CAR_Public/990412.MBX              C L A S S   A C T I O N   R E P O R T E R

               Monday, April 12, 1999, Vol. 1, No. 47

                            Headlines

1-800 CONTACTS: Company Files Answer to First Amended Complaint
AHT CORP.: Consolidated Shareholder Suit Proceeds in New York
AQUA ALLIANCE: Shareholders Challenge Stock Buy-Back Plan
CIENA CORP.: Kimberlin Shareholder Litigation Dismissed
CIENA CORP.: Shareholder Cases Consolidated in Maryland

COMPAQ COMPUTER: Morris and Morris File Complaint in Texas
DEAN WITTER: Moves to Dismiss Amended Commodity Pool Complaint
DIGITAL LIGHTWAVE: Fighting, Settling & Being Investigated
EMERGING MEXICO: Court Approves Settlement of Lawsuits
GALAXY ENTERPRISES: Escapes California Court's Jurisdiction

J.H. HEAFNER: Continues to Deny Liability for Employee Overtime
LATEX GLOVES: Safeskin Battling 213 Suits at Year-End
LINCOLN INTERNATIONAL: Feinberg & Shelton Files Suit in Kentucky
MONTGOMERY WARD: Bankruptcy Court will Resolve Commission Suits
MONTGOMERY WARD: Off the Hook for Reaffirmation Impropriety

NUMBER NINE: Minimal Progress Reported in 1996 Shareholder Suits
ORTHOLOGIC CORP.: Company Dismissed From Arizona Lawsuit
PARTY CITY: Milberg Weiss Files Complaint in New Jersey
PATHOGENESIS CORP.: Berger & Montague File Suit in Washington
PATHOGENESIS CORP.: Spector & Roseman File Suit in Washington

QUAKER FABRIC: Denies Allegations & Continues Defense
ROYAL CARIBBEAN: Cruise Line Settles Port Charges Litigation
SAFESKIN CORP.: Indicates Intent to Contest 15 Shareholder Suits
SLOAN'S SUPERMARKETS: RMED Continues 1994 Shareholder Litigation
STAGE STORES: Strongly Denies Alleged Securities Violations

USA CLASSIC: Orbit Pays $1,000,000 to Settle Shareholder Claims

                            *********

1-800 CONTACTS: Company Files Answer to First Amended Complaint
---------------------------------------------------------------
On July 14, 1998, Craig S. Steinberg, O.D., a professional
corporation d.b.a. City Eyes Optometry Center, filed a purported
class action on behalf of all optometrists licensed to practice
in California against 1-800 CONTACTS, INC., and its directors in
Los Angeles County Superior Court. The complaint alleges three
separate causes of action for unfair competition:

(i) selling contact lenses to California residents without
     being registered,

(ii) selling contact lenses to California residents without
      verifying the prescription, and

(iii) failing to disclose in its advertising that it sells
       "sample" lenses not intended for sale to the public.

The complaint requests various forms of relief, including
damages of an unspecified amount, attorney's fees and a
permanent injunction to prevent the Company from selling contact
lenses to California residents without being registered and
without verifying the prescription as well as from selling
sample contact lenses to California residents. In addition, the
plaintiff has filed a motion for preliminary injunction seeking
the injunctive relief requested in the complaint.

On August 11, 1998, the Company removed the action to the United
States District Court for the Central District of California
based on diversity jurisdiction.

In response to motions by the Company, plaintiff and another
California optometrist, Ellis Miles filed a First Amended
Complaint against the Company and its directors on or about
September 3, 1998 purporting to sue on behalf of the public
under California's unfair competition statute rather than as a
class action on behalf of optometrists. Although the substantive
claims for unfair competition remain the same, the First Amended
Complaint seeks restitutionary relief rather than damages.
Plaintiffs also stipulated to dismiss the Company's directors as
defendants rather than oppose the Company's motion to dismiss
them, leaving the Company as the only remaining defendant.

On October 2, 1998, plaintiffs re-filed their motion for
preliminary injunction in federal court. The Company likewise
filed a motion to strike plaintiffs' claims for monetary relief.
Plaintiffs withdrew their motion for preliminary injunction on
October 19, 1998, after the Company filed its opposition to the
motion indicating, inter alia, that the Company had been
registered as a Nonresident Contact Lens Seller in California.
The Court denied the Company's motion to strike plaintiffs'
claims for monetary relief on February 26, 1999. The Company
filed its Answer to the First Amended Complaint on March 11,
1999.


AHT CORP.: Consolidated Shareholder Suit Proceeds in New York
-------------------------------------------------------------
>From July 1 through August 17, 1998, eleven putative class
actions were filed in the United States District Court for the
Southern District of New York, all of which have been
consolidated under the caption In re Advanced Health Corporation
[n/k/a AHT Corp.] Securities Litigation. The consolidated
complaint, filed in February 1999, seeks, among other remedies,
certification as a class action and unspecified damages
resulting from defendants' alleged violations of federal
securities laws. The consolidated complaint alleges that the
Company and its current or former officers or directors,
Jonathan Edelson, M.D., Steven Hochberg, Alan B. Masarek, Robert
Alger and Michael W. Rogers are liable for certain
misrepresentations and omissions regarding, among other matters,
the Company's operations, performance, and financial condition.
The litigation is still in the preliminary stages, and the
Company believes that the plaintiffs' claims are without merit
and intends to defend against the action vigorously.


AQUA ALLIANCE: Shareholders Challenge Stock Buy-Back Plan
---------------------------------------------------------
Aqua Alliance Inc. announced that on April 2, 1999, three
purported class action complaints were filed in the Delaware
Court of Chancery against Vivendi, a wholly-owned United States
subsidiary of Vivendi, AAI and each of the members of AAI's
Board of Directors.

On April 1, 1999, AAI announced that Vivendi, its largest
stockholder, had submitted to members of a Special Committee of
AAI's Board of Directors a proposal to take AAI private for
$2.00 per share in cash for each outstanding share of Class A
Common Stock. The complaints allege, among other things, that
the consideration to be paid for the shares of Class A Common
Stock is grossly inadequate and that the terms of the proposed
transaction are unfair to AAI's public stockholders. The
complaints seek preliminary and permanent injunctive relief,
rescission in the event that the transaction is consummated and
compensatory damages. The Special Committee is in the process of
reviewing the going private proposal from Vivendi. AAI believes
that the claims are meritless and intends to defend them
vigorously.

AAI provides a comprehensive range of services and technologies
for the engineering, design and construction of water and
wastewater facilities; the remediation of hazardous waste; and
the operation, maintenance and management of water and
wastewater treatment systems. These services are provided to a
full range of government and industrial clients. AAI is an
affiliate of Vivendi, the world's largest water company.


CIENA CORP.: Kimberlin Shareholder Litigation Dismissed
-------------------------------------------------------
On September 9, 1998 the U.S. District Court for the Southern
District of New York granted summary judgment with respect to
federal securities law claims brought against the Company and
certain of its individual directors by investor Kevin Kimberlin
and related parties, finding "no violations" of federal
securities laws in the Company's or directors' conduct. The
Court also dismissed all related state law claims without
prejudice, declining to exercise jurisdiction over these claims.
The remaining state law claims, as well as the Company's
counterclaim against the Kimberlin-related parties, were fully
and finally resolved in October 1998 by agreement of the
parties.


CIENA CORP.: Shareholder Cases Consolidated in Maryland
-------------------------------------------------------
A class action complaint was filed on August 26, 1998 in U.S.
District Court for the District of Maryland entitled Witkin
et.al v. CIENA Corporation et. al (Case No. Y-98-2946). Several
other complaints, substantially similar in content, have been
filed. These cases were consolidated by court order on November
30, 1998.

The complaint alleges that CIENA and certain officers and
directors violated certain provisions of the federal securities
laws, including Section 10(b) and Rule 10b-5 under the
Securities Exchange Act of 1934, by making false statements,
failing to disclose material information and taking other
actions intending to artificially inflate and maintain the
market price of CIENA's common stock during the Class Period of
May 21, 1998 to September 14, 1998, inclusive. The plaintiffs
seek designation of the suit as a class action on behalf of all
persons who purchased shares of CIENA's common stock during the
Class Period and the awarding of compensatory damages in an
amount to be determined at trial and attorneys' fees.

The proceedings are at an early stage. No discovery has been
taken, and no prediction can be made as to its outcome. The
Company believes the suit is without merit and intends to defend
itself vigorously.


COMPAQ COMPUTER: Morris and Morris File Complaint in Texas
----------------------------------------------------------
Morris and Morris filed a class action lawsuit in the United
States District Court for the Southern District of Texas on
April 5, 1999, on behalf of all persons who purchased the common
stock of Compaq Computer Corp. (NYSE: CPQ) between January 27,
1999, and February 25, 1999.

The complaint charges Compaq and certain officers with
violations of Section 10(b) and 20(a) of the Securities Exchange
Act of 1934 as well as Rule 10b-5. The complaint alleges that
defendants issued a series of false and misleading statements
and failed to disclose material facts regarding a slow down in
demand for and sales of Compaq's products in the first two
months of the first quarter of 1999. As a result, the price of
Compaq common stock was artificially inflated. Additionally,
prior to the disclosure of these adverse facts, Compaq insiders
sold hundreds of thousands of shares of Compaq common stock,
earning millions of dollars.

For more information, contact Patrick F. Morris or Jacqueline L.
Green at 800-296-0410, or email: Morrisandmorris@compuserve.com.


DEAN WITTER: Moves to Dismiss Amended Commodity Pool Complaint
--------------------------------------------------------------
On September 6, 10, and 20, 1996, and on March 13, 1997, similar
purported class actions were filed in the Superior Court of the
State of California, County of Los Angeles, on behalf of all
purchasers of interests in limited partnership commodity pools
sold by Dean Witter Reynolds Inc. Named defendants include DWRI,
Demeter Management Corporation, Dean Witter Futures & Currency
Management Inc., Morgan Stanley Dean Witter & Co., certain other
limited partnership commodity pools of which Demeter is the
general partner, and certain trading advisors to those pools.

On June 16, 1997, the plaintiffs in the above actions filed a
consolidated amended complaint, alleging, among other things,
that the defendants committed fraud, deceit, negligent
misrepresentation, various violations of the California
Corporations  Code,  intentional and negligent breach of
fiduciary duty, fraudulent and unfair business practices, unjust
enrichment, and conversion in the sale and operation of the
various limited partnership commodity pools.

Similar purported class actions were also filed on September 18
and 20, 1996, in the Supreme Court of the State of New York, New
York County, and on November 14, 1996 in the Superior Court of
the State of Delaware, New Castle County, against the Dean
Witter Parties and certain trading advisors on behalf of all
purchasers of interests in various limited partnership commodity
pools sold by DWR. A consolidated and amended complaint in the
action pending in the Supreme Court of the State of New York was
filed on August 13, 1997, alleging that the defendants committed
fraud, breach of fiduciary duty, and negligent misrepresentation
in the sale and operation of the various limited partnership  
commodity pools.

On December 16, 1997, upon motion of the plaintiffs, the action
pending in the Superior Court of the State of Delaware was
voluntarily dismissed without prejudice. The New York Supreme
Court dismissed the New York action in November 1998, but
granted plaintiffs leave to file an amended complaint, which
they did in early December 1998.

The defendants have filed a motion to dismiss the amended
complaint with prejudice on February 1, 1999. The complaints
seek unspecified amounts of compensatory and punitive damages
and other relief. It is possible that additional similar actions
may be filed and that, in the course of these actions, other
parties could be added as defendants. The Dean Witter Parties
believe that they have strong defenses to, and they will
vigorously contest, the actions.


DIGITAL LIGHTWAVE: Fighting, Settling & Being Investigated
----------------------------------------------------------
In its latest annual report, DIGITAL LIGHTWAVE, INC., relays the
following statement concerning pending litigation to investors:

   As of April 9, 1998, 23 class action complaints (which were
subsequently consolidated into a single action) for violations
of the federal securities laws during certain periods in 1997
and 1998 had been filed in the United States District Court for
the Middle District of Florida, on behalf of purchasers of our
Common Stock. The complaints named as defendants Digital
Lightwave, Bryan J. Zwan, our Chairman, Steven H. Grant, our
Executive Vice President, Finance, Chief Financial Officer and
Secretary, and other former corporate officers. The complaints
allege that Digital Lightwave and certain officers during the
relevant time period violated Sections 10(b) and 20(a) of the
Securities Exchange Act by, among other things, issuing to the
investing public false and misleading financial statements and
press releases concerning our revenues, income and earnings,
which artificially inflated the price of our Common Stock.

   On July 23, 1998, we entered into a memorandum of
understanding for the settlement of these class action
complaints. In late October 1998, a Stipulation of Settlement
was filed with the court and on December 21, 1998, the court
preliminarily approved the settlement. On March 12, 1999, the
court indicated that it would grant final approval of the
settlement. The settlement is subject to appeal. The settlement
consists of $4.25 million in cash, to be paid to plaintiffs
primarily by a claim on the Company's directors and officers
liability insurance policy, and the issuance of up to 1.8
million shares of Common Stock. We recorded a charge of $8.5
million during 1998 as a result of the settlement.

   In addition, the Company is aware of a related informal
investigation by the Securities and Exchange Commission, which
was commenced in March 1998. The Company believes that the
investigation relates to the circumstances underlying the
restatement of its financial results. The investigation is
ongoing. The Company is unable to predict the outcome of the
investigation. There can be no assurance that such investigation
will not have a material adverse effect on the business,
financial condition or results of operations of the Company.


EMERGING MEXICO: Court Approves Settlement of Lawsuits
------------------------------------------------------
The Emerging Mexico Fund, Inc. (NYSE: MEF) announced that a
federal judge of the United States District Court for the
Southern District of New York approved the settlement of two
class action lawsuits pending against the Fund and its Board of
Directors.

The Fund's stockholders previously had approved the proposed
liquidation and dissolution of the Fund.  The Fund's shares of
common stock will cease to trade on the New York Stock Exchange.
It is anticipated that a liquidating distribution to
stockholders representing substantially all of the assets of the
Fund will occur within 30 to 90 days.


GALAXY ENTERPRISES: Escapes California Court's Jurisdiction
-----------------------------------------------------------
In December, 1998 Galaxy Enterprises, Inc., was served as a
defendant in a purported class action filed in the Superior
Court of Orange County, State of California, in a case entitled
Pamela Chang vs. Busting Out, Inc., De'Nae Walker, New Body,
Inc.,  Steven Olschwanger, Natural Curves LLC, New Woman, Ltd,
Galaxy Enterprises, Inc., Galaxy Mall, Inc., The Barnstead
Trust, East Bay Products, LLC, Rick Raynford, et al., in which
the plaintiff claims to have been damaged in that she was
offered the opportunity to purchase a certain product from
various web sites on the Internet operated by defendants.

Plaintiff alleges the product was offered for sale through
unfair, deceptive, untrue or misleading advertising intended to
result in the sale of the product, in violation of applicable
California law. Plaintiff seeks to enjoin the use of such
alleged deceptive practices, an accounting of all money received
and all profits acquired as a result of such practices, an order
of restitution to all persons of funds acquired by such alleged
practices, a distribution of any moneys recovered, unspecified
actual damages, unspecified punitive damages, attorney's fees
and costs. The Company has denied all allegations and has
asserted numerous affirmative defenses.

The Company also filed a motion to quash service of the summons
for lack of jurisdiction. On March 17, 1999 the Superior Court
granted the motion to quash. Consequently, the Superior Court
currently has no jurisdiction over the Company.


J.H. HEAFNER: Continues to Deny Liability for Employee Overtime
---------------------------------------------------------------
J.H. Heafner Co., Inc.'s Winston subsidiary was named as a
defendant in a class action lawsuit filed on June 10, 1998 in
Los Angeles County Superior Court by plaintiffs Mike Riggs and
Edmundo Feria on behalf of themselves and all other Winston
store managers similarly situated. The lawsuit alleges that
Winston violated certain California wage regulations and unfair
business practices statutes by requiring Messrs. Riggs and Feria
and the putative class of Winston store managers to work in
excess of 40 hours per work week without receiving properly
calculated overtime compensation. The plaintiffs seek overtime
compensation due and owing, prejudgment interest, certain
penalties and attorneys' fees and costs.

Heafner believes that Winston's operations, including its wage
practices, fully comply with applicable California and federal
legal requirements and that the plaintiffs' claims are without
merit. Heafner is vigorously defending the matter.


LATEX GLOVES: Safeskin Battling 213 Suits at Year-End
-----------------------------------------------------
As of December 31, 1998, approximately 213 product liability
lawsuits seeking monetary damages, in most cases of an
unspecified amount, were pending in federal and state courts
against SAFESKIN CORP. and other manufacturers of latex gloves.
These lawsuits allege injuries ranging from dermatitis to severe
allergic reactions caused by the residual chemicals or latex
proteins in gloves worn by medical workers while performing
their duties.

On February 26, 1997, the Judicial Panel on Multi-District
Litigation entered an order transferring all latex allergy
lawsuits brought on behalf of healthcare workers against
Safeskin and other latex glove manufacturers in the Federal
courts to the United States District Court for the Eastern
District of Pennsylvania, consolidating those cases for
discovery management and other pre-trial proceedings.

Safeskin indicates in its latest annual report that it has
referred the defense of these lawsuits to its insurance
carriers.


LINCOLN INTERNATIONAL: Feinberg & Shelton Files Suit in Kentucky
----------------------------------------------------------------
Feinberg & Shelton, P.S.C. filed a class action complaint in the
United States District Court for the Western District of
Kentucky on behalf of all who were shareholders of Lincoln
International Corporation until May of 1997 and who sold their
Lincoln stock in response to LTG's tender offer, or shareholders
that were forced out of their Lincoln International stock due to
the reverse stock split effected by Lincoln in December of 1997.

The complaint alleges that Lincoln International Corporation and
its directors and officers violated federal security laws
(10(b), 13(e) and 20(a) of the Securities Exchange Act of 1934)
by misrepresenting or failing to disclose material information
about the status of Lincoln International Corporation's assets.
As a result of defendants' false and misleading statements and
omissions, the defendants were able to purchase stock in Lincoln
International for less than its fair value.

For more information contact John R. Shelton at 502-589-6060 or
email fands@ntr.net.


MONTGOMERY WARD: Bankruptcy Court will Resolve Commission Suits
---------------------------------------------------------------
In 1997, a suit entitled "Trent v. Montgomery Ward," was
initiated by Karen Trent and four other plaintiffs alleging, on
behalf of themselves and a class of other commissioned sales
employees, fraud and breach of contract in the calculation of
their sales commissions. This class action currently is being
heard in the Federal District Court for the District of Wyoming.

The suit claims that from 1992 to the present, Wards devised a
commission sales plan that was designed to underpay commissions
promised to employees and that Wards in fact paid employees less
than the commissions they were supposed to have earned.
Plaintiffs seek certification of the class and actual and
punitive damages. Wards has denied the allegations and intends
to aggressively defend this matter. The case currently is in the
early stage of class discovery, and damage exposure cannot be
determined at this time.

A limited lifting of the bankruptcy automatic stay has been
granted so that the class certification issue can be resolved.
The court has determined that it does not have jurisdiction of
the case and has remanded the case to the Wyoming State court.
The plaintiffs have filed a motion for reconsideration. The
plaintiffs have now filed a class claim in the Bankruptcy Court
in Delaware and it is expected that their claim will be resolved
in the Bankruptcy Court.


MONTGOMERY WARD: Off the Hook for Reaffirmation Impropriety
-----------------------------------------------------------
On April 29, 1997, Montgomery Ward Holding Corp., Wards and
Lechmere were served with a complaint, purporting to represent a
nationwide class, filed by certain bankrupt credit card holders
of Wards and Lechmere credit cards. The complaint alleged that
MW Holding, Wards and Lechmere, benefited from the actions taken
by Hurley, Lechmere's previous credit card provider, and MWCC
and Monogram (both of which are affiliates of GE Capital),
Wards' and Lechmere's current credit card providers, in that the
recoveries received from the bankrupt credit card holders,
allegedly were in violation of the bankruptcy laws dealing with
reaffirmation, and ultimately reduced Wards' and Lechmere's loss
sharing obligations.  Hurley, MWCC and Monogram took all actions
related to bankruptcy reaffirmation.

A final settlement has been executed by Monogram and MWCC with
the plaintiffs, which releases MW Holding, Wards and Lechmere of
any liability. The plaintiffs have withdrawn their proofs of
claim filed in Montgomery Ward's bankruptcy proceeding.


NUMBER NINE: Minimal Progress Reported in 1996 Shareholder Suits
----------------------------------------------------------------
Number Nine Visual Technology Corp. reminds investors in its
latest annual report that it was served notice of three lawsuits
seeking class action status on or about June 11, 1996, July 16,
1996 and October 16, 1996, respectively, filed in the United
States District Court for the District of Massachusetts naming
as defendants the Company, the members of the Board of Directors
during the period in question, the former Chief Financial
Officer and Treasurer, and the Selling Shareholders and Managing
Underwriters of Number Nine's 1995 initial public offering.

The alleged class of plaintiffs consists of all persons who
purchased shares of Common Stock on the open market between and
including May 26, 1995 through January 31, 1996. The plaintiffs,
who seek unspecified damages, interest, costs and fees, allege,
among other things, that the Registration Statement and
Prospectus in the initial public offering and other public
statements and reports filed with the Securities and Exchange
Commission during the class period in question contained false
and materially misleading statements. The defendants deny
liability, believe they have meritorious defenses and intend to
vigorously defend against these and any similar lawsuits that
may be filed, although the ultimate outcome of these matters
cannot yet be determined.

The only progress reported by Number Nine is that, by order of
the District Court, these actions have been consolidated into a
single action.


ORTHOLOGIC CORP.: Company Dismissed From Arizona Lawsuit
--------------------------------------------------------
OrthoLogic Corp. (Nasdaq:OLGC) announced that the Federal
District Court has entered an order dismissing all claims
against the company in a consolidated class-action lawsuit that
has been pending in the District of Arizona since 1996. However,
certain claims against current and former officers and directors
are still pending.

"The company is glad to have this part of the case behind it and
looks forward to being vindicated completely in the future,"
said Thomas R. Trotter, OrthoLogic's president and chief
executive officer.


PARTY CITY: Milberg Weiss Files Complaint in New Jersey
-------------------------------------------------------
Milberg Weiss Bershad Hynes & Lerach have filed a class action
lawsuit in the United States District Court for the District of
New Jersey, on behalf of all purchasers of the common stock of
Party City Corporation (Nasdaq: PCTYE) between August 24, 1998,
and March 18, 1999.

The complaint alleges that defendants issued a series of false
statements and failed to disclose material facts. In particular,
the complaint charges that defendants misled the investing
public concerning the Company's inventory control systems,
financial condition and ability to comply with certain loan
covenants.

For more information, contact Steven G. Schulman, Samuel H.
Rudman or Michael A. Swick, by telephone 1-800-320-5081 or via
email: endfraud@mwbhlny.com.


PATHOGENESIS CORP.: Berger & Montague File Suit in Washington
-------------------------------------------------------------
A class action lawsuit was filed in the United States District
Court for the Western District of Washington against
PathoGenesis Corp. (Nasdaq: PGNS) and certain officers and
directors of the company. The lawsuit was filed by Berger &
Montague, P.C., on behalf of all purchasers of PGNS securities
between January 26, 1999 and March 22, 1999.

The complaint asserts that defendants violated Section 10(b) of
the Securities Exchange Act of 1934 and SEC Rule 10b-5 by making
material misrepresentations and omissions that caused the
Company's stock to trade at artificially inflated levels. In
summary, the complaint states that defendants made materially
false and misleading statements about the market for its most
important product, trobramycin solution for inhalation (TOBI).
On March 22, 1999, the Company announced that its first quarter
results would be far below consensus estimates. They announced
sales of only $10 million, a net loss of $0.30 per share versus
estimates of a $0.20 per share profit, and anticipated yearly
sales only in the range of $62-63 million, dramatically less
than the $90-100 million expected before the announcement. As a
result of this announcement, PathoGenesis stock plummeted from
$34 a share to close at $12 per share on March 23, 1999, a drop
of approximately 66 percent.

To learn more, contact Sherrie R. Savett, Esq., Merrill G.
Davidoff, Esq., or Jill E. Sterbakov, Esq., at 888-891-2289, or
via email at investorprotect@bm.net.


PATHOGENESIS CORP.: Spector & Roseman File Suit in Washington
-------------------------------------------------------------
Spector & Roseman, P.C. filed a class action lawsuit in the
United States District Court for the Western District of
Washington on behalf of purchasers of the common stock of
PathoGenesis Corp. (NASDAQ: PGNS) from January 26, 1999 through
March 22, 1999.

The Complaint charges PathoGenesis and certain officers with
violations of Sections 10(b) and 20(a) of the Securities
Exchange Act of 1934. The Complaint alleges that defendants
issued a series of materially false and misleading statements
regarding the market for its principal product tobramycin
solution for inhalation (TOBI). On March 22, 1999, the Company
announced that sales for the first quarter would only be about
$10 million, and that it expected to report a net loss of $0.30
per share versus consensus estimates of a $0.20 profit. In
addition, the Company said sales for the year would likely be in
the $62-$63 million range as opposed to $90-$100 million. As a
result of this announcement, the stock price fell on March 23rd
by over 22 points, from approximately $34 per share to $12 per
share on volume of over 22 million shares.

Additional details may be obtained from plaintiff's counsel
Robert M. Roseman at 888-844-5862 or via email at
classaction@spectorandroseman.com.


QUAKER FABRIC: Denies Allegations & Continues Defense
-----------------------------------------------------
Quaker Fabric Corp. and certain of its officers and directors
have been named as defendants in two putative class actions
filed during September 1998 relating to the Company's public
offering of 3.2 million shares of common stock that was
completed on August 4, 1998. The actions are:

  * Bruno de Luca, On Behalf of Himself and All others
    Similarly Situated v. Quaker Fabric Corp. et al. filed in
    the United States District Court for the Eastern District
    of New York, and

  * Heng Yang, On Behalf of Himself and All Others Similarly
    Situated v. Quaker Fabric Corporation et al. filed in the
    United States District Court for the District of
    Massachusetts.

The plaintiffs seek unspecified damages and rescission as a
result of alleged material misrepresentations and omissions in
the registration statement and prospectus for the Offering. The
Company believes the suits to be without merit and plans to
defend them vigorously. The cases are in their initial stages
and the Company is not able to predict the outcome of the
litigation at this time.


ROYAL CARIBBEAN: Cruise Line Settles Port Charges Litigation
------------------------------------------------------------
Royal Caribbean International announced that there is a proposed
settlement of a class action lawsuit brought against the cruise
line on behalf of certain passengers. The lawsuit alleged that
Royal Caribbean Cruises Ltd. misrepresented the true nature and
purpose of the "port charges" it collected from passengers.
Although Royal Caribbean denies this allegation, there has been
a settlement agreement entered into by the parties, which has
been preliminarily approved by the Court as fair and reasonable.

This action was commenced on April 19, 1996 against Royal
Caribbean for allegedly misrepresenting the nature and purpose
of the "port charges" it advertised and collected from its
cruise passengers. The complaint alleges Royal Caribbean's
advertising and other promotional materials implied "port
charges" represented monies paid by Royal Caribbean to
governmental authorities, that Royal Caribbean paid less to
those governmental authorities than it collected from passengers
and that Royal Caribbean's passengers are due the difference
between the amount collected from them and the amount paid to
governmental authorities. Plaintiffs' claims are, at present,
only allegations since no trial on the merits has occurred in
the Action.

Royal Caribbean denies all of plaintiffs' allegations of
wrongdoing and liability and maintains that all Settlement Class
members are not entitled to damages or any other relief. Royal
Caribbean denies that it ever represented that "port charges"
reflect only reimbursement for payments made to governmental
authorities. In Royal Caribbean's view, passengers were not
misled or harmed.

On February 19, 1999, the Court conditionally certified a
nationwide class for purposes of settlement only, and granted
preliminary approval of the Settlement Agreement. The class is
composed of all residents of the U.S. who (1) traveled on a
Royal Caribbean cruise, (2) paid "port charges" to Royal
Caribbean, and (3) departed on their cruise during the period
between April 19, 1992 to April 1, 1997. The settlement excludes
from participation: (a) Royal Caribbean's employees and their
immediate family members, any reduced fare passengers who
traveled on a discounted fare that was not offered to the
general public (such as travel agents, journalists, etc.); and
(b) all persons who, in accordance with the terms of the
Settlement Agreement, execute a timely request for exclusion.

On February 19, 1999, the Court granted preliminary approval of
this Settlement subject to final approval after a Settlement
Hearing to be held on June 3, 1999. Members of the settlement
class will receive a Voucher for every qualifying Royal
Caribbean cruise taken between April 19, 1992 and April 1, 1997
depending on the date and the length of the cruise as follows:

4/19/92-12/31/94
   Cruise Length Voucher Amount
   3 or 4 Night Cruises $8.00
   5 to 7 Night Cruises $12.50
   Over 7 Night Cruises $17.00

1/1/95-4/1/97
   Cruise Length Voucher Amount
   3 or 4 Night Cruises $12.00
   5 to 7 Night Cruises $20.00
   Over 7 Night Cruises $30.00

Vouchers can only be used to reduce the cruise fare on Royal
Caribbean cruises and may not be used for on-board expenses.
Vouchers may be used (1) by participants in the settlement only
for bookings made within 120 days of departure or (2) by someone
who obtains a Voucher which was initially distributed to a
participant in the settlement only for bookings made within 45
days of departure.

In exchange for the ability to participate in the Settlement,
participants in the settlement will be deemed to have released
any and all claims against Royal Caribbean arising out of, or
relating to its "port charges."

Royal Caribbean has also agreed as part of the Settlement to
take all reasonable steps to comply with the Assurance of
Voluntary Compliance entered into by Royal Caribbean and the
Florida Attorney General in all of its United States advertising
until the earlier of (a) two years from the date of Final
Approval of the Settlement; (b) such time as a significant
competitor of Royal Caribbean, including, but not limited to,
Princess Cruises, Norwegian Cruise Line, Carnival Cruises, and
Holland America begin advertising in the U.S. in a manner that
is inconsistent with the Assurance of Voluntary Compliance
entered into by Royal Caribbean and the Florida Attorney
General; or (c) the termination of the Settlement Agreement by
its own terms.

Royal Caribbean will pay the necessary and reasonable costs of
notice and administration of the Settlement. In addition, Royal
Caribbean has agreed to pay fees and expenses to Plaintiffs'
Counsel in the amount awarded by the Court not to exceed
$1,000,000.

Class members who do not want to participate in the Settlement
and "opt out" of this action must personally prepare, sign and
return an exclusion request to Royal Caribbean Port Charges
Litigation, P.O. Box 527543, Miami, Florida 33152, postmarked no
later than May 10, 1999. The exclusion request must reference
this case, In re Royal Caribbean Cruise Lines Port Charges
Litigation, Case No. 96-8075, and must include the following
statement: "I am opting out of participation in In re Royal
Caribbean Cruise Lines Port Charges Litigation, Case No. 96-
8075, and I hereby exclude myself from participation in the
Settlement."

Current information is available by calling 1-877-202-1520, or
contact Robert S. Schachter of Zwerling, Schachter & Zwerling,
LLP, or Robert C. Gilbert, of Robert C. Gilbert, P.A.


SAFESKIN CORP.: Indicates Intent to Contest 15 Shareholder Suits
----------------------------------------------------------------
Since March 11, 1999, approximately fifteen lawsuits have been
filed in the U.S. District Court for the Southern District of
California against Safeskin and certain officers and directors
alleging violations of Sections 10(b) and 20(a) of the
Securities and Exchange Act of 1934, and Rule 10b-5. The
Securities Actions were brought by plaintiffs in their
individual capacity and on behalf of purported class of persons
who purchased or otherwise acquired Safeskin publicly traded
securities during various periods occurring between October 23,
1997 and March 11, 1999. They allege that plaintiffs purchased
Safeskin securities at prices artificially inflated by
defendants' misrepresentations and omissions concerning
Safeskin's financial condition and prospects and seek an
unspecified amount of damages.

In addition, a shareholder derivative action has been filed
against certain of Safeskin's directors, and Safeskin as a
nominal defendant, in the Supreme Court of the State of
California, San Diego County. The Derivative Action alleges
breach of fiduciary duty, waste of corporate assets and gross
negligence in connection with Safeskin's stock buy back program
and seeks an unspecified amount of damages.

Defendants' time to respond to the allegations made in the
Securities Actions and the Derivative Action has not yet
expired, however, Safeskin believes that these claims are
without merit and intends to contest the claims vigorously.


SLOAN'S SUPERMARKETS: RMED Continues 1994 Shareholder Litigation
----------------------------------------------------------------
RMED International, Inc., reminds investors in its latest annual
report that, in August 1994, RMED commenced an action in the
United States District Court of the Southern District of New
York against Sloan's Supermarkets, Inc. and John A. Catsimatidis
to recover damages based on the defendants' failure to disclose,
in its public filings and otherwise, the existence of an
investigation by the Federal Trade Commission ("FTC") regarding
the concentration of supermarkets by entities owned or
controlled by the defendants.

RMED purchased approximately 226,000 shares of Sloan's common
stock in November and December 1993 in open market transactions
on the American Stock Exchange, without knowledge of the FTC
investigation, and sold a portion of these shares at a loss
after June 2, 1994, when the Company learned of the FTC
investigation. The legal action has been certified as a "class
action" with RMED as the class action representative.


STAGE STORES: Strongly Denies Alleged Securities Violations
-----------------------------------------------------------
Stage Stores, Inc. (NYSE: SGE) issued a strong denial of
allegations of securities laws violations contained in a class
action lawsuit filed on March 30, 1999 in the United States
District Court for the Southern District of Texas.

The complaint against Stage and certain of its officers,
directors, underwriters and controlling shareholders seeks class
action certification on behalf of persons who purchased
StageStores, Inc. common stock during a certain period of time.
The suit alleges generally that the defendants made false or
misleading statements or omissions relating to Stage's
acquisition of C.R. Anthony Company as well as Stage's business
and prospects and seeks unspecified damages.

Carl E. Tooker, Chairman, President and Chief Executive Officer,
stated, "The claims contained within the suit are completely
without merit and have no basis in law or fact. Stage will
vigorously contest all allegations contained in the complaint
and we categorically deny that any securities laws were violated
by the Company or any of its officers or directors."

Stage Stores, Inc. brings nationally recognized brand name
apparel, accessories, cosmetics and footwear for the entire
family to small towns and communities throughout the United
States. The company operated 679 stores in 34 states at the end
of the fourth quarter, primarily under the Stage, Bealls and
Palais Royal trade names.


USA CLASSIC: Orbit Pays $1,000,000 to Settle Shareholder Claims
---------------------------------------------------------------
On September 23, 1993, a class action was commenced by an
alleged shareholder against USA Classic, Inc., (a wholly-owned
subsidiary of ORBIT INTERNATIONAL CORP.) and certain of its
directors in the United States District Court for the Southern
District of New York. The action was commenced on behalf of
shareholders, other than the defendants, who acquired their
shares from November 20, 1992, the date of the initial public
offering of common stock of USA Classic, through September 22,
1993, and alleged violations of the Securities Act of 1933, as
amended in connection with the Offering as well as violations of
Section 10(b) of the Securities Exchange Act of 1934.

Specifically, the complaint alleged that false and misleading
statements were made in the registration statement (including
the prospectus and the financial statements therein) filed in
connection with the Offering and in certain financial statements
of USA Classic filed subsequent to the Offering in violation of
Sections 11 and 12 (2) of the Securities Act. The complaint
further alleged "control person" liability under Section 15 of
the Securities Act. The plaintiffs were seeking compensatory
damages as well as fees and expenses.

On February 1, 1994, a First Amended and Consolidated Complaint
was filed in the Class Action. The First Amended and
Consolidated Complaint added the Company as a defendant and
alleged that the Company is a "controlling person" of USA
Classic and an "aider and abettor" of the alleged violations of
the securities laws. The Company answered the First Amended and
Consolidated Complaint on March 21, 1994. The Class Action was
stayed as against USA Classic as a result of USA Classic's
filing of a petition for reorganization under Chapter 11 of the
United States Bankruptcy Code.

On October 4, 1994, a Second Amended and Consolidated Complaint
was filed in the Class Action. The Second Amended and
Consolidated Complaint restated the allegations against the
Company and added PaineWebber Incorporated and Ladenburg
Thalmann & Co. Inc., the lead underwriters in the Offering, as
additional defendants.

On July 2, 1998, an agreement to settle this dispute was reached
among all of the parties. A written settlement agreement was
executed on August 21, 1998. On January 15, 1999, the Honorable
John S. Martin Jr. entered a final order and judgment certifying
the class, accepting the terms of the settlement as reasonable,
and dismissing the action. Pursuant to the terms of the
settlement agreement, and in complete satisfaction of its
obligations thereunder, the Company paid $1,000,000 to the
plaintiffs.

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

Class Action Reporter is a daily newsletter, co-published by
Bankruptcy Creditors' Service, Inc., Princeton, NJ, and Beard
Group, Inc., Washington, DC. Peter A. Chapman, Editor.

Copyright 1999. All rights reserved. ISSN XXXX-XXXX.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without
prior written permission of the publishers. Information
contained herein is obtained from sources believed to be
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