarding
         the prospects for FDA approval of ERBITUX were false or
         misleading when made;

    (ii) the individual defendants were allegedly aware of material
         non-public information regarding the actual prospects for
         ERBITUX at the time that they engaged in transactions in the
         Company's common stock; and

   (iii) members of the purported stockholder class suffered damages
         when the market price of the Company's common stock declined
         following disclosure of the information that allegedly had not
         been previously disclosed.

The complaint seeks to proceed on behalf of the alleged class described
above, seeks monetary damages in an unspecified amount and seeks
recovery of plaintiffs' costs and attorneys' fees.  Under the existing
schedule in that action, defendants' response to the consolidated
amended complaint is due in late November 2002.


KING POWER: Faces Several Securities Fraud Lawsuits In NV Federal Court
-----------------------------------------------------------------------
King Power International Group Co., Ltd. faces several securities class
actions relating to a merger transaction in which the Company will be
taken private by shareholders Vichai Raksriaksorn, Viratana
Suntaranond, Aimon Raksriaksorn and Niphon Raksriaksorn and certain
other shareholders who collectively hold approximately 88.6% of the
Company's common shares.

On August 27, 2002, the Company was served with the first suit brought
in the District Court of Clark County, Nevada, by Pennsylvania Avenue
Partners, LLC against the Company and each of its directors.  The
complaint alleged, among other things, that the directors of the
Company had breached their fiduciary duties in pursuing the proposed
merger transaction in which the Company would be taken private by
certain shareholders and in allegedly failing to obtain the highest
price per share.  The lawsuit seeks to enjoin the proposed merger
transaction and seeks payment of fees of plaintiff's counsel and
experts.

On September 16, 2002, another suit was filed in the same court by Sean
Collins, making the same allegations.  On September 26, 2002, the
Company was served with an identical complaint in the same court by
Byron Mikalson.

The board has authorized and empowered a Special Committee, consisting
of independent directors and acting in the interest of shareholders
other than those certain shareholders taking the Company private under
the proposed merger transaction, to review and negotiate the merger
consideration and terms of the proposed merger and to make a
recommendation to the full Board of Directors and the Company's
shareholders.  The Special Committee is also advised by its own
independent financial advisor and legal counsel.

The Company believes that each of the lawsuits is without merit.  With
respect to the first complaint brought by Pennsylvania Avenue Partners,
LLC, on October 30, 2002, the Company filed a motion to dismiss for
failure to state a claim.


MEASUREMENT SPECIALTIES: Plaintiffs File Consolidated Suit in NJ Court
----------------------------------------------------------------------
Plaintiffs in the securities class actions pending against Measurement
Specialties, Inc. and certain of its present and former officers and
directors filed a consolidated suit in the United States District Court
for the District of New Jersey.  The suit was subsequently amended to
include the underwriters in the Company's August 2001 public offering
and the Company's former auditors.

The lawsuit alleges violations of the federal securities laws
including, among other things, that the registration statement related
to the Company's August 2001 public offering and the Company's periodic
SEC filings misrepresented or omitted material facts and that certain
of the Company's officers made false or misleading statements of
material fact.  The lawsuit seeks an unspecified award of money
damages.

The Company must file a responsive pleading by December 2002.  The
underwriters have made a claim for indemnification under the
underwriting agreement.  The Company is currently in the process of
responding to the claims made in the suit.  The Company intends to
defend the foregoing lawsuit vigorously, but cannot predict the outcome
and is not currently able to evaluate the likelihood of success or the
range of potential loss, if any.


OVERSEAS PARTNERS: Plaintiffs Ask NY Court To Certify Consumer Lawsuit
----------------------------------------------------------------------
Plaintiffs asked the United States District Court for the Southern
District of New York to certify as a class action the lawsuit pending
against Overseas Partners Limited on behalf of UPS customers.

In November 1999 and January 2000, two suits were filed against the
Company in Montgomery County, Ohio Court and Butler County, Ohio Court,
respectively.  The lawsuits allege, amongst other things, that UPS told
its customers that they were purchasing insurance for coverage of loss
or damage to goods shipped by UPS.  The lawsuits further allege that
UPS wrongfully enriched itself with the monies paid by its customers to
purchase such insurance.

The November 19, 1999 and January 27, 2000 actions were removed to
federal court and thereafter transferred to the United States District
Court for the Southern District of New York and consolidated in a
multi-district litigation for pretrial discovery purposes with other
actions asserting claims against UPS.  Plaintiffs subsequently amended
those claims against all defendants to join a Racketeer Influenced and
Corrupt Organizations (RICO) claim as well.

In August 2000, the Company and its wholly owned subsidiary, Overseas
Partners Capital Corporation (OPCC), were added as defendants in a
third class action, also consolidated in the multi-district litigation,
which alleges violations of United States antitrust laws, and state
unfair trade practice and consumer protection laws.

The allegations in the lawsuits are drawn from an opinion by the United
States Tax Court that found that the insurance program, as offered
through UPS, by domestic insurance companies, and ultimately reinsured
by the Company, should not be recognized for federal income tax
purposes.

In June 2001, the Tax Court opinion was reversed by the United States
Court of Appeals for the Eleventh Circuit and remanded to the Tax Court
for further consideration.  The parties to the Tax Court action filed
Supplemental Briefs on remand on March 18, 2002.  The Company is not a
party to the Tax Court action.

The Company filed or joined in motions to dismiss all of the
consolidated actions on a number of grounds, including that the
antitrust claim fails to state a claim upon which relief can be
granted, and that the remaining claims are preempted by federal law.  
In orders dated July 30, 2002, the court granted in part and denied in
part the motions to dismiss.  Pursuant to the court's orders, the
claims remaining against the Company are RICO, antitrust, and common
law interference with contract claims.

On November 8, 2002, the parties presented to the court a stipulation
and proposed order certifying a nationwide class with respect to
certain of the claims brought by the plaintiffs, including the RICO and
interference with contract claims against the Company.  The court
indicated that it would sign the stipulation and proposed order.

The stipulation does not certify the antitrust claims brought against
the Company.  The Company believes that it has meritorious defenses to
all claims asserted against it. There can be no assurance, however,
that an adverse determination of the lawsuits would not have a material
effect on the Company.


PACKAGING CORPORATION: Linerboard Antitrust Suit Trial Set April 2004
---------------------------------------------------------------------
Trial in the consolidated antitrust class action pending against
Packaging Corporation of America and nine other linerboard
manufacturers is set for April 2004.

The suit, commenced in May 1999, alleges a civil violation of Section 1
of the Sherman Act.  The suit names the Company as a defendant based
solely on the allegation that the Company is successor to the interests
of Tenneco Packaging, Inc. and Tenneco, Inc., both of which were also
named as defendants in the suit, along with nine other linerboard
manufacturers.

The complaint alleges that the defendants, during the period October 1,
1993 through November 30, 1995, conspired to limit the supply of
linerboard, and that the purpose and effect of the alleged conspiracy
was artificially to increase prices of corrugated containers.

The plaintiffs moved to certify a class of all persons in the United
States who purchased corrugated containers directly from any defendant
during the above period, and seek treble damages and attorneys' fees on
behalf of the purported class.

The court granted plaintiffs' motion in September 2001, but modified
the proposed class to exclude those purchasers who purchased corrugated
containers pursuant to contracts in which the price was "not tied to
the price of linerboard."  The court's class certification decision was
affirmed by the Court of Appeals for the Third Circuit on September 5,
2002.

The Company believes that the plaintiffs' allegations have no merit and
does not believe that the outcome of this litigation will have a
material adverse effect on its financial position, results of
operations, or cash flow.


PARADYNE NETWORKS: FL Court Grants Certification To Securities Lawsuit
----------------------------------------------------------------------
The United States District Court for the Middle District of Florida,
Tampa Division certified as a class action the securities lawsuit
pending against Paradyne Networks, Inc. and certain of its officers and
directors:

     (1) Andrew May, Chief Executive Officer and President at the time,

     (2) Patrick Murphy, Chief Financial Officer and Senior Vice
         President,

     (3) Thomas Epley, then Chairman of the Board

     (4) Sean E. Belanger, current President, Chief Executive Officer
         and Chairman of the Board

The amended consolidated complaint alleges violations by the defendants
of the securities anti-fraud provisions of the federal securities laws,
specifically Section 10(b) of the Securities Exchange Act of 1934, as
amended, and Rule 10b-5 promulgated thereunder.  It further alleges
that the individual Defendants are liable under Section 20(a) of the
Securities Exchange Act as "control persons of the Company."  

The plaintiffs purport to represent a class of investors during a
purported class period of September 28, 1999 through September 28, 2000
and allege, in effect, that the defendants during that time, through
material misrepresentations and omissions, fraudulently or recklessly
inflated the market price of the Company's stock by allegedly
erroneously reporting that the Company was performing well, that its
inventories were properly stated, and that its customer base and
product demand were solid.

The defendants filed a motion in May, asking the court to dismiss the
complaint, with prejudice, after which the plaintiffs filed a
memorandum of law in opposition to the motion.  The court denied the
dismissal motion in April 2002.  By order dated October 24, 2002, the
court granted plaintiffs' motion to certify a class, but accepted
defendants' arguments that the class should begin no earlier than March
20, 2000, instead of September 28, 1999 as plaintiffs had proposed.  

The defendants believe the claims are without merit, although they
cannot predict the outcome.


PARADYNE NETWORKS: Shareholders Sue for Securities Act Violations in NY
-----------------------------------------------------------------------
Paradyne Networks, Inc. faces a securities class action filed in the
United States District Court in the Southern District of New York
against the Company, some of the Company's executive officers and the
former Chairman of the Board, and the underwriters of the Company's
initial public offering.

That action alleges that defendants, during the period from July 15,
1999 through December 6, 2000, violated federal securities laws by
allocating shares of the initial public offering to favored customers
in exchange for their promise to purchase shares in the secondary
market at escalating prices.

The Company believes the claims are without merit, although they cannot
predict the outcome.


PERRINI CORPORATION: Plaintiffs File New Fiduciary Duty Lawsuit in MA
---------------------------------------------------------------------
Plaintiffs in the securities class actions pending against Perrini
Corporation filed a new action for breach of fiduciary duty against the
Company's directors in the United States District Court for the
District of Massachusetts.

In May 2001 the Company, including several of its current and former
directors was served with a complaint filed Supreme Court of the State
of New York, County of New York.  Each plaintiff was a holder of the
Company's $21.25 Convertible Exchangeable Preferred Stock.  One
plaintiff is a current Director of the Company and one plaintiff is a
former Director of the Company.  Plaintiffs purported to bring the
action individually and on behalf of the entire class of holders of the
$21.25 Preferred Stock.  The plaintiffs asserted claims for:

     (1) breach of contract,

     (2) breach of fiduciary duty,

     (3) fraud and

     (4) negligent misrepresentation

The plaintiffs principally alleged that the Company and its defendant
directors improperly authorized the exchange of Series B Preferred
Stock for Common Stock without first paying all accrued dividends on
the $21.25 Preferred Stock.  More specifically, plaintiffs alleged that
the Company and its defendant directors violated the terms of the
$21.25 Preferred Stock when, in March 2000, the Company authorized the
exchange of Series B Preferred Stock for Common Stock.

The plaintiffs further alleged that the Company and its directors
issued a false and misleading prospectus in 1987 relating to the
issuance of the $21.25 Preferred Stock.  The plaintiffs sought payment
of accrued dividends, claiming they were owed approximately $11.7
million as of May 3, 2001, and other unspecified punitive and exemplary
damages.

On May 23, 2001, the Company and the directors removed the action from
the Supreme Court of New York to the United States District Court for
the Southern District of New York.  On June 26, 2001, the plaintiffs
filed an amended complaint whereby the plaintiffs limited their suit to
an action for breach of contract against the Company and an action for
breach of fiduciary duty against the directors.  

The Company and the defendant directors moved to dismiss all of the
plaintiffs' claims.  On March 12, 2002, the court dismissed all claims
against the Company and the defendant directors.  In April 2002, the
plaintiffs appealed the dismissal to the United States Court of Appeals
for the Second Circuit.

The Company and the directors are preparing a motion to dismiss all of
the claims in the new suit.

        
PINNACLE SYSTEMS: Court Hears Arguments For Securities Suit Dismissal
---------------------------------------------------------------------
The United States District Court for the Northern District of
California heard oral arguments on Pinnacle Systems, Inc.'s motion to
dismiss the consolidated securities class action filed against it and
certain of its officers and directors.

The suit alleges that defendants violated the federal securities laws
by making false and misleading statements concerning the Company's
business during a putative class period of April 18, 2000 through July
10, 2000.  Plaintiffs seek unspecified damages.

Plaintiffs filed a consolidated amended complaint in December 2000, and
defendants thereafter moved to dismiss that complaint.  In a written
order dated May 7, 2001, the court dismissed the consolidated amended
complaint and permitted plaintiffs to file an amended complaint.  
Plaintiffs filed a second amended complaint in June 2001.  Defendants
thereafter moved to dismiss that complaint.  In a written order dated
January 25, 2002, the court dismissed the second amended complaint and
granted plaintiffs leave to amend.

On March 22, 2002, plaintiffs filed a third consolidated amended
complaint.  The court heard the defendants' motions to dismiss the
plaintiffs' third consolidated amended complaint on November 15, 2002.  

The Company is defending the case vigorously.  The Company has not
accrued any liability related to this contingency since a liability
cannot be reasonably estimated.


SEITEL INC.: TX Court Orders Plaintiffs To File Amended Securities Suit
-----------------------------------------------------------------------
The United States District Court for the Southern District of Texas
ordered plaintiffs in the consolidated securities class actions pending
against Seitel, Inc. to file an amended suit by December 6,2002.

The Company and certain of its former and current officers and
directors were named as defendants in eleven lawsuits alleging
violations of the federal securities laws, all of which were
consolidated by an order entered August 7, 2002.

The suit generally alleges that during the proposed class periods of
May 5, 2000 through May 3, 2002 or July 13, 2000 through April 1, 2002,
the defendants violated sections 10(b) and 20(a) of the Securities and
Exchange Act of 1934, by overstating revenues in violation of generally
accepted accounting principles.  

The suit alleges that defendants improperly recognized revenue and net
income during fiscal years 2000 and 2001 by recording revenue on data
licensing contracts, prior to specific data being selected by and
delivered to its customers, according to an earlier Class Action
Reporter story.

The suit further alleges that top insiders profited illegally from
insider trading in the Company's common stock and earned exorbitant
commissions and bonuses that were tied to reported revenue and
earnings.

The court has appointed a lead plaintiff and lead counsel for
plaintiffs.  No discovery has been conducted.  


SEITEL INC.: Parties To Consolidate Federal Derivative Lawsuits in TX
---------------------------------------------------------------------
Parties in the federal shareholder derivative lawsuits pending against
Seitel, Inc. and its directors and officers have moved to consolidate
the suits.

The Company has been named as a nominal defendant in seven stockholder
derivative actions filed in various courts:  

     (1) Almekinder v. Frame, Valice, Pearlman, Craig, Lerner,
         Stieglitz, Zeidman, Hoffman, and Seitel, Inc., United States
         District Court for the Southern District of Texas,

     (2) Basser v. Frame, Valice, Kendrick, Pearlman, Fiur, Zeidman,
         Stieglitz, Craig, Lerner, and Seitel, Inc., United States
         District Court for the Southern District of Texas,

     (3) Berger v. Frame, Pearlman, Valice, Craig, Stieglitz, Lerner,
         Zeidman, Fiur, and Seitel, Inc., the Court of Chancery, State
         of Delaware, Castle County,

     (4) Chemical Valley & North Central West Virginia Carpenters
         Pension Plan v. Frame, Valice, Hoffman, Pearlman, Craig,
         Lerner, Stieglitz, Zeidman, Fuir, and Seitel, Inc., United
         States District Court for the Southern District of Texas,

     (5) Couture v. Frame, Valice, Craig, Lerner, Stieglitz, Zeidman,
         Hoffman, and Seitel, Inc., the 80th Judicial District Court,
         Harris County, Texas,

     (6) Talley v. Frame, Valice, Pearlman, Craig, Lerner, Stieglitz,
         Zeidman, Hoffman, and Seitel, Inc., 151st Judicial District
         Court, Harris County, Texas and

     (7) Zambie v. Frame, Pearlman, Valice, Craig, Zeidman, Lerner,
         Stieglitz, Fiur, Ernst & Young, LLP, and Seitel, Inc., the
         333rd Judicial District Court, Harris County, Texas.  

The plaintiffs generally allege that the defendants breached and
conspired to breach fiduciary duties to the Company's shareholders by
failing to maintain adequate accounting controls and by using improper
accounting and auditing practices and procedures.  Certain of the
plaintiffs also assert causes of action for mismanagement, waste of
corporate assets and unjust enrichment.  The Zambie case also alleges
professional negligence against Ernst & Young LLP.  

The Company's Board of Directors has appointed a special litigation
committee, which is conducting an independent investigation of the
allegations asserted in the derivative lawsuits, which it expects to be
completed in December 2002.  No discovery has been conducted.  

The parties have agreed to stay the Delaware case pending completion of
the investigation.  The parties have agreed to stay the Texas state
court cases pending the outcome of the Texas federal court derivative
cases.  The parties have moved to consolidate the federal-court
derivative cases, which the defendants have moved to stay pending
completion of the investigation.



SIT INC.: Voluntarily Recalls 80,000 Plastic Chairs For Injury Hazard
---------------------------------------------------------------------
S.I.T., Inc. is cooperating with the United States Consumer Product
Safety Commission (CPSC) by voluntarily recalling about 80,000 plastic
stack chairs.  The chairs can collapse during use, causing the consumer
to suffer injuries from falls.  The Company has received two reports of
the chairs collapsing.  No injuries have been reported.

This recall involves "Cometa" green and white plastic stack chairs.  
UPC numbers 0-82294-319754 (white) and 0-82294-319785 (green) are
located on a label on the front of the chair.  "Made in Italy" and "Not
Recommended for Use on Polished or Smooth Surfaces" are also printed on
the label.

Drug stores sold the plastic stack chairs nationwide from April
2000 through September 2002, for between $4 and $6.

For more information, contact the Company by Phone: (800) 611-4664
between 9 am and 5 pm ET Monday through Friday.


UNITED KINGDOM: Customs' Seizure Of Illicit Goods, Cars Could Be Legal
----------------------------------------------------------------------
The seizure of illicit goods and cars from hundreds of cross-Channel
shoppers could have been legal, even though Custom officials treated
travellers in a heavy-handed manner and the "stops" were invalid, the
Financial Times reports.  UK officials have been experiencing some
concern that large compensation claims may be lodged against Customs
for the seizures, or if not for the seizures generally, then for
seizing individuals' goods destined for personal, not commercial, use.

Hundreds of cases have been in limbo following a lower court ruling
which criticized the manner in which Custom officials have been
pursuing suspected smugglers traveling across the Channel to shop.  It
has been unclear whether, if the "random" stops by Customs were
unlawful, the seizure was also illegal.

A Court of Appeal's recent ruling, however, has cleared the way for a
backlog of cases to proceed by Customs and for destruction of the
contraband goods to be sought.  The three appeal court judges said the
divisional court had been wrong to conclude that "if the stop and check
were invalid, then so, necessarily, was the ensuing seizure."

Customs will, however, need to show that it was more likely than not
that the passenger was bringing in the goods for commercial purposes,
rather than personal use.  Nonetheless, Customs & Excise welcomed the
appeal court's ruling, adding that it should also "mean an end to
speculation about large compensation claims against Customs for the
seizure of goods and vehicles."

However, lawyers suggested that Customs might still be potentially
liable to compensate some shoppers, who simply had been unable to
persuade officials that their seized goods were not for commercial use.  
"It would not surprise me, given the number of individuals involved, if
Customs & Excise do not end up facing a class-action lawsuit over this
issue," said Sally Saltissi at the Dechert law firm.


WISCONSIN: State Inaction Over Legal Assistance For Poor Spurs Lawsuits
-----------------------------------------------------------------------
Attorney General-elect Peggy Lautenschlager said the U.S. Constitution
leaves little choice but for the state to change its outdated
qualifications of who can obtain state-paid legal counsel, Associated
Press Newswires reports.

"It's the law," said Ms. Lautenschlager.  "Obviously, it is very
serious.  It impacts the entire criminal justice system, and puts the
state at risk for a class-action lawsuit.  It presents problems,
including ethical dilemmas for prosecutors and problems for judges.  I
think in the long run, not only does it delay the system, but it costs
taxpayers more money."

The Milwaukee Journal-Sentinel has reported that poor people accused of
crimes in Wisconsin are being denied their constitutional right to
legal counsel because the guidelines for qualifying for public
defenders in Wisconsin have not been raised in 15 years.  A single
person living on as little as $248 a month does not qualify for state-
funded assistance, the newspaper's investigation found.  That figure is
nearly $500 per month below the current federal poverty line.

The American Civil Liberties Union of Wisconsin said it would review
the situation.  The constitution mandates that people who face
incarceration and want counsel but cannot afford it, must be given an
attorney at government expense.

The fact that the guidelines still are tabbed at 80 percent of the 1987
poverty level is a mistake in itself, said Senator Albert Darling, R-
River Hills, and co-chairwoman of the Senate Joint Finance Committee.  
"We have to analyze where other states are.  Constitutional rights are
extremely important," the Senator said.

However, Governor-elect James Doyle, while expressing sympathy for
those denied the representation required by the law of the land,
stopped short of backing any specific remedy.  "Here you see hard-
working people, perhaps totally innocent, accused of a crime, who are
not provided with any kind of legal services.  There is always a
balance of what the law requires and what you can afford.  I hope maybe
working with the (office of the state) public defender and the State
Bar, we can figure out some ways, maybe, to organize things a little
differently."

According to a current state public defender's office budget proposal,
an additional 11,000  poor people charged with crimes would qualify for
public defenders if appropriate guidelines were adopted.  That proposal
will be sitting on Governor Doyle's desk when he takes office in
January.  It would cost Wisconsin taxpayers $4.3 million yearly.

Senate Majority Leader-elect Mary Panzer, R-West Bend, said it would be
premature to comment on whether she thinks there is political will in
the Legislature to raise the guidelines.  The Legislature first needs
to analyze the issue, she said.


                             Asbestos Alert


ASBESTOS LITIGATION: Florida Drywall Worker Wins $1.8M Asbestos Verdict
-----------------------------------------------------------------------
A jury of three women and three men in Broward County Circuit Court
awarded Yves Lagueux, a 52-year-old Hollywood, Florida drywall worker,
a US$1.8 million verdict against Union Carbide Corporation for on-the-
job exposure in the 1970s to a drywall tape joint compound containing
harmful asbestos extracted from the company's former King City,
California mine.  

The case was brought to trial by the Miami-based personal injury law
firm of Ferraro & Associates and its Cleveland office, Kelley &
Ferraro.  As a result of his exposure to asbestos in the ready mix
joint compound manufactured by Georgia Pacific, Mr. Lagueux was
diagnosed in August 2000, with asbestosis.

"While the verdict is meaningful, it does not replace the pain and
suffering caused by Union Carbide to Mr. Lagueux," says James L.
Ferraro, managing partner of Ferraro & Associates.  "Moreover, the
$1,500 offered by Union Carbide to settle the case was disgraceful and
insulting to Mr. Lagueux."

The jury, which deliberated less than three hours, awarded Mr. Lagueux
$36,000 for past pain and suffering and $1.764 million for anticipated
future pain and suffering.

According to testimony in the four-week trial before Judge O. Edgar
Williams, Jr. in Hollywood, Mr. Lagueux, who emigrated to the United
States from Canada at age 17, was exposed to the harmful asbestos-
containing drywall paste while working as a dry wall finisher in
Connecticut and later in Florida.  His duties included applying the
joint compound between drywall sections and then sanding the compound
after it hardened.  According to testimony, this process caused him to
breathe in the ready mix dust that contained Calidria asbestos.  Joint
compound products sold today no longer contain asbestos.

"This is the first case in the country in which a jury has awarded
damages against Union Carbide stemming from its Calidria products,"
says Michael V. Kelley, managing partner of Kelley & Ferraro.

Mr. Lagueux worked as a drywall finisher for various home construction
companies from 1969 until 1973 in Connecticut and until 1978 in
Florida.  Since then, he has also worked in other aspects of home
construction in Florida.

Asbestosis causes shortness of breath and scarring of the lungs.  It
becomes progressively worse and leads to a shortened life expectancy.  
The diagnosis of Mr. Lagueux, a Resident Alien, was complicated,
because he also suffers from histoplasmosis, another lung disease,
which is a fungal infection believed to be caused from the dust of bird
droppings while working as a young man on a farm in his native Quebec.

Handling the case for Ferraro & Associates was David A. Jagolinzer and,
for Kelley & Ferraro, John A. Sivinski and Lori A. Luka.


ASBESTOS LITIGATION: Firms Reveal Findings on Asbestos to Avoid Suits
---------------------------------------------------------------------
Advance Auto Parts Inc. stated in its quarterly 10-Q report that its
Western Auto subsidiary, "with other defendants including automobile
manufacturers, automotive parts manufacturers and other retailers," had
been named in a number of asbestos lawsuits.

A week later, AutoZone Inc. issued a press release saying that it, too,
had been named in asbestos lawsuits.  Since it doesn't manufacture or
install brakes, AutoZone said it "does not believe it has material
liability in these cases, and will vigorously defend each case."

Four hours after the AutoZone release, Pep Boys Inc. issued a statement
acknowledging that it was involved in such litigation, but that the
lawsuits weren't "material to the company's financial position or
results of operations."  Some disclosures are simply to reassure
investors that the company has nothing to disclose.

After another faucet company revealed it faced asbestos lawsuits, Masco
Corp. of Taylor, Mich., hustled out a release Nov. 19 saying it didn't
face any asbestos litigation.

Another firm, Swedish-based Hoganas AB, said it had no asbestos claims
confronting it. Furthermore, the metal-powder manufacturer said,
"Hoganas' production facilities inside and outside Sweden are not and
have not been engaged in any kind of operation involving asbestos."

If there's nothing there, why even bring it up? Hoganas said it was
responding to "queries received recently concerning asbestos-related
claims for damages."

All the denials sometimes do little good, at least in the short term.
On the day AutoZone denied liability in asbestos lawsuits, its stock
closed down $2.98, off 3.6 percent. Pep Boys' shares dropped 66 cents,
down 5.7 percent.

Advance Auto Parts, which started the spate of auto-part disclosures,
fell 58 cents, down 1.2 percent, on Nov. 19, even though its shares had
climbed 50 cents a week earlier when it filed its quarterly report.

"Some courts have interpreted that to mean that 'Well, if you say
something or you don't say something and the stock price changes,
clearly a reasonable investor would have wanted to know that ahead of
time,' " said Mr. Sokobin, the SEC economist.  

Mr. Steinberg, the former SEC attorney who is now a law professor at
Southern Methodist University, said a lot of the additional disclosures
won't be important to investors.  However, it's important that
investors have the maximum amount of information to make investment
decisions, with everyone on a level playing field, he said.


ASBESTOS ALERT: Boise Cascade Faces Asbestos Related Litigation
----------------------------------------------------------------
Boise Cascade Corporation (NYSE: BCC) has been named a defendant in a
number of cases where the plaintiffs allege asbestos-related injuries
from exposure to asbestos products or exposure to asbestos while
working at a job site over the past several years, and continuing in
the third quarter of 2002.  

The claims vary widely and often are not specific about the plaintiff's
contacts with Boise or with any of its facilities.  None of the claims
seek damages individually, and Boise is generally one of numerous
defendants.  Most of the cases filed have been voluntarily dismissed,
although Boise has settled some cases for a nominal amount.  

The settlements paid have been covered largely by insurance, and Boise
believes any future settlements or judgments would be similarly
covered.  To date, no asbestos case against the Company has gone to
trial, and the nature of these cases makes any prediction as to the
outcome of pending litigation inherently subjective.  At this time,
however, the Company believes its involvement in asbestos litigation is
not material to either its financial position or its results of
operations.


COMPANY PROFILE

Boise Cascade Corporation (NYSE: BCC)
1111 W. Jefferson St.
Boise, ID 83728-0001    
Phone: 208-384-6161
Fax: 208-384-7189
http://www.bc.com
  
Employees               : 24,168
Revenue                 : $7,422,200,000
Net Income              : $(42,500,000)
Assets                  : $4,934,000,000
Liabilities             : $3,355,700,000

(As of December 31, 2001)

Description: With more than two million acres of US timberlands, Boise
Cascade distributes office products and produces paper and building
materials. Boise operates about 25 building-products mills, five paper
mills, and nearly 30 wholesale building-material distribution centers.
Its Boise Office Solutions subsidiary distributes office supplies
through about 65 distribution centers and more than 100 retail outlets
in Australia, Canada, New Zealand, and the US. Building and paper
products include plywood, particleboard, newsprint, market pulp,
containerboard, and uncoated free sheet paper.


ASBESTOS ALERT: CIRCOR, Subsidiaries Battle 10,000 Asbestos Claimants
---------------------------------------------------------------------
CIRCOR International and its subsidiaries, Leslie Controls, Inc.,
Spence Engineering Company, Inc., and Hoke, Inc., collectively have
been named as defendants or third-party defendants in asbestos related
claims brought on behalf of around 10,000 plaintiffs against anywhere
from 50 to 400 defendants.

In some instances, CIRCOR also has been named as successor in interest
to one or more of these subsidiaries.  The cases brought on behalf of
the vast majority of claimants seek unspecified compensatory and
punitive damages against all defendants in the aggregate.  

However, with respect to the complaints filed on behalf of
approximately 121 plaintiffs in New York, each plaintiff seeks $5.0
million compensatory damages and $5.0 million punitive damages against
the aggregate of defendants under each of six causes of action.

Similarly, with respect to the complaints filed in California on behalf
of eleven claimants, each plaintiff seeks approximately $400,000
compensatory damages and $2.5 million punitive damages against the
aggregate of defendants.   


COMPANY PROFILE

CIRCOR International, Inc. (NYSE: CIR)
35 Corporate Dr.
Burlington, MA 01803    
Phone: 781-270-1200
Fax: 781-270-1299
http://www.circor.com

Employees               : 1,900
Revenue                 : $343,100,000
Net Income              : $15,600,000
Assets                  : $386,100,000
Liabilities             : $163,700,000

(As of December 31, 2001)
  
Description: CIRCOR makes instrumentation and fluid regulation
products, including precision valves, tube and pipe fittings, and
regulators for hydraulic, pneumatic, cryogenic, and steam systems.
CIRCOR's remaining sales come from making valves and other products for
the oil and gas industry. The company's products are sold through
distributors in some 90 countries to the aerospace, oil,
pharmaceuticals, and power industries. US customers account for two-
thirds of sales. CIRCOR was spun off from Watts Industries in 1999.
Timothy Horne, a CIRCOR director and CEO of Watts, and his family own
about 29% of the company.


ASBESTOS ALERT: CONSOL Energy's Subsidiary Faces 21,000 Asbestos Suits
----------------------------------------------------------------------
One of CONSOL Energy's subsidiaries, Fairmont Supply Company, which
distributes industrial supplies, currently is defending against
approximately 21,000 asbestos claims in state courts in Pennsylvania,
Ohio, West Virginia and Mississippi.  Because a very small percentage
of products manufactured by third parties and supplied by Fairmont in
the past may have contained asbestos and many of the pending claims are
part of mass complaints filed by hundreds of plaintiffs against a
hundred or more defendants, it has been difficult for Fairmont to
determine how many of the cases actually involve valid claims or
plaintiffs who were actually exposed to asbestos-containing products
supplied by Fairmont.

In addition, while Fairmont may be entitled to indemnity or
contribution in certain jurisdictions from manufacturers of identified
products, the availability of such indemnity or contribution is unclear
at this time and, in recent years, some of the manufacturers named as
defendants in these actions have sought protection from these claims
under bankruptcy laws.  Fairmont has no insurance coverage with respect
to these asbestos cases.

To date, payments by Fairmont with respect to asbestos cases have not
been material.  However, there cannot be any assurance that payments in
the future with respect to pending or future asbestos cases will not be
material to the financial position, results of operations or cash flows
of CONSOL Energy.


COMPANY PROFILE

CONSOL Energy Inc. (NYSE: CNX)
Consol Plaza, 1800 Washington Rd.
Pittsburgh, PA 15241-1421   
Phone: 412-831-4000
Fax: 412-831-4103
http://www.consolenergy.com/

Employees              : 7,523
Revenue                : $1,050,000,000
Net Income             : $1,100,000,000
Assets                 : $4,297,600,000
Liabilities            : $4,026,100,000

(As of December 31, 2001)
  
Description: CONSOL is one of the US's three largest coal mining
companies, along with Peabody and Arch Coal. The company primarily
mines bituminous coal, which burns cleaner than lower grades. Customers
include electric utilities, steel mills, and trading companies.
CONSOL's Buchanan Production and Pocahontas Gas subsidiaries recover
coalbed methane, an increasingly popular fuel for producing
electricity. Another subsidiary, Fairmont Supply, distributes mining
and industrial supplies throughout the US. Germany-based conglomerate
RWE owns 74% of the company.


ASBESTOS ALERT: Dalmine SPA Faces Lawsuits Over Asbestos Liabilities
--------------------------------------------------------------------
Three of Dalmine SPA's former managers have been named as defendants in
a criminal proceeding, arising from the death of, or, in some cases,
injuries to certain employees, before the Court of Bergamo, Italy,
based on alleged negligence in having omitted to inform the employees
working in a specific area of the mill of the risks connected with the
use of asbestos and for having omitted to take any measures to prevent
the risks connected with the use of asbestos in certain areas of
Dalmine's manufacturing facilities from 1960 to the early 1980s.  
If its former managers are held responsible, Dalmine will be liable for
damages to the 20 affected employees or their respective estates, as
applicable.

Dalmine is also a defendant in two civil proceedings for work-related
injuries arising from its use of asbestos.  The first of these
proceedings was instituted on February 14, 2001, before the Court of
Bergamo, Italy, by the estate of Luigi Pedruzzi, for damages in an
aggregate amount of approximately E640,000.  The other proceeding was
instituted on June 5, 2001, before the Commissione Provinciale di
Conciliazione of Bergamo, Italy, the mediation commission for the
province of Bergamo, by the estate of Elio Biffi for an aggregate
amount of approximately E770,000.

In addition, some other asbestos-related out-of-court claims have been
forwarded to Dalmine.  The aggregate relief currently sought in out-of-
court claims is approximately E3.8 million, although damages have not
yet been specified in some cases.

Of the 39 claims (inclusive of the 20 claims of the affected employees
relating to the criminal proceeding and the out-of-court claims), 16
incidents have already been settled, either by Dalmine or by Dalmine's
insurer.  Dalmine estimates that its potential liability in connection
with the remaining cases not yet settled or covered by insurance is
approximately E6.3 million.  This amount was recognized as a provision
for liabilities and expenses as of June 30, 2002.

While Dalmine may be subject to additional asbestos-related claims in
the future, Tenaris, based on recent trends at Dalmine, does not
believe that asbestos-related liabilities arising from claims already
filed against Dalmine or from future asbestos-related claims are
reasonably likely to be, individually or in the aggregate, material to
its results of operations, liquidity and financial condition.


COMPANY PROFILE

Dalmine S.p.A.
Piazza Caduti, 6 Luglio 1944, 1
Dalmine, Bergamo, Italy      
Phone: +39-035-56-0111
Fax: +39-035-5603827
http://www.dalmine.it

Employees                : 3,272
Revenue                  : $905,200,000
Net Income               : $(2,800,000)
Assets                   : $860,200,000
Liabilities              : $667,800,000

(As of December 31, 2001)
  
Description: Dalmine produces drawn carbon steel pipes, fiberglass
pipes, welded and seamless stainless steel pipes, and gas cylinders
from seamless tubes. Customers include automobile makers, gas and water
companies, bearing makers, industrial and medical gas companies, and
power producers. Seamless pipe, the company's principal product, is
made in sizes ranging from 12 mm to 711 mm in diameter. Seamless pipe,
the company's principal product, is made in sizes ranging from 12 mm to
711 mm in diameter. Technit, the Netherlands-based holding company,
owns about 47% of Dalmine.  


ASBESTOS ALERT: EnPro, Subsidiaries Reveal Asbestos Related Liabilities
-----------------------------------------------------------------------
Certain of the EnPro Industries Inc.'s subsidiaries, primarily Garlock
Sealing Technologies, LLC and The Anchor Packing Company, have been
among a number of defendants (typically 15 to 40 and often more than
100) in actions filed in various jurisdictions by plaintiffs alleging
injury or death as a result of exposure to asbestos fibers.

Except for claims against Garlock and Anchor, the number of claims to
date has not been significant.  Among the products at issue in those
actions are industrial sealing products, predominantly gaskets and
packing products, manufactured and/or sold by Garlock or Anchor.  The
damages claimed vary from action to action and in some cases plaintiffs
seek both compensatory and punitive damages.

To date, neither Garlock nor Anchor has been required to pay any
punitive damage awards, although there can be no assurance that they
will not be required to do so in the future.  Liability for
compensatory damages has historically been allocated among all
responsible defendants, thus limiting the potential monetary impact of
a particular judgment or settlement on any individual defendant.

Since the first asbestos-related lawsuits were filed against Garlock in
1975, Garlock and Anchor have processed approximately 500,000 asbestos
claims to conclusion and, together with their insurers, have paid
approximately $780 million in settlements and judgments at a cost in
fees and expenses of approximately $265 million.

Of those claims resolved, approximately 2% have been claims of
plaintiffs alleging the disease mesothelioma, approximately 6% have
been claims of plaintiffs with lung or other cancers, and approximately
92% have been claims of plaintiffs alleging asbestosis, pleural plaques
or other impairment of the respiratory system of varying degree.  
Because the more serious disease cases tend to work through the system
more quickly than the non-malignancy cases and the cases filed by those
who are not impaired, the Company believes that the disease mix in its
current open caseload, on a percentage basis, is even more skewed
toward pleural plaques and includes a large number of claims made by
plaintiffs who have suffered no disease and have no measurable
impairment of any kind.  In fact, while there are many cases in its
current open caseload about which it has no disease information, the
Company is only aware of around 7,000 that involve a claimant with
mesothelioma, lung cancer or some other cancer.

The Company believes that Garlock and Anchor are in a favorable
position compared to many other asbestos defendants because, among
other things, the asbestos-containing products formerly sold by Garlock
and Anchor were encapsulated, which means the asbestos fibers were
incorporated into the product during the manufacturing process and
sealed in a binder.  They are also non-friable, which means they cannot
be crumbled by hand pressure.  

The Occupational Safety and Health Administration, which began
generally requiring warnings on asbestos-containing products in 1972,
has never required that a warning be placed on products such as
Garlock's gaskets. Notwithstanding that no warning label has been
required, Garlock included one on all of its asbestos-containing
products beginning in 1978.  Further, gaskets such as those previously
manufactured and sold by Garlock are one of the few asbestos-containing
products still permitted to be manufactured under regulations of the
Environmental Protection Agency.

Since the mid-1980s, US sales of asbestos-containing industrial sealing
products have not been a material part of Garlock's sales and those
sales have been predominantly to sophisticated purchasers such as the
U.S. Navy and large petrochemical facilities.  These purchasers
generally have extensive health and safety procedures and are familiar
with the risks associated with the use and handling of industrial
sealing products that contain asbestos.  Garlock discontinued
distributing asbestos-containing products in the US during 2000 and
worldwide in mid-2001.

Garlock settles and disposes of actions on a regular basis.  In
addition, some actions are disposed of at trial.  Garlock's historical
settlement strategy has been to try to match the timing of payments
with recoveries received from insurance which, as described later, are
currently limited to $80million per year.  However, in 1999 and 2000,
Garlock implemented a short-term aggressive settlement strategy.  

The purpose of this short-term strategy was to achieve a permanent
reduction in the number of overall asbestos claims through the
settlement of a larger than normal number of claims, including some
claims not yet filed as lawsuits.  Mainly due to this short-term
aggressive settlement strategy, but also because of a significant
overall increase in claims filings, the settlement amounts paid in
2001, 2000 and 1999 increased over prior periods.

In 2001, Garlock resumed its historical settlement strategy.  In fact,
Garlock reduced new settlement commitments from $180million in 2000 to
$94million in 2001 and is on pace to reduce new commitments further in
2002.  However, because of commitments made in 1999 and 2000 that will
be paid over a number of years, the settlement amounts that Garlock
will pay in 2002 through 2005 will continue to include amounts for
settlements made during 1999, 2000 and early 2001, when the short-term
strategy was employed.

Settlements are made without any admission of liability and are
generally made on a group basis with payments made to individual
claimants over a period of one to four years.  Settlement amounts vary
depending upon a number of factors, including the jurisdiction where
the action was brought, the nature of the disease alleged and the
associated medical evidence, the occupation of the plaintiff, the
presence or absence of other possible causes of the plaintiff's alleged
illness, the availability of legal defenses, such as the statute of
limitations, and whether the action is an individual one or part of a
group.  Garlock's allocable portion of the total settlement amount for
an action typically has ranged from 1% to 2% of the total amount paid
by all defendants in the action.

Before any payment on a settled claim is made, the claimant is required
to submit a medical report acceptable to Garlock substantiating the
asbestos-related illness and meeting specific criteria of disability.
In addition, sworn testimony that the claimant worked with or around
Garlock asbestos-containing products is required.  Generally, the
claimant is also required to sign a full and unconditional release of
Garlock, its subsidiaries, parent, officers, directors, affiliates and
related parties from any liability for asbestos-related injuries or
claims.

When a settlement demand is not reasonable given the totality of the
circumstances, Garlock generally will try the case.  Garlock has been
successful in winning a substantial majority of the cases it has tried
to verdict. Garlock's share of adverse verdicts in these cases in the
first nine months of 2002, together with the years 2001 and 2000,
totaled approximately $5million in the aggregate, and some of those
verdicts are on appeal.

The insurance coverage available to Garlock is substantial. As of
September30, 2002, Garlock had available $938million of insurance
coverage from carriers that we believe to be solvent. Garlock
classifies $61million of otherwise available insurance as insolvent. Of
the solvent insurance, $690million (74%) is with US-based carriers
whose credit rating by S&P is investment grade (BBB)or better,
$115million (12%) is with other solvent US carriers and $133million
(14%) is with various solvent London market carriers.

Of the $938million, $147million is allocated to claims that have been
paid by Garlock and submitted to its insurance companies for
reimbursement and $122million has been committed to claim settlements
not yet paid by Garlock. Thus, at September30, 2002, $669 million
remained available for future asbestos-related payments.

Arrangements with Garlock's insurance carriers limit the amount that
can be received by it in any one year.  The amount of insurance
available to cover asbestos-related payments by Garlock currently is
limited to $80million per year.  This limit automatically increases by
8% every three years, and the next scheduled increase is in 2003.
Amounts paid by Garlock in excess of this annual limit that would
otherwise be recoverable from insurance may be collected from the
insurance companies in subsequent years so long as insurance is
available, subject to the annual limit available in each subsequent
year. As a result, Garlock is required to pay out of its own cash any
amounts paid to settle or dispose of asbestos-related claims in excess
of the annual limit and collect these amounts from its insurance
carriers in subsequent years.

Anchor is an inactive and insolvent subsidiary of Coltec. The insurance
coverage available to Anchor of approximately $9 million as of
September30, 2002 is fully committed. Anchor continues to pay
settlement amounts covered by its insurance but has not committed to
settle any further actions since 1998. As cases reach the trial stage,
Anchor is typically dismissed without payment.

EnPro is pursuing various options, such as raising the annual limit and
commuting policies at discounted values, to ensure as close a match as
possible between payments by Garlock and recoveries received from
insurance carriers. There can be no assurance that Garlock will be
successful as to any or all of these options.

Insurance coverage for asbestos claims is not available to cover
exposures initially occurring on and after July1, 1984. Garlock and
Anchor continue to be named as defendants in new actions, a few of
which allege initial exposure after July1, 1984. To date, no payments
with respect to these claims, pursuant to a settlement or otherwise,
have been made. In addition, Garlock and Anchor believe that they have
substantial defenses to these claims and therefore automatically reject
them for settlement. However, there can be no assurance that any or all
of these defenses will be successful in the future.

In accordance with internal procedures for the processing of asbestos
product liability actions and due to the proximity to trial or
settlement, certain outstanding actions against Garlock and Anchor have
progressed to a stage where the cost to dispose of these actions can
reasonably be estimated. These actions are classified as actions in
advanced stages and are included in the table as such below. With
respect to outstanding actions against Garlock and Anchor that are in
preliminary procedural stages, as well as any actions that may be filed
in the future, EnPro believes that insufficient information exists upon
which judgments can be made as to the validity or ultimate disposition
of such actions. Therefore, EnPro believes that it is impossible to
estimate with any degree of accuracy or reasonableness what, if any,
potential liability or costs may be incurred.


COMPANY PROFILE

EnPro Industries, Inc. (NYSE: NPO)
5605 Carnegie Blvd.
Charlotte, NC 28209-4674    
Phone: 704-731-1500
Fax: 704-731-1511
http://www.enproindustries.com
  
Employees                : 4,500
Revenue                  : $174,200,000
Net Income               : $(500,000)
Assets                   : $996,800,000
Liabilities              : $590,100,000

(As of quarter end September 30, 2002)

Description: EnPro Industries, once a subsidiary of Goodrich
Corporation, was created with Goodrich's acquisition of Coltec
Industries. EnPro manufactures products for a wide variety of customers
in the agricultural, home heating, automotive, heavy-duty vehicle, and
marine propulsion industries. Its products include industrial sealing
systems (seals and gaskets), air compressors, wheel-end systems for
large trucks and trailers, large diesel engines (used in naval ships,
locomotives, and electric power plants), self-lubricated bearings, and
sealing components for reciprocating compressors. EnPro was spun off
from Goodrich in 2002.


ASBESTOS ALERT: Special Metals, Subsidiary Face Asbestos Related Suits
----------------------------------------------------------------------
Huntington Alloys, a domestic subsidiary of the Special Metals Corp.,
is a co-defendant in various consolidated and unconsolidated actions by
plaintiffs, including former employees of Special Metals Corp and
former employees of contractors to Special Metals, alleging exposure to
asbestos at its West Virginia facility.  Plaintiffs' counsel has also
informed Huntington that they intend to add similar claims by
additional plaintiffs.

Insurance coverage is available for some of these proceedings.  To
date, no asbestos claims have gone to trial, and as a result of the
Bankruptcy filing all claims against Huntington have been stayed.

Jurisdiction over all asbestos cases pending in the State of West
Virginia has been transferred to the Mass Litigation Panel, a panel
established by the West Virginia Supreme Court of Appeals to streamline
the processes and procedures for resolving asbestos cases.  Because the
courts permitted Huntington to engage in only limited discovery with
respect to the merits of the claims asserted against it, the Company is
not able to reasonably estimate what the ultimate loss, if any, will be
with respect to these matters.

However, the damages sought by plaintiffs in these actions, if the
company was required to pay them, could have a material adverse effect
on the business, financial condition, results of operations or cash
flows of the Company.


COMPANY PROFILE

Special Metals Corporation (OTC: SMCXQ)
4317 Middle Settlement Rd.
New Hartford, NY 13413-5392    
Phone: 315-798-2900
Fax: 315-798-6823
Toll Free: 800-334-8351
http://www.specialmetals.com

Employees               : 3,188
Revenue                 : $729,300,000
Net Income              : $(55,600,000)
Assets                  : $700,600,000
Liabilities             : $679,200,000

(As of December 31, 2001)
  
Description: Special Metals makes nickel-based alloys and superalloys
for aircraft engine rotating components and other high-performance
systems. The company's products are designed to withstand extreme heat,
stress, and corrosion. They are available as billet, plate, and tube;
extruded shapes; and wire and welding consumables. Special Metals'
Premium Alloys Division makes wrought superalloys and superalloy
powders. The company sells primarily to the aerospace industry. It has
plants in the US and Europe. French specialty metals maker Eramet owns
about 39% of Special Metals. With its sales weakened by a sagging US
economy and imports, in early 2002 Special Metals filed Chapter 11; it
was delisted from the NASDAQ that April.


ASBESTOS ALERT: PEPCO Traces Background of Asbestos Related Litigation
---------------------------------------------------------------------
During 1993, Pepco Holdings, Inc. was served with amended complaints
filed in three jurisdictions (Prince George's County, Baltimore City
and Baltimore County), in separate ongoing, consolidated proceedings
each denominated, "In re: Personal Injury Asbestos Case."  

Pepco (and other defendants) were brought into these cases on a theory
of premises liability under which plaintiffs argue that Pepco was
negligent in not providing a safe work environment for employees of its
contractors who allegedly were exposed to asbestos while working on
Pepco's property.  Initially, a total of approximately 448 individual
plaintiffs added Pepco to their Complaints.  While the pleadings are
not entirely clear, it appears that each plaintiff seeks $2 million in
compensatory damages and $4 million in punitive damages from each
defendant.  

In a related proceeding in the Baltimore City case, Pepco was served,
in September 1993, with a third-party complaint by Owens Corning
Fiberglass, Inc. (Owens Corning) alleging that Owens Corning was in the
process of settling approximately 700 individual asbestos-related cases
and seeking a judgment for contribution against Pepco on the same
theory of alleged negligence set forth above in the plaintiffs' case.  

Subsequently, Pittsburgh Corning Corp. (Pittsburgh Corning) filed a
third-party complaint against Pepco, seeking contribution for the same
plaintiffs involved in the Owens Corning third-party complaint.  Since
the initial filings in 1993, approximately 90 additional individual
suits have been filed against Pepco.  The third-party complaints
involving Pittsburgh Corning and Owens Corning were dismissed by the
Baltimore City Court during 1994 without any payment by Pepco.  

While the aggregate amount specified in the remaining suits would
exceed $400 million, Pepco believes the amounts are greatly
exaggerated, as were the claims already disposed of.  The amount of
total liability, if any, and any related insurance recovery cannot be
precisely determined at this time; however, based on information and
relevant circumstances known at this time, Pepco does not believe these
suits will have a material adverse effect on its financial position.  
However, an unfavorable decision rendered against Pepco could have a
material adverse effect on results of operations in the year in which a
decision is rendered.

On October 24, 2000, the City of Vineland, New Jersey (City), filed an
action in a New Jersey Superior Court to acquire ACE electric
distribution facilities located within the City limits by eminent
domain.  On March 13, 2002, ACE and the City signed an agreement that
provides for ACE to sell the electric distribution facilities within
the City limits, and the related customer accounts, for $23.9 million.  
The proceeds are being received in installments as milestones are met,
and are proceeding on schedule.  The remaining proceeds should be
received in the second quarter of 2004, when the final milestones will
be completed.  At that time the assets and customers will be
transferred to the City and the sale will be recorded by ACE.

The Company, through its subsidiaries, is involved in other legal and
administrative (including environmental) proceedings before various
courts and agencies with respect to matters arising in the ordinary
course of business.  Management is of the opinion that the final
disposition of these proceedings will not have a material adverse
effect on the Company's financial position or results of operations.


COMPANY PROFILE

Pepco Holdings, Inc. (NYSE: POM)
701 9th St. Northwest
Washington, DC 20068   
Phone: 202-872-2000
Fax: 202-331-6750
http://www.pepcoholdings.com

Employees                : 2,449
Revenue                  : $2,502,900,000
Net Income               : $168,400,000
Assets                   : $5,285,900,000
Liabilities              : $3,377,900,000

(As of December 31 2001)    
  
Description: Pepco Holdings (formerly Potomac Electric Power) has more
power than any politician in the populace of the US capital. The
holding company distributes electricity to more than 700,000 customers
in Washington, DC, and Maryland through subsidiary Potomac Electric
Power. Pepco Holdings has expanded its distribution territory by buying
Conectiv, which serves 1.1 million electric and natural gas customers
in four northeastern states. Deregulation has taken effect in the
region, and the utilities have sold most of their power generation
assets. Pepco Holding's non-regulated subsidiaries market electricity
and gas and provide energy management and telecom services. The company
also has international energy interests.


ASBESTOS ALERT: Tenneco Labels "Without Merit" Asbestos, Other Lawsuits
-----------------------------------------------------------------------
Tenneco Automotive Inc (NYSE: TEN) from time to time is involved in
legal proceedings or claims that are incidental to the operation of its
businesses including injuries due to product failure, design or
warnings issues, asbestos exposure, or other product liability related
matters).

Tenneco will continue to vigorously defend itself from all of these
claims.  Although the ultimate outcome of any legal matter cannot be
predicted with certainty, based on present information, including its
assessment of the merits of the particular claim, Tenneco does not
expect that these legal proceedings or claims will have any material
adverse impact on its consolidated financial condition or results of
operations.


COMPANY PROFILE

Tenneco Automotive Inc. (NYSE: TEN)
500 North Field Dr.
Lake Forest, IL 60045    
Phone: 847-482-5000
Fax: 847-482-5940
http://www.tenneco-automotive.com

Employees             : 20,145
Revenue               : $3,364,000,000
Net Income            : $(130,000,000)
Assets                : $2,681,000,000
Liabilities           : $2,607,000,000

(As of December 31 2001)
  
Description: Tenneco Automotive is the result of a split decision by
onetime conglomerate Tenneco to divide its last two businesses -- auto
parts and packaging -- into independent firms. The auto parts company
makes Walker exhaust systems and Monroe ride-control equipment (shocks,
struts) for vehicle manufacturers and the replacement market. Tenneco
Automotive's product line also includes vibration-control systems,
steering stabilizers, catalytic converters, engine mounts, and various
exhaust system accessories. The company has 75 factories operating in
21 countries. Tenneco Automotive's sister business has become packaging
company Pactiv Corporation.  



ASBESTOS ALERT: TRW Inc. Labels Asbestos Related Lawsuits "Immaterial"
----------------------------------------------------------------------
TRW Inc and certain of its subsidiaries have been subject in recent
years to some asbestos-related claims.  Management believes that these
claims will not have a material adverse effect on the Company's
financial condition or results of operations.  In general, these claims
seek damages for illnesses alleged to have resulted from exposure to
asbestos used in certain components sold by the Company and/or its
subsidiaries.

The vast majority of these claims name as defendants numerous
manufacturers and suppliers of a wide variety of products allegedly
containing asbestos.  Management believes that, to the extent that any
of the products sold by the Company's automotive-related subsidiaries
and at issue in these cases contained asbestos, the asbestos was
encapsulated.  Based upon several years of experience with such claims,
management believes that only a small proportion of the claimants has
or will ever develop any asbestos-related impairment.

Total annual settlement costs in connection with asbestos-related
claims over the last five years as well as legal fees and expenses to
defend these cases have been immaterial.  These claims are strongly
disputed and it has been the Company's policy to defend against them
aggressively.  The Company and its subsidiaries have been successful in
obtaining dismissal of many cases without any payment whatsoever.  
Moreover, there is significant insurance coverage with solvent carriers
with respect to these claims.


COMPANY PROFILE

TRW Inc. (NYSE: TRW)
1900 Richmond Rd.
Cleveland, OH 44124-2760    
Phone: 216-291-7000
Fax: 216-291-7629
http://www.trw.com

Employees                : 93,700
Revenue                  : $16,383,000,000
Net Income               : $68,000,000
Assets                   : $14,444,000,000
Liabilities              : $12,258,000,000

(As of December 31, 2001)

Description: TRW is being acquired by Northrop Grumman, but not for its
biggest unit. TRW's Automotive unit (62% of sales) makes airbags,
antilock brake and traction-control systems, seat belt systems, and
steering and suspension systems. Northrop's targets? The company's
Space and Electronics unit, which makes defense satellites,
communications equipment, and high-energy lasers, and its Systems unit,
which deals in computer systems. Northrop Grumman has agreed to buy TRW
for $7.8 billion in stock. If the deal is approved, Northrop will spin
off or sell TRW's Automotive unit. TRW's Aeronautical Systems unit has
already been sold to Goodrich Corp. for $1.5 billion.

                     New Securities Fraud Cases

COLE NATIONAL: Strauss & Troy, Weisman Goldberg OH File Investor Suit
---------------------------------------------------------------------
Strauss & Troy and Weisman, Goldberg & Weisman initiated a securities
class action in the United States District Court for the Northern
District of Ohio, Eastern Division, on behalf of all persons who
purchased the common stock of Cole National Corporation (NYSE: CNJ)
between March 23, 1999, and November 26, 2002.

The suit alleges that during the class period, the Company and certain
of its officers and directors violated Sections 10(b) and 20(a) of the
Securities Exchange Act of 1934 by issuing materially false and
misleading statements concerning the Company's reported revenues and
earnings.  Specifically, the suit alleges:

     (1) that the Company's revenues from optical warranties and net
         income for 1998, 1999, 2000, 2001 and for the two quarters of
         2002 have been overstated;

     (2) because of these problems, the value of the Company's balance
         sheet and income statement were materially overstated; and

     (3) the Company's financial statements did not comply with GAAP.

On November 26, 2002, the Company revealed that:

     (i) the Company would conduct a re-audit of the financial
         statement for fiscal years 1998, 1999, 2000, 2001 and 2002
         previously audited by Arthur Andersen LLP;

    (ii) re-audits would likely result in the restatement of the
         Company's financial statement;

   (iii) the Company was advised to recognize the revenues earned on
         the sale of the optical warranties at the time of sale; and

    (iv) as a result of these adjustments, material changes are likely
         in the timing of the recognition of the revenue and operating
         profits associated with these sales.

Further, the Company reported that the filing of its Form 10-Q for the
third quarter of 2002 will be delayed and most likely the required
restatements will be available at the time of the filing of its form
10-K for its fiscal year ending February 1, 2003.  The Company also
stated that the investors should not rely on its previous financial
statements. In response to the news reported on November 26, 2002 Cole
National's shares fell $1.25 or approximately 10% per share to close at
$11.09 on November 26, 2002.

For more details, contact Richard S. Wayne or William K. Flynn of
Strauss & Troy by Mail: 150 East Fourth Street, Cincinnati, Ohio 45202
by Phone: 800-669-9341 or (513) 621-2120 or by E-mail:
classactions@strauss-troy.com or contact R. Eric Kennedy or Dan Goetz
of Weisman, Goldberg & Weisman by Mail: 1600 Midland Bldg., 101
Prospect Ave., W., Cleveland, Ohio 44115 or by Phone: (216) 781-1111.


SMARTFORCE PLC: Milberg Weiss Commences Securities Lawsuit in NH Court
----------------------------------------------------------------------
Milberg Weiss Bershad Hynes & Lerach LLP initiated a securities class
action filed on behalf of:

     (1) purchasers of the American Depositary Shares (ADSs) of
         SmartForce, plc d/b/a Skillsoft, (NASDAQ:SKIL) between
         January 18, 2000 and September 6, 2002;

     (2) purchasers of Skillsoft ADSs between September 6, 2002 and
         November 18, 2002; and

     (3) all persons who acquired SmartForce ADSs pursuant to the
         merger between SmartForce plc and Skillsoft Corporation
         completed on or around September 6, 2002.

The action is pending in the United States District Court, District of
New Hampshire, against the Company and:

     (i) Gregory M. Priest,

    (ii) William G. McCabe,

   (iii) David C. Drummond,

    (iv) John M. Grillos,

     (v) John P. Hayes and

    (vi) Patrick E. Murphy

The suit alleges 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 January 18, 2000 and November 18, 2002, thereby
artificially inflating the price of Company securities.

Throughout the class period, as alleged in the Complaint, defendants
issued numerous statements and filed quarterly and annual reports with
the SEC which described the Company's increasing revenues and financial
performance.  As alleged in the Complaint, these statements were
materially false and misleading because they failed to disclose and/or
misrepresented the following adverse facts, among others:

     (a) that the Company had improperly accelerated the recognition
         of revenue on the sale of its software;

     (b) that the Company had materially understated its bad debt
         reserves;

     (c) that the Company lacked adequate internal controls and was
         therefore unable to ascertain the true financial condition of
         the Company; and

     (d) that as a result, the value of the Company's revenues and
         financial results were materially overstated at all relevant
         times.

On November 19, 2002, before the market opened for trading, SmartForce
d/b/a Skillsoft shocked the market by announcing that it intends to
restate the historical financial statements of SmartForce for 1999,
2000, 2001 and the first two quarters of 2002.  According to the press
release, the restatement related to the improper acceleration of the
recognition of revenue on the sale of the Company's software and the
understatement of the Company's bad debt reserves.  

Following this announcement, shares of SkillSoft fell $1.56 per share,
or 33.7%, to close at $3.07 per share, on extraordinary volume of 7.2
million shares traded.

For more details, contact Steven G. Schulman or Samuel H. Rudman by
Mail: One Pennsylvania Plaza, 49th fl. New York, NY 10119-0165 by
Phone: 800/320-5081 by E-mail: Skillsoftcase@milbergNY.com or visit the
firm's Website: http://www.milberg.com  


                              *********


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., Trenton, New Jersey, and
Beard Group, Inc., Washington, D.C.  Enid Sterling, Aurora Fatima
Antonio and Lyndsey Resnick, Editors.

Copyright 2002.  All rights reserved.  ISSN 1525-2272.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to be
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