Yahoo!

(YHOO)

and

eBay

(EBAY) - Get Report

have resumed merger talks, the

Financial Times

reported. Earlier this month it was revealed the two companies had been talking, however, the talks fell apart, the

FT

noted. On Thursday night, Yahoo! and eBay declined to comment, but people close to Yahoo! and eBay confirmed that merger talks had begun again, the

FT

said. The

FT

said the Internet powerhouses are also talking about a looser alliance and the people close to the companies warned it was far from certain that the talks would lead to a deal of any description.

Led by

Boeing

(BA) - Get Report

, the four largest aerospace and defense companies are near a deal to form a single Internet business-to-business venture,

The Wall Street Journal

reported, citing people familiar with the transaction. In addition to Boeing, the B2B venture would include

Lockheed Martin

(LMT) - Get Report

,

Raytheon

(RTN.A)

,

BAE Systems

of Britain, along with Web-site technology developed by

Commerce One

(CMRC)

.

Mergers, acquisitions and joint ventures

General Motors

(GM) - Get Report

is mulling a possible bid to take over

Land Rover

, which would trump a nearly $3 billion offer already made by

Ford

(F) - Get Report

for the British company, a unit of Germany's

BMW

, the

Financial Times

reported. Last week, Ford said it reached a memorandum of understanding to buy Land Rover from BMW. The

FT

reported that senior execs, led by

GM Europe's

Mike Burns, are exploring whether or not the memorandum of understanding signed by BMW and Ford could be challenged by a rival approach.

Courtaulds Textiles

agreed to be bought by

Sara Lee

(SLE)

for $238 million, after Sara Lee sweetened its takeover offer.

Earnings/revenue reports and previews

In other postclose news (

Earnings estimates from First Call/Thomson Financial; earnings reported on a diluted basis unless otherwise specified.

):

Xircom

(XIRC)

warned second-quarter earnings, excluding items, will come in between 30 cents and 35 cents a share, far below the eight-analyst estimate of 56 cents.

Eidos

(EIDSY)

, a publisher and developer of entertainment software, warned that its second-half operating earnings for its financial year ending March 31 will be "significantly worse" than the second half of the year-ago period and results for this year will be "substantially below" last year's.

KeySpan Energy

(KSE)

said earnings are "significantly ahead" of Wall Street estimates for the first quarter and could be up to 7% higher for 2000. The five-analyst estimate calls for the company to earn $1.04 a share in the first quarter. The 12-analyst estimate calls for the company to earn $1.87 a share for the entire year.

Wit Capital

(WITC)

expects to report its first profitable quarter when it reports its first-quarter results. Wit anticipates revenue will exceed $85 million, above analyst estimates which it said range from $47.6 million to $54.0 million. The two-analyst estimate calls for the company to lose 5 cents a share in the first quarter. Wit said it expects to report earnings the week of April 17. For more, check out

TheStreet.com/NYTimes.com

joint newsroom's

story on the Wit announcement.

Offerings and stock actions

eMachines'

(EEEE)

20 million-share IPO was priced midrange at $9 a share by

Credit Suisse First Boston

.

Eprise's

(EPRS)

4 million-share IPO was priced above-range at $15 a share by

Deutsche Banc Alex. Brown

. The initial price range was $8 to $10 a share, which was then raised to $12 to $14.

MediaOne Group

(UMG)

is preparing to sell 14 million shares of its

Time Warner Telecom

(TWTC)

stock. The total shares to be offered will be 15.3 million, including the underwriters' over-allotment option, which represents all of MediaOne's interests in Time Warner Telecom. MediaOne is shedding its Time Warner Telecom interests in order to get the go-ahead for its proposed merger with

AT&T

(T) - Get Report

.

Viasystems'

(VG) - Get Report

44 million-share IPO was priced above-range at $21 a share by

Morgan Stanley Dean Witter

. The estimated price rage was $16 to $19 a share.

Virata's

(VRTA)

board approved a 2-for-1 stock split and an increase in the number of authorized shares of common stock to 450 million from 40 million.

Silicon Laboratories'

(SLAB) - Get Report

3.2 million-share IPO was priced by Morgan Stanley above-range at $31 a share. The original price range was $21 to $23 a share, which was then raised to $25 to $27 a share.

Analyst actions

AMC Entertainment

(AEN)

,

Carmike Cinemas

(CKE)

and

Loews Cineplex

(LCP)

were all downgraded to neutral from attractive by Marina Jacobson at

Bear Stearns

.

Also, Dow component

Johnson & Johnson's

(JNJ) - Get Report

rating was sliced to market perform from buy at

J.P. Morgan

.

Credit Suisse First Boston

analyst Ronald Tadross initiated coverage of the auto parts industry with a strong buy rating on

Gentex

(GNTX) - Get Report

; buy ratings on

Delco Remy

(RMY)

,

Decoma

(DECAF)

,

Johnson Controls

(JCI) - Get Report

,

Lear

(LEA) - Get Report

,

Magna

(MGA) - Get Report

and

Tower Automotive

(TWR)

; and hold ratings on

Arvin Industries

(ARV)

,

Dana

(DCN)

,

Delphi Automotive

(DPH)

,

Federal-Mogul

(FMO) - Get Report

and

Superior

(SUP) - Get Report

.

Aegon

(AEGN) - Get Report

: rating UP to hold from reduce at

HSBC

.

American Service Group

(ASGR)

: coverage INITIATED with a buy rating and a 12-month price target of 20 at

Deutsche Banc Alex. Brown

.

Carlton Communications

(CCM) - Get Report

: rating UP to intermediate-term buy from accumulate at

Merrill Lynch

.

Nanogen

(NGEN)

: coverage INITIATED with an outperform rating and a 12-month price target of 68 at

Lehman Brothers

.

PurchasePro.com

(PPRO)

: earnings estimates DOWN for 2000 to a loss of $1.74 from a loss of 92 cents and for 2001 to a loss of $1.62 from a loss of 63 cents at

Bear Stearns

.

Ryerson Tull

(RT)

: coverage INITIATED with a buy rating at J.P. Morgan.

Sherwin-Williams

(SHW) - Get Report

: rating UP to buy from market perform at

Donaldson Lufkin & Jenrette

.

Tibco Software

(TIBX)

: coverage REINSTATED with a strong buy rating at Alex. Brown.

Weirton Steel

(WS)

: coverage INITIATED with a buy rating at J.P. Morgan.

Miscellany

Morgan Stanley Dean Witter

(MWD)

announced the birth of the

Morgan Stanley Internet Index

. The index will be published on the

American Stock Exchange

beginning today under the ticker symbol MOX. Options on the index will begin trading by April 10. The index will initially include 28 large-cap Internet stocks drawn from nine Net subsectors: infrastructure services, infrastructure, consulting/services, portals, vertical portals, commerce, Internet/B2B software, B2B commerce and multi-sector Net companies. Morgan Stanley said the number and types of companies in the MOX will change as Net-related businesses evolve.

The initial component issues are:

Covad Communications

(COVD)

;

Exodus Communications

(EXDS)

;

InterNAP Network Services

(INAP) - Get Report

;

MCI WorldCom

(WCOM)

;

Cisco

(CSCO) - Get Report

,

Inktomi

(INKT)

,

Sun Microsystems

(SUNW) - Get Report

,

VeriSign

(VRSN) - Get Report

;

DoubleClick

(DCLK)

;

Scient

(SCNT)

;

America Online

(AOL)

;

Excite@Home

(ATHM) - Get Report

;

Microsoft

(MSFT) - Get Report

,

Yahoo!

(YHOO)

;

Charles Schwab

(SCH)

;

CNET Networks

(CNET) - Get Report

;

Healtheon/WebMD

(HLTH)

;

Intuit

(INTU) - Get Report

;

Amazon.com

(AMZN) - Get Report

;

eBay

(EBAY) - Get Report

;

priceline.com

(PCLN)

;

Ariba

(ARBA)

;

Oracle

(ORCL) - Get Report

;

Vignette

(VIGN)

;

Ventro

(VNTR) - Get Report

;

VerticalNet

(VERT)

;

CMGI

(CMGI)

; and

Internet Capital Group

(ICGE)

.

The Inside Wall Street column in

Business Week

written as usual by Gene Marcial, reports that

Wit Capital

(WITC)

is expected to take an equity stake of up to 5% in

United Retail Group's

(URGI)

Shop-At-Home

unit. Also, the column quoted an unidentified investor that "United could end up merging with a larger company." United and Wit declined to comment, the column reported.

The column also includes a bullish items on

Ibis Technology

(IBIS)

and on

Charles Schwab

(SCH)

. Bernie Schaeffer, head of

Schaeffer's Investment Research

, says Schwab could be a takeover target for a big financial-services concern, the column said.

For analysis of the market's preopen tone and trends, see the Wake-Up Call, published separately.