Bell Atlantic said it was in talks with Vodafone AirTouch PLC, the world's largest wireless-telephone company, about a business relationship in the United States. Citing people close to the talks, the New York Times reported that the companies were close to an agreement to combine their U.S. wireless operations into a separate company with a market value of as much as $80 billion.

An officer of Princeton Economics International, a money-management firm, has been arrested and charged with cheating Japanese investors in a multibillion-dollar Ponzi scheme that was allegedly aided by a top executive of Republic New York Securities, prosecutors said. Princeton Economics director Martin Armstrong cheated Japanese clients of the firm, which sold more than $3 billion of notes, prosecutors alleged. The president of Republic New York Securities' futures division at the time of the alleged wrongdoing provided Armstrong with false confirmation letters, prosecutors said. The charges didn't name the Republic executive.

Vencor, one of the nation's largest nursing-home chains, with facilities in 46 states, filed for federal bankruptcy protection from its creditors. The Louisville-based chain, which operates 300 nursing homes and 38 hospitals, cited rising debts due to declining Medicare fees in its filing.

Solectron, the No. 1 manufacturing-services company for the computer and electronics industries, agreed to acquire Smart Modular Technologies, a maker of memory chips, for about $2 billion in stock. Solectron has been making acquisitions to increase its products for computer companies. Milpitas, Calif.-based Solectron also reported that its fiscal fourth-quarter net income rose 59 percent, to $88.8 million.

DaimlerChrysler plans to spend $47 billion over the next three years to develop new car and truck models, London's Financial Times reported. The program, to be unveiled today at an auto show in Frankfurt, Germany, will include 64 new models by 2004, the newspaper said, citing an internal company document.

Free PC offers are under increased scrutiny by attorneys general in several states as part of a broader investigation of Internet service providers' marketing and disclosure policies, a state investigator said. In addition, the New York state attorney general's office issued a warning about the offers to consumers on its Web site last week, reminding them "there is no such thing as a free lunch."

Stock trades through Internet brokerages fell 2 percent in August, making it more likely that online transactions will record their first quarterly decline in the third quarter, Credit Suisse First Boston said. Fewer online trades were made in both July and August than in the corresponding months of the second quarter, indicating "a sequential decline in trading volumes" for the third quarter, analyst Jamie Earle said.

The SEC is likely to drop a disputed proposal aimed at curbing stock manipulation by requiring brokerages to vouch for the financial health of small companies, two SEC commissioners said. The proposal would require broker-dealers to review information about small, thinly traded stocks--known as micro-cap stocks--before publishing a quote, and look for signs of fraud. Commissioners Norman Johnson and Laura Unger said they expect the SEC staff to recommend that the proposal be withdrawn.

T-bill rates fell. The discount rate on three-month Treasury bills auctioned yesterday fell to 4.660 percent, from 4.720 percent last week. Rates on six-month bills fell to 4.925 percent from 4.950 percent. The actual return to investors is 4.794 percent for three-

month bills, with a $10,000 bill selling for $9,882.20, and 5.135 percent for a six-month bill selling for $9,751.00. Separately, the Federal Reserve said the average yield for one-year Treasury bills, a popular index for making changes in adjustable-rate mortgages, fell to 5.28 percent last week from 5.29 percent the previous week.

American Tower agreed to buy 1,942 microwave towers from AT&T for $260 million and to build 1,000 new wireless communications sites for AT&T over the next five years. American Tower, an independent owner of broadcast and wireless communications sites, said it expects to spend about $180 million to build the new wireless towers, where AT&T's wireless division will rent space with other customers.

Crane, a maker of airplane-braking systems and fluid-handling equipment, said it will close plants and cut about 450 jobs as part of a plan to reduce costs at three units. The Stamford, Conn.-based company said it will take restructuring charges totaling $18.5 million.

Procter & Gamble has formed a $50 million Internet company to sell cosmetics and beauty aids. The company, Reflect.com, was formed with Institutional California Venture Partners, a venture-capital firm in Menlo Park, Calif. The new company is expected to begin selling beauty products on its World Wide Web site before the start of this year's holiday season, P&G and Institutional Ventures said.

NCR is offering an early-retirement plan to 1,200 of its technicians to save about 30 percent in labor costs. The Dayton, Ohio, company, a manufacturer of checkout scanners and automated teller machines, plans to replace some of the retirees with lower-cost personnel, outsource the work or buy a company that does their jobs.

INTERNATIONAL

The Asian Development Bank is deferring approval of about $500 million in loans to Indonesia because of alleged financial irregularities implicating backers of President B.J. Habibie. The allegations center on an $80 million transfer from Bank Bali to a company controlled by a senior official in the ruling Golkar Party. Golkar opponents contend that the funds were meant to finance Habibie's reelection campaign.

Ecuador seized control of Banco Popular del Ecuador, guaranteed its deposits and named the assistant chief of the country's central bank as Banco Popular's new executive president after its assets were frozen last week in the United States. A U.S. federal judge froze the U.S. assets of the bank Thursday at the request of the Colombian government, which accused the bank of helping siphon off $64 million of Colombian tax revenue.

Tyco International joined three investors to take a $345 million stake in Worldwide Fiber as the world's largest undersea fiber-optic cable company tried to boost sales by investing in Internet and telecommunications providers. Bermuda-based Tyco now owns a $125 million stake, or 8.2 percent, of Vancouver, B.C.-based Worldwide Fiber, which is building a transatlantic fiber-optic network called Hibernia. Tyco is supplying the cables for Hibernia.

European Union governments failed to agree on how to reform the bloc's banana-import rules to end $191 million in U.S. sanctions. Foreign ministers from the 15 EU governments, who discussed banana imports at a meeting yesterday in Brussels, disagree as to whether the bloc should impose a flat tariff on imports--a solution that would satisfy the United States--or apply a mixture of tariffs and quotas, EU officials said.

Laidlaw, North America's largest bus operator, plans to sell its health-care operations and a stake in Safety-Kleen for $2 billion to pay for transportation acquisitions. The Burlington, Ontario-based company said it will take a charge of $1 billion in its fiscal fourth quarter ended Aug. 31 for the sale of American Medical Response, an ambulance service, and EmCare, a hospital-billing business. Laidlaw plans to sell a 44 percent stake in Safety-

Kleen, a waste-management company, within a year.

EARNINGS

Hershey Foods said its third-quarter profit will miss forecasts by as much as 26 percent because it could not complete orders for Reese's, Milk Duds and namesake candies. The company said profit may be as much as 20 cents a share below estimates. It had been expected to earn 78 cents in the quarter, the average estimate in a First Call survey. The delivery delay was caused by problems with a new computer system that won't be fixed until at least mid-October.