Microsoft

(MSFT) - Get Report

jumped 8 5/8, or 8.4%, to 111 7/8 following news reports that it and the government could be edging closer to a

settlement to resolve the antitrust case against the software giant.

The

Washington Post

said, according to sources, that the focus is on changes in Microsoft's business practices, rather than on any proposal to break up the company.

The Wall Street Journal

said a deal could result in tough restrictions on Microsoft's conduct. Citing sources close to the situation, the

Journal

said the talks still could collapse but that the gulf between the two sides is narrowing.

Separately, Microsoft also announced a pact with

H&R Block

(HRB) - Get Report

for tax products on Microsoft Network.

Two IPOs proved to be hot tickets today.

Breezecom

soared 19 13/16, or 99%, to 39 13/16, after it was priced at $20 a share, above the estimated 17-to-19 range.

CIBC World Markets

priced 5 million shares. The company is an Israeli manufacturer of wireless access products that enable connectivity to local area computer networks.

Blaze Software

(BLZE)

shot up 11 3/4, or 73.4%, to 27 3/4 in its trading debut.

Robertson Stephens

priced 4 million shares at $16 each, above the estimated $12 to $14 range.

The company provides software that allows companies to personalize interactions around communication channels including the Internet, automated response systems, manned customer service systems and others.

Mergers, acquisitions and joint ventures

Bausch & Lomb

(BOL)

slipped 7/8 to 55 1/2 after it said it offered to buy

Wesley Jessen Visioncare

(WJCO)

for $34 a share, or about $600 million.

Wesley Jessen jumped 8 9/16, or 34.4%, to 33 7/16. Bausch & Lomb said its offer is better for Wesley Jessen shareholders than Jessen's proposed $420 million purchase of

Ocular Sciences

(OCLR) - Get Report

,

announced Monday. Ocular Sciences lost 1, or 5.8%, to 16 1/4. Bausch & Lomb said it would consider taking its tender offer directly to shareholders if Wesley Jessen refuses to negotiate.

Late in the session, Wesley Jessen said its board "continues to believe in the merits of and is committed to the strategic merger that we have entered into with Ocular," and it believes the deal "is in the best long-term interests of our shareholders."

Boeing

lost 1 1/8 to 35 1/8, despite saying it booked a firm order for 50 narrow-body 737 jetliners worth about $2.3 billion at list prices.

The

Journal

reported that

Disney

(DIS) - Get Report

has been quietly lobbying

Congress

over fears that its programming would be denied fair access to

America Online's

(AOL)

Web sites if the online company's merger with

Time Warner

(TWX)

is approved. Disney gained 1 1/16 to 41 9/16; America Online fell 1 3/16 to 70 13/16 and Time Warner lost 1/4 to 101.

Exxon Mobil

(XOM) - Get Report

climbed 9/16 to 75 1/2 after it finalized deals to sell most of Mobil's gasoline stations and related supply arrangements in Texas, to meet antitrust regulators' conditions.

IBM

(IBM) - Get Report

gained 11/16 to 114 15/16 after it partnered with

TDK

to develop a range of Bluetooth wireless-technology products, which allows wireless data exchange between computers, for IBM's ThinkPad laptops.

International Paper

(IP) - Get Report

,

Georgia Pacific

(GP)

and

Weyerhaeuser

(WY) - Get Report

said they plan to develop a global B2B marketplace for paper and forest products online. International Paper rose 1 7/8, or 5%, to 39 1/8; Georgia Pacific gained 3/16 to 39 5/8 and Weyerhaeuser jumped 2 5/16 to 56 7/16.

News Corp.

(NWS) - Get Report

has been working on a strategy in which it could make an unsolicited takeover bid for

General Motors

(GM) - Get Report

, but a bid is viewed as being a long shot,

CNBC

reported. News Corp. issued a statement saying that "today's report that News Corp. has engaged in talks with General Motors, investment bankers and other third parties regarding a potential acquisition of General Motors is entirely false and without merit." News Corp. lost 1 3/4 to 61 7/16, while General Motors gained 5 1/4, or 6.4%, to 87.

Earnings/revenue reports and previews

(

Earnings estimates from First Call/Thomson Financial; earnings reported on a diluted basis unless otherwise specified. New highs and lows on a closing basis unless otherwise specified.

)

ConAgra

(CAG) - Get Report

lost 1/2 to 17 1/4 after it posted third-quarter earnings of 41 cents a share, in line with the 11-analyst estimate and up from the year-ago 36 cents.

Cognex

(CGNX) - Get Report

, a supplier of machine vision systems, jumped 9 19/64, or 19%, to 58 19/64 after it said it expects first-quarter earnings-per-share of about 33 cents, 15% better than the seven-analyst estimate of 29 cents per share.

FedEx

(FDX) - Get Report

jumped 2 1/2, or 6.7%, to 39 3/4 after it reported third-quarter earnings of 39 cents a share, including a gain of 2 cents. The 16-analyst estimate called for earnings of 34 cents while the year-ago EPS was 26 cents. FedEx said income rose 45% in the quarter, with earnings beating estimates despite soaring fuel prices.

GST Telecommunications

(GSTX)

slipped 1/2, or 6.1%, to 7 3/4 after it posted fourth-quarter losses of $1.88 per share, below the six-analyst estimate of a $1.30 loss per share but better than the year-ago $1.90.

The company has also restated 1999 earnings, revising third-quarter earnings at a loss of 52 cents per share compared with the 14-cent loss it originally reported. For the second quarter, the company amended losses at $1.28 per share from a loss of $1.30 per share originally filed. Finally, it restated its first-quarter loss as $1.44 per share, compared with a loss of $1.46 it originally filed.

Morgan Stanley Dean Witter

(MWD)

moved up 4 39/64, or 5.1%, to 94 3/4, after it reported first-quarter earnings of $1.34 a share, better than the 12-analyst estimate of $1.06 and up from the year-ago 88 cents.

Sherwin-Williams

TST Recommends

(SHW) - Get Report

added 9/16 to 21 15/16 after it said its first-quarter earnings will be higher than estimates, with sales growing in the mid-single digits from a year ago. The eight-analyst estimate calls for earnings of 20 cents a share.

SunGlass Hut

(RAYS)

lost 3/8 to 7 7/8 after it posted fourth-quarter earnings of 5 cents a share, in line with the eight-analyst estimate and up from the year-ago 3 cents.

Offerings and stock actions

Credence Systems

(CMOS)

climbed 5 1/16 to 136 9/16 after it said its board approved a 2-for-1 stock split.

Eli Lilly

(LLY) - Get Report

added 13/16 to 64 3/8 after it set a $3 billion share-repurchase program.

Niagara Mohawk

(NMK)

inched up 5/8, or 5.2%, to 12 5/8 after it said it will buy back an additional 20 million shares.

Genzyme Molecular Oncology

(GZMO)

dropped 2 3/4, or 11.3%, to 21 1/2 after it said it would offer 3 million shares of common stock.

Analyst actions

This morning, Dow component

General Electric's

(GE) - Get Report

rating was upgraded to buy from outperform and its price target was boosted to 200 from 150 at

Lehman Brothers

. General Electric advanced 8 5/8, or 5.7%, to 159 1/2.

Bell Atlantic

(BEL)

: named focus one stock at

Merrill Lynch

. Bell Atlantic rose 1 3/4 to 59 5/8.

Compuware

(CPWR)

: rating DOWN to market perform from buy and price target cut to 30 at

Donaldson Lufkin & Jenrette

. Compuware slipped 3, or 11%, to 24 1/4.

Dycom

(DY) - Get Report

: coverage INITIATED with a buy rating and a 12-month price target of 54 at

Deutsche Banc Alex. Brown

. Dycom climbed 2 7/8, or 6.4%, to 47 13/16.

Exodus Communications

(EXDS)

: price target UP to 225 from 175 by

Thomas Weisel

analyst Jim Linnehan; 12-month share price target UP to 210 from 175 at Lehman Brothers. Exodus Communications lifted 1 5/8 to 171.

Gilead

(GILD) - Get Report

: coverage INITIATED with a buy rating and a 98 price target at Lehman. Gilead moved up 5 9/16, or 8.7%, to 69 5/8.

Masco

(MAS) - Get Report

: coverage INITIATED with a buy rating and an 80 price target at Alex. Brown. Masco was up 1 to 22 3/4.

Palm

(PALM)

: coverage INITIATED with a buy rating and a 12-month price target of 80 at

Bear Stearns

. Palm gained 6 5/8, or 12.9%, to 58 3/16.

Pets.com

(IPET)

: INITIATED attractive at

Bear Stearns

. Pets.com advanced 1/4 to 6 1/8.

Quanta Services

(PWR) - Get Report

: coverage RESUMED with a buy rating and a 69 price target at Alex. Brown. Quanta Services jumped 5 1/2, or 9.7%, to 62.

Sonicwall

(SNWL)

: coverage INITIATED with a buy rating and a 140 12-month price target at J.P. Morgan. Sonicwall ascended 4 15/16, or 5.4%, to 96 1/8.

US Freightways

(USFC)

: INITIATED with a buy rating and a 50 price target at

Bear Stearns

. US Freightways rose 1 7/16 to 36 1/16.

Miscellany

Campbell Soup

(CPB) - Get Report

said Dale Morrison resigned as president, CEO and a director of the company. The New Jersey-based company said its board has appointed David Johnson to serve as CEO until a special committee concludes a search for a new long-term CEO. Johnson had served as Campbell's president and CEO from 1990 to 1997.

The soup company hasn't been looking so

M'm! M'm! Good! of late. It was hit with shareholder lawsuits this year, alleging that company documents misled shareholders about revenue. Last month, Campbell recalled 109,000 pounds of canned vegetable beef soup in 13 states after consumers found long pieces of metal in the soup. What would

Andy Warhol

think? Campbell Soup lifted 3/8 to 30 1/16.

The

Washington Post

reported that

Lockheed Martin's

(LMT) - Get Report

board of directors withheld a 1999 bonus from Chairman and CEO Vance D. Coffman at his request because of the defense company's poor financial performance. Lockheed Martin fell 1/16 to 17 1/16.

Meditrust

(MT) - Get Report

said it named Francis Cash as CEO effective April 17. The former CEO, David Benson, resigned in January. Meditrust dropped 1/16 to 2 5/8.

British cable television operator

Telewest

(TWSTY)

said it would offer its digital service on 90% of its network by June and aimed to have 500,000 customers by the end of the year.

Merrill Lynch

upgraded Telewest to intermediate-term buy from neutral. Telewest moved up 4 1/4, or 6.2%, to 73.

The Heard on the Street column in the

Journal

looks at

Citigroup's

(C) - Get Report

announcement that it is buying the 15% of

Travelers Property Casualty

(TAP) - Get Report

it doesn't already own. The move suggests Citigroup could be looking to buy other insurance companies using its own higher-priced stock, which sells for about 18 times earnings. Citigroup lifted 3 1/16, or 5.2%, to 61 13/16.