CAR_Public/990318.MBX              C L A S S   A C T I O N   R E P O R T E R

             Thursday, March 18, 1999, Vol. 1, No. 30

                           Headlines

ADVANCED MICRO: Glancy Firm Files Complaint in California
ADVANCED MICRO: Kirby McInerney File Complaint in California
ASSISTED LIVING: Miami Police Pitching for Lead Plaintiff Role
ASSISTED LIVING: Rabin & Peckel Files Complaint in Oregon
BMC SOFTWARE: Susman Godfrey, et al., Files Complaint in Texas

BRYLANE, INC.: Merger Going Forward; Class Action Suit Settled
BUDGET RENT-A-CAR: Judge Orders Company to Turnover Accident Info
CHS ELECTRONICS: Cauley Firm Files Complaint in Florida
INTEGRATED HEALTHCARE: Shareholders Support Suing Ex-Chairman
INTEGRATED HEALTHCARE: Company Begins Liquidation Process

LONGS DRUG: Employee Class Sues for Unpaid Wages in California
MARIJUANA LITIGATION: Judge Declines to Dismiss Medical Use Suit
NESTLE SA: Settles Chocolate-Covered Toy Product Safety Complaint
NORTH FACE: Wechsler Harwood Files Complaint in Colorado
NORTH FACE: Hoffman & Edelson File Complaint in Colorado

ORBITAL SCIENCES: Lowey Dannenberg Files Complaint in Virginia
ORBITAL SCIENCES: Neuwelt Firm Files Complaint in Virginia
PEDIATRIC SERVICES: Schoengold & Sporn Files Complaint in Georgia
PENDA CORP.: Continues Settlement Talks Over Bedliner Litigation
RITE-AID: Bernstein Liebhard Files Complaint in Pennsylvania

RITE-AID: Berger & Montague Files Complaint in Pennsylvania
STONE CONTAINER: Settles Series E Preferred Stockholders' Suit
TELXON CORP.: Goodkind Labaton Filed Complaint in Ohio
TOBACCO LITIGATION: Defense Rests in Ohio Labor Union Trial
TOBACCO LITIGATION: Tobacco Companies Move to Dismiss Miami Suit

Y2K LITIGATION: Sen. Dodd Proposes Litigation Bill Alternative

                           *********

ADVANCED MICRO: Glancy Firm Files Complaint in California
---------------------------------------------------------
A class-action complaint was filed in the United  States District
Court for the Northern District of California on behalf of all  
persons who purchased the common stock of Advanced Micro Devices
Inc. (NYSE:AMD) between Nov. 12, 1998, and Jan. 13, 1999,
inclusive, by The Law Offices of Lionel Z. Glancy.

The Complaint charges AMD and its chief executive officer, Jerry
Sanders, with violations of the federal securities laws and seeks
damages under those laws.

In summary, the Complaint states that during the Class Period,
defendants publicly projected increased demand for AMD's newest
K6 microprocessor in the fourth calendar quarter for 1998, as
well as a significant increase in AMD's market share relative to
industry leader Intel Corporation.

Even as defendants disseminated the foregoing projections,
however, they knew or recklessly disregarded that pervasive
design and/or production problems with the K6 would prevent the
Company from supplying the projected demand.

Because defendants failed to disclose these design and production
problems to the investing public, investors believed AMD's
pricing strategy was a success and that AMD was poised for a
successful fourth quarter, prompting securities analysts to raise
estimates for AMD's fourth quarter earnings. AMD's stock price
rose quickly on defendants' misrepresentations, from just $17 per
share on Oct. 22, 1998, to a Class Period high of $32 shortly
thereafter.

When defendants revealed just weeks later, on Jan. 13, 1999, that
design and production problems prevented AMD from meeting demand
projected for the fourth quarter, that microprocessor sales in
the fourth quarter were primarily from the Company's 300 MHz
processor and not the Company's newer 400 MHz processor, and that
AMD's quarterly earnings were significantly below analysts'
estimates, the market was stunned, sending the price of AMD
shares tumbling to $22-1/2, a single day decline of nearly 20%.


ADVANCED MICRO: Kirby McInerney File Complaint in California
-------------------------------------------------------------
Kirby McInerney & Squire, LLP, on March 10, 1999, filed a class
action lawsuit in the United States District Court for the
Northern District of California against Advanced Micro Devices,
Inc. (NYSE: AMD) and Chief Executive Officer, Jeffrey Sanders.
The lawsuit was filed on behalf of all purchasers of AMD
securities between November 12, 1998 and January 14, 1999,
inclusive.  

The Complaint asserts that defendants violated Section 10(b) of
the Securities Exchange Act of 1934 and SEC Rule 10b-5. The
lawsuit alleges that defendants' material misrepresentations and
omissions caused the Company's stock to trade at artificially
inflated levels during the Class Period.  In summary, the  
Complaint states that during the Class Period, defendants
publicly projected increased demand for AMD's newest K6
microprocessor in the fourth calendar quarter for 1998, as well
as a significant increase in AMD's market share relative to
industry leader Intel Corporation.  Even as defendants
disseminated the foregoing projections, however, the knew or
recklessly disregarded that pervasive design and/or production
problems with the K6 would prevent the Company from supplying the
projected demand. Because defendants failed to disclose these
design and production problems to the investing public, investors
believed AMD's pricing strategy was a success and that AMD was
poised for a successful fourth quarter, prompting securities
analysts to raise estimates for AMD's fourth quarter earnings.
AMD's stock price rose quickly on defendants' misrepresentations,
from just $17 per share on October 22, 1998, to a Class Period
high of $32 shortly thereafter. When defendants revealed on  
January 13, 1999 that design and production problems prevented
AMD from meeting demand projected for the fourth quarter, and
that as a result, AMD's quarterly earnings were significantly
below analysts' estimates, the market was stunned, sending the
price of AMD shares tumbling to $22 1/2, a single day decline of  
nearly 20%.


ASSISTED LIVING: Miami Police Pitching for Lead Plaintiff Role
--------------------------------------------------------------
The Miami Police Relief and Pension Fund will seek a lead
plaintiff role to protect the Funds's interests in a class action
lawsuit filed  today against Assisted Living Concepts, Inc.
(Amex:ALF) in the United States  District Court for the District
of Oregon, according to plaintiff's attorney Bernstein Litowitz
Berger & Grossmann LLP.  The Fund filed the class action on  
behalf itself and all persons who purchased or otherwise acquired
shares of the  Company's common stock during the Class Period
beginning on July 28, 1997 and  ending on January 29, 1999.

The complaint charges Assisted Living Concepts, Inc. and certain
of its officers and directors with violations of Sections 10(b)
and 20 (a) of the Securities Exchange Act of 1934. Specifically,
the complaint alleges that defendants publicly disseminated
materially false and misleading financial statements that the
company has now restated.  It is also alleged that the financial
statements violated Generally Accepted Accounting Principles due
to the improper recognition of income associated with joint
venture arrangements relating to the operation of some of its
start-up residences.

Plaintiff Miami Police Relief and Pension Fund is an
institutional investor representing the 1,200 members of the City
of Miami Police Department that purchased shares of Assisted
Living's common stock during the Class Period and suffered
significant damages as a result of the alleged violations of the  
federal securities laws.  The Fund is represented by the law firm
of Bernstein Litowitz Berger & Grossmann LLP, which has extensive
experience prosecuting class actions nationwide on behalf of
defrauded individual and institutional  investors. The firm
currently plays a leading role in numerous major securities  and
complex commercial litigation pending in federal and state
courts.


ASSISTED LIVING: Rabin & Peckel Files Complaint in Oregon
---------------------------------------------------------
Rabin & Peckel LLP, announced on the filing of a putative class
action in the United States District Court for the District of  
Oregon on March 15, 1999, on behalf of all purchasers of
securities of Assisted Living Concepts,  Inc. (AMEX: ALF) from
July 28, 1997 and  February 1, 1999, inclusive.

The Complaint alleges that, during the Class Period, Assisted
Living and certain of its officers and directors violated the
Securities Exchange Act of 1934 (Sections 10(b) and 20(a)) by,
among other things, knowingly or recklessly overstating Assisted
Living's financial condition and results of operations.
Specifically, the Complaint alleges that defendants issued a
series of false and misleading statements about Assisted Living's
earnings for the second and third quarters and year end of fiscal
1997 and the first three quarters of fiscal 1998. In fact, it is
alleged that during the Class Period, the Company improperly
recognized reimbursements from its joint venture residences as
other income in its financial statements that it should have
treated as loans.  For this reason, the Company announced that
its financial statements issued during the Class Period would be
restated.  The Complaint further alleges that these false and
misleading financial statements violated Generally Accepted  
Accounting Principles and that defendants' misrepresentations
artificially inflated the price of Assisted Living securities
during the Class Period.


BMC SOFTWARE: Susman Godfrey, et al., Files Complaint in Texas
--------------------------------------------------------------
BMC Software, Inc. ("BMC") (Nasdaq: BMCS) recently restated its
financial results for the fiscal year 1998 ended March 31, 1998,
and the first three quarters of fiscal 1999, ended June 30, 1998,
September 30, 1998, and December 31, 1998 to reflect true
earnings and revenue growth rates.  

As a result, an investor represented by the law firms Susman
Godfrey, L.L.P. and Berger & Montague, P.C. announces that a
Complaint has been filed alleging violations of Sections 10(b)
and 20(a) of the Securities Exchange Act of 1934.  The action,  
seeking class action status, was filed in the United States
District Court for  the Southern District of Texas on behalf of
purchasers of BMC common stock  during the period from April 16,
1998, through February 25, 1999, inclusive.

The Complaint alleges that in February, 1998, BMC purchased BGS
Software and accounted for the transaction as a pooling.  The
Complaint further alleges that BMC knowingly or recklessly
determined that the financial results of BGS were immaterial when
added to those of BMC. Accordingly, the Complaint continues,  
BMC did not restate its historical financials to reflect the
addition of BGS as they were required to do.  As a result,
plaintiff alleges, throughout the Class  Period, BMC was able
materially to inflate its revenue and earnings growth  rates.  As
a result, the share price for BMC common stock was artificially  
inflated.  At the same time, plaintiff alleges, defendants sold
approximately  216,000 shares from their personal BMC holdings
for proceeds of over $10  million.


BRYLANE, INC.: Merger Going Forward; Class Action Suit Settled
--------------------------------------------------------------
Brylane Inc. (NYSE: BYL) and Pinault-Printemps-Redoute S.A.
("PPR") (PRTP:PA), a Paris based specialty retailer, announced
today that they had entered into a merger agreement, allowing the
two retailers to join forces to compete on a global basis in the
rapidly changing mail order environment.

Under the terms of the merger agreement, PPR will launch a tender
offer to purchase all of the outstanding shares of Brylane not
owned by PPR at a price of $24.50 per share in cash, which
represents an increase from PPR's initial proposal of $20.00 per
share. Subject to the terms and conditions of the merger  
agreement, all shares of Brylane not tendered by stockholders of
Brylane in the tender offer will be converted into the right to
receive $24.50 per share in cash, subject under certain
conditions to stockholders' appraisal rights under Delaware law.
PPR currently owns approximately 49.9% of the outstanding shares
of Brylane.

The merger agreement was recommended by a special committee of
the Brylane Board of Directors, based on, among other things, the
opinion of Bear Stearns & Co. Inc., financial advisor to the
special committee, and was approved by the Brylane Board. The
announcement was made jointly by Peter J. Canzone, Brylane's  
Chairman, Serge Weinberg, PPR's Chief Executive Officer, and
Hartmut Kramer, President of RedCats, PPR's mail order catalog
company.  PPR's financial advisor was J.P. Morgan & Co.

Brylane and PPR said that the tender offer would be commenced
next week.

Brylane and PPR also announced that they, together with the other
defendants, have entered into a Memorandum of Understanding with
representatives of the class counsel regarding the proposed
settlement of various purported class action lawsuits that had
been filed relating to the transaction.  The settlement is
subject to, among other things, completion of definitive
documentation and other required procedures for court approval.

Brylane is the nation's leading specialty catalog retailer of
value-priced apparel, with a focused portfolio of catalogs that
includes Lane Bryant, Roaman's, Jessica London and King Size,
serving the special size apparel market, and Chadwick's of
Boston, Lerner, Bridgewater and Brett serving the regular-size
apparel market.  In addition, Brylane's home catalog, introduced
in September 1998, offers value-priced home products.  Brylane
also markets certain of its catalogs under the "Sears" name to
customers of Sears, Roebuck and Co. under an exclusive licensing
arrangement with Sears Shop at Home Services, Inc.  Brylane is
headquartered in New York and has facilities in Indiana,  
Massachusetts and Texas.

Headquartered in Paris, PPR operates several different
specialized retail chains that sell a wide range of consumer
goods. PPR's principal chains include Printemps (general
merchandise), Conforama (furniture, household electronic  
goods and appliances) and Fnac (records, books, computers and
consumer electronics).  Through RedCats, PPR is the world's third
largest mail order company.


BUDGET RENT-A-CAR: Judge Orders Company to Turnover Accident Info
-----------------------------------------------------------------
Budget Rent-A-Car, which was accused of gouging Michigan
consumers and discriminating against minorities in a Class  
Action lawsuit filed in Wayne County Circuit Court by J. Douglas
Peters and Ann Mandt of Detroit's Charfoos & Christensen law firm
in October, 1997, was ordered to turn over accident information
by 3/19/99.

The suit accuses Budget of setting rental rates based on the
renter's residential zip code.  Plaintiff, Sandra Daniels, an
African American resident of Detroit, was charged almost 4x as
much as a white suburban male for a weekend rental.  Budget
claimed they charged people based on their residential  
zip codes because of accident rates.  However, they have
repeatedly refused to turn over any accident information.

Judge Cynthia Stephens of Wayne County Circuit Court, who had
twice previously ordered Budget to comply with discovery, ordered
them to turn over the accident information by 3/19/99.  "What
Budget has done in this lawsuit is the same thing big
corporations do whenever they get caught doing something
improper," said attorney, Ann Mandt.  "They refuse to answer
questions or produce documents, they disobey court orders and
generally try to obstruct the discovery process any way they can.  
They took millions of dollars from Detroit consumers and we
intend to make them answer every single question and produce  
every single document or we'll be back in court," said Mandt.  


CHS ELECTRONICS: Cauley Firm Files Complaint in Florida
-------------------------------------------------------
The Law Offices of Steven E. Cauley, P.A. today announced that a
**class action** has been filed in United States District Court,
Southern District of Florida, on behalf of all purchasers of CHS
Electronics Corp. (NYSE:HS) common stock during the period  
February 27, 1997 through March 10, 1999.  

The complaint charges that CHS Electronics and certain of its
officers and directors violated the federal securities laws by
submitting false financial statements and false earnings. The
complaint alleges that:

  a) defendants' financial statements were based, in large
     measure, upon forged documents and false customer orders;

  b) throughout the Class Period, defendants had inaccurately
     described the amount of its vendor rebates;

  c) throughout the Class Period, defendants had improperly kept
     certain assets (primarily accounts receivable) off its
     balance sheet;

  d) throughout the Class Period, as a result of the foregoing,
     CHS's assets and earnings were materially overstated; and

  e) as a result of the foregoing, CHS was performing far worse
     than publicly represented and its operating performance
     measures (particularly its accounts receivable/turnover
     ratio) were materially overstated.

When certain of this information was disclosed on February 24,
1999, the price of CHS collapsed, and currently trades far below
its Class Period highs.


INTEGRATED HEALTHCARE: Shareholders Support Suing Ex-Chairman
-------------------------------------------------------------
Integrated Healthcare's (OTC BB:ITHC) legal counsel, Joseph L.
Pittera, announced an overwhelming response from shareholders who
are interested in proceeding with the slated class action against
former Chairman Dr. Barry Gwartz and his significant other  
Marsha Ross.

"The shareholders I have personally spoken to have expressed
their interest in financial justice. Many shareholders stated
that they made their investment decision solely on the corporate
brochure that was drafted and organized by Marsha Ross. This
brochure falsely represented what stage product development was
really at or even if a product really existed.

"Late last year, Ms. Ross threatened a lawsuit for violation of
copyright with respect to the brochure and demanded financial
consideration.  Her point was that the brochure had been used to
raise $1.7 million and she wanted additional compensation.  It
was at that point that we shifted our 'in house' due diligence  
to the time of the merger and the higher stock prices including
but not limited  to all the announcements especially the ones
that included Dr. Barry Gwartz  claiming to be increasing the
company's client base," stated Pittera.

"This time period was prior to my involvement with the company
and oddly enough was the period that had the least amount of
records available to the Board of Directors.  We had to 'pull
teeth' to get these records from past management who tried to
keep us off balance with their threats of lawsuits every time we  
requested some document.

"These threats hurt the company as it was negotiating several
potential merger candidates to the point where we were no longer
sure of what the true condition of the company was. Subsequently
we could not guarantee the condition of the company to any one
suitor."

Pittera further stated that a committee of shareholders will be
assembled in the next week and a decision will be made on one of
two law firms that are currently being interviewed.  Individuals
who are no longer shareholders but who sold stock at a loss may
be entitled to a monetary recovery if the class action is
successful.  Upon the election of a law firm, questionnaires will
be mailed to each shareholder of record asking for purchase price
and share information.


INTEGRATED HEALTHCARE: Company Begins Liquidation Process
---------------------------------------------------------
Integrated Healthcare Inc. (OTC BB:ITHC) announced the board
resignations of board members H.K. Dyal III, Lloyd R. Leavitt and
William Smart.  The resignations come as part of the company's
intention to file a proxy among the shareholders for total
liquidation of Integrated Healthcare.

Concurrently, existing management is in the process of organizing
shareholders for a class-action lawsuit against Dr. Barry G.
Gwartz for stock fraud and civil RICO.

In addition to Gwartz, his "significant other," Marsha Ross, will
be named as a defendant for dissemination of false information
through a brochure she created and disbursed on behalf of Gwartz
to the public with the intent to induce stock  purchasing in the
open market, raising of private investor funds and for the  
purpose of manipulating the stock price upward.

For this service, Ross was given 1 million shares of common stock
when the price of the stock was near $3 a share by Gwartz and the
company's previous promoters.  Ross will also be included in the
civil RICO portion of the class action.

This legal action may not be limited to the above-mentioned and
may include the addition of individuals as the discovery phase
proceeds.

If any shareholder feels that he or she purchased ITHC stock by
relying on the corporate brochure, news announcements regarding
revenues and/or contracts or the existence of a fraud-detection
product that was being or had been developed by Gwartz, contact
the law office of Joseph Pittera, which will be the initial
contact until a law firm is retained in the coming weeks, at
310/328-3588 for further instructions as to options.

"Since the installation of this temporary board less than 1 year
ago, our  intention has been to pay all the creditors, settle all
outstanding lawsuits against the company and recover our losses
from those who misled us as shareholders.  The individual acts of
others have left the ITHC shareholders with a shell, which cannot
be merged with any other company due to the potential stock-fraud
issue at hand," said Pittera.

"Although we have attempted several mergers, each time management
was faced with giving certain guarantees to the successor company
with respect to indemnification.  At no time did this board feel
comfortable 'cheating' a new group of shareholders by giving them
a 'dirty' shell and causing them to lose their money."

At the time of the proposed mergers, management did not know the
extent of the potential fraud at hand.  Management believes
liquidation is in the best interest of current shareholders and
the general public alike.  The above-mentioned statements are in
no way to be construed as defaming against Gwartz or others but
rather as a statement of facts.

At no time, even though he personally gave written guarantees,
has Gwartz been able to demonstrate a product or anything more
than a "scratch pad" concept.  This is not what the shareholders
invested in or understood to be the case when they committed
capital to ITHC.


LONGS DRUG: Employee Class Sues for Unpaid Wages in California
--------------------------------------------------------------
Last week, a class action suit was filed on behalf of assistant
managers, second assistant managers, senior department managers
and department managers against Longs Drugs in U.S. District
Court for the Northern District of California in San Francisco.

Longs operates stores in California, Washington, Oregon,
Colorado, Nevada, and Hawaii.  In the suit, Janice v. Longs
Drugstores Corporation, current and former employees charge Longs
with:

   1.  Misclassifying as exempt, employees who should have been
       paid overtime because:

       -- They perform primarily non-management functions;

       -- They are docked pay for missing partial days of work.

   2.  Failure to keep accurate records of all employee work time

   3.  Unfair competition and unlawful, unfair, or fraudulent
       business practices

   4.  Violations of ERISA, the federal law protecting employee
       retirement and benefits plans

This suit comes on the heels of a U.S. Department of Labor
settlement agreement with Longs to pay pharmacists more than $2
million in backpay for not properly paying overtime and the
filing of a class action suit on behalf of pharmacists with the
assistance of the United Food & Commercial Workers International
Union (UFCW).  A tentative settlement has been reached in this
suit and awaits court approval.  The details of the settlement,
which provides for larger individual awards than agreed to by the
Department of Labor and Longs, will be made public after court
approval.

   The lawsuit seeks from a jury trial:

   -- Compensatory, liquidated, and punitive damages and
      penalties

   -- Compensation for overtime work that was not calculated or  
      paid

   -- Restitution and disgorgement to the plaintiffs the profits
      acquired by unfair competition

   -- Injunctive relief requiring Longs to pay employees the
      applicable overtime rates for all hours and to keep current
      records of all work time, and to cease unfair competition

   -- To provide attorneys' fees and costs

"Lawsuits such as this are becoming a necessity because too many
employers are cheating their employees," stated Sean Harrigan,
UFCW Region 8 Director.  

"There is no legitimate excuse for companies to pretend that
their employees are managers when they are not. They should be
paid like all their other hourly employees," he added.

"Unfortunately, many companies today think they can get away with  
misclassifying their employees to reduce labor costs.  However,
when they get caught, it can be very costly," he concluded.


MARIJUANA LITIGATION: Judge Declines to Dismiss Medical Use Suit
----------------------------------------------------------------
>From Philadelphia, United Press International reports that a
federal judge is refusing to dismiss a lawsuit that seeks to  
legalize the medical use of marijuana. U.S. District Judge Marvin
Katz says the plaintiffs in the class-action suit deserve the
chance to prove the government has no reason to deny the drug to
seriously ill people.  Justice Department officials say they
stand by the fact that marijuana remains an illegal drug, but the
lawyer representing the 165 people who are part of the suit says  
medical research has shown that marijuana can help patients
suffering from glaucoma and combats the nausea caused by drugs
used to treat cancer and AIDS.


NESTLE SA: Settles Chocolate-Covered Toy Product Safety Complaint
--------------------------------------------------------------
Chocolate-maker Nestle S.A., United Press International reports,
has reached a $1.5-million settlement with Pennsylvania and 12
other states, over allegations a chocolate covered toy the
company sold in 1997 was unsafe.  Officials said the Nestle-
Magic, chocolate covered plastic ball with a Disney figurine
inside, violated state food safety laws, and the company's claims
that the product was safe was not proven.  Deputy State Attorney
General Jess Harvey said the company withdrew the product after  
several months, in 1997, after complaints from parents that the
toys pose a choking hazard.  A company spokesman said the product
did not pose a safety  hazard, but decided to settle the case any
way.


NORTH FACE: Wechsler Harwood Files Complaint in Colorado
--------------------------------------------------------
Wechsler Harwood Halebian & Feffer LLP filed a class action
lawsuit on March 10, 1999, in the United States District Court
for the District of Colorado on behalf of all persons and/or
entities that purchased the common stock of The North Face, Inc.
(NASDAQ:TNFI), between April 25, 1997 and March 4, 1999,
inclusive.

The complaint charges North Face with violations of Section
10(b), and certain of its officers and directors with violations
of Sections 10(b) and 20(a), of the Securities Exchange Act of
1934, as amended, and Rule 10b-5 promulgated thereunder. Among
other things, plaintiff claims that the defendants falsely  
reported North Face's financial results and overstated its sales
growth causing the Company's stock price to trade as high as $29.
Ultimately on March 5, 1999, North Face was forced to announce
that its full year 1998 results were "delayed" and that, contrary
to its repeated assertions during the Class Period that its
financials were properly stated, adjustments to its 1997 results
might be necessary.  On this news, North Face's stock price
dropped to as low as $10-7/8.


NORTH FACE: Hoffman & Edelson File Complaint in Colorado
--------------------------------------------------------
A class action lawsuit has been filed against The North Face
Inc.  (Nasdaq:TNFC) in the United States District Court for the  
District of Colorado by Hoffman & Edelson on behalf of persons
who purchased or otherwise acquired North Face securities in the
open market during the period April 25, 1997 through March 4,
1999.

The Complaint charges that defendants violated the U.S.
securities laws by issuing materially false and misleading
statements and by omitting material facts required to be
disclosed so as to make the statements issued not materially
false and misleading throughout the Class Period.

Specifically, the complaint alleges that during the Class Period,
defendants falsely reported North Face's financial results and
overstated its sales growth causing North Face's securities to
trade at inflated prices.

On March 11, 1999, North Face announced that it is likely to
restate its financials for the fourth quarter of 1997 and the
first quarter of 1998, and that its Audit Committee was hiring
independent accountants to assist its outside counsel with the
investigation.


ORBITAL SCIENCES: Lowey Dannenberg Files Complaint in Virginia
--------------------------------------------------------------
Lowey Dannenberg Bemporad & Selinger, P.C., announced that on
March 5, 1999, a class action was filed in the United States
District Court for the Eastern District of Virginia, on behalf of
a class of purchasers of Orbital Sciences Corporation common
stock (NYSE: ORB) during the period April 21, 1998 through
February 16, 1999, inclusive.  The suit charges defendants
Orbital Sciences Corporation, its Chairman and CEO David W.
Thompson and CFO Jeffrey V. Pirone, with issuing false and
misleading financial statements in violation of the federal
securities laws, which inflated the market price of Orbital
shares during the Class Period.

On Tuesday, February 16, 1999, after the close of trading,
Orbital announced that it was restating the first three fiscal
quarters of 1998, and that earnings had decreased during the
first three quarters, instead of increasing as previously
reported. The restatement reduces previously reported net income  
by approximately $1,774,000 in the first quarter of 1998, by
approximately $1,421,000 in the second quarter of 1998, and by
approximately $6,175,000 in the third quarter of 1998. Total
diluted earnings per share for the nine months ended September
30, 1998 were reduced by more than 40% from $0.62 to $0.37 per  
share.  Meanwhile, insiders reaped more than $3 million in
trading proceeds during the period being restated downward.


ORBITAL SCIENCES: Neuwelt Firm Files Complaint in Virginia
----------------------------------------------------------
The Law Office of Klari Neuwelt, on March 10, 1999, initiated a
class action lawsuit in the  United States District Court for the
Eastern District of Virginia on behalf of  purchasers of common
stock of Orbital Sciences Corporation (NYSE:ORB) from April 21,
1998 through February 16, 1999.

The complaint charges Orbital and certain of its officers and
directors with violations of Sections 10(b) and 20(a) of the
Securities Exchange Act of 1934, as well as SEC Rule 10b-5. The
complaint alleges that, during the Class Period, Orbital issued
materially false and misleading financial statements for the  
first three quarters of its 1998 fiscal year. The financial
statements are alleged to be false and misleading because they
improperly recognized revenue in violation of Generally Accepted
Accounting Principals.  The complaint alleges that because of the
false financial statements issued to the public the market price
of Orbital common stock was artificially inflated throughout the
Class Period.  The complaint further alleges that the individual
defendants used their inside information about Orbital's
condition to sell significant amounts of their personal holdings
of Orbital's stock for proceeds of over $3 million while the
market price of the stock was artificially inflated.


PEDIATRIC SERVICES: Schoengold & Sporn Files Complaint in Georgia
-----------------------------------------------------------------
On March 11, 1999, a lawsuit was filed in the Federal District
Court for the Northern District of Georgia against Pediatric
Services of America, Inc. (Nasdaq: PSAI), John D. Sansone
(President, Chairman of the Board and Chief Executive Officer of
Pediatric) and Stephen M. Mengert (Pediatric's Chief Financial  
Officer, Treasurer, and Secretary) on behalf of purchasers of the
common stock of Pediatric during the period December 23, 1997
through and including July 29, 1998, by Schoengold & Sporn, P.C.

The securities class action complaint charges the defendants with
violations of  the federal securities laws (Sections 10(b) and 20
of the Securities Exchange  Act of 1934 and Rule 10b-5
promulgated thereunder), by among other things, misrepresenting
and/or omitting material information concerning Pediatric's  
accounts receivable, thereby artificially inflating the
price of Pediatric shares during the Class Period.  Specifically,
far from having record revenue and earnings during the Class
Period and strong internal controls for monitoring accounts
receivable, the Company on or about July 29, 1998 admitted that
it would be forced to dramatically increase reserves for accounts  
receivable primarily due to potentially higher uncollectible
receivables.


PENDA CORP.: Continues Settlement Talks Over Bedliner Litigation
----------------------------------------------------------------
Penda Corp., along with various other manufacturers of pickup
truck bedliners, is a defendant in certain class action lawsuits.
The plaintiffs in these lawsuits allege that the bedliners
manufactured by the defendants are defective and unreasonably
dangerous because they allegedly prevent the discharge of static
electricity which can accumulate on or in portable fuel
containers, thereby creating the potential for fire or explosion.  
Settlement discussions are continuing in connection with this
lawsuit.  In the event that settlement discussions terminate, the
Company intends to vigorously defend these lawsuits.  For
additional information concerning these suits, see Part I, Item 3
of the Company's Annual Report on Form 10-K for the year ended
December 31, 1996.


RITE-AID: Bernstein Liebhard Files Complaint in Pennsylvania
------------------------------------------------------------
Bernstein Liebhard & Lifshitz, LLP, filed a securities class
action lawsuit on behalf of purchasers of the common stock of
Rite Aid Corporation (NYSE: RAD), between December 14, 1998 and
March 11, 1999, inclusive, in the United States District Court
for the Eastern District of Pennsylvania.  The lawsuit alleges
violations of the federal securities laws and names as defendants
the Company and its Chairman and Chief Executive Officer, Martin
L. Grass.

The complaint charges Rite Aid and certain of its officers and
directors with violations of the Securities Exchange Act of 1934
and Rule 10b-5 promulgated thereunder.  The complaint alleges
that the defendants issued materially false and misleading
statements and failed to disclose material facts throughout the  
Class Period in the Company's public filings and public
statements.

As a result of these misrepresentations and omissions, the price
of Rite Aid's common stock was artificially inflated throughout
the Class Period.


RITE-AID: Berger & Montague Files Complaint in Pennsylvania
-----------------------------------------------------------
A securities class action lawsuit was commenced on behalf of
purchasers of the common stock of Rite Aid Corporation (NYSE:
RAD), between December 14, 1998, and March 11, 1999, inclusive,
in the United States District Court for the Eastern District of
Pennsylvania. The lawsuit alleges violations of the federal
securities laws and names as defendants the Company and its
Chairman and Chief Executive Officer, Martin L. Grass.

The Complaint asserts that defendants violated Section 10(b) of
the Securities Exchange Act of 1934 and SEC Rule 10b-5. The
lawsuit alleges that defendants' material misrepresentations and
omissions caused the Company's stock to trade at artificially
inflated levels during the Class Period.  In summary, the  
Complaint states that during the Class Period defendants made
materially false and misleading statements about charges
associated with the Company's strategic exit plan, which include
vacating certain markets, closing bantam East Coast stores and
consolidating certain other store locations. The Complaint
alleges that these statements were materially false and
misleading and artificially inflated the price of Rite Aid common
stock because they mislead investors into believing that the
charges would be sufficient and would lead to the enhancement of
future results.  Specifically, the Complaint alleges that during  
the Class Period the defendants knew but failed to disclose that:  

(1) the costs associated with opening and closing stores were
     running substantially higher than initially projected and
     that as a consequence, future results, including fourth
     quarter results for the period ended February 28, 1999,
     would be severely impacted,

(2) that severe start-up software problems were occurring at
     Rite Aid's new distribution center in Perryman, Maryland,
     supplying 760 stores in the mid-Atlantic region, which meant
     that the closing of the older Shiremanstown, Pennsylvania,      
     distribution center would be delayed, leading to substantial
     incremental costs in running both facilities at the same
     time,

(3) that the implementation of a revised merchandising strategy
     during the quarter would lead to markdowns and thereby
     negatively impact earnings, and

(4) that the Company's acquisition of PCS Health Systems was
     going to close in mid to late January and as a result the
     Company would not be able to recognize any fourth quarter
     benefits from synergies.

Defendants' announcement on March 12, 1999, that its earnings per
share would be $.30 to $.32 per share, well short of First Call
analyst consensus estimates of $.52 per share shocked the
marketplace.  The price of Rite Aid's common stock plummeted from
$37 per share to close at $22-9/16 per share, a plunge of
$14-7/16 per share or over 39%, on enormous volume of 47 million
shares.


STONE CONTAINER: Settles Series E Preferred Stockholders' Suit
--------------------------------------------------------------
Stone Container Corp., a subsidiary of Smurfit-Stone Container
Corp., said it has reached a settlement of the litigation brought
on behalf of the holders of Series E Preferred Stock of Stone
Container Corp.  The litigation includes a direct action against
Stone by two holders of Series E Preferred Stock and a class
action filed on behalf of all holders of Series E Preferred Stock
against Stone and all of its directors.  These actions  have been
consolidated in Delaware Chancery Court and now also include
Smurfit-Stone as a defendant.


TELXON CORP.: Goodkind Labaton Filed Complaint in Ohio
------------------------------------------------------
Goodkind Labaton Rudoff & Sucharow LLP announced that a class
action complaint was filed on  March 11, 1999 in the United
States District Court for the Northern District of  Ohio, by the
Florida State Board of Administration ("FSBA"), on behalf of all  
persons who purchased Telxon Corp. stock during the  period May
21, 1996 to February 23, 1999.  

The complaint names as defendants: Telxon; Frank Brick, Telxon's  
President and Chief Executive Officer; and Kenneth Haver Telxon's
Senior Vice President and Chief Financial Officer.

The Complaint further alleges that, in violation of Sections
10(b) and 20(a) of the Securities Exchange Act of 1934 (the
"Exchange Act"), defendants artificially inflated the market
price of Telxon's stock during the Class Period by disseminating
materially false and misleading statements regarding the
Company's financial results.

On February 23, 1999, Telxon announced that it was restating its
financial results for its fiscal years ending March 31, 1996,
1997, and 1998, and its interim financial statements for its 1999
first and second quarters ending June 30, 1998 and September 30,
1998, respectively.


TOBACCO LITIGATION: Defense Rests in Ohio Labor Union Trial
-----------------------------------------------------------
Lawyers representing the nation's major tobacco companies have  
concluded their defense in the first phase of the trial on a two-
billion-dollar, class-action lawsuit filed by Ohio union health
and welfare funds.  The unions want an Akron federal jury to
award them and class members compensation  for money spent
treating smoking related illnesses.  The case -- the nation's  
first union class-action brought against tobacco companies --
went to the jury Tuesday.

Among the final defense witnesses testifying were Harvard Law
School professor W. Kip Viscusi.  He said people generally
overestimate smoking risks and there is no difference in that
estimation between people who are union members and those who are
not.  The testimony was presented to counter plaintiffs' claims
that tobacco companies hid the risks of smoking.  The defense
lawyers say Viscusi's studies prove people are aware of the
risks, and even overestimate the risks -- but continue to smoke.

The trial is being conducted in three phases.  The jury will
first determine liability.  If the tobacco companies are found
liable, a trial will then be held to determine damages for the
Ohio union health funds.  And then, if the defendants are found
liable, another trial will be held to determine damages for the
class members.


TOBACCO LITIGATION: Tobacco Companies Move to Dismiss Miami Suit
----------------------------------------------------------------
The tobacco industry has moved for a dismissal of a law suit that
is being tried in Miami.  The suit is a multi-million class
action against big tobacco on behalf smokers in Florida who have
beebn inflicted by smoking related diseases.  The industry has
introduced 13 motions that would end the trial.  Among them is
one citing lack of evidence and another that the class action
is simply too big.  The plaintiffs will present their arguments
against the motions on Friday, but in the meantime, testimony
will continue.


Y2K LITIGATION: Sen. Dodd Proposes Litigation Bill Alternative
--------------------------------------------------------------
Senate Judiciary Committee Chairman Orrin Hatch, R-Utah, told
Newsbytes this week that he is happy to work with Senate Year
2000 Committee Ranking Democrat Christopher Dodd, D-Conn., on
reconciling Democrat concerns with his Year 2000 litigation bill,
but said that Dodd's current bill proposal contains most of the
same provisions he is arguing for already in his own bill.

Dodd's bill would be similar in many ways to the Hatch-Feinstein
bill, except that it would have a narrower focus, and seek to put
a stop to what he perceives as an attempt to force a "truck-
sized" tort reform agenda via this legislation, a Year 2000
Committee minority member told Newsbytes.

Speaking outside of the Senate's Year 2000 Committee hearing
today, Hatch said that "The fact is I would prefer to work with
our Democratic colleagues.  No bill is going to bass that isn't
bipartisan."

The Year 2000 litigation bill sponsored by Hatch and Sen. Dianne
Feinstein, D-Calif., seeks to curb the anticipated flood of
litigation that could result from Year 2000 glitches by limiting
the amount of total damages a plaintiff could claim, and also by
instituting a mandatory 90-day waiting period in which potential
defendants could correct their customers' flawed software or
technology products before litigation were instituted to solve
the problem.

Democrat opponents of the Hatch bill, and a similar one sponsored
by Senate Commerce Committee Chairman John McCain, R-Ariz., say
that the bill in essence is protection for large technology
companies that don't want to be dragged down by the legal costs
of backing up their Year 2000-compliance claims, and that the
bill actually provides an incentive for companies not to fix
possible glitches and instead to wait until after Jan. 1, 2000,
for a 90-day reprieve.

Republicans and other supporters of the litigation bill counter
that Democrats are fronting for trial lawyers who don't want
their chance at Year 2000 glory to be nullified.

"Just to keep the status quo which would give attorneys a field
day . . . seems kind of stupid," Hatch said.

Hatch delayed the Judiciary Committee's markup of his bill, S.
461, for at least another week in order to foster consensus both
among Democrat naysayers and supporters of the McCain bill, S.
96, which was reported to the Senate floor yesterday. That bill
was forced through the Commerce Committee along a straight 11-9
party-line vote.

Dodd said that his bill also would offer a 90-day litigation
freeze and encourage alternative dispute resolution. He added
that it also would limit the ability of class action lawsuits to
be brought against technology companies, require that state tort
law be taken into account when considering contracts  between two
companies with Year 2000 disputes, allow reasonable defenses that  
show the defendant made good faith efforts to correct Year 2000-
related  glitches and require plaintiffs to specifically state
their claims for seeking  legal recompense.

Dodd said that the current Hatch-Feinstein and McCain bills "may
go beyond what is needed."

"I sincerely believe we must leave broad tort reform for another
day," Dodd said, adding that he believes some Republicans are
trying to supersede state tort laws in general through the back
door of Year 2000 legislation.

Hatch countered that Dodd did not address punitive damage
controls in his bill, which both his and McCain's bill do. A
bipartisan bill currently in the House of Representatives mirrors
Senate Year 2000 bill damage limitations of $250,000 or three
times the amount of actual economic damages, whichever is  
greater (or lesser, depending on the size of the company).

Hatch also suggested that some of the attempts to stall the Year
2000 bills reflect a lack of concern for the problem. "They don't
care what happens to the country in the process," Hatch said.
"Well, maybe that's a little harsh.  They don't seem to care what
happens. . . ."


                           *********

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Class Action Reporter is a daily newsletter, co-published by
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