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               Wednesday, August 25, 1999, Vol. 1, No. 143


ANCHOR MORTGAGE: Edelman, Combs Files Suit In Chicago On Report Pulling
ATEC GROUP: Seeger Weiss Files Securities Suit In New York
CALIFORNIA STATE: Faces ACLU Suit Over Advanced-Placement Classes
CBT: Securities Suit Dismissed In 9th Cir. In San Francisco
CBT: Securities Suit In N. California Pending; Top Executives Replaced

CONE MILLS: Faces Suit Filed In Carolina On Employee Benefit Plans
EMPLOYEE BENEFITS: N.Y. Ct. Oks Benefits Limited To Same-Sex Partners
ENGINEERING ANIMATION: Decries Merit Of Securities Suit In Iowa
GIO: ASA Urges Members To Join Shareholders' Class Action
HOLOCAUST VICTIMS: Withdraw From Settlement With Swiss Banks

KOS PHARMACEUTICALS: Faces Appeal Against Dismissal Of Securities Suit
MEDICAL RESOURCES: NY Ct. Sanctions Attorney For Meritless Fraud Claim
MIRAMAX: Former Staff Reject Proposed Settlement For Unpaid Overtime
OAK TECHNOLOGY: Insider Trading Claims To Move From Fed. To State Court
PHILADELPHIA GAS: Phil. Ct. Dismisses Former Staff's Suit On Expenses

PHOENIX LEASING: Will Defend Vigorously Suit In CA On Distribution Fund
PLANET HOLLYWOOD: Troubled Chain Faces Securities Suit In Delaware
POTASH CORPORATION: Decries Merit Of Suits Over Potash Price-Fixing
POTASH CORPORATION: Geismar Facility To Comply With Louisiana Subpoenas
WASTE MANAGEMENT: Spector & Roseman Announce Expansion of Class Period


ANCHOR MORTGAGE: Edelman, Combs Files Suit In Chicago On Report Pulling
The Chicago law firm of Edelman, Combs & Latturner has filed a class
action against Anchor Mortgage Corporation, of Chicago. The action alleges
that Anchor violated the Fair Credit Reporting Act by "pulling" consumer
credit reports as a part of a marketing survey.

The Fair Credit Reporting Act protects consumers' privacy by making it
unlawful for a business to "pull" credit reports on individuals unless
they (I) authorize the credit bureau in writing to disclose their credit
report, (II) have an existing credit relationship with the business, (III)
apply for credit from the business, (IV) initiate a transaction with the
business, (V) receive a firm offer of credit from the business, or (VI)
seek employment from the business. Conducting a marketing survey is not a
permissible purpose.

The plaintiffs, Mr. and Mrs. Serafin, discovered that their credit report
had been "pulled," complained to state regulators, and learned that it had
been "pulled" as part of a marketing survey.

The lawsuit was filed in the federal district court in Chicago, Serafin v.
Anchor Mortgage Corp. 99 C 5472.

Daniel A. Edelman stated that "this practice is a gross violation of
consumer privacy. Companies are not allowed to willy-nilly rummage around
peoples' credit files." The firm has received complaints that other
businesses were "pulling" credit reports without permissible purposes, and
additional lawsuits complaining about this practice could be expected.

Contact Daniel A. Edelman of Edelman, Combs & Latturner, 312-739-4200, or
fax, 312-419-0379 (USA Today 8-24-1999)

ATEC GROUP: Seeger Weiss Files Securities Suit In New York
The following was announced by Seeger Weiss LLP:

Pursuant to 15 U.S.C. 78u-4(a)(3)(A)(i), Seeger Weiss LLP hereby gives
notice that on August 23, 1999, a class action lawsuit was filed in the
United States District Court for the Eastern District of New York on
behalf of all persons who purchased the common stock of ATEC Group, Inc.
(Nasdaq: ATEC; "ATEC" or the "Company"), from October 12, 1998 through May
19, 1999, inclusive.

The Complaint charges ATEC 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 promulgated thereunder. Specifically, the
Complaint alleges that defendants issued a series of materially false and
misleading statements concerning the status of and prospects for the
Company's business, and concealed the fact that the Company was
experiencing negative revenue and earnings trends. While issuing these
materially false and misleading statements, several officers and directors
of the Company sold thousands of shares of ATEC common stock to the
public, earning more than a million dollars in proceeds from such sales
while in possession of material, undisclosed information. Following the
disclosure of the true status of the Company's business and operations,
the price of ATEC common stock plunged by approximately 48% from its $
9.375 pre-announcement high on May 4, 1999, to close at $ 4.875 on May 20,

Plaintiff is represented by the law firm of Seeger Weiss LLP. If you are a
member of the Class described above, you may, not later than October 22,
1999, move the Court to serve as lead plaintiff of the class, if you so
choose. In order to serve as lead plaintiff, however, you must meet
certain legal requirements.

Contact David R. Buchanan, Esq., or Stephen A. Weiss, Esq. of Seeger Weiss
LLP, 40 Wall Street, New York, New York 10005, by telephone 1-212-584-0700
or via e-mail: dbuchanan@seegerweiss.com sweiss@seegerweiss.com

CALIFORNIA STATE: Faces ACLU Suit Over Advanced-Placement Classes
When Californians voted to outlaw the use of race in public-college
admissions, liberals viewed it as the end of both affirmative action and
the quest for equal education for poor minority students. But the death of
affirmative action has thrown a klieg light onto educational inequality.
With minority students who would once have graduated from California's
elite universities being shut out, political pressure is building for the
state to use its budgetary and regulatory powers to bring urban schools
into line with those in more affluent communities. The consensus for
strong, state-level action has created a coalition of liberals and
conservatives and is animating even Ward Connerly, the University of
California Regent who masterminded Proposition 209, which ended
affirmative action. He now seems torn between his hatred of affirmative
action and the need to preserve a minority presence at the elite
universities and in the professions that draw from them.

Mr. Connerly still agitates against affirmative action outside California
-- and he opposes policies inside the state that might resurrect it
surreptitiously. But earlier this year, he backed a somewhat progressive
measure in California that benefited a few minority students by
guaranteeing college admission to everyone in the top 4 percent of high
school graduating classes statewide. Mr. Connerly explained the decision
with statistics that show no diminution in the quality of incoming college
classes as a result. Although the measure is quite modest, Mr. Connerly's
decision to back it seemed to signal that he had softened his hard-line

Mr. Connerly has now surprised both liberals and conservatives by
endorsing a class-action lawsuit brought against the state by the American
Civil Liberties Union of Southern California. He was particularly strident
in The Los Angeles Times, saying of the suit, "I would almost like to join
it myself." An A.C.L.U. lawyer said the group was "shocked to be on the
same page as Ward Connerly" but welcomed the added firepower. The suit
bears a striking resemblance to Brown v. Board of Education and accuses
California of depriving black and Latino children of the free and equal
public education that the State Constitution entitles them to.

Mr. Connerly's engagement has attracted attention from California's
Congressional delegation and members of the State Legislature, some of
whom are said to be crafting legislation based on the A.C.L.U. suit.

The complaint focuses on the advanced-placement classes that the public
colleges take into account in admissions decisions and that are typically
missing from poor schools. California law requires every high school to
prepare qualified students for the public university. In addition, the
state's Education Department strongly recommends that schools appoint a
staff member to administer advanced-placement classes.

Affluent schools in white neighborhoods offer courses and guidance in
abundance. But the poorest districts often neglect to offer them, Mr.
Connerly said, "because they feel the students wouldn't take them and
succeed academically. It becomes a self-fulfilling prophecy."

Proof to the contrary can be found at Garfield High in Los Angeles, the
mainly Latino school depicted in the film "Stand and Deliver." In 1976,
Garfield offered no advanced-placement classes in math -- but 30 students
signed up for advanced-placement calculus as soon as it was offered. Ten
years later, Garfield ranked fourth in the nation in the number of
students who took the A.P. test in calculus.

In California, blacks and Latinos make up 45 percent of the high school
population -- but only 13 percent of the advanced-placement test takers.
The shortfall of advanced-placement courses has been found to afflict
rural areas as well, putting low-income whites at a competitive
disadvantage when they apply to college. As a class-action suit, the
A.C.L.U. complaint covers "similarly situated persons," which includes
these rural whites.

California's Education Department was stunned by the lawsuit -- partly
because the inequalities in the complaint have been taken for granted for
decades. Mr. Connerly sounded like an old-style liberal, saying that state
officials "needed a gun to their heads" before they would give black and
Latino Californians the education they deserved.

Mr. Connerly said he opposed affirmative action because it undermined the
society's view of minority competence and because it "masked" educational
inequality. His hostility toward affirmative action seemed more credible
to some voters because he is black. It will be interesting to see how the
same Californians view his appeal for closing the gap between schools that
serve affluent whites and those that serve poor minority students. In any
case, Mr. Connerly needs to work as hard to redress the inequalities as he
did to kill affirmative action. Having closed one door, he has a moral
obligation to open another. (The New York Times 8-23-1999)

CBT: Securities Suit Dismissed In 9th Cir. In San Francisco
One of the shareholder actions in the US against CBT, the
educationalsoftware company whose shares are quoted on the US Nasdaq, has
been dismissed. This followed a recent unprecedented court decision which
will make it very difficult for shareholders' actions against companies,
and directors, accused of false and misleading statements, recklessness or

A spokesman for CBT said the company was aware of the dismissed action. He
said it underlined CBT's stated position that it regarded the actions as
frivolous and spurious. The precedent-forming decision, in the 9th US
Circuit Court of Appeal in San Francisco, ruled that shareholder actions
based on alleged fraud should be dismissed unless they show "in the
greatest detail possible what company officers knew when they made
statements at the core of the claim". That decision, based on a Silicon
Graphics (SC) case, led to lawyers to hold off dismissal of their actions,
until the federal appeals court decision, and number of cases in northern
California and San Diego, have been put on hold. The shareholder action
against CBT was dismissed by a San Jose judge. This, however, is left open
if the appeals court reconsiders the SGI case.

CBT: Securities Suit In N. California Pending; Top Executives Replaced
CBT has a number of class actions pending. One suit alleged that certain
of its officers, and director, had made misrepresentations about its
business, earnings growth and financial statement. It also alleged that
false and misleading statements inflated CBT's share price to a high of E
63 7/8 in July 1998 from $ 44 3/8 in January, before the facts emerged,
and the stock collapsed to a low of $ 9 5/8.

That class action was placed before the US District Court for the Northern
District of California on behalf of people who accumulated stock between
January 20th, 1998 and September 30th, 1998.

Last October CBT replaced its two most senior executives in an effort to
regain the confidence of investors. Following the replacements, Mr Bill
McCabe who retook the helm, said "recent events at CBT Group have created
a crisis of confidence in the company".

Events moved fast on his return. Although the shares dipped to just over $
6, they have moved up strong since and are now trading at $ 23 5/8, having
touched E 30 this year. He also backed his private company, Knowledge
Well, into the group.

The SCI ruling means that many shareholder class actions have been put on
hold pending decision by a federal appeal court. Mr Bruce Vanyo, SG's
lawyer, said the ruling requires investors to show that they have had a
"real factual basis for their claim of fraud, as opposed to bad news and a
stock drop".

CBT has been rebuilding its business. Its latest results showed a loss of
$ 366,000 in the three months ended June 30th, 1999, compared with a
profit of $ 4.1 million in the same period in 1998. However, the
underlying trend was much better.

The loss was incurred because of once-off acquisition charges and
depreciation of intangibles, in connection with the take-over of Knowledge
Well. Excluding these CBT recorded a net profit of $ 5.7 million. The
results were described as noteworthy by group president and chief
executive officer, Mr Gregory Priest, because "they represent the
strongest revenues yet achieved in any quarter in the company's history".
(AFX News 8-23-1999)

CONE MILLS: Faces Suit Filed In Carolina On Employee Benefit Plans
In November 1988, William J. Elmore and Wayne Comer, former employees of
the Company, instituted a class action suit against the Company and
certain other defendants in which the Plaintiffs asserted a variety of
claims related to the Cone Mills Corporation 1983 ESOP (the "1983 ESOP")
and certain other employee benefit plans maintained by the Company. In
March 1992, the United States District Court in Greenville, South Carolina
entered a judgment in the amount of $15.5 million (including an attorneys'
fee award) against the Company with respect to an alleged promise to make
additional Company contributions to the 1983 ESOP and all claims unrelated
to the alleged promise were dismissed. The Company, certain individual
defendants and the Plaintiffs appealed.

On May 6, 1994, the United States Court of Appeals for the Fourth Circuit,
sitting en banc, affirmed the prior conclusion of a panel of three of its
judges and unanimously reversed the $15.5 million judgment and unanimously
affirmed all of the District Court's rulings in favor of the Company.
However, the Court of Appeals affirmed, by an equally divided court, the
District Court's holding that Plaintiffs should be allowed to proceed on
an alternative theory whether, subject to proof of detrimental reliance,
Plaintiffs could establish that a letter to salaried employees on December
15, 1983 created an enforceable obligation that could allow recovery on a
theory of equitable estoppel. Accordingly, the case was remanded to the
District Court for a determination of whether the Plaintiffs could
establish detrimental reliance creating estoppel of the Company.

On April 19, 1995, the District Court granted a motion by the Company for
summary judgment on the issues of equitable estoppel and third-party
beneficiary of contract which had been remanded to it by the Court of
Appeals. The Court ruled that the Plaintiffs could not forecast necessary
proof of detrimental reliance. The District Court, however, granted
Plaintiffs motion to amend the complaint insofar as they sought to pursue
a "new" claim for unjust enrichment, but denied their motion to amend so
far as they sought to add claims for promissory estoppel and unilateral
contract. The Court further denied the Company's motion to decertify the

The District Court held a hearing on July 24, 1995 to decide on the merits
of the Plaintiffs' lone remaining claim of unjust enrichment, and in an
order entered September 25, 1995, the District Court dismissed that claim
with prejudice. On October 20, 1995, the Plaintiffs appealed to the Court
of Appeals from the April 19, 1995 and September 25, 1995 orders of the
District Court. Oral argument on Plaintiffs' appeal was held in the Court
of Appeals on October 31, 1996. Due to the uncertainties inherent in the
litigation process, it is not possible to predict the ultimate outcome of
this lawsuit. However, the Company has defended this matter vigorously,
and it is the opinion of the Company's management that the probability is
remote that this lawsuit, when finally concluded, will have a material
adverse effect on the Company's financial condition or results of

EMPLOYEE BENEFITS: N.Y. Ct. Oks Benefits Limited To Same-Sex Partners
It is not a violation of either Title VII of the 1964 Civil Rights Act or
of the Equal Pay Act for an employer to offer employee benefits coverage
to workers with un-married partners of the same sex, but not to employees
with unmarried partners of the opposite sex.

The plaintiff was an unmarried heterosexual male who brought suit against
his employer, under Title VII of the 1964 Civil Rights Act and under the
Equal Pay Act, for its failure to add his female domestic partner to his
benefits plan. The employer's plan offered benefits to employees'
unmarried partners of the same sex, but not of the opposite sex. The
plaintiff's argument was that he was being discriminated against on the
basis of his sex, because his partner would be covered under the plan only
if he was female.

The District Court for the Southern District of New York denied his Title
VII claim, because the plaintiff could not establish that he was treated
any differently then any other member of the opposite sex. The court
observed that a female employee with a female partner is not similarly
situated, because she would not be able to legally marry her partner to
obtain benefits and that while this distinction is not critical, it is
material. The court further rejected the Equal Pay Act claim, which is
designed to ensure equal wages for either sex, based on work requiring
equal skill, effort and responsibility. The court similarly reasoned that
the plaintiff failed to show disparate treatment based on sex rather than
the ability to marry. Foray v. Bell Atlantic, No. 98 Civ. 3525 (June 7).
(The Corporate Counsellor July 1999)

ENGINEERING ANIMATION: Decries Merit Of Securities Suit In Iowa
Six class action lawsuits have been consolidated in the United States
District Court for the Southern District of Iowa. The actions are
purported class actions of all persons who purchased our common stock
between February 19, 1998 and April 6, 1999. The named defendants include
the Company and certain of its executive officers. The complaints allege
various violations of federal securities laws and seek unspecified
damages. Lead counsel for the plaintiffs has been appointed. We believe
that the allegations are totally without merit and intend to oppose the
actions vigorously.

GIO: ASA Urges Members To Join Shareholders' Class Action
The Australian Shareholders Association said it is taking the
unprecedented move of urging its members to join a class action against
insurer GIO Austrlia Holdings Ltd. "The Association would be recommending
that all members with shares in GIO join the class action against the
company being run by national law firm, Maurice Blackburn Cashman," ASA
executive officer Tony McLean said.

The ASA's call follows the shock revelation by GIO that it faced a
staggering $759 million loss in its reinsurance business. The announcement
sent GIO's shareprice plummeting from $3.63 on the morning following the
announcement to an intraday low of $2.40.

Last year, the GIO board urged its shareholders not to sell their shares
to AMP Ltd, which was offering $5.35 per share. GIO claimed AMP's offer
undervalued the company.

The ASA said it believes the class action represents the best opportunity
for GIO shareholders, who rejected AMP's offer on the advice of the GIO
board, to recover their losses. "Shareholders have a right to feel
aggrieved by the apparent lack of transparency by the GIO Board during
last year's takeover bid by AMP," Mr Mc Lean said. "If our members had ben
given an accurate picture of the difficulties being experienced by GIO's
reinsurance division, very few of them would have heeded the board's
advice to reject AMP's offer." (AAP Newsfeed 8-24-1999)

HOLOCAUST VICTIMS: Withdraw From Settlement With Swiss Banks
A number of Holocaust survivors are withdrawing from a $1.2 billion
settlement with Swiss banks, claiming too much money is going to lawyers
involved in the class-action lawsuit.

Paul Frenkel of the Group for World War II Survivor Justice said the
settlement with Credit Suisse and UBS AG would entitle survivors to as
little as $500 and strip them of the right to sue again. ''Our only
control is to opt out,'' said Frenkel, whose group represents about 200
people. ''We have to get out of the suits, remove our names and preserve
our claims.'' Gizella Weisshaus, one of the first to sue the banks, said
she no longer wanted to be associated with the lawsuit because it would
leave too little money for survivors. Neither Weisshaus nor Frenkel
explained the basis for their complaints.

The distribution of money from the settlement has not yet been decided.
The judge overseeing the case in U.S. District Court is expected to
release a draft plan on Dec. 28.

Holocaust victims deposited money in Swiss banks as the Nazis gained power
in Europe, expecting to retrieve it later. The banks stonewalled after the
war, saying they could not find accounts or requesting nonexistent death
certificates of victims killed in Nazi camps.

Edward Fagan, an attorney involved in a number of Holocaust-related
lawsuits, did not return a call Monday seeking comment. He has said he is
willing to accept whatever fee is deemed appropriate by a court.

The banks have agreed to pay account holders and their heirs 10 times the
value of their wartime accounts, said Elan Steinberg, executive director
of the World Jewish Congress, which is a party to the settlement.

Frenkel said that was not enough to account for inflation and interest
since 1945. He said the banks should pay each account holder about 114
times the value of the original deposits. Steinberg said that lawyers in
the case should not accept fees and that survivors were within their
rights to opt out. ''No one is bound by this settlement,'' he said. ''If
they choose to opt out they can of course sue individually for whatever
they want.'' (AP Online 8-24-1999)

KOS PHARMACEUTICALS: Faces Appeal Against Dismissal Of Securities Suit
On August 5, 1998, a purported class action lawsuit was filed in the
United States District Court for the Northern District of Illinois,
Eastern Division, against the Company, the members of the Company's Board
of Directors, certain officers of the Company, and the underwriters of the
Company's October 1997 offering of shares of Common Stock. In its
complaint, the plaintiff asserted, on behalf of itself and a putative
class of purchasers of the Company's Common Stock during the period from
July 29, 1997, through November 13, 1997, claims under: (i) sections 11,
12(a)(2) and 15 of the Securities Act of 1933; (ii) sections 10(b) and
20(a) of the Securities Exchange Act of 1934, and Rule 10b-5 promulgated
thereunder; and (iii) for common law fraud, negligent misrepresentation
and breach of fiduciary duty.

The claims in the lawsuit related principally to certain statements made
by the Company, or certain of its representatives, concerning the
efficacy, safety, sales volume and commercial viability of the Company's
NIASPAN product. The complaint sought unspecified damages and costs,
including attorneys' fees and costs and expenses. Upon motion by the
Company, the case was transferred to the United States District Court for
the Southern District of Florida. The Company and the individual Kos
defendants filed a motion to dismiss the complaint on January 7, 1999. On
May 24, 1999, the United States District Court for the Southern District
of Florida dismissed the lawsuit with prejudice. The plaintiffs filed an
appeal, on June 7, 1999, with the United States Circuit Court of Appeals
for the 11th Circuit.

MEDICAL RESOURCES: NY Ct. Sanctions Attorney For Meritless Fraud Claim
Federal judge in New York City has imposed a $5,000 sanction against an
attorney for filing a securities fraud claim on behalf of a plaintiff who
lacked standing. Inter-County Resources Inc. v. Medical Resources Inc. et
al., No. 98 Civ. 5073 (JSR) (SD NY, May 25, 1999).

The sanction represented about one-fifth of the legal fees and costs
incurred by the defendants in winning dismissal of the case. In setting
the sanction at $5,000, Judge Jed S. Rakoff cited the need for deterrence
and the need to award some compensation to the defendants.

Attorney Marilyn Venterina of Staten Island filed a complaint with Sec.
10(b) and Rule 10b-5 claims and four pendent state law claims, on behalf
of her client, Inter-County Resources Inc. The case was dismissed because
Inter-County was concededly neither a purchaser nor a seller of the
securities at issue.

The defense then asked Judge Rakoff to review the record, as mandated
under 15 U.S.C. Sec. 78u-4(c) of the Private Securities Litigation Reform
Act of 1995, to determine whether Venterina violated Rule 11 in filing the
securities claims.

Judge Rakoff rejected Venterina's arguments that Sec. 78u-4(c) applies
only to class actions, that the court lacked jurisdiction to impose
sanctions after a case is dismissed and that there was no final
adjudication to trigger the review.

He also rejected her assertion that Inter-County did have standing to sue
under an exception to the purchaser/seller review. Her client did not fit
into any exception and was essentially a bystander with respect to the
securities transactions alleged in the complaint, he said.

Judge Rakoff, however, declined to award the full $26,419 in attorney fees
and costs requested by the defendants, saying that would be unjust and
would impose an unreasonable burden on Venterina. He noted that the 10b-5
claim was only one of five causes of action in the complaint and that the
other four, although unsuccessful, were not so patently defective that the
defendants should not have had to properly defend them. The defendants
would have incurred most of the same expenses in fighting the four state
law counts in a diversity-based action, even without a Rule 11 violation,
he said. He found that the defense costs cannot be readily apportioned
between them and the 10b-5 claim. (Securities & Commodities Litigation
Reporter 7-28-1999)

MIRAMAX: Former Staff Reject Proposed Settlement For Unpaid Overtime
A group of staffers who used to work for Miramax rejected an offer to
settle their class action federal lawsuit claiming $1.4 million in unpaid

Now the Disney-owned studio run by brothers Harvey and Bob Weinstein faces
a trial that could prove a public relations nightmare - even if not quite
as embarrassing as the marathon feud between Disney chairman Michael
Eisner and Jeffrey Katzenberg.

Manhattan Federal Judge Sidney Stein presided at a confidential settlement
conference. According to knowledgable sources, Miramax lawyer Jay Waks
offered $150,000 to settle all claims. That would leave 40 people - who
include publicists, secretaries and clerks - to split about $25,000 after
legal fees.

The staffers, 27 of whom were present with several others taking part from
Los Angeles on a conference call, rejected the offer as derisory. Now,
investigators for the former staffers are believed to be compiling
evidence to support allegations that Miramax may have falsified work
records produced for the U.S. Labor Dept. The former staffers have asked
Miramax to produce time sheets and pay slips to show they had been paid
for the time they had worked - records the plaintiffs say don't exist.

"We keep saying, 'Show us the records! Show us the records!' until I sound
like Cuba Gooding Jr.," said lawyer Merri Lane, who represents the
employees. "If they can show that [my clients] have been paid, then we
would have to give their claims some credence. But they haven't."

Work conditions at Miramax have been a source of controversy for years.
The company was investigated for seven months in 1997 by the Labor Dept.
and as a result some 136 employees were paid an additional $80,000. Staff
involved in the suit picketed the 1999 Oscar ceremonies, casting a shadow
over the Weinsteins' "Shakespeare In Love" triumph.

A source at Miramax told PAGE SIX that Disney executives are eager for the
suit to go away and are applying pressure to settle. "This could all go
poof for just pocket change. It's ridiculous," the source said.

Merri Lane said she couldn't give details of the Miramax offer because the
meeting was confidential. "I think it's reasonable to infer that the offer
was unacceptable otherwise we would have accepted it," she said.

A spokesman for Miramax said: "We are honoring the court's instruction to
keep any settlement conference confidential. Unlike the other side!" (The
New York Post 8-20-1999)

OAK TECHNOLOGY: Insider Trading Claims To Move From Fed. To State Court
Four law firms representing a group of disgruntled shareholders have moved
to drop the case in a federal court alleging insider trading worth US$ 104
million (HK$ 805 million) at California-based Oak Technology. Instead,
their federal court application said they would concentrate on the same
allegations originally filed at the state court.

The application was filed at the US District Court for the Northern
District of California and a court date had been scheduled on September 29
to formally drop the federal case pending no objections from the defense.

"From the beginning of this action, plaintiffs have repeatedly advised
defendants they intend to pursue their claims against these defendants
principally through their first-filed state court action and to focus
their efforts in the state court forum," the lawyers said in their

It is understood state judges look more favorably on lawsuits alleging
insider trading. Defense lawyers had earlier fought successfully to drop
outside directors including Hong Kong Silicon Harbor businessman Mr Hsu
Ta-lin from the state lawsuit, which continues against senior Oak

Class-action suits were first filed at state and federal courts in 1996
alleging Mr Hsu and other senior officials of Oak Technology sold off
shares worth US$ 104 million between August 1995 and April 1996 before
their value crashed in the following month.

They alleged the officials gave misleading statements about market demands
for CD-ROM products by the semiconductor company to buy time to unload
their own shares.

Mr Hsu is Asia-Pacific chairman of Hambrecht & Quist, which underwrote two
stock offerings by Oak Technology. He said he had never sold his own
shares worth US$ 25.2 million as alleged in the writ, and said he still
owned them. "I remain a member of Oak's board of directors and I continue
to hold my shares in that firm," he said. (South China Morning Post

PHILADELPHIA GAS: Phil. Ct. Dismisses Former Staff's Suit On Expenses
Philadelphia Gas Works has been successful in convincing a Philadelphia
court to dismiss a "ratepayer class action" brought to recover certain
allegedly "inappropriate" credit card and relocation expenses, most
incurred by employees who have since been forced from the Company.

The case, Jeffcoat v. Hawes, et al., was brought in the Philadelphia Court
of Common Pleas last November. The Philadelphia Facilities Management
Corporation and certain individuals were sued.

Representing PFMC, David Griesing, Esq., of PGW's Legal Department
convinced the court to dismiss the action at a preliminary stage of the
litigation, arguing that a ratepayer lacks "standing to sue" in a
situation like this, and that ongoing internal and external investigations
into the alleged wrongdoing make such an action unnecessary.

The victory has a number of positive effects on the Company. It saves the
Company significant litigation related costs, since class actions are one
of the most costly forms of litigation in this country. The victory also
allows PGW to put its time and effort into other, more productive

PHOENIX LEASING: Will Defend Vigorously Suit In CA On Distribution Fund
On October 28, 1997, a Class Action Complaint was filed against Phoenix
Leasing Incorporated, Phoenix Leasing Associates, II and III LP., Phoenix
Securities Inc. and Phoenix American Incorporated in California Superior
Court for the County of Sacramento by eleven individuals on behalf of
investors in Phoenix Leasing Cash Distribution Funds I through V (the
"Partnerships"). The Companies were served with the Complaint on December
9, 1997. The Complaint sought declaratory and other relief including
accounting, receivership, imposition of a constructive trust and judicial
dissolution and winding up of the Partnerships, and damages based on
fraud, breach of fiduciary duty and breach of contract by the Companies as
general partners of the Partnerships.

Plaintiffs severed one cause of action from the Complaint, a claim related
to the marketing and sale of CDF V, and transferred it to Marin County
Superior Court (the "Berger Action"). Plaintiffs then dismissed the
remaining claims in Sacramento Superior Court and refiled them in a
separate lawsuit making similar allegations (the "Ash Action"). That
complaint was subsequently transferred to Marin County as well.

Plaintiffs have amended the Berger Action twice. Defendants recently
answered the complaint. Discovery has recently commenced. The Companies
intend to vigorously defend the Complaint.

Defendants have not yet responded to the Ash Complaint, which plaintiffs
amended twice. Discovery has not commenced. The Companies intend to
vigorously defend the Complaint.

During the six months ended June 30, 1999 and June 30, 1998, the
Partnership recorded legal expenses of approximately $59,000 and $75,000,
respectively, in connection with the above litigation as indemnification
to the General Partner.

PLANET HOLLYWOOD: Troubled Chain Faces Securities Suit In Delaware
Planet Hollywood International Inc. started with such promise, with the
glitter of stars such as Sylvester Stallone and Bruce Willis lending their
sex appeal to a global business based in Orlando.

When the company went public in 1996, it leapfrogged the smaller stock
markets, where most companies get their start, and went straight to the
Big Board, the venerable New York Stock Exchange.

But by last week, trading in Planet Hollywood stock had been halted and
the NYSE was moving to delist the company after it revealed what many had
suspected for some time - that it was headed for Chapter 11 bankruptcy by
the end of the year.

What happened? An examination of the company's federal filings and
interviews with company executives, employees and outside experts paint a
broader picture of where things went wrong at Planet Hollywood. And why
the company's problems may be far from over.

How will Planet Hollywood look even if it emerges intact from a Chapter 11
bankruptcy reorganization? Not much different than it always has looked,
according to key elements of the recapitalization plan, when viewed
alongside the operational makeover already in play.

The likely scenario, based on the company's own details, is more of the
same: Planet Hollywoods in major cities from Orlando to Singapore selling
expensive theme-restaurant food and high-markup merchandise, all run by a
small group of insiders who control most of the stock and call all the
shots. Throw in cameo appearances by a handful of movie stars who may or
may not have a real stake in the financial success of the company. Those
are some of the very things that caused the company's near collapse in the
first place.

Yes, some of the 70 Planet Hollywood restaurants now operating will be
shuttered, and all nine of the Official All Star Cafes likely will be
closed or sold. Smaller and leaner but, otherwise, it will be Planet
Hollywood The Sequel same actors, same director, and the same expensive

                           The Planet Rocks

Fleet Street reporters from London are jamming the switchboard, clamoring
for details of the company's two-page announcement about the pending
reorganization in bankruptcy court.

Earl is a native Londoner who has maintained close personal and
professional ties to England, after moving to Orlando in the 1980s to help
run Hard Rock Cafe and a number of independent themed restaurants. For
that he has been seen by the British press through the years as a favorite
son who has done well in the Colonies.

But notoriously quick to turn when blood is in the water, the British
press of late has taken to characterizing Planet Hollywood unflatteringly
as "an American hamburger chain ... with connections to some stars."

On this day, Orlando reporters and camera crews are queued for interviews
with Earl to learn the latest about the sagging fortunes of one of the
city's best known companies. In the middle of an on-camera session in his
corner suite, Earl is interrupted by an assistant: "Arnold Schwarzenegger
is on the line." Earl smiles and asks rhetorically, "Should I take it?" He
quickly steps out to confer in private with one of Hollywood's biggest
box-office draws. Politically connected through marriage to the Kennedy
clan, Schwarzenegger is also arguably one of the more financially astute
of today's Tinseltown elite.

Returning to the interview, Earl is asked if Schwarzenegger was inquiring
about the company and any stake he might lose through the anticipated
bankruptcy filing. Not at all, Earl insists. Schwarzenegger called about a
charity event, nothing more.

The anecdote crystallizes in some ways the secret of Planet Hollywood's
early success. Earl has used his close relationship with some of
Hollywood's biggest names to give his company a larger-than-life image, a
dazzling patina that helped attract investment money from everyone from
pensioners to billionaires.

Yet the true extent of the company's connection with Hollywood stars has
been obscure, blurred by legal technicalities and loopholes in disclosure
laws that have kept their names and exact holdings - if any - secret.
Anyone with less than a 5 percent stake in a publicly traded company, for
example, does not have to be listed in that company's federal filings.
While the company's financial meltdown in the past year has been widely
reported, none of the wealthy actors most closely linked with the company
- Bruce Willis, Demi Moore and Sly Stallone, for example - have stepped
forward publicly or privately to rescue the company. Tellingly, no mention
of Hollywood actors is made in Planet Hollywood's press release about its
recapitalization plan, which calls for a $30 million injection of capital
by a handful of key investors.

Earl insists that Hollywood stars are among the core group that will
control 70 percent of the company's new stock - assuming the plan to
recapitalize is carried to fruition. But he sidesteps questions about who
they are, how much of the 70 percent of stock they will control and to
what extent their position will be the result of a direct investment.

                     Controlled By A Small Cadre

Planet Hollywood from the start was the personal play toy of the boyish
Earl, a close friend and protege of one of Britain's wealthiest tycoons,
Joseph Lewis. For years, some Orlando business-people have speculated that
the secretive billionaire Lewis was the real money behind Earl, at least
early on. Earl, Lewis and a handful of other business associates in
essence came to Central Florida together, or at least around the same
time, forming something of a clubby group that some referred to as the
"Brit Boys."

Lewis went on to buy out and revitalize a number of Central Florida
developments, including the exclusive Isleworth development not far from
Planet Hollywood's headquarters. Another friend and former business
associate of Earl's, Gerard O'Riordan, is a nephew of Lewis. O'Riordan
recently was hired by a London company to revitalize the struggling Church
Street Station entertainment center in downtown Orlando.

People who worked closely with Earl and some of the British executives who
came and went in the 1980s say they were notoriously demanding and always
drove hard bargains. Some former business associates still won't talk
publicly about them. "They can be vindictive," said one tourist industry

Whether true or not that Lewis was the money behind Earl's growing
entertainment empire - Earl has been equally coy about his relationship
with Lewis - Earl has kept a close rein on Planet Hollywood. He and a
handful of other insiders have called the shots with a hand-picked board
and a majority equity stake sufficient to ensure their hold.

The recent cracks in the once high-flying company have clearly rattled
Earl. Known for his dry wit, he has shown signs of the stress from
Planet's stratospheric plunge. Earl's losses as a result of Planet
Hollywood's stock collapse are difficult to calculate. But on paper, his
23 percent stake in the company was worth $17.2 million when the stock was
frozen last week at 75 cents a share. At the opening price of $31 a share
in 1996, it would have been worth $713 million. The stock is now

Earl and three other shareholders earlier this year controlled about 75
percent of the roughly 100 million shares outstanding, according to SEC

The company's restructuring plan calls for the key group - including
Singapore billionaire developer Ong Beng Seng, a director since 1996, and
Saudi Prince Alwaleed Bin Talal - to hold a 70 percent controlling
interest in the recapitalized company's new stock. The old stock would be
abolished, and replaced with warrants that analysts say would essentially
be worthless.

On the day the reorganization plan was announced, a shareholder sued in
Delaware, seeking class action status and accusing Earl and other insiders
of abusing their positions to continue their perks while allowing public
shareholders to lose everything. Earl dismissed the filing as "a nuisance
suit" that will not affect the company's plans.

Businesses that are controlled by a handful of insiders can operate pretty
much as they please, often to the detriment of public shareholders, said
Nell Minow, a Washington lawyer and principal in Lens Inc., an activist
money-management company that buys into struggling companies to engineer

"I would never buy into a company with that much insider control," Minow
said of businesses such as Planet Hollywood. "If the returns are not
satisfactory, your recourse is limited because they [public shareholders)
don't have the votes on the board." Such insider dominated companies,
Minow said, "have the benefit of access to public markets, but they don't
have to deliver. Companies with that kind of structure often take
advantage of shareholders." Minow said she has followed Planet Hollywood
with interest through the years simply out of curiosity, and enjoys dining
regularly with her children at the Planet Hollywood outlet in Washington.
"They appear to be a classic case" of a company that grew too fast and
spread too thin, Minow said. "You can't just say if one restaurant in Los
Angeles is doing well, let's put one in Kansas City."

But the company's stock was enthusiastically received by the public, Minow
said, in part because of the glitter of the movie star connection. "It had
a sexy image, a lot like the way people went crazy over Playboy stock. But
it's not the way to make an investment decision."

Average investors can't be faulted entirely, however, for buying on the
hype. A handful of equity analysts for some of the nation's top brokerages
gave the stock a boost early on with favorable reports. But to their
credit, some of those who were the most effervescent came down the hardest
when they finally whiffed serious trouble.

By late 1998, Planet Hollywood's stock had already been pounded for a year
and losses were mounting. The entire theme-dining industry was in a slump.
Yet the company was sticking to its optimistic line about a pending
turnaround. Analysts seemed reluctant to dispute the rebound story. The
company's balance sheet, after all, still looked strong with more than
$100 million in cash.

All five analysts who issued reports on Planet Hollywood between January
and late October 1998 were basically neutral, or recommending a hold.

But in November 1998, Stacy Jamar, a highly regarded analyst then at
Salomon Smith Barney in New York, issued a blockbuster report that
ultimately set the stage for last week's reorganization concession. She
turned from neutral to a full-blown bear. Jamar's number crunching led her
to conclude that losses would swiftly mount and the drain on the company's
cash could result in a liquidity crunch within a year. She crafted the
chilling words that analysts reserve for worst case scenarios: Planet
Hollywood's future, she wrote, "is severely in question."

Earl and other Planet executives scoffed. They breezily dismissed Jamar in
public. But privately they had president William Baumhauer, a turnaround
specialist hired during the summer, hard at work on a plan to reverse 20
percent year-over-year declines in same-store sales.
Too many customers simply were dining once and never returning. New menus,
lower prices, fresh paint and seasonal changes to freshen the Planet
Hollywood line of merchandise should do the trick, the company concluded.
Those changes formed the core of a revitalization plan announced by
Baumhauer in early 1999. And by the way, the company said, the business
would begin selling off assets, including its headquarters, to raise cash
to do all those things and pay bills as well.

Simply closing outlets is not as simple as it sounds, however, said Dennis
Lombardi, executive vice president at Technomic Inc., a Chicago-based
restaurant consulting company. "You don't just walk away from all the
costs when you close," he said. Even if a store is losing money, it may
still be contributing to the mortgage or lease obligations. "A store can
be unprofitable," he said, "but it may still be better to operate than to
close." Emotional ties can also slow an entrepreneur's hand at a critical
time. "When you've got a lot of blood and sweat in a chain, it's hard
emotionally to close a store. You keep thinking you can turn it around."

                          The Plug Is Pulled

By spring, Planet's proposed asset sales were going nowhere fast. Cash was
bleeding from every artery connected to the far-flung empire of about 80
restaurants. Other theme-restaurant chains, such as Orlando-based Hard
Rock Cafe International, were dealing with their own same-store sales
declines, and sitting on the sidelines. "We have no interest in acquiring
assets of our competitors," sniffed Hard Rock president Jim Berk.

While maintaining an upbeat tone in public, Planet's SEC filings began to
lay out in intricate detail the full scope of the company's weaknesses,
ranging from the threat of international terrorism - the company's Cape
Town, South Africa, eatery was bombed on Aug. 25, 1998, killing one guest
and injuring dozens - to the company's almost complete reliance on a small
cadre of key investors and insiders.

Then, on March 30, Planet Hollywood announced a stunning, fourth-quarter
loss of $228 million. Nearly a quarter of a billion dollars.
The loss was bad enough, but the company slipped a more ominous sliver of
news into the earnings announcement: It would default on a $15 million
bond interest payment the next day and postpone a $12.5 million loan
payment to SunTrust Bank Central Florida N.A., Orlando's largest financial

That same week, the company's outside auditor, PricewaterhouseCoopers LLP,
in the annual 10-K filing with the SEC, reported in the dry language of
lawyers and accountants that Planet Hollywood's financial situation was so
bleak that it raised "substantial doubt about its ability to continue as a
going concern."

Planet Hollywood co-founder Keith Barish bailed as best he could in late
March, fetching $1.75 a share for 10 million shares, half his holdings.
The capitulation forced the Hollywood director to resign from the board.
But a full two months after the company's record losses, Barish's bailout
and the auditor warning of a potential bankruptcy, Earl calmly reassured
the handful of shareholders who showed up for the annual meeting that a
turnaround was just around the corner. Earl sidestepped a question from
one shareholder who gingerly asked about the chances of a Chapter 11

Earl and two directors were handily reelected to the board. One of the
directors, Baumhauer, Planet's newly minted president and turnaround
specialist, would resign a few weeks later. (The Orlando Sentinel

POTASH CORPORATION: Decries Merit Of Suits Over Potash Price-Fixing
In March 1987, the U.S. International Trade Commission made a preliminary
determination that there was a reasonable indication that the U.S. potash
producers had been injured by imports of Canadian potash, assuming that
Canadian potash had been "dumped" into the U.S. market at less than "fair
value". On August 26, 1987, the U.S. Department of Commerce determined on
a preliminary basis that Canadian potash was, or was likely to be, sold in
the United States at less than "fair value".

On January 8, 1988, Commerce signed a suspension agreement with all of the
potash producers in Canada, suspending the dumping investigation by
Commerce. The agreement stipulates that each producer's minimum price for
potash sold in the United States is to be based upon a formula determined
by Commerce for each producer that is designed to limit any dumping by
that producer in the future. Compliance with the agreement is monitored by

In accordance with procedures established by the Uruguay Round Agreements
Act, Commerce and the U.S. International Trade Commission initiated a
"sunset" review of the suspended investigation on April 1, 1999. Since no
domestic interested party filed a notice of intent to participate in the
review within the deadline provided in its regulations, Commerce issued a
notice automatically terminating the suspended dumping investigation
effective January 1, 2000. The suspended investigation and the suspension
agreement both will terminate on that date.

                       Civil Antitrust Complaints

In June 1993, Potash Corporation Of Saskatchewan (PCS) and PCS Sales
(Canada) Inc. ("PCS Sales (Canada)") were served with a complaint relating
to a suit filed in the United States District Court for Minnesota against
most North American potash producers, including the Company. The complaint
alleged a conspiracy among the defendants to fix the price of potash
purchased by the plaintiffs as well as potash purchased by the members of
a class of certain purchasers proposed by the plaintiffs. Similar
complaints were filed in the United States District Courts for the
Northern District of Illinois and the Western District of Virginia. On
motion of the defendants, all of the complaints were transferred and
consolidated for pre-trial purposes in the United States District Court
for Minnesota. Amended complaints were filed in March and April 1994. On
January 12, 1995, the Minnesota Federal Court granted the plaintiffs'
motion for class certification. The complaint sought treble damages in an
unspecified amount and other relief. PCS and PCS Sales filed a motion for
summary judgment on December 22, 1995. On January 2, 1997, Judge Richard
H. Kyle issued an order granting the defendants' motions for summary
judgment and dismissing the lawsuit. The plaintiffs appealed that order to
the United States Court of Appeals for the Eighth Circuit on January 31,
1997. On May 7, 1999, the Eighth Circuit, in a two to one decision, issued
an opinion reversing Judge Kyle's summary judgment decision in favor of
the Company as well as several of the other defendants. On July 16, 1999,
the Eighth Circuit granted defendants' petition for rehearing en banc and
vacated the May 7, 1999 opinion of the three judge panel. Oral argument
before the Eighth Circuit en banc is scheduled to occur on September 13,

Additional complaints were filed in the California and Illinois state
courts on behalf of purported classes of indirect purchasers of potash in
those states. PCS moved to dismiss the California State Court lawsuit for
lack of personal jurisdiction and the court ruled that it does not have
personal jurisdiction over PCS but that it does have personal jurisdiction
over PCS Sales. Following Judge Kyle's summary judgment decision, the
California litigation was stayed and the case remains at an early stage:
no merits discovery has taken place. The Illinois State Court complaint
was dismissed for failure to state a cause of action and that decision is
final and not subject to appeal.

Insofar as the allegations of wrongdoing in the litigation relate to the
Company, management of the Company, having consulted with legal counsel,
believes that the allegations are without merit, that the Company has
valid legal defenses and that the lawsuit will not have a material adverse
effect on the Company. However, management of the Company cannot predict
with certainty the outcome of the litigation.

POTASH CORPORATION: Geismar Facility To Comply With Louisiana Subpoenas
On May 11, 1999, execution of a search warrant issued by the United States
District Court for the Middle District of Louisiana in connection with an
investigation of environmental matters was commenced at the Geismar,
Louisiana facility of PCS Nitrogen Fertilizer, L.P., a partnership of
certain subsidiaries of PCS Nitrogen, Inc. ("PCS Nitrogen"). The execution
of said warrant was concluded on May 12, 1999. Also on May 11, 1999,
subpoenas issued by the same court in connection with a grand jury
proceeding relating to the investigation were served at the Geismar
facility and on PCS Nitrogen at its offices in Memphis, Tennessee. The
investigation is at a preliminary stage and the Company is in the process
of complying with the subpoenas.

WASTE MANAGEMENT: Spector & Roseman Announce Expansion of Class Period
Spector & Roseman, P.C. announced that the Class Period for a class action
lawsuit filed in the United States District Court for the Southern
District of Texas on behalf all purchasers of the common stock of Waste
Management, Inc. (NYSE:WMI) will be expanded to include those who
purchased the stock between June 10, 1998 and August 13, 1999.

The Complaint alleges that Waste Management and certain of its officers
and directors violated the federal securities laws. According to the
Complaint, during the Class Period, defendants issued a series of
materially false and misleading public statements about the Company's
price adjustments, its competitive position, its cash flow from operations
and the successful integration of its mergers and acquisitions with Waste
Management's operations, all of which would result in the Company
achieving strong earnings per share growth in 1999 and 2000. Insider sales
of Waste Management stock during the Class Period were as follows:

Name                          Shares Sold               Total Proceeds

Jones                                36,126                  1,987,291
Matthews                            105,717                  5,823,950
Miller                               41,375                  2,290,520
Piller                               30,000                  1,650,000
Proto                               252,000                 13,918,920
Rothrock                             33,279                  1,830,345
Sangalis                             20,000                  1,120,000
Sobey                               256,750                 14,326,822
Sutherland-Yoest                    110,000                  6,046,700
Total Stock Sales                 1,036,547               $ 57,391,212

Ultimately, on July 6, 1999, after the markets closed, Waste Management
revealed that its second quarter revenues would be $ 250 million lower
than the Company had originally projected. Disclosure of the true
financial condition of the Company caused the stock to collapse 37%, its
biggest one day drop ever. Moreover, on July 13, 1999, Waste Management
indicated that its failure to achieve projected revenues was a result of
the projections being too aggressive. Moreover, the Company has also
reported that its Board has initiated an investigation into the heavy
selling of Waste Management shares by the Company's top executives. The
Investigation will be led by Roderick M. Hills, former chairman of the
Securities Exchange Commission and a current director of the Company.
Then, on July 29, 1999, Waste Management shocked the investment community
again by revealing that it expected actual second quarter results to be
between $ 0.57-$ 0.60 per share as opposed to $ 0.67-$ 0.70 per share as
announced on July 6, 1999. As a result, the market price of the Company's
stock fell an additional $ 5.50 to close at $ 25-15/16.

The plaintiff is represented by the law firm of Spector and Roseman, P.C.,
among others, If you are a member of the Class described above, you may,
no later than 60 days from July 8, 1999, move the Court to serve as lead
plaintiff of the Class, if you so choose. In order to serve as lead
plaintiff, however, you must meet certain legal requirements.

Contact plaintiff's counsel Robert M. Roseman or Joshua H. Grabar toll
free at 1-888-844-5862 or via E-mail at classaction@spectorandroseman.com


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

Class Action Reporter is a daily newsletter, co-published by Bankruptcy
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Washington, DC.  Theresa Cheuk and Peter A. Chapman, editors.

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

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