CAR_Public/990429.MBX              C L A S S   A C T I O N   R E P O R T E R

              Thursday, April 29, 1999, Vol. 1, No. 60

                            Headlines

AMERICA ONLINE: Payments Settle Multiple Class Actions
BOEING CO: Unhappy Workers Opt Out of Discrimination Settlement
CO MENTAL HEALTH: Patients Seek Improved Care and Conditions
CONSOLIDATED NATURAL: Shareholders Resist Dominion Acquisition
FORT JAMES: Defending Claims by Direct and Indirect Purchasers

GENERAL SEMICONDUCTOR: Updates General Instrument Litigation
INTERIM HEALTHCARE: Medicare Cuts Result in "Dumped" Patients
OSICOM TECHNOLOGIES: Weiss & Yourman File Suit in California
P-COM INC: Demurrers to State Actions, Federal Cases Dismissed
PHARMACEUTICAL MAKERS: CA Drug Prices are "Crazy, Really Crazy"

TMP WORLDWIDE: Employees Seek Unpaid Overtime and Vacation Pay
UNITED HEALTHCARE: Insurance Company Faces Nebraska RICO Charge
UNITED HEALTHCARE: Pension Funds Opt Out of Settlement and Sue


                            *********


AMERICA ONLINE: Payments Settle Multiple Class Actions
------------------------------------------------------
A lawsuit was filed in federal court in Alexandria, Virginia
against America Online Inc, its officers, outside directors and
its auditors in February 1997 on behalf of shareholders alleging
violations of the federal securities laws. In July 1997, the
court dismissed the complaint, finding that the allegations of
the complaint were not sufficiently specific.

The plaintiffs filed an amended complaint in September 1997,
this time naming the Company, its chief executive officer and
its chief financial officer as defendants. The Company has
entered into a preliminary agreement to settle the action,
subject to negotiation of final documentation and approval by
the court. As part of the settlement, the Company will make $35
million in payments, a substantial portion of which will be
covered by insurance.

A shareholder derivative suit related to the class action
lawsuit has also been filed in Delaware chancery court against
certain current and former directors of the Company and remains
pending. The Company has entered into a preliminary agreement to
settle the shareholder derivative suit, subject to negotiation
of final documentation and approval by the Delaware chancery
court, on terms that will not have a material adverse effect on
the financial condition or results of operations of the Company.

America Online also reported that in fiscal 1998, the Company
recorded a net settlement charge of $18 million in connection
with the settlement of the Orman v. America Online, Inc. class
action lawsuit filed in U.S. District Court for the Eastern
District of Virginia alleging violations of federal securities
laws between August 1995 and October 1996. The settlement is
subject to final documentation and court approval. Included in
the net settlement charge is an estimate of $17 million in
insurance receipts.

America Online also noted that in fiscal 1997, the Company
recorded a settlement charge of $24 million in connection with a
legal settlement reached with various State Attorneys General
and a preliminary legal settlement reached with various class
action plaintiffs, to resolve potential claims arising out of
the Company's introduction of flat-rate pricing and its
representation that it would provide unlimited access to
subscribers. Pursuant to these settlements, the Company agreed
to make payments to subscribers, according to their usage of the
AOL service, who may have been injured by their reliance on the
Company's claim of unlimited access. These payments do not
represent refunds of online service revenues, but are rather the
compromise and settlement of allegations that the Company's
advertising of unlimited access under its flat-rate pricing plan
violated consumer protection laws. In the first quarter of
fiscal 1998, the Company revised its estimate of the total
liability associated with these matters, and reversed $1 million
of the original settlement accrual.


BOEING CO: Unhappy Workers Opt Out of Discrimination Settlement
---------------------------------------------------------------
The Associated Press reported that a proposed $15 million
settlement in a racial discrimination lawsuit against The Boeing
Co. is insufficient and won't improve race relations at the
nation's largest aerospace company, according to a lawyer for
black workers. In a memorandum filed Friday in U.S. District
Court, Alan B. Epstein of Philadelphia, a lawyer for more than
2,000 black Boeing workers, told Judge John C. Coughenour that
lawyers who represented his clients could have won far better
terms.

However, AP notes that Oscar Desper III and Bruce Harrell, who
represented the black workers in the original class-action, said
Epstein's objections were "baseless." According to AP, "All
(Epstein) did was tap into people who never came forward in the
first place, unhappy people who never had anything to do with
this case in the first place, and they've given him false
information," Desper said.

The AP reported that the deadline was just reached for those
covered by the proposed settlement, blacks who worked for Boeing
during the past two to four years, to file objections or opt out
of the case. Those filing objections retain their shares in any
eventual payout. Those who opt out would get nothing but may
file separate claims on their own, AP explained.

About 12,000 Boeing workers and about 8,000 retirees and former
employees are potential class members, accordin to the AP story.
The largest payments would go to about 237 individuals who would
get $5,500 to $50,000 each. Under the proposed settlement, those
covered by the decree would share $7.3 million after legal fees
and the cost of Boeing affirmative action programs are
subtracted from the total.

Coughenour scheduled a fairness hearing May 26 to consider
objections to the consent decree. Of the 237 individuals named
in the original suit, Epstein told AP that 72 have asked his law
firm to present their objections.

Desper told the Associated Press that "the vast majority" of
class members support the agreement.

The News Tribune Tacoma reported that Peter Conte, a spokesman
for Boeing, said the company had not yet seen Epstein's court
document. But Conte said the company "vehemently denies there
has been any collusion between it and the McKay Huffington
Harrell and Desper law firm. Any accusations of the sort are
without basis in fact and irresponsible."

The News Tribune Tacoma wrote that arguments over the adequacy
of the consent decree have torn through Boeing's plants from
Seattle to St. Louis and from Wichita to Philadelphia ever since
the settlement was announced Jan. 22. The Rev. Jesse Jackson
joined Boeing chairman and CEO Phil Condit in announcing the
agreement, in which Boeing agreed to a $15 million settlement
but did not admit any wrongdoing. "We feel it's much better to
be moving forward, not looking at where we put blame," Condit
said at that time. According to the News Tribune, Jackson
agreed. "The language of pain is not as important as the message
of hope," he said. "The workers are not as interested in getting
even as they are in getting ahead."

But many workers disagreed - both with the payout and the
remedies Boeing promised to improve race relations. "There's
just no accountability," Eleanor Staton, a dispatcher at the
Renton plant with 18 years at the company, told The News Tribune
Tacoma. "What good is a diversity program if there's no
accountability?" she asked. Staton stood to collect $42,000 from
the consent decree but decided to opt out of the class.

"I'm sorry that Miss Staton feels this way," Desper told The
News Tribune Tacoma, "but I respect her for opting out to have
her own day in court. "If she can do better, we'll be happy for
her. But these were not million-dollar cases. The average
difference in pay involved in most of the promotions that the
named individuals failed to get came to about $2,000 a year."

Epstein told The News Tribune Tacoma the workers he's
representing feel the $3.75 million awarded to Desper and
Harrell for their legal services was far more than the two
deserved. Another named individual, Lynn Luefroy of Fircrest,
said she opted out of the case despite being told she would
receive $13,500. "Our attorneys never listened to us, they never
kept us informed, and they agreed to a settlement that doesn't
let us tell our stories," she said in the story. "We wanted our
day in court." Epstein quoted from an early court document filed
by Desper and Harrell which claimed a trial would prove the
plaintiffs deserved at least $82 million in damages.


CO MENTAL HEALTH: Patients Seek Improved Care and Conditions
------------------------------------------------------------
The Rocky Mountain News reports that the Colorado Mental Health
Institute is the target of two lawsuits charging that treatment
of patients violates their constitutional rights and led at
least two men to commit suicide. Attorneys filed a class action
lawsuit on behalf of patients at the forensic unit of the Pueblo
state hospital, claiming they are being punished and warehoused
without meaningful treatment.

The other wrongful death lawsuit was filed by the families of
two men who committed suicide after being committed to the state
hospital. According to The Rocky Mountain News, the families
blame the suicides on grossly substandard care and "dreary,
overcrowded, unsafe and untherapeutic" conditions.

Spokespersons for the state hospital and the Colorado Department
of Human Services told The Rocky Mountain News they had not
received copies of the lawsuit and couldn't comment. Both
lawsuits were filed in Denver District Court. "We feel like we
provide good quality care at all of our facilities, including
Pueblo," human services spokesman Dwight Eisnach told the News.

Attorney Kathleen Mullen told The Rocky Mountain News the suits
seek improved care and conditions. One lawsuit blames the
suicides of Terry Wilkerson, 45, and Michael Riley, 28, on staff
and conditions at the hospital. Wilkerson hanged himself in a
utility closet Sept. 14, 1997. Distraught over testimony at his
competency proceedings, he left a note saying, "I cannot deal
with the lies of the doctor and what is being said in court
anymore." Riley hanged himself April 15, 1998, after repeatedly
begging his doctor to take him off the medication Haldol, which
previously had led to a suicide attempt, the lawsuit said.
Mullen told The Rocky Mountain News that reports by state
consultants found the forensic unit was chronically overcrowded,
understaffed and that staffers lacked training in suicide
prevention. The unit was "pervaded by a sense of hopelessness
which led to the warehousing of patients," the lawsuit charged.
Many patients were kept in high security units or in seclusion
without showing signs of violence or behavior problems, the
class action lawsuit charged. Patient James Neiberger has been
kept in high security units for 20 years in retaliation for
filing grievances, the suit charged.


CONSOLIDATED NATURAL: Shareholders Resist Dominion Acquisition
--------------------------------------------------------------
The Richmond Times-Dispatch reports that Consolidated Natural
Gas Co., a gas and oil producer, was sued by shareholders who
claim their stock is being undervalued in a planned $7.95
billion acquisition by Dominion Resources Inc. Dominion, the
Richmond-based diversified utility holding company, offered 1.52
of its shares for each share of Pittsburgh-based CNG - $61.37 at
a recent closing price. The bid was made in February.

The Richmond Times-Dispatch wrote that a lawsuit filed in
Wilmington this week by CNG shareholder Gerold Garfinkel says
that company directors have a responsibility to seek maximum
value for the stock. He said they ignored a $70-per-share offer
from Herndon, Va.-based Columbia Energy Group, the nation's
fourth-largest natural gas distributor. Consolidated directors
"have refused to fulfill their fiduciary duties to
Consolidated's shareholders and consider all bona fide offers
for the company," Garfinkel says in his suit. According to The
Richmond Times-Dispatch he asks a judge to give the suit class-
action status on behalf of all shareholders, to order the
company to cooperate with all takeover prospects, to "undertake
an appropriate evaluation" of the company and to award suitable
damages.

"We're aware of the filings and we're reviewing them" Chet Wade,
spokesman for CNG, told The Richmond Times-Dispatch.


FORT JAMES: Defending Claims by Direct and Indirect Purchasers
--------------------------------------------------------------
In May 1997, the Attorney General of the State of Florida filed
a civil action in the United States District Court for the
Northern District of Florida at Gainesville against the Fort
James Corp. and seven other manufacturers of sanitary commercial
paper products alleging violations of federal and state
antitrust and unfair competition laws. The complaint seeks
damages on behalf of the state under Florida law of $1 million
against each defendant for each violation, unspecified treble
damages and injunctive relief. Three other state attorney
generals have brought similar suits which are expected to be
consolidated in the Florida District Court.

In addition, numerous other filings have been filed in federal
courts on behalf of an alleged class of direct purchasers, all
seeking similar damages for similar alleged violations. The
class actions were consolidated in the Florida District Court,
and in July 1998, the Court conditionally certified the class.

State class actions also have been filed in certain states, on
behalf of an alleged class of indirect purchasers, seeking
similar damages for similar alleged violations under state law.

The Company believes that these cases are without merit and is
vigorously defending both the federal and state actions.


GENERAL SEMICONDUCTOR: Updates General Instrument Litigation
------------------------------------------------------------
A securities class action involving General Semiconductor is
presently pending in the United States District Court for the
Northern District of Illinois, Eastern Division, entitled In Re
General Instrument Corporation Securities Litigation. This
action, which consolidates numerous class action complaints
filed in various courts between October 10 and October 27, 1995,
is brought by plaintiffs, on their own behalf and as
representatives of a class of purchasers of GI common stock
during the period March 21, 1995 through October 18, 1995.

The complaint alleges that prior to the Distribution, GI and
certain of its officers and directors, as well as Forstmann
Little & Co. and certain related entities, violated the federal
securities laws, namely, Sections 10(b) and 20(a) of the
Securities Exchange Act of 1934, as amended (the "Exchange
Act"), by allegedly making false and misleading statements and
failing to disclose material facts about GI's planned shipments
in 1995 of its CFT-2200 and DigiCipher II products.

Also pending in the same court, under the same name, is a
derivative action brought on behalf of GI. The derivative action
alleges that the members of GI's Board of Directors, several of
its officers and Forstmann Little & Co. and related entities
have breached their fiduciary duties by reason of the matter
complained of in the class action and the defendants' alleged
use of material non-public information to sell shares of GI
common stock for personal gain.

An action entitled BKP Partners, L.P. v. General Instrument
Corp. was brought in February 1996 by certain holders of
preferred stock of Next Level Communications ("NLC"), which was
merged into a subsidiary of GI in September 1995. The action was
originally filed in the Northern District of California and was
subsequently transferred to the Northern District of Illinois.
The plaintiffs allege that the defendants violated federal
securities laws by making misrepresentations and omissions and
breached fiduciary duties to NLC in connection with the
acquisition of NLC by GI. Plaintiffs seek, among other things,
unspecified compensatory and punitive damages and attorney's
fees and costs.

In connection with the Distribution, General Instrument
(formerly "NextLevel Systems, Inc.") agreed to indemnify General
Semiconductor with respect to its obligations, if any, arising
out of or relating to In Re General Instrument Corporation
Securities Litigation (including the derivative action), and the
BKP Partners, L.P. v. General Instrument Corp. litigation.
Therefore, management is of the opinion that the resolution of
these matters will have no effect on General Semiconductor's
consolidated financial position, results or cash flows.


INTERIM HEALTHCARE: Medicare Cuts Result in "Dumped" Patients
-------------------------------------------------------------
According to a story in The Tennessean, hundreds of Tennesseans
may have been negatively affected by Interim HealthCare, a
Florida provider, in a case that could have an impact on home
health-care providers nationwide. Three women filed the suit in
U.S. District Court alleging the company was trying to "dump"
them because of Medicare cuts that took effect last year. The
women say Interim, which has branches in Tennessee, began a
process of identifying and dumping patients who were high-cost
users of home health care.

John Day, attorney for the plaintiffs, told The Tennessean that
the case is broad and should become a class-action suit
involving hundreds of patients whose services have ended, or who
were denied service because of their conditions. "This is sock-
it-to-'em health care," Day said after the hearing before U.S.
District Judge Todd J. Campbell. "This impacts patients from
every home health provider in the state and the nation. This
sends a message that the court expects laws will be followed and
that Medicare patients get what they paid for no matter how sick
they are."

David Butler, attorney for Interim, disagreed and told The
Tennessean that the case should not become a class-action suit.
At most, 20 other patients could join the suit, Butler said. He
added that his company, one of North America's largest providers
of home nursing and other specialized health-care services, had
done nothing wrong.

According to The Tennessean, Campbell took the matter under
advisement after hearing all the evidence.

Kathryn Barnett, who also represents the women, told The
Tennessean that Interim created a policy of scrutinizing
patients and making lists of "keepers and goers" shortly before
a new Medicare payment plan went into effect. One employee's
notes mentioned "slash and chop lists," Barnett said. Another
internal document told employees to determine who were costly
users of home health care and transfer them out of the company's
coverage, she said.

The Tennessean explained that the case involves a federal law
passed in 1997 that changed the way home health-care companies
are reimbursed under Medicare. Before the changes, Medicare paid
a fee for each service provided to patients at home. As part of
the Balanced Budget Act of 1997, Medicare now pays predetermined
amounts for home care under a phased-in program.


OSICOM TECHNOLOGIES: Weiss & Yourman File Suit in California
------------------------------------------------------------
Weiss & Yourman filed a class action lawsuit in the United
States District Court for the Central District of California on
behalf of all persons who purchased the securities of Osicom
Technologies, Inc. (Nasdaq: FIBR) between July 1, 1998, and
April 20, 1999. The complaint alleges that certain officers and
directors of the Company violated Sections 10(b) and 20(a) of
the Securities Exchange Act of 1934 by, among other things,
misrepresenting and omitting material information concerning
Osicom's business and its ability to achieve profitable growth.

Recently, defendants represented to the investment community
that Osicom had a $90 million contract to sell wireless
communication products in Japan. Ultimately, defendants admitted
that the contract was only worth $175,000 and that the products
it was attempting to sell were not really wireless. As a result,
Osicom's stock price was artificially inflated to as high as
$28-3/4 per share. When Osicom ultimately admitted to its prior
false statements, its stock collapsed to as low as $9-5/8 on
volume of 3.2 million shares before trading was halted.

To learn more, call Leigh Parker at 1-800-437-7918 or write to
wyinfo@wyca.com via email.


P-COM INC: Demurrers to State Actions, Federal Cases Dismissed
--------------------------------------------------------------
On September 23, 1998, a putative class action complaint was
filed in the Superior Court of California, County of Santa
Clara, by Leonard Vernon and Gayle M. Wing on behalf of
themselves and other P-Com stockholders who purchased or
otherwise acquired its common stock between April 15, 1997 and
September 11, 1998. The plaintiffs allege various state
securities laws violations by P-Com and certain of its officers
and directors. The complaint seeks unquantified compensatory,
punitive and other damages, attorneys' fees and injunctive and
equitable relief.

On October 16, 1998, a putative class action complaint was filed
in the Superior Court of California, County of Santa Clara, by
Terry Sommer on behalf of herself and other P-Com stockholders
who purchased or otherwise acquired common stock between April
1, 1998 and September 11, 1998. The plaintiff alleges various
state securities laws violations P-Com and certain of its
officers. The complaint seeks unquantified compensatory and
other damages, attorneys' fees and injunctive and equitable
relief.

On October 20, 1998, a putative class action complaint was filed
in the Superior Court of California, County of Santa Clara, by
Leo Rubin on behalf of himself and other stockholders who
purchased or otherwise acquired its common stock between April
15, 1997 and September 11, 1998. This complaint is identical in
all relevant respects to that filed on September 23, 1998, which
is described above, other than the fact that the plaintiffs are
different.

On October 26, 1998, a putative class action complaint was filed
in the Superior Court of California, County of Santa Clara, by
Betty B. Hoigaard and Steve Pomex on behalf of themselves and
other P-Com stockholders who purchased or otherwise acquired its
common stock between April 15, 1997 and September 11, 1998. This
complaint is identical in all relevant respects to that filed on
September 23, 1998, which is described above, other than the
fact that the plaintiffs are different.

On October 27, 1998, a putative class action complaint was filed
in the Superior Court of California, County of Santa Clara, by
Judith Thurman on behalf of herself and other P-Com stockholders
who purchased or otherwise acquired its common stock between
April 15, 1997 and September 11, 1998. This complaint is
identical in all relevant respects to that filed on September
23, 1998, which is described above, other than the fact that the
plaintiffs are different.

On December 3, 1998, the Superior Court of California, County of
Santa Clara, entered an order consolidating all of the above
complaints. On January 15, 1999, the plaintiffs filed a
consolidated amended class action complaint superceding all of
the foregoing complaints. On March 1, 1999, defendants filed a
demurrer to the consolidated amended complaint and each cause of
action stated therein. The demurrer is set for hearing by the
court on May 13, 1999.

On November 13, 1998, a putative class action complaint was
filed in the United States District Court, Northern District of
California, by Robert Schmidt on behalf of himself and other P-
Com stockholders who purchased or otherwise acquired its common
stock between April 15, 1997 and September 11, 1998. The
plaintiff alleged violations of the Securities Exchange Act of
1934 by P-Com and certain of its officers and directors. The
complaint sought unquantified compensatory damages, attorneys'
fees and injunctive and equitable relief. On January 26, 1999,
the plaintiff voluntarily dismissed the Schmidt action. The
court entered an order dismissing the action without prejudice
on January 29, 1999.

On December 3, 1998, a putative class action complaint was filed
in the United States District Court, Northern District of
California, by Robert Dwyer on behalf of himself and other P-Com
stockholders who purchased or otherwise acquired its common
stock between April 15, 1997 and September 11, 1998. The
plaintiff alleged violations of the Securities Exchange Act of
1934 by P-Com and certain of its officers and directors. The
complaint sought unquantified compensatory damages, attorneys'
fees and injunctive and equitable relief. On December 22, 1998
and February 2, 1999, the plaintiff sought to voluntarily
dismiss this action. On February 11, 1999, the court entered an
order dismissing the action without prejudice.

All of these proceedings are at a very early stage and the
Company is unable to speculate as to their ultimate outcomes.
However, the Company believes the claims in the complaints are
without merit and intend to defend against them vigorously.


PHARMACEUTICAL MAKERS: CA Drug Prices are "Crazy, Really Crazy"
---------------------------------------------------------------
The San Francisco Examiner reports that health agencies that
serve California's poor and uninsured are poised to receive
about $148 million in free prescription drugs following a
settlement with pharmaceutical makers accused of overcharging
retail pharmacies. The deal, approved by San Francisco Superior
Court Judge Alfred G. Chiantelli, would parcel out the drugs
over three years to 400 clinics, hospitals and other public
health organizations throughout the state that are licensed to
dispense medicines.

The prospect of free drugs comes at a time when prices are
skyrocketing and squeezing public health agencies statewide.
Greg Hayner, chief pharmacist for the Haight Ashbury Free Clinic
told The San Francisco Examiner, "They're crazy, really crazy,"
regarding the current climate of drug price increases. He told
the Examiner that his budget has grown more than 25 percent in
the last year, in part because the clinic dispenses a lot of
psychiatric drugs, which are among the most expensive. "The
psychiatric medications are through the roof," he said. "It's a
couple or three dollars a tablet for some of this stuff."

According to the San Francisco Examiner, it is unknown how much
the Haight Ashbury Free Clinic might receive, but Hayner said he
expects it would make a substantial impact on his and other
agencies that give free medicines to the poor. "Any place that
is giving away the medication is not working with a lot of
surplus funds, so it's going to benefit a lot of community
health organizations. I'm very excited," he told the Examiner.

At the Department of Public Health, which has been struggling
with a budget crisis, officials were unaware of the pending
settlement. But Director Mitchell Katz told The San Francisco
Examiner through a spokeswoman that they welcomed the chance to
get free medicines to pass out to The City's needy.

Marice Ashe, executive director of the Public Health Trust in
Berkeley, has been involved in structuring the settlement and
drawing up lists of brand-name drugs the companies would
provide. According to the Examiner, they include antibiotics and
medications for psychiatric conditions, AIDS and asthma. After a
two-month waiting period for appeals, it would take about six
months to organize the giveaway program, which could begin as
early as January, Ashe told the paper.

The deal is the result of a class-action lawsuit on behalf of
consumers who paid more for their drugs because pharmaceutical
companies charged higher prices to retail drug stores than to
health- maintenance organizations. Lawrence Schonbrun, an
attorney representing two individuals and an estate who objected
to the settlement, told The San Francisco Examiner he does not
know yet whether his clients will want to appeal. He argued that
the deal doesn't compensate the actual victims of the
overcharging.

According to the Examiner story, the judge and lawyers in the
case concluded it would be too hard to track down and reimburse
the millions of individual purchasers, most of whom lack
prescription drug coverage. By giving drugs to public health
agencies instead, it is likely they will end up in the hands of
the kind of people who were overcharged in the first place, said
William Bernstein of Leieff, Cabraser, Heimann & Bernstein,
which represents the plaintiffs.

Seventeen drug companies, including Abbott Laboratories, Glaxo
Wellcome, Bristol-Myers Squibb and Merck, participated in the
settlement. The San Francisco Examiner noted that eight other
companies opted out and might take their chances at a trial.
Attorneys representing the plaintiffs are seeking an additional
$25 million in fees. Schonbrun told The San Francisco Examiner
he will argue against that request when Chiantelli takes it up
April 30.

The lawsuit is part of a larger body of litigation stemming from
the alleged overcharging, The San Francisco Examiner wrote.
Retail pharmacies nationwide have negotiated a $700 million
settlement with drug companies. In 10 other states and the
District of Columbia, consumers have received a total of $64
million in settlements. One group of drug companies recently won
a case in Chicago stemming from similar set of facts, although
it is being appealed.


TMP WORLDWIDE: Employees Seek Unpaid Overtime and Vacation Pay
--------------------------------------------------------------
On February 19, 1998, a class action complaint was filed against
the TMP Worldwide Inc. by five former employees. The claims
brought by the plaintiffs in the complaint are that the Company
(a) misclassified the named plaintiffs and purported class
members as exempt from the overtime requirements of California
wage and hour law and failed to pay them overtime wages, (b)
failed to pay accrued but unused vacation days at the time of
termination, and (c) failed to pay accrued but unused personal
days at the time of termination. The plaintiffs purport to
represent a class of 450 former and current employees who are
similarly situated.

The Company intends to vigorously defend the claims brought by
the plaintiffs and on March 18, 1998 responded to the complaint
by filing an answer denying all allegations. Management
presently believes that the disposition of these claims will not
have a material adverse effect on the Company's financial
position, operations or liquidity.


UNITED HEALTHCARE: Insurance Company Faces Nebraska RICO Charge
---------------------------------------------------------------
According to a story in The Omaha World-Herald, United
Healthcare has become the first health insurance company in
Nebraska to be accused of racketeering by allegedly overcharging
customers for each visit they make to the doctor. The class-
action lawsuit, filed this week by Omaha resident Lisa Ray
Wineinger, joins a growing tide of similar actions nationwide
that use federal Racketeer Influenced and Corrupt Organization
(RICO) laws. The World-Herald wrote that more lawsuits are
likely coming, too, since the U.S. Supreme Court ruled in
January that RICO lawsuits against insurance companies do not
violate states' rights to regulate insurance.

Although the word "racketeering" may evoke images of mobsters
and bootleggers, it has become a favorite - and lucrative -
weapon of attorneys who claim health insurance providers are
ripping off their policyholders. Wineinger's attorney, Jeffrey
Lowe of St. Louis, told The Omaha World-Herald her lawsuit is
one of several he has filed in Missouri and Georgia. All the
claims stem from a formula used in some plans to arrive at a
patient's co-payment, a common expense in the era of managed
care. Health plans call for patients to pay a certain amount
each time they visit a doctor, regardless of how much the visit
ends up costing. Sometimes co-payments are set at a flat rate -
for example, $20 per visit to the doctor. Other plans, including
Wineinger's, calculate the co-payment as a percentage of the
money insurers pay by contract to hospitals. If the exam costs
$100, a covered person may be asked to chip in 10 percent, or
$10. According to The Omaha World-Herald, Wineinger's lawsuit
claims that United Healthcare negotiated a discount with some
doctors, but did not adjust the co-payment and pass the savings
on to her. "Through its arrangements with providers and through
its claims procedure, (United Healthcare) is breaching its
contracts with participants by requiring participants and
subscribers to pay a higher co-payment than they are required to
pay under their plans," Wineinger's lawsuit said.

The Omaha World-Herald explained that the lawsuit potentially
could involve thousands of policyholders who have similar plans
under United Healthcare. The insurance company covers more than
250,000 people in Nebraska and Iowa, although it could not say
how many are covered by plans similar to Wineinger's.

United Healthcare representatives said they have done nothing
wrong and will fight it out in court. Because of the pending
litigation, they declined to discuss the specifics of
Wineinger's case. "We think the claim has no merit," said Sara
Hemenway, a spokeswoman for United Healthcare in The Omaha
World-Herald story.

Allegations of inflated co-payments are nothing new to the
insurance industry. Three years ago, Blue Cross and Blue Shield
gave customers in Iowa and Nebraska more than $3 million to
settle a similar lawsuit in state court. But the use of
racketeering laws is a relatively recent strategy. Nicolas
Terry, a St. Louis University professor specializing in health
law, told The Omaha World-Herald that lawyers across the country
have seized upon RICO statutes for a simple reason: money. "It
is, potentially, a massively damaging stick that is wielded over
defendants," Terry said in the report. Massively damaging
because under RICO provisions, plaintiffs can triple the amount
of damages they are awarded. And RICO laws allow plaintiffs to
collect separate compensation for attorneys' fees. "It gets
immediate attention from defendants," Terry told The Omaha
World-Herald. "It lures them to settlement negotiations faster."

Lowe was quoted by the World-Herald as saying his use of RICO
statutes coincided with a January ruling from the U.S. Supreme
Court. In a similar case brought against Humana Inc., the court
unanimously said that lawsuits under the racketeering statutes
do not violate states' rights to regulate their own insurance.
"That's when I realized I should be filing all of these claims
under RICO," Lowe told The Omaha World-Herald. Because of the
additional money, and because judges have been increasingly open
to applying racketeering claims against various defendants,
attorneys have began using them for all kinds of lawsuits. A
group of Planned Parenthood supporters won a racketeering
lawsuit in Chicago last year by accusing anti-abortion groups of
conspiring to keep people from exercising their legal right to
visit an abortion clinic.


UNITED HEALTHCARE: Pension Funds Opt Out of Settlement and Sue
--------------------------------------------------------------
On March 22, 1999, two actions were filed in the United States
District Court for the District of Minnesota by two pension
funds against United Healthcare Corp., certain current and
former officers and directors, and other individuals yet to be
identified. The pension funds wish to "opt-out" of the purported
class action suits. These individual actions essentially restate
the allegations made in the purported class actions and claim
violations of Sections 10(b), 18(a) and 20 of the Securities
Exchange Act. In addition, both actions assert a claim of
negligent misrepresentation and securities claims under state
law. In the aggregate, the plaintiff pension funds seek
compensatory damages totaling approximately $12.1 million.

The defendants intend to defend these actions vigorously.


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

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