SHAW v. DIGITAL EQUIPMENT CORP.

Nos. 95-1995, 95-1996.

82 F.3d 1194 (1996)

Merry Lou SHAW, et al., Plaintiffs, Appellants, v. DIGITAL EQUIPMENT CORP., et al., Defendants, Appellees. Leonard WILENSKY, et al., Plaintiffs, Appellants, v. DIGITAL EQUIPMENT CORP., et al., Defendants, Appellees.

United States Court of Appeals, First Circuit.

Decided May 7, 1996.


Attorney(s) appearing for the Case

Sanford P. Dumain, with whom David J. Bershad, James P. Bonner, Milberg, Weiss, Bershad, Hynes & Lerach, New York City, Glen DeValerio, Kathleen Donovan-Maher, Berman, DeValerio & Pease, Boston, MA, Richard Schiffrin, Schiffrin & Craig, Ltd., Buffalo Grove, IL, Joseph D. Ament, and Much, Shelist, Freed, Denenberg, Ament, Bell & Rubenstein, P.C., Chicago, IL, were on brief, for Shaw appellants.

Thomas G. Shapiro, with whom Edward F. Haber, Shapiro, Grace, Haber & Urmy, Boston, MA, Glen DeValerio, Kathleen Donovan-Maher, Berman, DeValerio & Pease, Boston, MA, Fred Taylor Isquith, Peter C. Harrar, Wolf, Haldenstein, Adler, Freeman & Herz, L.L.P., New York City, Richard Bemporad, and Lowey, Dannenberg, Bemporad & Selinger, P.C., New York City, were on brief, for Wilensky appellants.

Edmund C. Case, with whom Jordan D. Hershman, Deborah S. Birnbach, Testa, Hurwitz & Thibeault, Boston, MA, John D. Donovan, Jr., Randall W. Bodner, Daniel J. Klau, and Ropes & Gray, Boston, MA, were on brief, for Shaw appellees.

Edmund C. Case, with whom Jordan D. Hershman, Deborah S. Birnbach, Testa, Hurwitz & Thibeault, Boston, MA, John D. Donovan, Jr., Randall W. Bodner, Daniel J. Klau, Ropes & Gray, Boston, MA, Gerald F. Rath, Robert A. Buhlman, Bingham, Dana & Gould, Boston, MA, Michael J. Chepiga, Daniel A. Shacknai and Simpson, Thacher & Bartlett, New York City, were on brief, for Wilensky appellees.

TORRUELLA, Chief Judge, CYR and LYNCH, Circuit Judges.


LYNCH, Circuit Judge.

Plaintiffs, purchasers of the securities of Digital Equipment Corp., appeal from the district court's dismissal of two consolidated class actions alleging violations of the federal securities laws. Both complaints assert that there were misleading statements and non-disclosures in the registration statement and prospectus prepared in connection with a public offering of stock. That offering commenced on March 21, 1994, just 11 days prior to the...

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